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Pintec Technology Holdings Ltd – ‘20-F’ for 12/31/19 – ‘EX-4.48’

On:  Monday, 6/29/20, at 4:06pm ET   ·   For:  12/31/19   ·   Accession #:  1193125-20-182324   ·   File #:  1-38712

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 6/29/20  Pintec Technology Holdings Ltd    20-F       12/31/19  157:22M                                    Donnelley … Solutions/FA

Annual Report by a Foreign Non-Canadian Issuer   —   Form 20-F   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 20-F        Annual Report by a Foreign Non-Canadian Issuer      HTML   2.05M 
 2: EX-2.4      Plan of Acquisition, Reorganization, Arrangement,   HTML    127K 
                Liquidation or Succession                                        
 5: EX-4.10     Instrument Defining the Rights of Security Holders  HTML     91K 
 6: EX-4.11     Instrument Defining the Rights of Security Holders  HTML     54K 
 7: EX-4.44     Instrument Defining the Rights of Security Holders  HTML     80K 
 8: EX-4.45     Instrument Defining the Rights of Security Holders  HTML     78K 
 9: EX-4.46     Instrument Defining the Rights of Security Holders  HTML     86K 
10: EX-4.47     Instrument Defining the Rights of Security Holders  HTML     87K 
11: EX-4.48     Instrument Defining the Rights of Security Holders  HTML     58K 
12: EX-4.49     Instrument Defining the Rights of Security Holders  HTML     60K 
13: EX-4.50     Instrument Defining the Rights of Security Holders  HTML    125K 
14: EX-4.51     Instrument Defining the Rights of Security Holders  HTML     73K 
15: EX-4.52     Instrument Defining the Rights of Security Holders  HTML    121K 
16: EX-4.53     Instrument Defining the Rights of Security Holders  HTML     51K 
 3: EX-4.8      Instrument Defining the Rights of Security Holders  HTML     72K 
 4: EX-4.9      Instrument Defining the Rights of Security Holders  HTML     89K 
17: EX-8.1      Opinion of Counsel re: Tax Matters                  HTML     42K 
20: EX-13.1     Annual or Quarterly Report to Security Holders      HTML     42K 
21: EX-13.2     Annual or Quarterly Report to Security Holders      HTML     42K 
18: EX-12.1     Statement re: Computation of Ratios                 HTML     46K 
19: EX-12.2     Statement re: Computation of Ratios                 HTML     46K 
22: EX-15.1     Letter re: Unaudited Interim Financial Info         HTML     42K 
23: EX-15.2     Letter re: Unaudited Interim Financial Info         HTML     41K 
24: EX-15.3     Letter re: Unaudited Interim Financial Info         HTML     41K 
25: EX-16.1     Letter re: Change in Certifying Accountant          HTML     41K 
32: R1          Cover Page                                          HTML    111K 
33: R2          Consolidated Balance Sheets                         HTML    188K 
34: R3          Consolidated Balance Sheets (Parenthetical)         HTML     85K 
35: R4          Consolidated Statements of Operations and           HTML    164K 
                Comprehensive (Loss)/Income                                      
36: R5          Consolidated Statements of Operations and           HTML     43K 
                Comprehensive (Loss)/Income (Parenthetical)                      
37: R6          Consolidated Statements of Changes in (Invested     HTML    153K 
                Deficit)/Shareholders' Equity                                    
38: R7          Consolidated Statements of Changes in (Invested     HTML     45K 
                Deficit)/Shareholders' Equity (Parenthetical)                    
39: R8          Consolidated Statements of Cash Flows               HTML    247K 
40: R9          Organization and principal activities               HTML    264K 
41: R10         Summary of significant accounting policies          HTML    227K 
42: R11         Concentration and risks                             HTML     51K 
43: R12         Acquisition                                         HTML     75K 
44: R13         Financing receivables, net                          HTML    117K 
45: R14         Accounts receivable, net                            HTML     77K 
46: R15         Prepayments and other current assets, net           HTML     74K 
47: R16         Property, equipment and software, net               HTML     66K 
48: R17         Prepayment for long-term investment                 HTML     46K 
49: R18         Long-term investments                               HTML     88K 
50: R19         Fair value measurement                              HTML     69K 
51: R20         Intangible assets, net                              HTML     79K 
52: R21         Funding debts                                       HTML     69K 
53: R22         Borrowing                                           HTML     82K 
54: R23         Financial guarantee liabilities and financial       HTML    109K 
                guarantee assets                                                 
