Important Notice, Table of Contents, and Definitions [Important Notice](index=2&type=section&id=Important%20Notice) The Board, Supervisory Board, and senior management guarantee the semi-annual report's accuracy, advising investors to review risk factors, with no plans for cash dividends or bonus shares. - The company's Board of Directors, Supervisory Board, and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report, with no false records, misleading statements, or major omissions[4](index=4&type=chunk) - Investors are urged to carefully read the full semi-annual report, paying special attention to "X. Risks Faced by the Company and Countermeasures" in "Section III Management Discussion and Analysis"[6](index=6&type=chunk) - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital[7](index=7&type=chunk) [Table of Contents](index=3&type=section&id=Table%20of%20Contents) This section outlines the report's complete structure, detailing eight main chapters and their starting page numbers for navigation. Report Chapter Directory | Chapter | Title | Starting Page | | :--- | :--- | :--- | | Section I | Important Notice, Table of Contents, and Definitions | 1 | | Section II | Company Profile and Key Financial Indicators | 6 | | Section III | Management Discussion and Analysis | 9 | | Section IV | Corporate Governance, Environment, and Society | 19 | | Section V | Significant Matters | 21 | | Section VI | Share Changes and Shareholder Information | 27 | | Section VII | Bond-Related Information | 32 | | Section VIII | Financial Report | 33 | [Directory of Reference Documents](index=4&type=section&id=Directory%20of%20Reference%20Documents) This section lists documents available for inspection, including signed financial statements and original public disclosures, stored at the Board Secretary's Office. - Reference documents include financial statements signed and sealed by the company's responsible person, chief accountant, and head of accounting department[11](index=11&type=chunk) - Reference documents include original copies of all company documents and announcements publicly disclosed during the reporting period[12](index=12&type=chunk) - These documents are available for inspection at the company's Board Secretary's Office[14](index=14&type=chunk) [Definitions](index=5&type=section&id=Definitions) This section defines key terms used throughout the report, ensuring precise understanding of the content. Key Definitions | Term | Refers to | Definition | | :--- | :--- | :--- | | The Company/Company/Tianzhou Culture | Refers to | Tianzhou Culture Co., Ltd | | Jiachuang Investment | Refers to | Hunan Jiachuang Investment Co., Ltd | | Youai Network | Refers to | Guangzhou Youai Network Technology Co., Ltd | | Juesheng Equity | Refers to | Juesheng Education Technology Group Co., Ltd | | Chujian Technology | Refers to | Beijing Chujian Technology Co., Ltd | | Renmin Jindian | Refers to | Renmin Jindian Science and Education Media Co., Ltd | | Tianzhou Education | Refers to | Hunan Tianzhou Education Technology Co., Ltd | | Xiangtan Huaxin | Refers to | Xiangtan Huaxin Education Technology Co., Ltd | | Liren Middle School | Refers to | Xiangtan Liren Senior High School Co., Ltd | | Tianzhou Zhimao | Refers to | Changsha Tianzhou Zhimao Culture Technology Co., Ltd | | Hunan Yueshang | Refers to | Hunan Yueshang Media Co., Ltd | | Tianzhou Smart | Refers to | Hunan Tianzhou Smart Technology Co., Ltd | | Magic Era | Refers to | Beijing Magic Era Network Co., Ltd | | Hainan Yuanyou | Refers to | Hainan Yuanyou Information Technology Co., Ltd | | CSRC | Refers to | China Securities Regulatory Commission | | SZSE | Refers to | Shenzhen Stock Exchange | | Company Law | Refers to | "Company Law of the People's Republic of China" | | Securities Law | Refers to | "Securities Law of the People's Republic of China" | | Yuan/Ten thousand yuan | Refers to | Renminbi Yuan/Renminbi Ten thousand yuan | Company Profile and Key Financial Indicators [Company Profile](index=6&type=section&id=I.%20Company%20Profile) This section provides Tianzhou Culture Co., Ltd.'s basic information, including stock details, legal representative, and contacts, confirming no changes in registration or disclosure. Company Basic Information | Indicator | Content | | :--- | :--- | | Stock Abbreviation | Tianzhou Culture | | Stock Code | 300148 | | Stock Exchange | Shenzhen Stock Exchange | | Company's Chinese Name | Tianzhou Culture Co., Ltd | | Company's Legal Representative | Xiao Zhihong | Contact Information | Position | Name | Phone | Email | | :--- | :--- | :--- | :--- | | Board Secretary | Liu Ying | 0731-88834956 | tangeldm@126.com | | Securities Affairs Representative | Jiang Ling | 0731-88834956 | tangeldm@126.com | - The company's registered address, office address, website, email, information disclosure, and reference locations, as well as registration status, remained unchanged during the reporting period, as detailed in the 2024 annual report[20](index=20&type=chunk)[21](index=21&type=chunk)[22](index=22&type=chunk) [Key Accounting Data and Financial Indicators](index=7&type=section&id=IV.%20Key%20Accounting%20Data%20and%20Financial%20Indicators) This section presents H1 2025 key accounting data, showing a **20.25%** revenue increase, **170.93%** net profit surge attributable to shareholders, and positive net cash flow from operations. Key Accounting Data and Financial Indicators for H1 2025 | Indicator | Current Period (Yuan) | Prior Period (Yuan) | YoY Change | | :--- | :--- | :--- | :--- | | Operating Revenue | 248,517,276.86 | 206,669,097.81 | 20.25% | | Net Profit Attributable to Shareholders of Listed Company | 51,672,485.06 | 19,072,261.52 | 170.93% | | Net Profit Attributable to Shareholders of Listed Company (Excluding Non-Recurring Gains and Losses) | 49,367,519.99 | 14,643,134.58 | 237.14% | | Net Cash Flow from Operating Activities | 22,614,815.62 | -107,179,456.71 | 121.10% | | Basic Earnings Per Share (Yuan/Share) | 0.06 | 0.02 | 200.00% | | Diluted Earnings Per Share (Yuan/Share) | 0.06 | 0.02 | 200.00% | | Weighted Average Return on Net Assets | 5.36% | 2.00% | 3.36% | Asset and Liability Indicators as of H1 2025 | Indicator | End of Current Period (Yuan) | End of Prior Year (Yuan) | Change from Prior Year-End | | :--- | :--- | :--- | :--- | | Total Assets | 1,480,200,401.88 | 1,426,823,900.80 | 3.74% | | Net Assets Attributable to Shareholders of Listed Company | 993,514,606.60 | 936,641,860.40 | 6.07% | - As of the trading day prior to disclosure, the company's total share capital was **835,339,343 shares**, with no changes affecting owners' equity due to new share issuance, additional issuance, rights issues, equity incentive exercises, or repurchases from the end of the reporting period to the disclosure date of the semi-annual report[23](index=23&type=chunk) [Differences in Accounting Data Under Domestic and Overseas Accounting Standards](index=7&type=section&id=V.