2020 年第三季度报告 公司代码：688085 公司简称：三友医疗 二、 公司基本情况 | 目录 | | --- | | 一、 | 重要提示 | 3 | | --- | --- | --- | | 二、 | 公司基本情况 | 3 | | 三、 | 重要事项 | 7 | | 四、 | 附录 | 10 | 2020 年第三季度报告 一、 重要提示 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 徐农、主管会计工作负责人俞志祥及会计机构负责人（会计主管人员）杨敏慧保 证季度报告中财务报表的真实、准确、完整。 1.4 本公司第三季度报告未经审计。 上海三友医疗器械股份有限公司 2020 年第三季度报告 1 / 28 √适用 □不适用 单位：元 币种：人民币 | 项目 | 本期金额 | 年初至报告期末金额 | 说明 | | --- | --- | --- | --- | | | （7－9 月） | （1-9 月） | | | 非流动资产处置损 ...

2020 年半年度报告 公司代码：688085 公司简称：三友医疗 上海三友医疗器械股份有限公司 2020 年半年度报告 1 / 157 2020 年半年度报告 二、 重大风险提示 公司已在本报告中阐述了公司在生产经营过程中可能面临的风险因素，敬请广大投资者查阅 "第四节 经营情况的讨论与分析/二、风险因素"部分。 三、 公司全体董事出席董事会会议。 四、 本半年度报告未经审计。 五、 公司负责人徐农 主管会计工作负责人俞志祥及会计机构负责人（会计主管人员）俞志祥声 明：保证半年度报告中财务报告的真实、准确、完整。 六、 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 重要提示 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。 无 七、 是否存在公司治理特殊安排等重要事项 九、 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 十、 是否存在违反规定决策程序对外提供担保的情况？ 否 十一、 其他 □适用 √不适用 □适用 √不适用 八、 前瞻性陈述的风险声明 √适用 □不适用 本报告中所涉及 ...

[Important Notice](index=3&type=section&id=Item%201.%20Important%20Notice) The company's board of directors, supervisory board, and senior management guarantee the truthfulness, accuracy, and completeness of this quarterly report, assuming legal responsibility, and this report is unaudited - The company's board of directors, supervisory board, and senior management guarantee the truthfulness, accuracy, and completeness of the quarterly report, free from false records, misleading statements, or major omissions[6](index=6&type=chunk) - All directors attended the board meeting to review the quarterly report[6](index=6&type=chunk) - This company's first quarter report is unaudited[6](index=6&type=chunk) [Company Profile](index=3&type=section&id=Item%202.%20Company%20Profile) This section provides an overview of the company's key financial data, non-recurring gains and losses, and shareholder information [Key Financial Data](index=3&type=section&id=2.1%20Key%20Financial%20Data) In Q1 2020, key financial metrics significantly declined year-over-year, with revenue and net profit attributable to shareholders decreasing by 30.59% and 39.18% respectively, primarily due to the COVID-19 pandemic, and operating cash flow also fell by 44.17% Overview of Key Financial Data for Q1 2020 | Indicator | As of Report Period End (2020.3.31) | As of Prior Year End (2019.12.31) | Change (%) (Period End vs Prior Year End) | | :--- | :--- | :--- | :--- | | Total Assets (Yuan) | 550,769,465.27 | 551,476,663.26 | -0.13 | | Net Assets Attributable to Shareholders of Listed Company (Yuan) | 449,720,612.50 | 437,809,841.91 | 2.72 | | **Indicator** | **Beginning of Year to Report Period End (2020 Q1)** | **Beginning of Prior Year to Prior Year Report Period End (2019 Q1)** | **Change (%) (YoY)** | | Net Cash Flow from Operating Activities (Yuan) | 5,505,502.16 | 9,860,753.23 | -44.17 | | Operating Revenue (Yuan) | 49,663,719.55 | 71,550,677.45 | -30.59 | | Net Profit Attributable to Shareholders of Listed Company (Yuan) | 11,910,770.59 | 19,583,538.79 | -39.18 | | Net Profit Attributable to Shareholders of Listed Company Excluding Non-recurring Gains and Losses (Yuan) | 11,251,364.52 | 18,589,506.77 | -39.47 | | Weighted Average Return on Net Assets (%) | 2.54 | 5.31 | Decrease of 2.77 percentage points | | Basic Earnings Per Share (Yuan/share) | 0.08 | 0.13 | -38.46 | | Diluted Earnings Per Share (Yuan/share) | 0.08 | 0.13 | -38.46 | - R&D expenditure as a percentage of operating revenue increased from **5.06%** in the prior year to **9.26%**, a rise of **4.2 percentage points**[7](index=7&type=chunk) [Non-recurring