Luoyang Luanchuan Molybdenum Industry Group Co., Ltd. Announcement on Providing Guarantees to Subsidiaries and Joint Ventures

Luoyang Molybdenum Co., Ltd.
Stock Code: 603993
Stock Abbreviation: Luoyang Molybdenum
Announcement No.: 2026-012

Announcement on Providing Guarantees to Subsidiaries and Joint Ventures

The Company’s Board of Directors and all directors guarantee that this announcement contains no false records, misleading statements, or major omissions, and they bear legal responsibility for the truthfulness, accuracy, and completeness of its content.

Key Highlights:

● Guarantee objects and basic information

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● Total guarantees provided

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1. Overview of Guarantee Arrangements

(1) Basic Guarantee Information

To support the company’s and its subsidiaries’ normal production and operations, Luoyang LuanChuan Molybdenum Group Co., Ltd. (hereinafter referred to as “the Company”) directly or through wholly owned subsidiaries (including direct and indirect wholly owned subsidiaries) provides a total estimated guarantee amount of no more than 4.6 billion yuan, and provides an estimated guarantee of no more than 140 million yuan to the joint venture Luoyang Fuchuan Mining Co., Ltd. (hereinafter “Fuchuan Mining”). Fuchuan Mining offers its mining rights for the Shangfanggou Molybdenum Mine (Certificate No.: C1000002011073120115610) as counter-security for the guarantees provided by the Company.

(2) Internal Decision-Making Procedures

On May 30, 2025, the Company’s 2024 Annual Shareholders’ Meeting approved the “Proposal on the Estimated Guarantee Limit for 2025,” authorizing the Board of Directors or authorized persons (and their authorized representatives) to approve guarantees for the Company directly or through wholly owned subsidiaries (including direct and indirect wholly owned subsidiaries) or controlling subsidiaries (including direct and indirect controlling subsidiaries), with a maximum total guarantee limit of 55 billion yuan (or equivalent foreign currency). Guarantees for entities with a debt-to-asset ratio exceeding 70% are capped at 25 billion yuan; for those with a ratio not exceeding 70%, the cap is 30 billion yuan. These guarantees mainly include, but are not limited to: loans from domestic and foreign financial institutions, bond issuance, bank acceptance bills, electronic commercial bills, letters of guarantee, promissory notes, letters of credit, pledge and mortgage loans, bank liquidity pool transactions, environmental guarantees, bidding guarantees, performance guarantees, prepayment guarantees, quality guarantees, derivatives trading limits, overdraft limits, or other liabilities. The Company, directly or through wholly owned or controlling subsidiaries, may provide guarantees for other wholly owned or controlling subsidiaries within these limits. Guarantees for subsidiaries with a debt ratio above or below 70% cannot be offset against each other. The guarantee validity period is from the approval date of the 2024 Annual Shareholders’ Meeting until the date of the 2025 Annual Shareholders’ Meeting.

To ensure the continued operation of Fuchuan Mining, the Company plans to provide up to 1 billion yuan in financing guarantees (based on actual guarantee amounts during implementation), valid until the date of the 2025 Annual Shareholders’ Meeting. Fuchuan Mining offers its mining rights for the Shangfanggou Molybdenum Mine as counter-security for these guarantees.

On May 30, 2025, the Company’s Seventh Board of Directors’ third extraordinary meeting approved the “Proposal on Authorizing Relevant Persons to Handle External Guarantee Matters for 2025,” authorizing the Chairman or CFO within the scope of the 2024 Annual Shareholders’ Meeting authorization to handle related guarantee matters.

(4) Overview of the Guarantee Plan

Within the scope of shareholders’ and board authorization, the Company plans to provide guarantees totaling no more than 4.6 billion yuan to the guaranteed parties, detailed as follows:

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Note: 1. The above guarantee matters are based on current business conditions and are estimates. Within the total guarantee limit, guarantees among wholly owned subsidiaries can be reallocated; however, for entities with a debt ratio exceeding 70%, guarantees can only be obtained from those exceeding 70%. All guarantees for controlling subsidiaries are for wholly owned subsidiaries and do not involve guarantees from other shareholders proportionally.

2. Fuchuan Mining has mortgaged its Shangfanggou Molybdenum Mine mining rights (Certificate No.: C1000002011073120115610) to the Company as counter-security for the guarantees provided, with a counter-guarantee amount not exceeding 1 billion yuan. If the Company assumes guarantee obligations under the guarantee contract for Fuchuan Mining, and has paid related amounts to creditors, the Company has the right to apply for realization of the mining rights mortgage and to be compensated from the proceeds of the disposal of the mining rights.

3. Basic Information of the Guaranteed Parties

Details are in the attachment.

3. Main Content of Guarantee Agreements

As of the date of this announcement, the guarantee agreements have not yet been signed; the specific terms and guarantee amounts are subject to the actual signed contracts.

4. Necessity and Rationality of Guarantees

All guarantees are necessary for the normal production and operation of the Company’s subsidiaries and joint ventures, conducive to stable and sustainable development, aligned with the Company’s actual business conditions and overall strategic plan. The credit status of the guaranteed parties is good, and overall risk is controllable.

5. Board Opinions

On January 22, 2025, the Company’s Seventh Board of Directors held the second extraordinary meeting, approving the “Proposal on Estimated Guarantee Limit for 2025.” After careful consideration, the Board believes that providing guarantees to subsidiaries is a reasonable decision based on their business development needs, financing arrangements, and profitability assessments. This helps ensure smooth operation of the main business and may improve future economic benefits. The subsidiaries are operating steadily, and the financing funds are centrally managed by the Group headquarters. The Company can effectively monitor the use of funds and manage operational and financial risks of the subsidiaries.

The Board considers that providing up to 1 billion yuan (or equivalent foreign currency) in guarantees to Fuchuan Mining, an important joint venture, aligns with its development needs and the Company’s strategic interests. The Company can effectively manage and control related risks without harming the interests of the Company or investors.

6. Total External Guarantees and Overdue Guarantees

As of the date of this announcement, based on the exchange rate midpoint published by the People’s Bank of China on March 18, 2026 (1 USD = 6.8909 RMB), the total external guarantees amount to approximately 29.53 billion yuan (of which guarantees to wholly owned subsidiaries total about 28.949 billion yuan), representing 41.58% of the latest audited net assets. As of the date of this announcement, there are no overdue guarantees. Investors are advised to be aware of related risks.

This is the official announcement.

Luoyang LuanChuan Molybdenum Group Co., Ltd.
Board of Directors
March 18, 2026