一、 重要提示 二、 公司基本情况 2018 年第一季度报告 公司代码：600392 公司简称：盛和资源 盛和资源控股股份有限公司 2018 年第一季度报告 1 / 18 | 一、 | 重要提示 3 | | --- | --- | | 二、 | 公司基本情况 3 | | 三、 | 重要事项 6 | | 四、 | 附录 8 | 2018 年第一季度报告 单位：元币种：人民币 本报告期末 上年度末 本报告期末比上年度末增 减(%) 总资产 8,914,013,739.17 8,351,106,187.62 6.74 归属于上市公司 股东的净资产 5,044,831,056.21 4,982,924,813.51 1.24 年初至报告期末 上年初至上年报告期末 比上年同期增减(%) 经营活动产生的 现金流量净额 117,194,663.56 -185,223,376.81 163.27 年初至报告期末 上年初至上年报告期末 比上年同期增减（%） 营业收入 1,372,279,913.96 933,310,611.04 47.03 归属于上市公司 股东的净利润 76,850,223.88 32,217,537.68 ...

Financial Performance - Revenue for the year-to-date reached CNY 398,556,386.23, a significant increase of 699.24% year-on-year[7]. - Net profit attributable to shareholders for the year-to-date was CNY 1,065,599,614.90, compared to a loss of CNY -69,743,785.89 in the previous year, marking a turnaround[7]. - Basic earnings per share increased by 550.78% to CNY 0.3187 from CNY -0.0707 in the same period last year[7]. - The company reported a net profit increase due to the rise in rare earth product prices, leading to an expected turnaround from loss to profit for the year 2017[17]. - Net profit for Q3 2017 was ¥258,169,507.28, a recovery from a net loss of ¥42,389,217.84 in Q3 2016[30]. - The company's net profit for the first nine months of 2017 was CNY 4,140,964.19, compared to a net loss of CNY 28,389,487.37 in the same period last year[32]. Assets and Liabilities - Total assets increased by 249.19% year-on-year, reaching CNY 8,789,512,370.30 at the end of the reporting period[7]. - Total liabilities reached ¥2,121,372,580.17, compared to ¥528,076,059.58 at the beginning of the year, indicating substantial growth in financial obligations[23]. - The total assets of the company as of September 30, 2017, amounted to ¥8,789,512,370.30, up from ¥2,517,148,128.42 at the beginning of the year[23]. - The total comprehensive income attributable to the parent company for the third quarter was CNY 260,561,077.87, down from CNY 432,943,373.34 in the previous year[31]. - The company’s total liabilities as of September 30, 2017, were ¥499,580,249.14, a decrease from ¥519,436,289.35 at the start of the year[27]. Cash Flow - Operating cash flow net amount for the year-to-date was CNY -407,079,302.13, a decrease of 157.21% compared to the same period last year[7]. - The net cash flow from operating activities was -¥407,079,302.13, reflecting a 157.21% increase in outflow compared to -¥158,268,411.55 in the previous year[17]. - Operating cash inflow totaled CNY 4,804,045,917.58, while cash outflow was CNY 5,211,125,219.71, resulting in a net cash flow from operating activities of -CNY 407,079,302.13[36]. - Financing cash inflow reached CNY 2,506,842,271.04, while cash outflow was CNY 1,441,242,656.14, resulting in a net cash flow from financing activities of CNY 1,065,599,614.90[37]. - The cash and cash equivalents at the end of the reporting period were CNY 124,658,823.36, compared to CNY 2,937,205.30 at the end of the previous period[40]. Shareholder Information - Total number of shareholders reached 97,073[12]. - The largest shareholder, China Geological Survey, holds 189,524,783 shares, accounting for 14.04%[12]. Strategic Activities - The company received approval from the China Securities Regulatory Commission for asset acquisition and fundraising, leading to the consolidation of three new subsidiaries into the financial statements[7]. - The company is focusing on expanding its market presence through strategic acquisitions and increased procurement[15]. - The company is focusing on expanding its market presence and enhancing profitability through strategic mergers, including the consolidation of three companies since February 2017[17]. Inventory and Receivables - Accounts receivable surged by 549.31% to 1,077,594,198.15 CNY, primarily from non-controlling mergers[15]. - Inventory increased by 307.21% to 3,149,002,609.26 CNY, reflecting heightened procurement efforts[15]. - The inventory level surged to ¥3,149,002,609.26, compared to ¥773,307,340.60 at the start of the year, indicating a significant increase in stock[22]. Investment Activities - The company reported a significant increase in long-term equity investments, which rose to ¥5,446,785,615.99 from ¥2,395,805,862.92[26]. - The company is focusing on expanding its investment activities, as evidenced by the substantial cash outflow for investments in the current period[40].