Gains and Losses Items and Amounts](index=4&type=section&id=Non-recurring%20Gains%20and%20Losses%20Items%20and%20Amounts) During the reporting period, the company's total non-recurring gains and losses amounted to **531,767.70 Yuan**, primarily from fair value changes and investment income on financial assets (structured deposit wealth management income) Q1 2020 Non-recurring Gains and Losses Items and Amounts | Item | Amount for the Period (Yuan) | Explanation | | :--- | :--- | :--- | | Government Grants Included in Current Profit and Loss | -3,228.37 | Dazhangjiang Project, Qimingxing Project deferred income | | Fair Value Changes and Investment Income from Holding Transactional Financial Assets, Derivative Financial Assets, etc. | 660,521.40 | Structured deposit wealth management income | | Other Non-operating Income and Expenses Apart from the Above | 2,113.04 | | | Income Tax Impact | -127,638.37 | | | Total | 531,767.70 | | [Total Shareholders and Top Ten Shareholders' Holdings](index=5&type=section&id=2.2%20Total%20Shareholders%2C%20Top%20Ten%20Shareholders%2C%20and%20Top%20Ten%20Shareholders%20with%20Non-restricted%20Shares%20at%20Period%20End) As of the reporting period end, the company had **15** shareholders, with concentrated holdings among the top ten, where QM5 Limited was the largest shareholder with **24.65%**; key shareholders have a concerted action agreement, and shares were not yet publicly traded - As of the end of the reporting period, the company had a total of **15** shareholders[12](index=12&type=chunk) Top Ten Shareholders' Holdings as of Q1 2020 End | Shareholder Name (Full Name) | Number of Shares Held at Period End | Proportion (%) | Shareholder Nature | | :--- | :--- | :--- | :--- | | QM5 Limited | 37,954,000 | 24.65 | Overseas Legal Person | | Xu Nong | 26,810,000 | 17.41 | Domestic Natural Person | | Liu Michael Mingyan | 22,218,000 | 14.43 | Overseas Natural Person | | Nantong Chenhong Equity Investment Partnership (Limited Partnership) | 19,600,000 | 12.73 | Domestic Non-state-owned Legal Person | | Ganzhou Taibao Equity Investment Partnership (Limited Partnership) | 14,448,000 | 9.38 | Domestic Non-state-owned Legal Person | | David Fan | 14,154,000 | 9.19 | Overseas Natural Person | | Pingtan Taige Yingke Venture Capital Partnership (Limited Partnership) | 4,170,000 | 2.71 | Domestic Non-state-owned Legal Person | | Pingtan Yingke Shengxin Venture Capital Partnership (Limited Partnership) | 2,830,000 | 1.84 | Domestic Non-state-owned Legal Person | | Shihezi Longji Equity Investment Partnership (Limited Partnership) | 2,800,000 | 1.82 | Domestic Non-state-owned Legal Person | | Shanghai Taiyi Venture Capital Partnership (Limited Partnership) | 2,100,000 | 1.36 | Domestic Non-state-owned Legal Person | - Xu Nong, Michael Mingyan Liu, and David Fan formed a concerted action relationship by signing a Concerted Action Agreement[13](index=13&type=chunk) - As of the end of the reporting period, the company's shares were not yet publicly traded, thus no distinction is made between restricted and non-restricted shares[14](index=14&type=chunk) [Significant Events](index=7&type=section&id=Item%203.