%20Differences%20in%20Accounting%20Data%20Under%20Domestic%20and%20Overseas%20Accounting%20Standards) This section states no differences in net profit and net assets between financial reports prepared under international/overseas accounting standards and Chinese accounting standards during the period. - During the reporting period, the company had no differences in net profit and net assets between financial reports disclosed under International Accounting Standards and Chinese Accounting Standards[24](index=24&type=chunk) - During the reporting period, the company had no differences in net profit and net assets between financial reports disclosed under overseas accounting standards and Chinese Accounting Standards[25](index=25&type=chunk) [Non-Recurring Gains and Losses and Amounts](index=8&type=section&id=VI.%20Non-Recurring%20Gains%20and%20Losses%20and%20Amounts) This section details H1 2025 non-recurring gains and losses, totaling **2,304,965.07 yuan**, mainly from wealth management, fixed asset disposals, and government subsidies. Non-Recurring Gains and Losses for H1 2025 | Item | Amount (Yuan) | Explanation | | :--- | :--- | :--- | | Gains and losses from disposal of non-current assets | 9,960.84 | Gains from disposal of fixed assets | | Government grants recognized in current profit or loss | 90,196.47 | Government grants | | Gains and losses from changes in fair value and disposal of financial assets and liabilities | 3,077,653.14 | Wealth management income | | Reversal of impairment provisions for accounts receivable subject to separate impairment testing | 2,917.70 | | | Other non-operating income and expenses apart from the above | -666,602.38 | | | Less: Income tax impact | 47,787.18 | | | Impact on minority interests (after tax) | 161,373.52 | | | Total | 2,304,965.07 | | - The company has no other profit and loss items that meet the definition of non-recurring gains and losses, nor does it classify non-recurring items as recurring gains and losses[28](index=28&type=chunk)[29](index=29&type=chunk) Management Discussion and Analysis [Company's Main Businesses During the Reporting Period](index=9&type=section&id=I.%20Company%27s%20Main%20Businesses%20During%20the%20Reporting%20Period) The company primarily engages in book publishing, education, and mobile games, achieving significant H1 2025 revenue and net profit growth through its "big culture + technology" strategy and new AI education/ACG initiatives. - The company's main businesses include book publishing and distribution, education services, and mobile game development, publishing, agency, and operations[31](index=31&type=chunk) - In the first half of 2025, the book retail market's total value increased by **0.73%** year-on-year, while actual sales decreased by **0.31%**; China's game market achieved actual sales revenue of **168 billion yuan**, a **14.08%** year-on-year increase, with the mobile game market growing by **16.55%**[31](index=31&type=chunk) - The company adheres to its "big culture + technology" development strategy, continuously deepening its education publishing and gaming businesses, while actively expanding into emerging sectors like AI education and ACG, fostering new growth points and achieving significant breakthroughs in "AI + publishing, education, and internet" fields[32](index=32&type=chunk) Key Financial Performance for H1 2025 | Indicator | Amount (Billion Yuan) | YoY Growth | | :--- | :--- | :--- | | Operating Revenue | 2.49 | 20.25% | | Net Profit Attributable to Shareholders of Listed Company | 0.5167 | 170.93% | - Newly established subsidiary Tianzhou Zhimao focuses on developing educational technology products for K-12 students, primarily AI calligraphy and related products, aiming to build a comprehensive e-commerce platform for IP incubation in the education industry[32](index=32&type=chunk) [Analysis of Core Competencies](index=9&type=section&id=II.%20Analysis%20of%20Core%20Competencies) With over two decades of experience, the company built a cultural ecosystem across publishing, education, and internet, boasting extensive copyrights, a robust publishing network, and a full-chain gaming system with many long-lifecycle titles. - The company has established a cultural industry ecosystem covering publishing, education, and internet, forming multi-dimensional core competencies based on channel accumulation, copyright operations, and intellectual property protection[34](index=34&type=chunk) - In publishing, the company holds over **a thousand copyrights**, collaborates with nearly **300 publishers** nationwide, and has built an "online-offline integrated" distribution network, becoming a key player in youth education publishing[34](index=34&type=chunk)[35](index=35&type=chunk) - In the internet sector, through acquisitions like Magic Era and Youai Network, the company has built a full-chain system for game development, publishing, and operations, boasting over **a hundred operational game products** and **more than seventy game licenses**, with several self-developed long-lifecycle premium games establishing a strong user base in niche markets[35](index=35&type=chunk) [Main Business Analysis](index=10&type=section&id=III.%20Main%20Business%20Analysis) This section analyzes the company's main business financial performance, noting a **20.25%** revenue increase, higher cost growth, varying trends in publishing and mobile games, and key game operational data. [Overview](index=10&type=section&id=Overview) This section overviews the company's main businesses, consistent with "I. Company's Main Businesses During the Reporting Period," covering book publishing, education, and mobile games. - The company's main businesses are consistent with the disclosures in "I. Company's Main Businesses During the Reporting Period"[36](index=36&type=chunk) [Year-on-Year Changes in Key Financial Data](index=10&type=section&id=Year-on-Year%20Changes%20in%20Key%20Financial%20Data) H1 2025 operating revenue grew **20.25%**, but costs rose **29.37%**; financial expenses decreased **32.06%**; operating cash flow improved **121.10%** due to increased sales cash and reduced payments. Year-on-Year Changes in Key Financial Data | Indicator | Current Period (Yuan) | Prior Period (Yuan) | YoY Change | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 248,517,276.86 | 206,669,097.81 | 20.25% | | | Operating Cost | 172,936,094.55 | 133,670,769.25 | 29.37% | | | Selling Expenses | 20,232,868.19 | 22,247,111.51 | -9.05% | | | Administrative Expenses | 33,325,336.89 | 31,670,868.49 | 5.22% | | | Financial Expenses | -2,616,221.45 | -3,850,847.88 | 32.06% | Primarily due to a year-on-year decrease in interest income during the reporting period | | Income Tax Expense | 4,244,010.23 | 5,082,356.00 | -16.50% | | | R&D Investment | 3,961,665.22 | 5,288,685.31 | -25.09% | | | Net Cash Flow from Operating Activities | 22,614,815.62 | -107,179,456.71 | 121.10% | Primarily due to a year-on-year increase in cash received from sales of goods and provision of services; and a year-on-year decrease in cash paid for purchases of goods and acceptance of services during the reporting period | | Net Cash Flow from Investing Activities | 70,330,248.64 | -145,167,531.65 | 148.45% | Primarily due to a year-on-year decrease in purchases of wealth management products during the reporting period | | Net Cash Flow from Financing Activities | -507,398.92 | -38,177,720.72 | 98.67% | Primarily due to a year-on-year decrease in repurchases of treasury shares during the