丽沫医药 LIVZZON 麗珠醫藥集團股份有限公司 Livzon Pharmaceutical Group Inc.* (在中華人民共和國註冊成立的股份有限公司) (股份代號: 1513) OH CH3 OH HO H 工 || 0 H HO 2019 中期報告 * 僅供識別 目錄 | --- | --- | --- | |----------|----------------------------------------|-------| | | | | | 第一節 | 重要提示和釋義 | 2 | | 第二節 | 公司簡介和主要財務指標 | 7 | | 第三節 | 公司業務概要 | 16 | | 第四節 | 經營情況討論與分析（管理層討論與分析） | 18 | | 第五節 | 重要事項 | 62 | | 第六節 | 股份變動及股東情況 | 98 | | 第七節 | 優先股相關情況 | 106 | | 第八節 | 董事、監事、高級管理人員情況 | 107 | | 第九節 | 公司債相關情況 | 112 | | 第十節 | 財務報告 | 113 | | 第十一節 | 備查文件目錄 | 283 | 2 第一節 ...

Financial Performance - Operating revenue for the reporting period was approximately RMB 2.28 billion, an increase of 1.32% year-on-year[5] - Net profit attributable to shareholders was approximately RMB 306.75 million, a significant decrease of 91.80% compared to the same period last year[5] - The net profit attributable to shareholders after deducting non-recurring gains and losses was approximately RMB 224.50 million, a slight increase of 0.27% year-on-year[7] - Basic earnings per share for the reporting period were RMB 0.43, down 91.81% from the previous year[7] - The weighted average return on equity was 2.91%, a decrease of 40.09 percentage points compared to the previous year[7] - Cash flow from operating activities for the year-to-date was approximately RMB 626.35 million, a decrease of 32.47% year-on-year[7] - The net profit for the year-to-date was approximately RMB 940.10 million, a decrease of 77.86% compared to the same period last year[5] - The estimated cumulative net profit for the year is projected to be between RMB 1,127.51 million and RMB 1,250.51 million, representing a decrease of 74.54% to 71.76% compared to the previous year[36] - Basic earnings per share are expected to be between RMB 1.57 and RMB 1.74, down 74.76% to 72.03% from RMB 6.22 in the same period last year[36] Shareholder Information - Total number of common shareholders at the end of the reporting period was 44,362, with A-share shareholders accounting for 44,350[15] - The top 10 shareholders held a combined 34.22% of shares, with Hong Kong Central Clearing Limited holding 246,049,398 shares[15] Investments and Assets - Total assets at the end of the reporting period were approximately RMB 15.62 billion, a decrease of 1.73% compared to the end of the previous year[5] - Other receivables increased by 54.34% to ¥98,222,933.93, primarily due to new receivables from the transfer of subsidiary equity[21] - Long-term equity investments rose by 47.61% to ¥136,683,254.30, attributed to increased external investments[21] - The company reported a significant decrease in investment income, down 100.05% to -¥2,087,989.58, due to prior year gains from subsidiary equity disposals[22] - The construction in progress increased by 96.16% to ¥137,856,993.88, reflecting new production facility investments[21] - The company’s financial liabilities increased dramatically by 10,405.06% to ¥35,625,814.67, mainly due to foreign exchange contract value changes[21] - Minority interests rose by 90.03% to ¥875,797,110.52, primarily from investments by minority shareholders[21] Revenue Breakdown - Revenue for the first nine months of 2018 was ¥6,841,435,893.90, representing a 4.90% increase compared to the same period in 2017[22] - Operating income for the first three quarters of 2018 reached RMB 6.841 billion, a year-on-year increase of 4.90%[24] - Revenue from Western medicine formulations was RMB 3.356 billion, with a year-on-year growth of 15.05%[24] - The revenue from the digestive system product line was RMB 962 million, reflecting a year-on-year increase of 28.70%[24] - The revenue from key products in the hormone field, such as injection acetic acid leuprolide microspheres, reached RMB 590 million, a year-on-year increase of 35.38%[25] - The revenue from raw materials and intermediates was RMB 1.741 billion, with a year-on-year growth of 15.37%[24] Cash Flow and Financing - The company reported a net cash flow from operating activities of RMB 626.35 million, down 32.47% from the previous year due to tax payments related to the disposal of equity[29] - Investment activity cash inflow decreased by 98.71% to RMB 63.15 million, primarily due to the previous year's proceeds from the disposal of subsidiary equity[31] - The company experienced a 2334.17% increase in cash inflow from financing activities, totaling RMB 934.12 million, attributed to minority equity investments and increased borrowings[31] Stock Options and Incentives - The company approved a stock option plan to grant 19.5 million A-share stock options to incentive targets[32] - The