%20Significant%20Events) This section details major changes in financial statement items and key financial indicators, along with the progress of the company's A-share listing [Significant Changes in Key Financial Statement Items and Indicators](index=7&type=section&id=3.1%20Significant%20Changes%20in%20the%20Company%27s%20Key%20Financial%20Statement%20Items%2C%20Financial%20Indicators%2C%20and%20Reasons) During the reporting period, several balance sheet, income statement, and cash flow statement items experienced significant changes, including increased other receivables and IPO issuance fees, decreased revenue and selling expenses due to the pandemic, increased administrative expenses, and reduced net operating cash flow from increased business service payments - Other receivables increased by **489.01%** at period-end compared to the beginning of the period, primarily due to increased IPO issuance fees[15](index=15&type=chunk) - Operating revenue decreased by **30.59%** year-over-year, mainly due to the impact of the COVID-19 pandemic[15](index=15&type=chunk) - Net cash flow from operating activities decreased by **44.17%** year-over-year, primarily due to increased payments for business services from the prior year[16](index=16&type=chunk) [Significant Event Progress: A-share Listing](index=7&type=section&id=3.2%20Analysis%20and%20Explanation%20of%20Progress%2C%20Impact%2C%20and%20Solutions%20for%20Significant%20Events) The company completed its A-share initial public offering and listing on the Shanghai Stock Exchange STAR Market on April 9, 2020, increasing its total share capital to **205,333,500** shares - The company was listed on the Shanghai Stock Exchange STAR Market on April 9, 2020, with stock abbreviation: Sanyou Medical, stock code: **688085**[16](index=16&type=chunk) - Following this offering, the company's total share capital increased from **154,000,000** shares to **205,333,500** shares[16](index=16&type=chunk) [Appendix](index=8&type=section&id=Item%204.%20Appendix) This appendix contains the company's unaudited financial statements for Q1 2020 and adjustments made due to the first-time adoption of new revenue and lease accounting standards [Financial Statements](index=8&type=section&id=4.1%20Financial%20Statements) This section presents the company's unaudited consolidated and parent company balance sheets, income statements, and cash flow statements for Q1 2020, detailing financial position and operating results at period-end - This section includes the company's Q1 2020 consolidated balance sheet, parent company balance sheet, consolidated income statement, parent company income statement, consolidated cash flow statement, and parent company cash flow statement[19](index=19&type=chunk)[22](index=22&type=chunk)[29](index=29&type=chunk)[33](index=33&type=chunk) - All financial statements are unaudited[19](index=19&type=chunk)[22](index=22&type=chunk)[29](index=29&type=chunk)[33](index=33&type=chunk) [Consolidated Balance Sheet](index=8&type=section&id=Consolidated%20Balance%20Sheet) As of March 31, 2020, the company's total consolidated assets were **550,769,465.27 Yuan**, with net assets attributable to shareholders of **449,720,612.50 Yuan** - As of March 31, 2020, the company's total consolidated assets were **550,769,465.27 Yuan**, total liabilities were **101,048,852.77 Yuan**, and total owners' equity was **449,720,612.50 Yuan**[19](index=19&type=chunk)[21](index=21&type=chunk) [Parent Company Balance Sheet](index=11&type=section&id=Parent%20Company%20Balance%20Sheet) As of March 31, 2020, the parent company's total assets were **547,489,860.66 Yuan**, with total owners' equity of **446,475,438.80 Yuan** - As of March 31, 2020, the parent company's total assets were **547,489,860.66 Yuan**, total liabilities were **101,014,421.86 Yuan**, and total owners' equity was **446,475,438.80 Yuan**[23](index=23&type=chunk)[25](index=25&type=chunk) [Consolidated Income Statement](index=13&type=section&id=Consolidated%20Income%20Statement) In Q1 2020, the company's total consolidated