Financial Performance - The company's operating revenue for 2016 was CNY 1,371,133,536.69, representing a 24.86% increase compared to CNY 1,098,154,269.97 in 2015[19]. - The net profit attributable to shareholders of the listed company for 2016 was a loss of CNY 32,852,307.82, a decrease of 269.97% from a profit of CNY 19,328,553.19 in 2015[19]. - The net profit after deducting non-recurring gains and losses was a loss of CNY 90,262,630.28, a decrease of 652.92% compared to a profit of CNY 16,324,629.65 in 2015[19]. - The net cash flow from operating activities improved to a loss of CNY 106,615,618.92, a 59.61% improvement from a loss of CNY 263,954,120.72 in 2015[19]. - Basic earnings per share for 2016 was -0.0349 yuan, a decrease of 270.24% compared to 0.0205 yuan in 2015[21]. - Diluted earnings per share for 2016 was -0.0349 yuan, reflecting the same percentage decrease of 270.24% from 2015[21]. - The weighted average return on equity for 2016 was -2.76%, a decrease of 4.29 percentage points from 1.53% in 2015[21]. - The company achieved operating revenue of RMB 1,371,133,536.69, an increase of 24.86% compared to the previous year[60]. - The net profit attributable to shareholders was RMB -3,285,230.00, a decrease of 269.97% year-on-year[60]. Assets and Liabilities - Total assets at the end of 2016 were CNY 2,517,148,128.42, an increase of 9.70% from CNY 2,294,658,449.94 at the end of 2015[19]. - Total liabilities increased by 26.44% to CNY 1,123,225,979.73 from CNY 888,363,424.40 in 2015[19]. - The company's undistributed profits as of December 31, 2016, were CNY 760,348,797.13, with a proposed cash dividend of CNY 0.20 per 10 shares[3]. - The total share capital remained unchanged at 941,039,383 shares[19]. Market and Industry Trends - The overall rare earth market faced a downward trend in 2016, with prices recovering slightly by year-end due to policy impacts[90]. - The number of rare earth smelting and separation enterprises has been reduced from 99 to 59, with 6 major groups dominating the market, consolidating 22 out of 23 mining companies and 54 out of 59 smelting enterprises, leading to a capacity reduction from 400,000 tons to 300,000 tons[32]. - The annual growth rate of rare earth magnetic and catalytic materials production exceeds 15%, with these materials accounting for over 70% of global total production[33]. - The comprehensive performance of rare earth magnetic materials has improved from 60 to over 70, meeting the needs of electric vehicles and wind power generation equipment[33]. Research and Development - R&D expenses as a percentage of operating income increased from 2% to over 3%, with the establishment of 7 public technology service platforms for rare earths[34]. - The company established a research and development center with a team of 21 dedicated researchers and invested over 2 million RMB in R&D equipment[47]. - The company is investing in new technology development, allocating 100 million yuan for R&D initiatives[183]. - Research and development expenditures increased by 18%, totaling 150 million RMB, focusing on advanced materials technology[184]. Strategic Acquisitions and Restructuring - The company completed significant asset restructuring in February 2017, acquiring 100% of Chenguang Rare Earth