number of incentive targets for the stock option plan was adjusted from 1,116 to 1,050, with the number of stock options granted adjusted from 17.5 million to 17.4755 million[34] Risk Management and Compliance - The company has implemented new accounting standards affecting financial reporting, which may impact future financial results[8] - The company has no overdue commitments from actual controllers, shareholders, related parties, acquirers, or other related parties during the reporting period[35] - The company has not engaged in entrusted wealth management during the reporting period[39] - The company has established a comprehensive risk management framework to mitigate market, operational, and legal risks associated with its foreign exchange operations[42] - The company’s independent directors have approved the foreign exchange derivative trading business in accordance with relevant laws and regulations[42] - The company’s financial derivatives are strictly for hedging purposes and not for speculative trading[42] Derivative Investments - The company reported a total investment in derivatives amounting to 20,408,765.77 CNY as of September 30, 2018, reflecting a significant increase from the initial investment of 4,433,499.50 CNY[40] - The fair value change of the company's securities investments resulted in a loss of 1,625,639.66 CNY during the period from January to September 2018[40] - The company held a total of 8,016,344.50 CNY in Kunlun Energy stocks, with a fair value decrease of 34,317.20 CNY in the same period[40] - The company reported a loss of 4,585.76 CNY from its investment in Penghua Fund during the first nine months of 2018[40] - The total amount of foreign exchange forward contracts sold was 19,000.00 CNY, with a net loss of 309.42 CNY recorded[40] - The company’s investment in Huadong Medicine stocks reached a fair value of 11,530,940.46 CNY, with a gain of 1,796,387.58 CNY during the reporting period[40] - The company’s derivative investments accounted for a proportion of 0.04% of the net assets at the end of the reporting period[40] - The company’s total realized loss from derivative investments for the period was 1,973,015.24 CNY[40] Investor Relations - The company conducted multiple investor relations activities, including site visits on July 12, August 21, and August 27, 2018[44]

Financial Performance - Livzon Pharmaceutical Group reported that it will not distribute interim cash dividends or bonus shares for the current period[6]. - The company's operating revenue for the current period is RMB 4,564,703,491.43, representing a 6.78% increase compared to the previous period's RMB 4,274,758,446.48[23]. - The net profit attributable to shareholders for the current period is RMB 633,354,295.53, which is a 25.66% increase from RMB 504,002,522.78 in the previous period[23]. - The net cash flow from operating activities for the current period is negative at RMB -18,168,548.18, a decrease of 104.06% compared to RMB 447,380,853.65 in the previous period[23]. - Total assets at the end of the period amount to RMB 15,464,421,401.75, down 2.73% from RMB 15,897,730,717.63 at the beginning of the period[23]. - Total liabilities at the end of the period are RMB 4,596,332,739.07, a decrease of 1.45% from RMB 4,664,107,164.03 at the beginning of the period[23]. - The company's basic earnings per share for the current period is RMB 0.88, reflecting a 25.71% increase from RMB 0.70 in the previous period[24]. - The weighted average return on equity decreased to 5.79%, down 1.63 percentage points from 7.42% in the previous period[24]. - The company's total equity attributable to shareholders decreased by 3.67% to RMB 10,377,012,951.36 from RMB 10,772,739,768.63 at the beginning of the period[23]. Accounting and Reporting - The company’s financial report for the first half of 2018 was prepared in accordance with the Chinese Accounting Standards and has not been audited[5]. - The report has been reviewed by the company's audit committee and approved by the board of directors[5]. - The company has adopted new accounting standards effective January 1, 2018, which have impacted the financial statements and reporting[25]. - The company has implemented changes in accounting estimates regarding the provision for bad debts for accounts receivable and other receivables, effective from April 1, 2018[20]. Research and Development - Research and development expenses increased by RMB 171.55 million, reflecting the company's commitment to innovation[36]. - The company has made significant progress in R&D, with 11 new projects