55: R24         Debt instrument                                     HTML     57K 
56: R25         Accrued expenses and other liabilities              HTML     74K 
57: R26         Non-controlling interests                           HTML     47K 
58: R27         Taxation                                            HTML    186K 
59: R28         Share based compensation expenses                   HTML    233K 
60: R29         Pre-IPO preferred shares                            HTML     54K 
61: R30         Related party transactions                          HTML    166K 
62: R31         Defined contribution plan                           HTML     46K 
63: R32         Loss per share                                      HTML     78K 
64: R33         Commitments and contingencies                       HTML     59K 
65: R34         Restatement and reclassification                    HTML    649K 
66: R35         Subsequent events                                   HTML     51K 
67: R36         Parent company only condensed financial             HTML    309K 
                information                                                      
68: R37         Summary of significant accounting policies          HTML    309K 
                (Policies)                                                       
69: R38         Organization and principal activities (Tables)      HTML    213K 
70: R39         Summary of significant accounting policies          HTML     91K 
                (Tables)                                                         
71: R40         Acquisition (Tables)                                HTML     67K 
72: R41         Financing receivables, net (Tables)                 HTML    123K 
73: R42         Accounts receivable, net (Tables)                   HTML     79K 
74: R43         Prepayments and other current assets, net (Tables)  HTML     74K 
75: R44         Property, equipment and software, net (Tables)      HTML     65K 
76: R45         Long-term investments (Tables)                      HTML     79K 
77: R46         Fair value measurement (Tables)                     HTML     64K 
78: R47         Intangible assets, net (Tables)                     HTML     79K 
79: R48         Funding debts (Tables)                              HTML     66K 
80: R49         Borrowing (Table)                                   HTML     81K 
81: R50         Financial guarantee liabilities and financial       HTML    110K 
                guarantee assets (Tables)                                        
82: R51         Debt instrument (Tables)                            HTML     50K 
83: R52         Accrued expenses and other liabilities (Tables)     HTML     72K 
84: R53         Taxation (Tables)                                   HTML    173K 
85: R54         Share based compensation expenses (Tables)          HTML    221K 
86: R55         Related party transactions (Tables)                 HTML    170K 
87: R56         Loss per share (Tables)                             HTML     78K 
88: R57         Commitments and contingencies (Tables)              HTML     54K 
89: R58         Restatement and reclassification (Tables)           HTML    647K 
90: R59         Parent company only condensed financial             HTML    310K 
                information (Tables)                                             
91: R60         Organization and principal activities - Effect the  HTML     56K 
                transfer of the Pintec Business to the Group                     
                (Details)                                                        
92: R61         Organization and principal activities -             HTML    107K 
                Establishment of Pintec, its subsidiaries and VIEs               
                (Details)                                                        
93: R62         Organization and principal activities - Basis of    HTML     57K 
                Presentation for the Reorganization (Details)                    
94: R63         Organization and principal activities - Risks in    HTML     77K 
                relation to the VIE structure (Details)                          
95: R64         Organization and principal activities - Initial     HTML     44K 
                public offering ("IPO") and followed offering                    
                (Details)                                                        
96: R65         Summary of significant accounting policies -        HTML     54K 
                Convenience translation, Cash and cash equivalents               
                and Financing receivables, net (Details)                         
97: R66         Summary of significant accounting policies -        HTML     56K 
                Estimated useful lives of property, equipment and                
                software, net (Details)                                          
98: R67         Summary of significant accounting policies -        HTML     55K 