and 71.43% of Kebaier[31]. - The company completed a major asset restructuring by acquiring 100% of Chenguang Rare Earth, 71.43% of Kebaier, and 100% of Wensheng New Materials[123]. - The company completed the acquisition of Vietnam Rare Earth Company Limited, acquiring 100% of its shares, with a total investment of approximately RMB 23.59 million[55]. - The company plans to apply for financing not exceeding RMB 2.2 billion to meet the funding needs of its subsidiaries[126]. Environmental and Social Responsibility - Over 8 billion yuan has been invested in environmental protection upgrades across the industry, with 85 companies passing environmental checks[34]. - The company has established a comprehensive environmental protection system to ensure compliance with national regulations and improve resource recycling[157]. - The company actively participated in poverty alleviation efforts, contributing 120,000 RMB to build a community activity center and donating over 500 books to a local school[151]. - The company has committed to ongoing poverty alleviation efforts in accordance with national policies[154]. Governance and Compliance - The company has established commitments among shareholders to respect the controlling position of the research institute and avoid forming concerted actions[121]. - The company will improve its governance structure and ensure transparency in major decision-making processes[122]. - The company has engaged Ruihua Certified Public Accountants for auditing services with a fee of CNY 800,000 for one year[137]. - The company has not reported any significant accounting policy changes or errors during the reporting period[136]. Future Outlook - The company plans to achieve an operating revenue of 6.5 to 7.5 billion yuan in 2017, including revenue from completed mergers and acquisitions[116]. - The management provided guidance for the next fiscal year, projecting a revenue growth of approximately 10%[182]. - The company provided a positive outlook for 2017, projecting a revenue growth of 25% driven by new product launches and market expansion strategies[187]. - The company aims to enhance customer engagement through digital marketing strategies, targeting a 25% increase in online sales[183].

2017 年第一季度报告 公司代码：600392 公司简称：盛和资源 盛和资源控股股份有限公司 2017 年第一季度报告 1 / 22 | 一、 | 重要提示 | 3 | | --- | --- | --- | | 二、 | 公司基本情况 | 4 | | 三、 | 重要事项 | 8 | | 四、 | 附录 | 12 | 2017 年第一季度报告 一、 重要提示 3 / 22 1.1 公司董事会、监事会及董事、监事、高级管理人员保证季度报告内容的真实、准确、完整， 不存在虚假记载、误导性陈述或者重大遗漏，并承担个别和连带的法律责任。 1.2 公司全体董事出席董事会审议季度报告。 1.3 公司负责人胡泽松、主管会计工作负责人唐光跃及会计机构负责人（会计主管人员）夏兰田 保证季度报告中财务报表的真实、准确、完整。 1.4 本公司第一季度报告未经审计。 2017 年第一季度报告 二、 公司基本情况 2.1 主要财务数据 | | | | 单位：元 币种：人民币 | | | --- | --- | --- | --- | --- | | | 本报告期末 | 上年度末 | 本报告期末比上年度 | | | | | | 末增减 ...

| 一、 | 重要提示 | 3 | | --- | --- | --- | | 二、 | 公司主要财务数据和股东变化 | 3 | | 三、 | 重要事项 | 6 | | 四、 | 附录 | 9 | 2016 年第三季度报告 一、 重要提示 1.4 本公司第三季度报告未经审计。 2016 年第三季度报告 公司代码：600392 公司简称：盛和资源 证券代码：122418 证券简称：15 盛和债 盛和资源控股股份有限公司 2016 年第三季度报告 1 / 21 | 目录 | | --- | 本报告期末 上年度末 本报告期末比上 年度末增减(%) 总资产 2,381,271,762.63 2,294,658,449.94 3.77 归属于上市公司股东的 净资产 1,141,562,848.42 1,207,483,921.95 -5.46 年初至报告期末 （1-9 月） 上年初至上年报告期末 （1-9 月） 比上年同期增减 (%) 经营活动产生的现金流 量净额 -158,268,411.55 -201,505,935.65 21.46 投资活动产生的现金流 量净额 -69,743,785.89 -52,547,19 ...