initiated in the raw materials and intermediates division, including 1 project that has been submitted for DMF[50]. - The company reported a total of 25 projects in preclinical research and 7 in clinical research for chemical and traditional Chinese medicine preparations[72]. - R&D expenses amounted to RMB 327.47 million, a year-on-year increase of 17.51%, representing 7.17% of total revenue[71]. - The company is focusing on enhancing its R&D capabilities and optimizing its product development processes to mitigate risks associated with new drug development[148]. Market and Sales - The company’s marketing network covers major medical institutions and pharmacies nationwide, supported by a professional sales team of over 10,000[41]. - The company's main business achieved revenue of RMB 4,543.74 million, an increase from RMB 4,255.42 million in the same period last year, representing a growth of 6.78%[58]. - The revenue from key products in the hormone field, such as injection acetic acid leuprolide microspheres and urinary follicle-stimulating hormone, reached RMB 359.06 million and RMB 272.88 million, growing 27.43% and 3.93% respectively[60]. Investments and Financial Management - The company reported an investment income of RMB 854,288.83, accounting for 0.10% of total profit, primarily due to changes in the profit and loss of joint ventures[79]. - The company has approved a USD 30 million investment in the Global Health Science Fund II, L.P., which focuses on innovative medical technologies and products[115]. - The company plans to use the raised funds for the development and industrialization of the Aiprazole series innovative products, among other projects[133]. - The company has established a foreign exchange risk management policy to hedge against currency fluctuations[130]. - The company is committed to strengthening its financial management to enhance interest income and stabilize its main business growth[145]. Corporate Governance and Compliance - The company has consistently adhered to corporate governance standards and regulations, ensuring effective management and supervision[2]. - The company has not experienced any penalties or rectification situations during the reporting period[190]. - There are no risks of delisting due to violations during the reporting period[191]. - The company and its controlling shareholders have no integrity issues, such as failing to fulfill court judgments or large debts that are overdue[192]. Employee and Organizational Development - The total employee count increased to 7,219 as of June 30, 2018, up from 6,963 at the end of 2017, with total employee compensation amounting to RMB 468.89 million[111]. - The company established eight business school branches to enhance employee training and development, focusing on diverse learning methods[113]. - The company completed the third phase of unlocking its restricted A-share incentive plan, with no changes to the employee compensation policy during the reporting period[112]. Future Outlook and Strategic Plans - The company plans to enhance its marketing strategies focusing on evidence-based, service-oriented, and cooperative marketing to expand its market presence[150]. - The company aims to strengthen its product pipeline by integrating resources and enhancing external collaborations for new product development[152]. - The company is committed to ongoing research and development of new technologies to drive growth and innovation[123]. - The company anticipates potential impacts from regulatory changes in the pharmaceutical industry, emphasizing the need for compliance and adaptation to new policies[148].

Financial Performance - The company's operating revenue for Q1 2018 was CNY 2,369,123,463.71, representing an increase of 11.43% compared to CNY 2,126,032,700.53 in the same period last year[4] - Net profit attributable to shareholders for Q1 2018 was CNY 347,363,915.08, reflecting a growth of 26.31% from CNY 275,011,096.84 year-on-year[4] - The net profit after deducting non-recurring gains and losses was CNY 284,962,982.12, which is a 19.56% increase from CNY 238,343,079.15 in the previous year[4] - The basic earnings per share for Q1 2018 was CNY 0.63, up 23.53% from CNY 0.51 in the same period last year[4] - Revenue for the first quarter was RMB 531 million, a year-on-year decrease of 6.99%[16] Assets and Liabilities - The total assets at the end of the reporting period were CNY 16,156,947,209.89, an increase of 1.63% from CNY 15,897,730,717.63 at the end of the previous year[5] - The net assets attributable to shareholders