reporting period | | Net Increase in Cash and Cash Equivalents | 91,048,136.42 | -289,953,224.96 | 131.40% | Primarily due to a year-on-year increase in cash received from goods; and a year-on-year decrease in purchases of wealth management products, repurchases of treasury shares, etc., during the reporting period | - There were no significant changes in the company's profit composition or sources during the reporting period[38](index=38&type=chunk) [Products or Services Accounting for Over 10% of Revenue](index=11&type=section&id=Products%20or%20Services%20Accounting%20for%20Over%2010%25%20of%20Revenue) Book publishing revenue grew **26.57%** (margin down **4.52%**), while mobile game revenue fell **6.95%** (margin up **4.80%**); the company operates **17 mobile games** with nearly **1 million** users, and long-lifecycle titles maintain strong performance. Revenue, Cost, and Gross Margin by Product or Service | Product or Service | Operating Revenue (Yuan) | Operating Cost (Yuan) | Gross Margin | YoY Change in Operating Revenue | YoY Change in Operating Cost | YoY Change in Gross Margin | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Book Publishing and Other | 212,270,519.66 | 163,267,574.83 | 23.09% | 26.57% | 34.47% | -4.52% | | Mobile Network Games | 36,246,757.20 | 9,668,519.72 | 73.33% | -6.95% | -21.13% | 4.80% | - Revenue and costs for book publishing and other businesses increased year-on-year, primarily due to the growth in youth-oriented book businesses such as Renmin Jindian[38](index=38&type=chunk) - Revenue and costs for mobile network games decreased year-on-year, mainly due to the life cycle impact leading to a decline in revenue and costs for most older games[38](index=38&type=chunk) - As of the end of the reporting period, the company operated **17 game products**, with **1 new mobile game** added during the period; total users were nearly **one million**, and total active users reached **1.4 million** for the half-year[33](index=33&type=chunk) - Self-developed long-lifecycle premium games such as "King's Dispute," "Tower King," "Fengyun Tianxia OL," and "Wangxian" continue to maintain strong revenue and profitability; newly launched game products from associate company Hainan Yuanyou performed exceptionally, driving significant growth in its revenue and net profit[33](index=33&type=chunk) Key Game Quarterly Operating Data (Partial) | Game Name | Quarter | User Count | Active Users | Paying Users | ARPU (Yuan) | Recharge Revenue (Yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Game A | Q1 | 14,525 | 53,410 | 3,818 | 1,967 | 7,508,220 | | Game A | Q2 | 10,726 | 48,232 | 3,676 | 1,734 | 6,375,853 | | Game B | Q1 | 21,038 | 83,587 | 1,639 | 1,638 | 2,683,875 | | Game B | Q2 | 68,026 | 134,701 | 7,207 | 1,098 | 7,916,180 | | Game C | Q1 | 52,486 | 77,629 | 12,460 | 3,451 | 43,005,688 | | Game C | Q2 | 41,216 | 64,995 | 10,519 | 3,946 | 41,509,562 | [Non-Core Business Analysis](index=12&type=section&id=IV.%20Non-Core%20Business%20Analysis) This section analyzes non-core business impact on total profit, with investment income contributing **64.84%** from associates, joint ventures, and wealth management, noting the sustainability of equity method investment income. Impact of Non-Core Businesses on Total Profit | Item | Amount (Yuan) | Share of Total Profit | Reason for Formation | Sustainability | | :--- | :--- | :--- | :--- | :--- | | Investment Income | 37,256,923.77 | 64.84% | Primarily due to investment income from associates and joint ventures, wealth management income, etc., recognized during the reporting period | Investment income accounted for using the equity method is sustainable | | Asset Impairment | -455.81 | 0.00% | | No | | Non-Operating Income | 1,058,857.83 | 1.84% | | No | | Non-Operating Expenses | 1,725,460.21 | 3.00% | | No | [Analysis of Assets and Liabilities](index=13&type=section&id=V.%20Analysis%20of%20Assets%20and%20Liabilities) This section analyzes the company's asset and liability composition and changes, showing increased cash and long-term equity investments, decreased employee compensation and short-term non-current liabilities, and discloses fair value assets and restricted assets. [Significant Changes in Asset Composition](index=13&type=section&id=1.%20Significant%20Changes%20in%20Asset%20Composition) At period-end, cash increased **5.32%** of total assets, long-term equity investments rose **1.07%**; employee compensation fell **0.58%** (year-end bonus), and short-term non-current liabilities decreased **0.55%** (loan repayment). Significant Changes in Asset Composition | Item | Amount at End of Current Period (Yuan) | Share of Total Assets | Amount at End of Prior Year (Yuan) | Share of Total Assets | Change in Proportion | Explanation of Significant Change | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Monetary Funds | 407,018,046.50 | 27.50% | 316,410,030.26 | 22.18% | 5.32% | | | Accounts Receivable | 42,640,293.90 | 2.88% | 43,425,329.11 | 3.04% | -0.16% | | | Inventories | 32,407,070.71 | 2.19% | 26,625,147.42 | 1.87% | 0.32% | | | Long-Term Equity Investments | 174,282,358.18 | 11.77% | 152,688,801.81 | 10.70% | 1.07% | | | Employee Compensation Payable | 3,803,744.78 | 0.26% | 12,038,476.87 | 0.84% | -0.58% | Primarily due to payment of year-end bonuses accrued at the end of the prior year during the reporting period | | Non-Current Liabilities Due Within One Year | 7,099,881.30 | 0.48% | 14,749,622.95 | 1.03% | -0.55% | Primarily due to repayment of long-term borrowings due within one year during the reporting period | [Major Overseas Assets](index=13&type=section&id=2.%20Major%20Overseas%20Assets) The company had no major overseas assets during the reporting period. - The company had no major overseas assets during the reporting period[45](index=45&type=chunk) [Assets and Liabilities Measured at Fair Value](index=13&type=section&id=3.%20Assets%20and%20Liabilities%20Measured%20at%20Fair%20Value) At period-end, financial assets measured at fair value totaled **423,799,801.94 yuan**, mainly **317,684,663.00 yuan** in trading financial assets and **106,115,138.94 yuan** in other equity instrument investments. Financial Assets Measured at Fair Value | Item | Beginning Balance (Yuan) | Purchases in Current Period (Yuan) | Sales in Current Period (Yuan) | Ending Balance (Yuan) | | :--- | :--- | :--- | :--- | :--- | | Trading Financial Assets | 372,990,000.00 | 674,900,000.00 | 730,205,337.00 | 317,684,663.00 | | Other Equity Instrument Investments | 106,115,138.94 | 2,000,000.00 | 2,000,000.00 | 106,115,138.94 | | Subtotal of Financial Assets | 479,105,138.94 | 674,900,000.00 | 732,205,337.00 | 423,799,801.94 | - There were no significant changes in the measurement attributes of the company's major assets during the reporting period[47](index=47&type=chunk) [Asset Restrictions as of the End of the Reporting Period](index=14&type=section&id=4.%20Asset%20Restrictions%20as%20of%20the%20End%20of%20the%20Reporting%20Period) At period-end, restricted assets included **12,088,597.31 yuan** in pledged fixed assets, **16,097,015.81 yuan** in judicially seized fixed assets, and **234.04 yuan** in frozen monetary funds. Asset Restriction Status | Item | Ending Book Value (Yuan) | Reason for Restriction | | :--- | :--- | :--- | | Fixed Assets - Buildings | 12,088,597.31 | Mortgage guarantee | | Fixed Assets - Buildings | 16,097,015.81 | Judicial seizure | | Monetary Funds | 234.04 | Judicial freeze | [Analysis of Investment Status](index=14&type=section&id=VI.