operating revenue was **49,663,719.55 Yuan**, with net profit attributable to parent company shareholders of **11,910,770.59 Yuan** - In Q1 2020, the company's total consolidated operating revenue was **49,663,719.55 Yuan**, and net profit attributable to parent company shareholders was **11,910,770.59 Yuan**[25](index=25&type=chunk)[26](index=26&type=chunk) [Parent Company Income Statement](index=15&type=section&id=Parent%20Company%20Income%20Statement) In Q1 2020, the parent company's operating revenue was **49,112,096.41 Yuan**, with a net profit of **11,633,787.82 Yuan** - In Q1 2020, the parent company's operating revenue was **49,112,096.41 Yuan**, and net profit was **11,633,787.82 Yuan**[27](index=27&type=chunk)[28](index=28&type=chunk) [Consolidated Cash Flow Statement](index=16&type=section&id=Consolidated%20Cash%20Flow%20Statement) In Q1 2020, the company's net cash flow from consolidated operating activities was **5,505,502.16 Yuan**, and net cash flow from investing activities was **-5,231,305.53 Yuan** - In Q1 2020, the company's net cash flow from consolidated operating activities was **5,505,502.16 Yuan**, and net cash flow from investing activities was **-5,231,305.53 Yuan**[31](index=31&type=chunk) [Parent Company Cash Flow Statement](index=18&type=section&id=Parent%20Company%20Cash%20Flow%20Statement) In Q1 2020, the parent company's net cash flow from operating activities was **5,859,107.37 Yuan**, and net cash flow from investing activities was **-25,618,580.17 Yuan** - In Q1 2020, the parent company's net cash flow from operating activities was **5,859,107.37 Yuan**, and net cash flow from investing activities was **-25,618,580.17 Yuan**[33](index=33&type=chunk)[34](index=34&type=chunk) [Adjustments to Beginning-of-Year Financial Statements under New Revenue Standards](index=19&type=section&id=4.2%20Adjustments%20to%20Beginning-of-Year%20Financial%20Statements%20upon%20First-time%20Adoption%20of%20New%20Revenue%20and%20Lease%20Standards%20from%202020) The company first adopted new revenue standards from 2020, adjusting beginning-of-year financial statements primarily by reclassifying estimated return costs from provisions to other current assets - The company first adopted new revenue standards from 2020, making adjustments to its beginning-of-year financial statements[38](index=38&type=chunk)[42](index=42&type=chunk) - The main adjustment involved reclassifying estimated return costs from the provision account to other current assets[38](index=38&type=chunk)[42](index=42&type=chunk) [Consolidated Balance Sheet (Adjusted)](index=19&type=section&id=Consolidated%20Balance%20Sheet%20(Adjusted)) Upon first-time adoption of new revenue standards, total consolidated assets and total liabilities both increased by **901,002.33 Yuan**, with no impact on owners' equity - Upon first-time adoption of new revenue standards, total consolidated assets and total liabilities both increased by **901,002.33 Yuan**, while owners' equity remained unchanged[36](index=36&type=chunk)[37](index=37&type=chunk)[38](index=38&type=chunk) [Parent Company Balance Sheet (Adjusted)](index=22&type=section&id=Parent%20Company%20Balance%20Sheet%20(Adjusted)) Upon first-time adoption of new revenue standards, parent company's total assets and total liabilities both increased by **901,002.33 Yuan**, with no impact on owners' equity - Upon first-time adoption of new revenue standards, parent company's total assets and total liabilities both increased by **901,002.33 Yuan**, while owners' equity remained unchanged[40](index=40&type=chunk)[41](index=41&type=chunk)[42](index=42&type=chunk)