at the end of Q1 2018 were CNY 11,079,097,592.61, which is a 2.84% increase from CNY 10,772,739,768.63 at the end of the previous year[5] - Short-term borrowings increased to RMB 150 million, reflecting an increase in subsidiary borrowings[14] Cash Flow - The net cash flow from operating activities decreased by 19.24% to CNY 208,115,855.40 from CNY 257,702,732.97 in the same period last year[4] - Cash flow from investment activities saw a drastic decline of 99.95% to RMB 371,064.09 due to last year's equity transfer guarantees[18] - Cash flow from financing activities increased by 1,043.27% to RMB 188.82 million, primarily due to increased borrowings from subsidiaries[18] Revenue Breakdown - The revenue from Western medicine products reached RMB 1.096 billion, a year-on-year growth of 16.07%[15] - Diagnostic reagents and equipment generated revenue of RMB 154 million, a year-on-year increase of 19.09%[16] - Key formulation products showed varied performance: sales of Shenqi Fuzheng Injection decreased by 24.74% to RMB 298 million, while antiviral granules increased by 36.91% to RMB 181 million[16] - Sales of Aprazole enteric-coated tablets grew by 44.61% to RMB 140 million, and sales of Rebeprazole increased by 66.63% to RMB 73.21 million[16] - Revenue from active pharmaceutical ingredients (APIs) showed significant growth: Milbemycin Oxime increased by 239.93% to RMB 41.39 million, and Simvastatin grew by 146.70% to RMB 36.74 million[17] Shareholder Information - The total number of common shareholders at the end of the reporting period is 40,508, including 40,499 A-share shareholders and 9 H-share shareholders[11] - The top 10 shareholders hold a combined 62.68% of the shares, with Hong Kong Central Clearing Limited holding 34.20% and Health元药业集团股份有限公司 holding 23.68%[11] Non-Recurring Gains and Losses - The company reported non-recurring gains of CNY 62,400,932.96 for the period, primarily from government subsidies and other income[8] - The company reported a significant increase in government subsidies, with operating other income rising by 135.05% to RMB 58.50 million[15] - The asset impairment loss increased by 62.08% to RMB 12.75 million, primarily due to an increase in receivables[15] Corporate Actions and Plans - The company proposed a cash dividend of RMB 20.00 per 10 shares and a capital reserve conversion of 3 shares for every 10 shares held, totaling RMB 1.11 billion[20] - The company approved a capital increase for its subsidiary Livzon Biologics, amounting to RMB 306 million and RMB 294 million from respective shareholders[20] - The company is focusing on internationalizing its monoclonal antibody business and attracting talent through equity structure adjustments[20] - The company completed the equity change registration for Lijun Biopharmaceuticals, maintaining a 51% stake for the company and 49% for Health元[21] - A total of 28,431 restricted shares were repurchased and canceled due to non-compliance with incentive conditions, while 4,038,407 shares were unlocked for 413 eligible participants[21] Risk Management - The company has established a foreign exchange risk management policy to mitigate market, operational, and legal risks associated with derivative investments[28] - The company utilized foreign exchange forward contracts to hedge against currency risk, with a fair value change gain of 1.93 million RMB during the reporting period[28] - The company emphasizes a cautious and prudent approach to derivative trading, avoiding speculative transactions[28] Compliance and Governance - The company reported no violations regarding external guarantees during the reporting period[30] - There were no non-operating fund occupations by controlling shareholders or related parties during the reporting period[31] - The company’s independent directors support the derivative investment strategy, confirming adherence to legal and regulatory requirements[28] Future Outlook - The company does not anticipate significant changes in net profit for the first half of 2018 compared to the previous year[24]

丽珠医药集团股份有限公司 2017 年年度报告 2018 年 3 月 | | 董事长致辞 2 | | --- | --- | | 第一节 | 重要提示和释义 4 | | 第二节 | 公司简介和主要财务指标 7 | | 第三节 | 公司业务概要 12 | | 第四节 | 经营情况讨论与分析（董事会报告） 14 | | 第五节 | 重要事项 50 | | 第六节 | 股份变动及股东情况 79 | | 第七节 | 优先股相关情况 87 | | 第八节 | 董事、监事、高级管理人员和员工情况 88 | | 第九节 | 公司治理及企业管治报告 98 | | 第十节 | 公司债券相关情况 114 | | 第十一节 | 财务报告 115 | | 第十二节 | 备查文件目录 252 | 董事长致辞 尊敬的各位股东： 2017 年是医疗体制变革的大年，各种政策对行业影响深远。我们的经营管理团队带领全体员工创新规范， 开创了新局面。在本集团全体员工的共同努力下，丽珠 2017 年度经营业绩实现了不错的增长，令人欣喜。 随着国家经济高速发展，在以"患者为中心"的全新时代，医药行业加大创新规范步伐，只有不断研发出 具有市场竞争力的新 ...