%20Analysis%20of%20Investment%20Status) This section analyzes the company's investment activities, showing a **91.49%** year-on-year decrease in total investment, primarily in wealth management products with **317.6847 million yuan** outstanding at period-end. [Overall Situation](index=14&type=section&id=1.%20Overall%20Situation) The company's investment for the period was **675,255.76 yuan**, a **91.49%** decrease from **7,932,315.01 yuan** in the prior year. Investment Amount During the Reporting Period | Investment Amount in Current Period (Yuan) | Investment Amount in Prior Period (Yuan) | Change Rate | | :--- | :--- | :--- | | 675,255.76 | 7,932,315.01 | -91.49% | [Significant Equity Investments Acquired During the Reporting Period](index=14&type=section&id=2.%20Significant%20Equity%20Investments%20Acquired%20During%20the%20Reporting%20Period) The company did not acquire any significant equity investments during the reporting period. - The company did not acquire any significant equity investments during the reporting period[50](index=50&type=chunk) [Significant Non-Equity Investments in Progress During the Reporting Period](index=14&type=section&id=3.%20Significant%20Non-Equity%20Investments%20in%20Progress%20During%20the%20Reporting%20Period) The company had no significant non-equity investments in progress during the reporting period. - The company had no significant non-equity investments in progress during the reporting period[50](index=50&type=chunk) [Financial Assets Measured at Fair Value](index=14&type=section&id=4.%20Financial%20Assets%20Measured%20at%20Fair%20Value) At period-end, financial assets measured at fair value totaled **423,799,801.94 yuan**, mainly trading financial assets and other equity investments, with **37,797,383.65 yuan** in cumulative investment income. Financial Assets Measured at Fair Value | Asset Category | Initial Investment Cost (Yuan) | Purchases in Current Period (Yuan) | Sales in Current Period (Yuan) | Ending Balance (Yuan) | Cumulative Investment Income (Yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | | Trading Financial Assets | 372,990,000.00 | 674,900,000.00 | 730,205,337.00 | 317,684,663.00 | 16,782,384.71 | | Other Equity Instrument Investments | 394,938,903.33 | 0.00 | 2,000,000.00 | 106,115,138.94 | 21,014,998.94 | | Total | 767,928,903.33 | 674,900,000.00 | 732,205,337.00 | 423,799,801.94 | 37,797,383.65 | [Use of Raised Funds](index=15&type=section&id=5.%20Use%20of%20Raised%20Funds) The company had no use of raised funds during the reporting period. - The company had no use of raised funds during the reporting period[53](index=53&type=chunk) [Wealth Management, Derivative Investments, and Entrusted Loans](index=15&type=section&id=6.%20Wealth%20Management%2C%20Derivative%20Investments%2C%20and%20Entrusted%20Loans) The company engaged in wealth management, with **664.9 million yuan** in bank products and **10 million yuan** in broker products, totaling **317.6847 million yuan** outstanding, and no derivative investments or entrusted loans. Overview of Wealth Management During the Reporting Period | Specific Type | Source of Funds for Wealth Management | Amount of Wealth Management Transactions (Ten Thousand Yuan) | Outstanding Balance (Ten Thousand Yuan) | | :--- | :--- | :--- | :--- | | Bank Wealth Management Products | Own Funds | 66,490.00 | 31,268.47 | | Broker Wealth Management Products | Own Funds | 1,000.00 | 500.00 | | Total | | 67,490.00 | 31,768.47 | - The company had no derivative investments or entrusted loans during the reporting period[55](index=55&type=chunk)[56](index=56&type=chunk) [Significant Asset and Equity Sales](index=16&type=section&id=VII.%20Significant%20Asset%20and%20Equity%20Sales) The company did not sell any significant assets or equity during the reporting period. - The company did not sell any significant assets during the reporting period[57](index=57&type=chunk) - The company did not sell any significant equity during the reporting period[58](index=58&type=chunk) [Analysis of Major Holding and Associate Companies](index=16&type=section&id=VIII.%20Analysis%20of%20Major%20Holding%20and%20Associate%20Companies) This section analyzes major subsidiaries and associates; Youai Network and Hunan Yueshang saw significant net profit growth, while Xiangtan Huaxin and Tianzhou Education experienced declines due to student numbers and reduced book gross margins. Major Subsidiaries and Associate Companies with Over 10% Impact on Company's Net Profit | Company Name | Company Type | Main Business | Registered Capital (Yuan) | Net Profit (Yuan) | | :--- | :--- | :--- | :--- | :--- | | Hunan Tianzhou Education Technology Co., Ltd | Subsidiary | Book sales | 10,000,000.00 | 7,616,884.46 | | Xiangtan Huaxin Education Technology Co., Ltd | Subsidiary | Education services | 84,808,200.00 | -8,524,239.44 | | Hunan Yueshang Media Co., Ltd | Subsidiary | Publication wholesale | 10,000,000.00 | 8,390,677.35 | | Guangzhou Youai Network Technology Co., Ltd | Subsidiary | Mobile internet game R&D and operations | 151,000,000.00 | 46,367,851.36 | | Hainan Yuanyou Information Technology Co., Ltd | Associate Company | Game operations | 6,250,000.00 | 171,941,254.70 | - Subsidiary Tianzhou Education's net profit was **7.6169 million yuan**, a **26.60%** year-on-year decrease, primarily due to reduced gross margin from youth-oriented books[59](index=59&type=chunk) - Subsidiary Xiangtan Huaxin's consolidated net profit was **-8.5242 million yuan**, a **37.41%** year-on-year decrease, mainly due to a reduction in student numbers during the reporting period[60](index=60&type=chunk) - Subsidiary Hunan Yueshang's net profit was **8.3907 million yuan**, a **143.72%** year-on-year increase, primarily due to growth in youth-oriented book businesses during the reporting period[61](index=61&type=chunk) - Subsidiary Youai Network's consolidated net profit was **46.3679 million yuan**, a **317.77%** year-on-year increase, primarily due to a year-on-year increase in investment income recognized from associate company Hainan Yuanyou during the reporting period[61](index=61&type=chunk) - Hainan Yuanyou is an associate company invested by grandchild company Shanghai Youai Zhixing Information Technology Co., Ltd., with the company holding **20%** and accounting for it using the equity method, recognizing investment income of **34.3444 million yuan** in the current period[61](index=61&type=chunk) Acquisition and Disposal of Subsidiaries During the Reporting Period | Company Name | Method of Acquisition or Disposal of Subsidiaries During the Reporting Period | Impact on Overall Operations and Performance | | :--- | :--- | :--- | | Changsha Tianzhou Zhimao Culture Technology Co., Ltd | Newly established | Insignificant impact on company performance in the current reporting period | | Horgos Fengniao Huyu Technology Co., Ltd | Deregistered | Insignificant impact on company performance in the current reporting period | [Structured Entities Controlled by the Company](index=17&type=section&id=IX.