Important Statement
This report is prepared by the bond trustee, GF Securities Co., Ltd. (hereinafter referred to as "GF Securities"), based on publicly disclosed information such as the "Management Measures for Convertible Corporate Bonds," the "Trustee Management Agreement" between Lingnan Eco-Culture Travel Co., Ltd. and GF Securities Co., Ltd. regarding the convertible bonds publicly issued by Lingnan Eco-Culture Travel Co., Ltd. in 2018 (hereinafter referred to as the "Trustee Agreement"), and the "Prospectus for the Public Offering of Convertible Corporate Bonds by Lingnan Eco-Culture Travel Co., Ltd." (hereinafter referred to as the "Prospectus"), as well as professional opinions issued by third-party intermediaries. GF Securities has not independently verified the content and information quoted from the above documents in this report, nor does it provide any guarantee or assume any responsibility for the truthfulness, accuracy, and completeness of such quoted content and information.
This report does not constitute a recommendation for investors to take or not take any action. Investors should make independent judgments on relevant matters and should not use any content in this report as a commitment or statement made by GF Securities. Under no circumstances will GF Securities be liable for any action or inaction taken by investors based on this report.
Risk Warning
I. Risk of "Lingnan Convertible Bond" Not Being Redeemed on Schedule
According to the "Announcement on the Redemption of 'Lingnan Convertible Bond' on Schedule" (Announcement No.: 2024-113) disclosed by the company, the company's current funds are insufficient to redeem the "Lingnan Convertible Bond" on schedule. According to the "Announcement on the Credit Rating of the Company's Main Business and Related Debt Financing Instruments" (Announcement No.: 2024-119) disclosed by the company's main business and related debt financing instruments, C, downgraded from "Lingnan Convertible Bond," is due to the company's credit rating being downgraded to C. The "Lingnan Convertible Bond" overdue situation may affect other creditors' confidence in the company, further weakening the company's financing capacity and exacerbating its capital tension. If the company cannot resolve the situation properly, it may face further lawsuits, arbitrations, frozen bank accounts, and asset freezes due to overdue debts. It may also need to pay relevant liquidated damages, late fees, and penalties, which will affect the company's production and operation, increase its financial expenses, and further increase its capital pressure, impacting its performance for the year.
In addition, the company's overdue debt situation may affect other creditors' confidence in the company, further weakening its financing capacity and exacerbating its capital tension. If the company cannot resolve the situation properly, it may face further lawsuits, arbitrations, frozen bank accounts, and asset freezes due to overdue debts. It may also need to pay relevant liquidated damages, late fees, and penalties, which will affect the company's production and operation, increase its financial expenses, and further increase its capital pressure, impacting its performance for the year.
II. Sustainable Operation Risk
In recent years, the company's ecological environment and cultural tourism industry has suffered severe shocks. The delay in bidding for engineering projects and the extension of the construction period have had a significant impact on the company's debt repayment capacity and profitability.
On April 29, 2026, the company disclosed the "2025 Annual Report," and the audited net profit attributable to shareholders of the parent company was -233,567.61 million yuan, a year-on-year decrease of 137.29%.
As of the end of the year, the company's net assets attributable to shareholders of the parent company were 106,457.38 million yuan, and total assets were 122,348.30 million yuan. The company experienced a significant loss in 2025, exceeding 10% of the net assets at the end of 2024.