2016 年半年度报告 | 公司代码：600392 | 公司简称：盛和资源 | | --- | --- | | 证券代码：122418 | 证券简称：15 盛和债 | 盛和资源控股股份有限公司 2016 年半年度报告 重要提示 五、 经董事会审议的报告期利润分配预案或公积金转增股本预案 无 六、 前瞻性陈述的风险声明 本报告中所涉及的未来计划、发展战略等前瞻性描述不构成公司对投资者的实质 承诺，敬请投资者注意投资风险。 七、 是否存在被控股股东及其关联方非经营性占用资金情况 否 八、 是否存在违反规定决策程序对外提供担保的情况？ 否 1 / 124 一、本公司董事会、监事会及董事、监事、高级管理人员保证半年度报告内容的真实、 准确、完整，不存在虚假记载、误导性陈述或重大遗漏，并承担个别和连带的法 律责任。 二、 公司全体董事出席董事会会议。 三、 本半年度报告未经审计。 四、 公司负责人胡泽松、主管会计工作负责人唐光跃及会计机构负责人（会计主管人 员）夏兰田声明：保证半年度报告中财务报告的真实、准确、完整。 | 第一节 | 释义 3 | | --- | --- | | 第二节 | 公司简介 4 | | 第三节 ...

2016 年第一季度报告 公司代码：600392 公司简称：盛和资源 盛和资源控股股份有限公司 2016 年第一季度报告 1 / 19 | 一、 | 重要提示 | 3 | | --- | --- | --- | | 二、 | 公司主要财务数据和股东变化 | 3 | | 三、 | 重要事项 | 6 | | 四、 | 附录 | 8 | 2016 年第一季度报告 一、 重要提示 二、 公司主要财务数据和股东变化 2.1 主要财务数据 4 / 19 2016 年第一季度报告 单位：元 币种：人民币 | | 本报告期末 | 上年度末 | 本报告期末比上年度 | | --- | --- | --- | --- | | | | | 末增减(%) | | 总资产 | 2,420,944,165.56 | 2,294,658,449.94 | 5.50 | | 归属于上市公司股 | 1,192,579,813.82 | 1,207,483,921.95 | -1.23 | | 东的净资产 | | | | | | 年初至报告期末 | 上年初至上年报告期末 | 比上年同期增减(%) | | 经营活动产生的现 | -165,902, ...

Financial Performance - The company's operating revenue for 2015 was CNY 1,098,154,269.97, a decrease of 27.49% compared to CNY 1,514,500,707.63 in 2014[16] - The net profit attributable to shareholders for 2015 was CNY 19,328,553.19, down 89.95% from CNY 192,271,188.95 in the previous year[16] - The net profit attributable to shareholders after deducting non-recurring gains and losses was CNY 16,324,629.65, a decline of 91.48% compared to CNY 191,584,793.70 in 2014[16] - Basic earnings per share decreased by 89.97% to CNY 0.0205 in 2015 from CNY 0.2043 in 2014[17] - Diluted earnings per share also decreased by 89.97% to CNY 0.0205 in 2015 from CNY 0.2043 in 2014[17] - The weighted average return on equity dropped by 15.07 percentage points to 1.53% in 2015 from 16.60% in 2014[17] - The gross profit margin for the industrial sector was 20.20%, down 4.66 percentage points year-on-year[58] - The company's operating costs were CNY 940,743,885.55, down 19.87% from the previous year[54] - The company reported a net profit margin of 12%, up from 10% in the previous year[161] Cash Flow and Assets - The net cash flow from operating activities was negative CNY 263,954,120.72, worsening from negative CNY 108,367,083.16 in 2014[16] - The total cash flow from operating activities was negative CNY 263,954,120.72, worsening by 143.57% compared to the previous year[54] - The net cash flow from operating activities decreased by 143.57 million yuan compared to the same period last year, primarily due to reduced profits and increased procurement of semi-finished products[65] - The net cash flow from investing activities was negative, mainly due to investments in two joint ventures and an increase in fixed asset investments[65] - The net cash flow from financing activities increased by 99.40% compared to the same period last year, primarily due to the issuance of 450 million yuan in corporate bonds to address tight working capital needs[65] - Total assets increased by 24.64% to CNY 2,294,658,449.94 at the end of 2015, compared to CNY 1,841,084,393.10 at the end of 2014[16] - Total liabilities rose by 63.34% to CNY 888,363,424.40 at the end of 2015, up from CNY 543,889,906.91 in 2014[16] - The company's net assets attributable to shareholders decreased by 3.76% to CNY 1,207,483,921.95 at the end of 2015, compared to CNY 1,254,694,622.10 at the end of 2014[16] Share Capital and Dividends - The total share capital at the end of 2015 was 941,039,383 shares, a 150% increase from 376,415,753 shares in 2014[16] - The company will not distribute cash dividends for the year, retaining undistributed profits for future development and acquisitions[2] - The company proposed a cash dividend of 2 RMB per 10 shares, totaling 75,283,150.60 RMB, and a capital reserve conversion of 15 shares for every 10 shares held, increasing total