Financial Performance - Operating revenue for the period was CNY 2,246,986,396.19, a 15.85% increase year-on-year[6] - Net profit attributable to shareholders surged by 1719.16% to CNY 3,742,239,394.63 compared to the same period last year[6] - Basic earnings per share reached CNY 6.83, reflecting a 1565.85% increase year-on-year[6] - The weighted average return on equity rose by 38.69 percentage points to 43.00%[6] - The company reported a net cash flow from operating activities of CNY 927,501,988.42, an increase of 5.02% year-on-year[6] - The company's total comprehensive income showed a significant decline of 6027.91%, resulting in a loss of CNY 35,731,474.70, primarily due to exchange rate fluctuations[19] - Investment income surged by 248,337.41% to 4,286,999,539.02 CNY primarily from the disposal of subsidiary equity[20] - Net profit attributable to shareholders increased by 590.70% to 4,246,241,917.41 CNY, driven by the disposal of subsidiary equity[20] - Cash inflow from investment activities reached 4,890,349,234.39 CNY, a 5,338.01% increase, mainly from the disposal of subsidiary equity[22] - Tax expenses rose by 790.58% to 1,195,412,441.13 CNY, reflecting increased profits from the disposal of subsidiary equity[20] - The estimated cumulative net profit for the year is projected to be approximately RMB 432.21 million, representing a 451.04% increase compared to the same period last year[28] - Basic earnings per share are expected to be RMB 7.90, reflecting a 419.74% increase year-over-year[28] - The company reported a total comprehensive income of RMB 4.27 billion for the first nine months of 2017, compared to RMB 656.63 million in the same period of 2016, indicating an increase of 551%[44] Assets and Liabilities - Total assets increased by 49.99% to CNY 15,793,351,753.51 compared to the end of the previous year[6] - Net assets attributable to shareholders increased by 62.70% to CNY 10,585,260,903.54 compared to the end of the previous year[6] - The company's cash and cash equivalents increased by 238.67% to CNY 6,983,093,776.66, primarily due to the receipt of equity transfer payments from subsidiaries[17] - Accounts receivable notes rose by 77.84% to CNY 912,280,209.93, attributed to adjustments in the company's note circulation methods[17] - The company's financial assets measured at fair value increased by 46.62% to CNY 8,825,167.79, driven by stock market fluctuations and foreign exchange contract rate changes[17] - The total amount of other receivables rose by 60.48% to CNY 78,326,320.14, primarily due to an increase in employee business advances[17] - The company's inventory stock decreased by 46.44% to CNY 75,162,388.20, linked to the implementation of a restricted stock incentive plan[19] - The company's other current liabilities decreased by 100% to zero, as the first phase of short-term financing bonds issued in 2016 matured[19] - Total current liabilities increased to RMB 4.44 billion from RMB 3.31 billion, reflecting a rise of approximately 34.1%[43] - Total liabilities rose to CNY 5.17 billion, up from CNY 4.61 billion at the end of 2016, indicating a growth of 11.9%[49] Shareholder Information - The total number of shareholders at the end of the reporting period was 18,372[12] - The top shareholder, Hong Kong Central Clearing Limited, held 34.20% of shares, totaling 189,219,923 shares[12] - Shareholders' equity increased to CNY 7.24 billion as of September 30, 2017, compared to CNY 3.53 billion at the end of 2016, representing a growth of 104.5%[49] Government and Compliance - The company received government subsidies amounting to CNY 106,672,205.05 during the reporting period[10] - The company reported no instances of non-compliance with external guarantees during the reporting period[38] - There were no non-operational fund occupations by controlling shareholders or related parties during the reporting period[39] - The company has not initiated any targeted poverty alleviation efforts during the reporting period and has no plans for such initiatives in the near future[40] Operational Insights - The company completed the transfer of 100% equity of a subsidiary, which has been registered and is no longer held by the company[25] - The company conducted multiple investor relations activities throughout the reporting period, with detailed records available on the official website[36] - The company reports stable growth in sales across various business sectors, contributing to continuous growth in operating revenue and operating profit for 2017[28] Foreign Exchange and Risk Management - The company has implemented foreign exchange risk management measures, including the use of forward foreign exchange contracts to hedge against currency fluctuations[34] - The fair value change of forward foreign exchange contracts resulted in a gain of RMB 271,300 during the reporting period[34] - The company emphasizes the importance of compliance with legal regulations in its derivative investment activities to mitigate legal risks[34] - The independent directors support the company's foreign exchange derivative trading activities as aligned with its actual development needs[35] - The company has established a management system for foreign exchange derivative trading, approved by the board of directors, to ensure proper use of funds[35]