                Schedule Of Acquired Finite Lived Intangible                     
                Assets By Major Class (Detail)                                   
99: R68         Summary of significant accounting policies -        HTML    100K 
                Others (Details)                                                 
100: R69         Summary of significant accounting policies -        HTML     63K  
                Schedule Of Impact on Consolidated Statement of                  
                Operations And Comprehensive Income upon Adoption                
                of ASC 606 (Detail)                                              
101: R70         Summary of significant accounting policies -        HTML     61K  
                Schedule of impact on consolidated balance sheet                 
                upon adoption of ASC 606 (Detail)                                
102: R71         Concentration and risks (Details)                   HTML     58K  
103: R72         Acquisition (Detail)                                HTML     80K  
104: R73         Acquisition - Schedule of allocation of the         HTML     84K  
                purchase price (Detail)                                          
105: R74         Financing receivables, net (Details)                HTML     63K  
106: R75         Financing receivables, net - Balances of financing  HTML     50K  
                receivables by due date (Details)                                
107: R76         Financing receivables, net - Movement of the        HTML     54K  
                allowance for credit losses (Details)                            
108: R77         Financing receivables, net - Aging analysis of      HTML     57K  
                past due (Details)                                               
109: R78         Accounts receivable, net (Details)                  HTML     59K  
110: R79         Accounts receivable, net - Allowance for doubtful   HTML     50K  
                accounts (Details)                                               
111: R80         Prepayments and other current assets, net           HTML     70K  
                (Details)                                                        
112: R81         Property, equipment and software, net (Details)     HTML     64K  
113: R82         Prepayment For Long Term Investment - (Detail)      HTML     55K  
114: R83         Long-term investments (Details)                     HTML     61K  
115: R84         Long-term investments - Cost and Equity method      HTML     93K  
                investment (Details)                                             
116: R85         Fair value measurement - Assets and liabilities     HTML     49K  
                (Details)                                                        
117: R86         Intangible assets, net (Details)                    HTML     83K  
118: R87         Funding debts - Outstanding funding debts           HTML     58K  
                (Details)                                                        
119: R88         Funding debts - Terms of the funding debts          HTML     44K  
                borrowed and asset-backed securities (Details)                   
120: R89         Funding debts - Trusts were administered by         HTML     61K  
                third-party trust companies (Details)                            
121: R90         Borrowing - Summary of Borrowings (Detail)          HTML     75K  
122: R91         Borrowing - Summary of Borrowings (Parenthetical)   HTML     50K  
                (Detail)                                                         
123: R92         Financial guarantee liabilities and financial       HTML     51K  
                guarantee assets (Details)                                       
124: R93         Financial guarantee liabilities and financial       HTML     54K  
                guarantee assets - Schedule of guarantee assets                  
                movement activities (Details)                                    
125: R94         Financial guarantee liabilities and financial       HTML     48K  
                guarantee assets - Schedule of guarantee assets                  
                allowance for credit loss movement activities                    
                (Detail)                                                         
126: R95         Debt instrument - Fair Value Measurement Inputs     HTML     56K  
                and Valuation Techniques (Detail)                                
127: R96         Debt instrument (Details)                           HTML     78K  
128: R97         Accrued expenses and other liabilities (Details)    HTML     73K  
129: R98         Accrued expenses and other liabilities              HTML     45K  
                (Parenthetical) (Details)                                        
130: R99         Non-controlling interests (Detail)                  HTML     59K  
131: R100        Taxation (Details)                                  HTML     95K  