shares to 941,039,383[106] - The company reported a retained profit of 51,770,472.59 RMB as of December 31, 2015, and decided not to distribute cash dividends for the 2015 fiscal year[107] Market and Industry Position - The company operates in the rare earth mining and processing industry, with a focus on rare earth oxides and catalysts[27] - The Chinese government removed export quotas for rare earths starting January 1, 2015, allowing companies to obtain export licenses based solely on purchase contracts[28] - The company has maintained a leading position in the rare earth industry due to high entry barriers and strict approval systems for rare earth smelting and separation projects[33] - The cancellation of export tariffs on rare earth products is expected to have a profound impact on the development of China's rare earth industry and the global market[29] - The company strengthened market research and price trend analysis for rare earth metals, maintaining profitability for products like praseodymium and neodymium oxide[42] Research and Development - Research and development expenses amounted to CNY 4,284,981.84, representing 0.39% of total operating revenue[63] - The company is committed to enhancing its research and development capabilities and training industry talents to adapt to future market demands[93] - The company is investing $200 million in research and development for new technologies in the upcoming year[162] Strategic Initiatives and Acquisitions - The company is actively pursuing a major asset restructuring, including the acquisition of 100% equity in Wensheng New Materials and 71.43% equity in Kebairui[48] - The company signed an agreement to invest RMB 21.3377 million for a 33.51% stake in Fenghua Metallurgy, increasing its registered capital to RMB 22.56 million[45] - The company is exploring potential acquisitions to enhance its product portfolio and market presence[162] - A strategic acquisition of a local competitor is in progress, which is anticipated to enhance the company's operational capabilities and market reach[163] Environmental and Compliance Measures - The company has established a comprehensive environmental protection system and is committed to improving resource recovery rates and promoting a circular economy[126] - The company has implemented strict environmental management measures in response to the new environmental protection law, ensuring compliance with pollution discharge standards[127] - The company will continue to strengthen its environmental protection measures and comply with national regulations to prevent pollution incidents[94] Governance and Management - The company has established a governance structure in compliance with relevant laws and regulations, continuously improving its governance level[177] - The company has committed to maintaining independence from its controlling shareholder in terms of personnel, finance, and operations[185] - The company has taken measures to avoid competition with its controlling shareholder following a major asset restructuring[186] - The total pre-tax remuneration for the board members and senior management during the reporting period amounted to 3.54 million yuan[158] Future Outlook - The company aims to enhance its core competitiveness and create new profit growth points through technological advancements and management integration[88] - The company has set a revenue target for 2016 between RMB 1.45 billion and RMB 1.75 billion, excluding revenue from mergers post-completion[91] - The company provided a positive outlook for the next fiscal year, projecting a revenue growth of 20%[162] - The company plans to enhance product value and technological content by focusing on rare earth deep processing and application products such as rare earth molecular sieves and catalysts[90]