%20Structured%20Entities%20Controlled%20by%20the%20Company) The company had no controlled structured entities during the reporting period. - The company had no controlled structured entities during the reporting period[62](index=62&type=chunk) [Risks Faced by the Company and Countermeasures](index=17&type=section&id=X.%20Risks%20Faced%20by%20the%20Company%20and%20Countermeasures) The company faces talent stability, market competition, and policy compliance risks; countermeasures include multi-level incentives, increased R&D, business synergy, differentiated products, and strengthened policy tracking and compliance. - Talent stability risk: Loss of core talent may adversely affect sustained business growth; the company plans to establish a multi-level incentive system, optimize compensation structure, promote equity incentives, improve career development paths, and strengthen corporate culture[62](index=62&type=chunk) - Intensifying market competition risk: The industry's competitive landscape is diversified, facing technological iterations from traditional competitors and cross-industry impacts from emerging market players; the company will prioritize technology R&D, increase investment in cutting-edge areas, deepen business synergy, expand its differentiated product matrix, and strengthen brand value operations[63](index=63&type=chunk) - Policy compliance risk: The company's industry is significantly affected by national policies, especially in content review, minor protection, and data security; the company will establish robust mechanisms for dynamic policy tracking and interpretation, improve internal compliance review processes, strengthen employee compliance training, and develop emergency plans[64](index=64&type=chunk) [Registration Form for Investor Relations Activities During the Reporting Period](index=17&type=section&id=XI.%20Registration%20Form%20for%20Investor%20Relations%20Activities%20During%20the%20Reporting%20Period) The company hosted two investor communication events during the period: an online exchange (2024 Annual Performance Briefing) on May 16, 2025, and an analyst conference call on July 21, 2025. Registration Form for Investor Relations Activities During the Reporting Period | Reception Date | Reception Location | Reception Method | Type of Recipient | Main Topics Discussed and Materials Provided | | :--- | :--- | :--- | :--- | :--- | | May 16, 2025 | Online Platform | Company Exchange | Other Investors | 2024 Annual Performance Briefing | | July 21, 2025 | Company Conference Call | Analyst Conference | Institutions | Analyst Conference | [Formulation and Implementation of Market Value Management System and Valuation Enhancement Plan](index=18&type=section&id=XII.%20Formulation%20and%20Implementation%20of%20Market%20Value%20Management%20System%20and%20Valuation%20Enhancement%20Plan) The company did not disclose any market value management system or valuation enhancement plan during the reporting period. - The company did not formulate a market value management system during the reporting period[67](index=67&type=chunk) - The company did not disclose a valuation enhancement plan during the reporting period[67](index=67&type=chunk) [Implementation of the "Quality and Return Dual Enhancement" Action Plan](index=18&type=section&id=XIII.%20Implementation%20of%20the%20%22Quality%20and%20Return%20Dual%20Enhancement%22%20Action%20Plan) The company did not disclose any announcement regarding the "Quality and Return Dual Enhancement" action plan during the reporting period. - The company did not disclose an announcement regarding the "Quality and Return Dual Enhancement" action plan during the reporting period[67](index=67&type=chunk) Corporate Governance, Environment, and Society [Changes in Directors, Supervisors, and Senior Management](index=19&type=section&id=I.%20Changes%20in%20Directors%2C%20Supervisors%2C%20and%20Senior%20Management) No changes occurred in the company's directors, supervisors, and senior management during the reporting period, with details in the 2024 annual report. - There were no changes in the company's directors, supervisors, and senior management during the reporting period, as detailed in the 2024 annual report[69](index=69&type=chunk) [Profit Distribution and Capital Reserve Conversion to Share Capital in Current Period](index=19&type=section&id=II.%20Profit%20Distribution%20and%20Capital%20Reserve%20Conversion%20to%20Share%20Capital%20in%20Current%20Period) The company plans no cash dividends, bonus shares, or capital reserve conversions to share capital for this half-year. - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for the half-year[70](index=70&type=chunk) [Implementation of Equity Incentive Plans, Employee Stock Ownership Plans, or Other Employee Incentive Measures](index=19&type=section&id=III.%20Implementation%20of%20Equity%20Incentive%20Plans%2C%20Employee%20Stock%20Ownership%20Plans%2C%20or%20Other%20Employee%20Incentive%20Measures) The 2024 stock option and restricted stock incentive plan completed grant registration; August 2025 resolutions approved cancellation of some options/shares and achievement of first exercise/vesting conditions. - On August 23, 2024, the company approved the "2024 Stock Option and Restricted Stock Incentive Plan (Draft)," granting **15.84 million stock options** to **52 incentive recipients** at an exercise price of **2.61 yuan per unit**, and **16.64 million Class II restricted shares** to **54 incentive recipients** at a grant price of **1.31 yuan per share**[71](index=71&type=chunk) - On October 16, 2024, the company completed the grant registration for the 2024 Stock Option and Restricted Stock Incentive Plan[74](index=74&type=chunk) - On August 8, 2025, the company approved resolutions for the cancellation of some stock options and forfeiture of some Class II restricted shares, as well as the achievement of conditions for the first exercise period of stock options and the first vesting period of restricted shares[75](index=75&type=chunk) - The company had no employee stock ownership plans or other employee incentive measures during the reporting period[76](index=76&type=chunk) [Environmental Information Disclosure](index=20&type=section&id=IV.%20Environmental%20Information%20Disclosure) The company and its major subsidiaries are not on the list of enterprises legally required to disclose environmental information. - The listed company and its major subsidiaries are not included in the list of enterprises required to disclose environmental information by law[76](index=76&type=chunk) [Social Responsibility](index=20&type=section&id=V.%20Social%20Responsibility) The company did not disclose any social responsibility information during the reporting period. - The company did not disclose any social responsibility information during the reporting period[76](index=76&type=chunk) Significant Matters [Commitments Fulfilled and Overdue Unfulfilled by Controlling Shareholder, Actual Controller, Shareholders, Related Parties, Acquirers, and the Company During and as of the End of the Reporting Period](index=21&type=section&id=I.