132: R101        Taxation - Current and deferred portion of income   HTML     52K  
                tax expense (Details)                                            
133: R102        Taxation - Reconciliation between the statutory     HTML     73K  
                EIT rate and the effective tax rates (Details)                   
134: R103        Taxation - Deferred tax assets and deferred tax     HTML     81K  
                liabilities (Details)                                            
135: R104        Taxation - Changes in valuation allowance           HTML     71K  
                (Details)                                                        
136: R105        Share based compensation expenses - Share options   HTML    216K  
                issued by Jimu Parent to employees of the Company                
                (Details)                                                        
137: R106        Share based compensation expenses - Restriction of  HTML    106K  
                ordinary shares held by senior management                        
                (Details)                                                        
138: R107        Share based compensation expenses - Share options   HTML    147K  
                issued by Pintec (Details)                                       
139: R108        Pre-IPO preferred shares - Ordinary Shares          HTML     98K  
                (Details)                                                        
140: R109        Related party transactions (Details)                HTML    163K  
141: R110        Related party transactions - Balances with the      HTML     70K  
                major related parties (Details)                                  
142: R111        Related party transactions - Summary Of Movement    HTML     48K  
                Of Allowance For Credit Losses On Amounts Due From               
                Related Parties (Details)                                        
143: R112        Defined contribution plan (Details)                 HTML     44K  
144: R113        Loss per share (Details)                            HTML     59K  
145: R114        Loss per share (Parenthetical) (Details)            HTML     45K  
146: R115        Commitments and contingencies - Operating lease     HTML     59K  
                commitment (Details)                                             
147: R116        Restatement and reclassification - Summary of       HTML    200K  
                effects of the reclassifications and restatement                 
                for the error on the Consolidated Balance Sheets                 
                (Detail)                                                         
148: R117        Restatement and reclassification - Summary of       HTML    137K  
                effects of the reclassifications and restatement                 
                for the error on the Consolidated Statements of                  
                Operations and Comprehensive Loss (Detail)                       
149: R118        Restatement and reclassification - Summary of       HTML    244K  
                effects of the reclassifications and restatement                 
                for the error on the Consolidated Statements of                  
                Cash Flows (Detail)                                              
150: R119        Restatement and reclassification (Detail)           HTML     51K  
151: R120        Subsequent events (Details)                         HTML     72K  
152: R121        Parent company only condensed financial             HTML    156K  
                information - Balance sheets (Details)                           
153: R122        Parent company only condensed financial             HTML     99K  
                information - Condensed statements of operations                 
                and comprehensive loss (Details)                                 
154: R123        Parent company only condensed financial             HTML    104K  
                information - Condensed statements of cash flows                 
                (Details)                                                        
156: XML         IDEA XML File -- Filing Summary                      XML    270K  
155: EXCEL       IDEA Workbook of Financial Reports                  XLSX    214K  
26: EX-101.INS  XBRL Instance -- pt-20191231                         XML   7.03M 
28: EX-101.CAL  XBRL Calculations -- pt-20191231_cal                 XML    333K 
29: EX-101.DEF  XBRL Definitions -- pt-20191231_def                  XML   1.84M 
30: EX-101.LAB  XBRL Labels -- pt-20191231_lab                       XML   2.40M 
31: EX-101.PRE  XBRL Presentations -- pt-20191231_pre                XML   2.17M 
27: EX-101.SCH  XBRL Schema -- pt-20191231                           XSD    413K 
157: ZIP         XBRL Zipped Folder -- 0001193125-20-182324-xbrl      Zip    460K  