Financial Performance - Operating revenue for the first nine months decreased by 5.96% to CNY 665,790,088.14[7] - Net profit attributable to shareholders decreased by 19.37% to CNY 23,264,986.06[7] - The company's net profit for Q3 2015 was ¥23,777,565.46, a decrease of 30.13% compared to the same period last year due to reduced sales revenue[17] - Total operating revenue for Q3 was approximately ¥120.99 million, a decrease of 41.9% compared to ¥207.97 million in the same period last year[30] - Net profit for Q3 was approximately ¥2.02 million, a significant drop of 91.2% compared to ¥22.73 million in the same period last year[31] - The total comprehensive income for the first nine months was -8,073,211.45 RMB, compared to -2,402,876.38 RMB in the same period last year[36] Cash Flow - Cash flow from operating activities showed a net outflow of CNY 201,505,935.65, a decline of 25.58% compared to the same period last year[7] - Cash inflow from operating activities totaled $7,422,377.77, a significant increase from $286,616.61 in the same period last year[41] - Net cash flow from operating activities was -$17,389,432.08, compared to -$14,556,170.26 in the previous year[41] - The net cash flow from operating activities for the first nine months was -201,505,935.65 RMB, worsening from -160,455,526.84 RMB in the previous year[39] Assets and Liabilities - Total assets increased by 23.79% to CNY 2,279,007,300.25 compared to the end of the previous year[7] - Total liabilities increased to ¥1,021,610,889.41 from ¥543,889,906.91, representing a growth of about 87.7%[25] - Total current assets increased to ¥1,919,616,673.71 from ¥1,516,018,601.85, representing a growth of approximately 26.6%[23] - Total non-current assets increased to ¥359,390,626.54 from ¥325,065,791.25, reflecting a growth of about 10.5%[24] Shareholder Information - The total number of shareholders reached 28,719, with the largest shareholder holding 20.14% of the shares[12] - The company plans to issue up to 20 million new shares as part of a private placement approved by the China Securities Regulatory Commission[18] Investment Activities - Cash received from investment increased by 197.35% to ¥37,361,772.17, driven by higher turnover in securities investments[17] - Long-term equity investments rose by 29.02% to ¥91,388,555.18, with an investment of ¥21,337,700 in Pingluo Fenghua Metallurgy Co., Ltd.[15] - The company issued bonds worth ¥442,875,000.00 during the quarter, marking a new financing initiative[17] Financial Expenses - The company’s financial expenses increased by 53.49% to ¥16,183,140.53 due to interest costs from the newly issued bonds[16] - Financial expenses for Q3 were approximately ¥6.62 million, an increase of 59.9% from ¥4.14 million year-over-year[30] Inventory and Receivables - Accounts receivable decreased by 27.84% to ¥127,159,827.28, reflecting a decline in sales revenue[15] - Inventory increased by 77.26% to ¥677,986,157.32, indicating significant purchases of raw materials[15] - Inventory levels surged to ¥677,986,157.32, up from ¥382,488,654.42, marking an increase of approximately 77.5%[23] Management and Operating Expenses - Management expenses for Q3 were approximately ¥13.43 million, an increase of 27.9% compared to ¥10.55 million in the same period last year[30] - The company incurred operating expenses of 1,028,717,498.26 RMB, up from 850,273,457.13 RMB year-on-year[39]

重要提示 三、 瑞华会计师事务所（特殊普通合伙）为本公司出具了标准无保留意见的审计报告。 四、 公司负责人胡泽松、主管会计工作负责人唐光跃及会计机构负责人（会计主管人员）夏兰田 声明：保证半年度报告中财务报告的真实、准确、完整。 五、 经董事会审议的报告期利润分配预案或公积金转增股本预案 根据 2015 年 8 月 23 日召开的公司第五届董事会第二十七次会议审议通过，公司 2015 年半 年度利润分配及资本公积金转增股本预案为：以公司截至 2015 年 6 月 30 日总股本 376,415,753 股为基数，向全体股东每 10 股派发现金红利 2 元（含税），共计派发现金股利 75,283,150.60 元，剩余未分配利润留待以后年度分配；同时，以公司截至 2015 年 6 月 30 日总股本 376,415,753 股为基数，进行资本公积金转增股本，全体股东每 10 股转增 15 股，共计转增股本 564,623,630 股，转增后公司总股本将增加至 941,039,383 股。此预案尚需经公司股东大会审议通过后实施。 六、 前瞻性陈述的风险声明 本报告中所涉及的未来计划、发展战略等前瞻性描述不构成公司 ...