%20Commitments%20Fulfilled%20and%20Overdue%20Unfulfilled%20by%20Controlling%20Shareholder%2C%20Actual%20Controller%2C%20Shareholders%2C%20Related%20Parties%2C%20Acquirers%2C%20and%20the%20Company%20During%20and%20as%20of%20the%20End%20of%20the%20Reporting%20Period) No commitments were fulfilled or overdue unfulfilled by the company's actual controller, shareholders, related parties, acquirers, or the company itself during the reporting period. - During the reporting period, there were no commitments fulfilled or overdue unfulfilled by the company's actual controller, shareholders, related parties, acquirers, or the company itself[78](index=78&type=chunk) [Non-Operating Funds Occupied by Controlling Shareholder and Other Related Parties from the Listed Company](index=21&type=section&id=II.%20Non-Operating%20Funds%20Occupied%20by%20Controlling%20Shareholder%20and%20Other%20Related%20Parties%20from%20the%20Listed%20Company) No non-operating funds were occupied by the controlling shareholder or other related parties from the listed company during the reporting period. - During the reporting period, there were no instances of non-operating funds being occupied by the controlling shareholder or other related parties from the listed company[79](index=79&type=chunk) [Illegal External Guarantees](index=21&type=section&id=III.%20Illegal%20External%20Guarantees) The company had no illegal external guarantees during the reporting period. - The company had no illegal external guarantees during the reporting period[80](index=80&type=chunk) [Appointment and Dismissal of Accounting Firms](index=21&type=section&id=IV.%20Appointment%20and%20Dismissal%20of%20Accounting%20Firms) The company's semi-annual report was not audited. - The company's semi-annual report was not audited[81](index=81&type=chunk) [Explanation by the Board of Directors, Supervisory Board, and Audit Committee on the Accounting Firm's "Non-Standard Audit Report" for the Current Period](index=21&type=section&id=V.%20Explanation%20by%20the%20Board%20of%20Directors%2C%20Supervisory%20Board%2C%20and%20Audit%20Committee%20on%20the%20Accounting%20Firm%27s%20%22Non-Standard%20Audit%20Report%22%20for%20the%20Current%20Period) The company had no non-standard audit report during the reporting period. - The company had no non-standard audit report during the reporting period[82](index=82&type=chunk) [Board of Directors' Explanation on the "Non-Standard Audit Report" for the Prior Year](index=21&type=section&id=VI.%20Board%20of%20Directors%27%20Explanation%20on%20the%20%22Non-Standard%20Audit%20Report%22%20for%20the%20Prior%20Year) The company had no explanation regarding a non-standard audit report for the prior year during the reporting period. - The company had no explanation regarding a non-standard audit report for the prior year during the reporting period[82](index=82&type=chunk) [Bankruptcy and Reorganization Matters](index=21&type=section&id=VII.%20Bankruptcy%20and%20Reorganization%20Matters) The company had no bankruptcy and reorganization matters during the reporting period. - The company had no bankruptcy and reorganization matters during the reporting period[82](index=82&type=chunk) [Litigation Matters](index=21&type=section&id=VIII.%20Litigation%20Matters) The company is involved in a significant arbitration case with Dai Zheng and Que Dengfeng over a Juesheng Equity investment, totaling **210.9076 million yuan**, with a favorable ruling unfulfilled, leading to an enforcement application and consumption restriction order. - In the dispute between the company and Dai Zheng and Que Dengfeng regarding the Juesheng Equity investment agreement, involving **210.9076 million yuan**, the arbitration tribunal ruled that Dai Zheng and Que Dengfeng jointly pay the company **170 million yuan** in investment principal and **39,346,849.32 yuan** in investment income calculated at an **8%** annual return[83](index=83&type=chunk)[84](index=84&type=chunk) - As of the end of the reporting period, the respondents have not yet executed the arbitration award; the company has filed an application for enforcement with the Beijing No. 1 Intermediate People's Court and received a "Consumption Restriction Order"[83](index=83&type=chunk)[84](index=84&type=chunk) Other Litigation Matters | Basic Information of Litigation (Arbitration) | Amount Involved (Ten Thousand Yuan) | Provision for Contingent Liability Formed | Litigation (Arbitration) Progress | | :--- | :--- | :--- | :--- | | Other non-significant litigation matters - within one year | 311.38 | No | Under trial | | Other non-significant litigation matters - over one year | 12,886.33 | No | Trial stage or enforcement stage | [Penalties and Rectification](index=23&type=section&id=IX.%20Penalties%20and%20Rectification) The company had no penalties or rectification situations during the reporting period. - The company had no penalties or rectification situations during the reporting period[86](index=86&type=chunk) [Integrity Status of the Company, its Controlling Shareholder, and Actual Controller](index=23&type=section&id=X.%20Integrity%20Status%20of%20the%20Company%2C%20its%20Controlling%20Shareholder%2C%20and%20Actual%20Controller) The company did not disclose the integrity status of itself, its controlling shareholder, or its actual controller during the reporting period. - The company did not disclose the integrity status of itself, its controlling shareholder, or its actual controller during the reporting period[87](index=87&type=chunk) [Significant Related Party Transactions](index=23&type=section&id=XI.%20Significant%20Related%20Party%20Transactions) The company had no significant related party transactions during the reporting period, including daily operations, asset/equity deals, joint investments, creditor-debtor relationships, or financial dealings with affiliated finance companies. - The company had no related party transactions related to daily operations during the reporting period[87](index=87&type=chunk) - The company had no related party transactions involving asset or equity acquisitions or disposals during the reporting period[88](index=88&type=chunk) - The company had no related party transactions involving joint external investments during the reporting period[89](index=89&type=chunk) - The company had no related party creditor-debtor relationships during the reporting period[90](index=90&type=chunk) - There were no deposits, loans, credit lines, or other financial transactions between the company and affiliated finance companies, or between the company's controlled finance companies and related parties[91](index=91&type=chunk)[92](index=92&type=chunk) - The company had no other significant related party transactions during the reporting period[93](index=93&type=chunk) [Significant Contracts and Their Performance](index=24&type=section&id=XII.