‘EX-4.48’   —   Instrument Defining the Rights of Security Holders


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



  EX-4.48  

Exhibit 4.48

Loan Agreement

This Loan Agreement (this “Agreement”) is made in Chaoyang District, Beijing on August 30, 2019 by and between:

Lender: Sky City (Beijing) Technology Co., Ltd.

Address: 3009, 3/F, Auxiliary Building of Bowangyuan, Yangfangdian, Haidian District, Beijing

Borrower: Lerong Duoyuan (Beijing) Technology Co., Ltd.

Address: 806, 8/F, Building 4#, Yard 18, Suzhou Street, Haidian District, Beijing

WHEREAS, the Lender agrees to provide a loan to the Borrower for the purpose set forth herein, through friendly consultation, the Parties hereby agree as follows:

 

1.

Loan

 

1.1

The Lender agrees to provide the Borrower with a loan of RMB15,000,000 (fifteen million Yuan) subject to the terms and conditions set forth herein (the “Loan”).

 

1.2

The Loan shall be granted to the Borrower upon satisfaction of the conditions precedent set forth in Section 4 below.

 

1.3

The Term of Loan shall be one year (calculated on the basis of 365 days a year) commencing from the date that the Loan is remitted to the bank account of the Borrower (the “Term of Loan”), and may be extended with the mutual consent of the Parties.

 

1.4

The Lender agrees that the interest rate for the Loan during the Term of Loan specified in Section 1.2 shall be 7% per annum.

 

2.

Purpose of Loan

 

2.1

The Parties agree that the Loan hereunder shall be used for the purpose of satisfying the Borrower’s working capital needs.

 

3.

Repayment

 

3.1

The Borrower shall repay the Loan to the Lender in one lump sum on the expiry date of the Term of Loan (the “Due Date”). The Parties agree that the Borrower shall have the right to repay all or part of the Loan prior to the Due Date, in which case, the interest on the portion of the Loan prepaid by the Borrower shall accrue till the date of repayment thereof by the Borrower.

 

3.2

The Lender and the Borrower hereby agree and acknowledge that any repayment of the Loan by the Borrower shall not be subject to any additional condition or require a notice of repayment given by the Borrower to the Lender.

 

4.

Conditions Precedent

 

4.1

The provision of the Loan by the Lender to the Borrower shall be subject to the satisfaction of the following conditions (the Lender shall have the right, but no obligation, to waive any or all of the conditions precedent to the provision of the Loan set forth in this Section 4.1):

 

  (1)

the representations and warranties made by the Borrower shall be true, accurate and complete as of the date the Lender provides the Loan; and

 

  (2)

the Borrower shall confirm that when or before the Lender provides the Loan, there is no event that has a material adverse effect on the Borrower or its financial conditions, or on the legal rights and capacity, civil capacity or financial conditions of the Borrower.

 

5.

Representations and Warranties

 

5.1

The Lender hereby represents and warrants that:

 

  (1)

it is a limited liability company duly incorporated and validly existing under the laws of China;

 

1


  (2)

it has the authority to enter into this Agreement and perform its obligations hereunder;

 

  (3)

this Agreement constitutes valid and binding obligations of it, enforceable against it in accordance with the terms hereof; and

 

  (4)

The funds used for providing the Loan hereunder come from legal sources, are not the funds coming from or of the nature of the criminal gains and proceeds derived from drug-related crimes, crimes committed by organizations of the nature of criminal gangs, terrorist crimes, crimes of smuggling, graft and bribery, crimes of disrupting the order of financial administration, crimes of financial fraud, and are free from conditions in violation of the Anti-money Laundering Law of the People’s Republic of China or other applicable laws and regulations.

 

5.2

The Borrower hereby represents and warrants that:

 

  (1)

it is a limited liability company duly incorporated and validly existing under the laws of China;

 

  (2)

it has the authority to enter into this Agreement and perform its obligations hereunder; and

 

  (3)

this Agreement constitutes valid and binding obligations of it, enforceable against it in accordance with the terms hereof.

 

6.