%20Significant%20Contracts%20and%20Their%20Performance) The company had no entrustment, contracting, or leasing (excluding related party leases) but provided significant guarantees for subsidiaries, with a total actual guarantee balance of **118.3947 million yuan** at period-end, representing **11.92%** of net assets. - The company had no entrustment, contracting, or leasing situations (excluding related party leases) during the reporting period[94](index=94&type=chunk)[95](index=95&type=chunk)[96](index=96&type=chunk) Company's Guarantees for Subsidiaries | Guaranteed Party Name | Guaranteed Amount (Ten Thousand Yuan) | Actual Guaranteed Amount (Ten Thousand Yuan) | Guarantee Type | Fulfilled | | :--- | :--- | :--- | :--- | :--- | | Xiangtan Huaxin | 10,000.00 | 9,068.51 | Joint and several liability guarantee | No | | Xiangtan Huaxin, Liren Middle School | 2,000.00 | 1,770.96 | Joint and several liability guarantee | No | | Tianzhou Education | 5,554.89 | 1,000.00 | Mortgage guarantee | No | | Total approved guarantee amount for subsidiaries in current period | 5,554.89 | | | | | Total actual guarantee amount for subsidiaries in current period | | 1,281.51 | | | | Total approved guarantee amount for subsidiaries at period-end | 17,554.89 | | | | | Total actual guarantee balance for subsidiaries at period-end | | 11,839.47 | | | - The total actual guarantee amount accounted for **11.92%** of the company's net assets[98](index=98&type=chunk) - The company had no significant contracts related to daily operations or other significant contracts during the reporting period[99](index=99&type=chunk) [Explanation of Other Significant Matters](index=26&type=section&id=XIII.%20Explanation%20of%20Other%20Significant%20Matters) The company's director disclosed a share reduction plan pre-announcement on June 6, 2025, and announced its completion on July 9, 2025. - On June 6, 2025, the company issued the "Pre-disclosure Announcement on Directors' Share Reduction Plan"; on July 9, 2025, it issued the "Announcement on the Completion of Directors' Share Reduction Plan"[100](index=100&type=chunk) [Significant Matters of Company Subsidiaries](index=26&type=section&id=XIV.%20Significant%20Matters%20of%20Company%20Subsidiaries) The company had no significant matters concerning its subsidiaries during the reporting period. - The company had no significant matters concerning its subsidiaries during the reporting period[101](index=101&type=chunk) Share Changes and Shareholder Information [Share Change Status](index=27&type=section&id=I.%20Share%20Change%20Status) Restricted shares decreased by **5,116,561 shares** due to senior management lock-up changes, reducing the restricted share ratio from **4.04%** to **3.42%**, with a corresponding increase in unrestricted shares. Share Change Status | Share Class | Quantity Before Change (Shares) | Proportion | Increase/Decrease in Current Change (Shares) | Quantity After Change (Shares) | Proportion | | :--- | :--- | :--- | :--- | :--- | :--- | | I. Restricted Shares | 33,710,008 | 4.04% | -5,116,561 | 28,593,447 | 3.42% | | Of which: Shares held by domestic natural persons | 33,710,008 | 4.04% | -5,116,561 | 28,593,447 | 3.42% | | II. Unrestricted Shares | 801,629,335 | 95.96% | 5,116,561 | 806,745,896 | 96.58% | | Of which: RMB ordinary shares | 801,629,335 | 95.96% | 5,116,561 | 806,745,896 | 96.58% | | III. Total Shares | 835,339,343 | 100.00% | 0 | 835,339,343 | 100.00% | - The reason for the share change was the variation in senior management lock-up shares[105](index=105&type=chunk) - During the reporting period, there were no approvals or transfers of share changes, no progress on share repurchase implementation, and no progress on the implementation of repurchased shares reduction through centralized bidding[105](index=105&type=chunk) [Changes in Restricted Shares](index=28&type=section&id=2.%20Changes%20in%20Restricted%20Shares) Yuan Xionggui's restricted shares decreased by **5,116,561 shares**, resulting in **28,455,425 restricted shares** at period-end, all due to senior management lock-up. Changes in Restricted Shares | Shareholder Name | Beginning Restricted Shares (Shares) | Shares Released from Restriction in Current Period (Shares) | Shares Added to Restriction in Current Period (Shares) | Ending Restricted Shares (Shares) | Reason for Restriction | Planned Release Date | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Yuan Xionggui | 33,571,986 | 5,116,561 | | 28,455,425 | Senior management lock-up shares | January 2, 2025 | | Yu Yuhan | 135,000 | | | 135,000 | Senior management lock-up shares | January 2, 2025 | | Li Jian | 3,022 | | | 3,022 | Senior management lock-up shares | January 2, 2025 | | Total | 33,710,008 | 5,116,561 | | 28,593,447 | -- | -- | [Securities Issuance and Listing](index=28&type=section&id=II.%20Securities%20Issuance%20and%20Listing) The company had no securities issuance and listing during the reporting period. - The company had no securities issuance and listing during the reporting period[107](index=107&type=chunk) [Shareholder Numbers and Shareholding Status](index=28&type=section&id=III.%20Shareholder%20Numbers%20and%20Shareholding%20Status) As of period-end, the company had **52,964** common shareholders; Hunan Jiachuang Investment Co., Ltd. was the largest at **11.84%**; Yuan Xionggui is a director, and other top ten shareholder relationships are unknown. Total Number of Common Shareholders at Period-End | Indicator | Number | | :--- | :--- | | Total number of common shareholders at period-end | 52,964 | Shareholding Status of Shareholders Holding 5% or More or Top 10 Shareholders | Shareholder Name | Shareholder Nature | Shareholding Proportion | Shares Held at Period-End (Shares) | Restricted Shares Held (Shares) | Unrestricted Shares Held (Shares) | | :--- | :--- | :--- | :--- | :--- | :--- | | Hunan Jiachuang Investment Co., Ltd | Domestic Non-State-Owned Legal Person | 11.84% | 98,940,202 | | 98,940,202 | | Yuan Xionggui | Domestic Natural Person | 4.54% | 37,940,567 | 28,455,425 | 9,485,142 | | China Minsheng Bank Co., Ltd. - Huaxia CSI Animation and Game ETF | Other | 2.39% | 19,933,908 | | 19,933,908 | | Zhang Changsheng | Domestic Natural Person | 0.79% | 6,632,300 | | 6,632,300 | | Shanghai Pudong Development Bank Co., Ltd. - Guotai CSI Animation and Game ETF | Other | 0.72% | 6,021,600 | | 6,021,600 | | Li Wei | Domestic Natural Person | 0.51% | 4,299,600 | | 4,299,600 | | China Construction Bank Co., Ltd. - Huifutianfu Consumer Industry Mixed Securities Investment Fund | Other | 0.48% | 4,000,000 | | 4,000,000 | | BARCLAYS BANK PLC | Overseas Legal Person | 0.34% | 2,867,049 | | 2,867,049 | | Wang Xue | Domestic Natural Person | 0.32% | 2,634,500 | | 2,634,500 | | Zhang Fengming | Domestic Natural Person | 0.27% | 2,252,300 | | 2,252,300 | - Among the aforementioned shareholders, Jiachuang Investment is the company's controlling shareholder, and Yuan Xionggui is a company director; otherwise, the company is unaware of any related party relationships or concerted actions among the remaining shareholders[110](index=110&type=chunk) - The company's dedicated repurchase account, Tianzhou Culture Co., Ltd. Repurchase Special Securities Account, currently holds **16,640,000 shares** of the company, ranking fourth among all shareholders and third among unrestricted shareholders[110](index=110&type=chunk) [Changes in Shareholdings of Directors, Supervisors, and Senior Management](index=31&type=section&id=IV.