Confidentiality

 

6.1

The Parties acknowledge and confirm that any information, oral or written, exchanged between the Parties in connection with this Agreement shall be deemed as confidential information. Each Party shall maintain the secrecy of all such confidential information and shall not disclosure any confidential information to any third party without the prior written consent of the other Party, except any information that: (a) is or becomes known to the public (not as a result of disclosure thereof by the Party receiving such confidential information to the public without authorization); (b) is required to be disclosed according to the applicable laws and regulations; or (c) needs to be disclosed to its board of directors or legal or financial advisors for purpose of the transactions contemplated hereby, provided that such directors or legal or financial advisors are bound by the obligation of confidentiality similar to that set forth in this Section 6.1. Any disclosure of confidential information by any employee of or agent hired by a Party shall be deemed as a disclosure made by such Party, for which such Party shall be held liable for breach of agreement. The provisions of this Section 6.1 shall survive any termination of this Agreement for any reason.

 

7.

Liability for Breach

 

7.1

Any Party who violates any provisions hereof, or fails to perform its obligations hereunder or causes all or part of this Agreement to be unable to perform shall assume the liability for breach of agreement and indemnify the other Party for the losses (including costs of litigation and attorney’s fee) arising therefrom. If both Parties breach this Agreement, the Parties shall assume their respective liabilities depending on the actual circumstances.

 

8.

Governing Law and Dispute Resolution

 

8.1

The formation, validity, interpretation, performance, amendment, termination and dispute resolution in respect of this Agreement shall be governed by the laws of the People’s Republic of China.

 

8.2

Any dispute arising out of interpretation or performance of this Agreement shall be settled by the Parties through friendly consultation in the first instance. If such dispute fails to be resolved within 30 days after a Party sends a written notice to the other Party requesting the settlement thereof thorough consultation, either Party may submit the dispute to the China International Economic and Trade Arbitration Commission for settlement by arbitration in accordance with its arbitration rules then in effect. The place of arbitration shall be Beijing. The language of arbitration shall be Chinese. The arbitration award shall be final and binding on the Parties.

 

9.

Miscellaneous

 

9.1

Any amendment or supplement to this Agreement or exhibits hereto must be made in writing.

 

2


9.2

This Agreement shall take effect from the signing date hereof, and remain in effect till the repayment of the Loan hereunder in full.

 

9.3

If one or more provisions of this Agreement are held invalid, illegal or unenforceable in any respect under any law or regulation, such invalidity, illegality or unenforceability shall in no way affect or prejudice the validity, legality and enforceability of the remaining provisions hereof in any respect. The Parties shall negotiate in good faith to replace such invalid, illegal or unenforceable provisions with valid provisions that come closest to the economic effect of such invalid, illegal or unenforceable provisions with valid provisions to the maximum extent permitted by law and expected by the Parties.

 

9.4

Any matter not specifically addressed herein may be settled by the Parties in writing through consultation.

 

9.5

This Agreement shall be made in Chinese and in two counterparts, one counterpart to be held by the Parties respectively with equal legal effect.

[The remainder of this page is intentionally left blank]

 

3


IN WITNESS WHEREOF, the parties have executed this Agreement, effective as of the date first above written.

Lender: Sky City (Beijing) Science and Technology Co., Ltd. (seal)

/s/ Sky City (Beijing) Science and Technology Co., Ltd.

Borrower: Lerong Duoyuan (Beijing) Technology Co., Ltd. (seal)

/s/ Lerong Duoyuan (Beijing) Technology Co., Ltd.

 

4


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘20-F’ Filing    Date    Other Filings
Filed on:6/29/206-K
For Period end:12/31/196-K,  NT 20-F
8/30/19
 List all Filings 


4 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/30/24  Pintec Technology Holdings Ltd.   20-F       12/31/23  147:18M                                    Toppan Merrill/FA
 5/15/23  Pintec Technology Holdings Ltd.   20-F       12/31/22  119:17M                                    Toppan Merrill/FA
 4/28/22  Pintec Technology Holdings Ltd.   20-F       12/31/21  135:19M                                    Donnelley … Solutions/FA
 4/30/21  Pintec Technology Holdings Ltd.   20-F       12/31/20  157:16M                                    Donnelley … Solutions/FA
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