%20Changes%20in%20Shareholdings%20of%20Directors%2C%20Supervisors%2C%20and%20Senior%20Management) No changes occurred in the shareholdings of the company's directors, supervisors, and senior management during the reporting period, as detailed in the 2024 annual report. - There were no changes in the shareholdings of the company's directors, supervisors, and senior management during the reporting period, as detailed in the 2024 annual report[112](index=112&type=chunk) [Changes in Controlling Shareholder or Actual Controller](index=31&type=section&id=V.%20Changes%20in%20Controlling%20Shareholder%20or%20Actual%20Controller) The company's controlling shareholder and actual controller remained unchanged during the reporting period. - The company's controlling shareholder remained unchanged during the reporting period[113](index=113&type=chunk) - The company's actual controller remained unchanged during the reporting period[113](index=113&type=chunk) [Preferred Share Information](index=31&type=section&id=VI.%20Preferred%20Share%20Information) The company had no preferred shares during the reporting period. - The company had no preferred shares during the reporting period[114](index=114&type=chunk) Bond-Related Information [Bond-Related Information](index=32&type=section&id=Bond-Related%20Information) The company had no bond-related information during the reporting period. - The company had no bond-related information during the reporting period[116](index=116&type=chunk) Financial Report [Audit Report](index=33&type=section&id=I.%20Audit%20Report) The company's semi-annual financial report was not audited. - The company's semi-annual financial report was not audited[118](index=118&type=chunk) [Financial Statements](index=33&type=section&id=II.%20Financial%20Statements) This section provides the company's consolidated and parent company financial statements for H1 2025, including balance sheets, income statements, cash flow statements, and owners' equity changes, offering a comprehensive financial view. [Consolidated Balance Sheet](index=33&type=section&id=1.%20Consolidated%20Balance%20Sheet) As of June 30, 2025, consolidated total assets were **1,480,200,401.88 yuan** (up **3.74%**), with total liabilities of **348,994,973.88 yuan** and total owners' equity of **1,131,205,428.00 yuan**. Key Data from Consolidated Balance Sheet | Item | Ending Balance (Yuan) | Beginning Balance (Yuan) | | :--- | :--- | :--- | | Total Assets | 1,480,200,401.88 | 1,426,823,900.80 | | Total Liabilities | 348,994,973.88 | 357,291,620.65 | | Total Owners' Equity | 1,131,205,428.00 | 1,069,532,280.15 | | Monetary Funds | 407,018,046.50 | 316,410,030.26 | | Trading Financial Assets | 317,684,663.00 | 372,990,000.00 | | Long-Term Equity Investments | 174,282,358.18 | 152,688,801.81 | | Accounts Payable | 142,411,856.49 | 139,387,531.12 | | Long-Term Borrowings | 102,867,912.22 | 94,526,061.58 | [Parent Company Balance Sheet](index=35&type=section&id=2.%20Parent%20Company%20Balance%20Sheet) As of June 30, 2025, parent company total assets were **1,068,283,053.86 yuan** (slight decrease), with total liabilities of **33,614,903.46 yuan** and total owners' equity of **1,034,668,150.40 yuan**. Key Data from Parent Company Balance Sheet | Item | Ending Balance (Yuan) | Beginning Balance (Yuan) | | :--- | :--- | :--- | | Total Assets | 1,068,283,053.86 | 1,077,656,521.53 | | Total Liabilities | 33,614,903.46 | 44,597,835.18 | | Total Owners' Equity | 1,034,668,150.40 | 1,033,058,686.35 | | Monetary Funds | 87,142,713.73 | 94,321,043.03 | | Trading Financial Assets | 177,000,000.00 | 175,000,000.00 | | Long-Term Equity Investments | 672,320,292.29 | 674,357,448.39 | | Accounts Payable | 3,268,454.29 | 11,375,138.20 | [Consolidated Income Statement](index=37&type=section&id=3.%20Consolidated%20Income%20Statement) H1 2025 consolidated operating revenue was **248,517,276.86 yuan** (up **20.25%**); net profit attributable to parent shareholders was **51,672,485.06 yuan** (up **170.93%**); basic EPS was **0.06 yuan**. Key Data from Consolidated Income Statement | Item | H1 2025 (Yuan) | H1 2024 (Yuan) | | :--- | :--- | :--- | | I. Total Operating Revenue | 248,517,276.86 | 206,669,097.81 | | II. Total Operating Costs | 228,323,417.59 | 189,713,911.27 | | III. Operating Profit | 58,129,222.56 | 21,586,054.85 | | IV. Total Profit | 57,462,620.18 | 22,823,764.10 | | V. Net Profit | 53,218,609.95 | 17,741,408.10 | | Net Profit Attributable to Parent Company Shareholders | 51,672,485.06 | 19,072,261.52 | | VIII. Earnings Per Share: Basic Earnings Per Share | 0.06 | 0.02 | | VIII. Earnings Per Share: Diluted Earnings Per Share | 0.06 | 0.02 | [Parent Company Income Statement](index=40&type=section&id=4.%20Parent%20Company%20Income%20Statement) H1 2025 parent company operating revenue was **3,128,746.18 yuan** (down year-on-year); net profit was **-7,130,902.33 yuan**, turning from a **47,880,613.34 yuan** profit to a loss. Key Data from Parent Company Income Statement | Item | H1 2025 (Yuan) | H1 2024 (Yuan) | | :--- | :--- | :--- | | I. Operating Revenue | 3,128,746.18 | 4,030,083.54 | | II. Operating Profit | -7,175,353.33 | 47,880,613.34 | | III. Total Profit | -7,130,902.33 | 47,880,613.34 | | IV. Net Profit | -7,130,902.33 | 47,880,613.34 | [Consolidated Cash Flow Statement](index=41&type=section&id=5.%20Consolidated%20Cash%20Flow%20Statement) H1 2025 net cash flow from operating activities was **22,614,815.62 yuan** (positive); investing activities improved to **70,330,248.64 yuan**; financing activities were **-507,398.92 yuan**. Key Data from Consolidated Cash Flow Statement | Item | H1 2025 (Yuan) | H1 2024 (Yuan) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | 22,614,815.62 | -107,179,456.71 | | Net Cash Flow from Investing Activities | 70,330,248.64 | -145,167,531.65 | | Net Cash Flow from Financing Activities | -507,398.92 | -38,177,720.72 | | Net Increase in Cash and Cash Equivalents | 91,048,136.42 | -289,953,224.96 | | Cash and Cash Equivalents at Period-End | 407,017,812.46 | 306,451,999.73 | [Parent Company Cash Flow Statement](index=43&type=section&id=6.%20Parent%20Company%20Cash%20Flow%20Statement) H1 2025 parent company net cash flow from operating activities was **-14,246,239.31 yuan**, investing activities **7,067,910.01 yuan**, and financing activities **0 yuan**. Key Data from Parent Company Cash Flow Statement | Item | H1 2025 (Yuan) | H1 2024 (Yuan) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | -14,246,239.31 | -11,147,883.30 | | Net Cash Flow from Investing Activities | 7,067,910.01 | -86,337,505.95 | | Net Cash Flow from Financing Activities | 0.00 | -44,568,987.96 | | Net Increase in Cash and Cash Equivalents | -7,178,329.30 | -142,054,377.21 | | Cash and Cash Equivalents at Period-End | 87,142,713.73 | 96,103,443.86 | [Consolidated Statement of Changes in Owners' Equity](index=44&type=section&id=7.%20Consolidated%20Statement%20of%20Changes%20in%20Owners%27%20Equity) H1 2025 consolidated owners' equity increased by **61,673,147.85 yuan**, mainly from **51,862,781.47 yuan** in comprehensive income and **9,810,366.38 yuan** in owners' contributions and capital reductions. Consolidated Changes in Owners' Equity | Item | Beginning Balance (Yuan) | Change in Current Period (Yuan) | Ending Balance (Yuan) | | :--- | :--- | :--- | | Share Capital | 835,339,343.00 | 0.00 | 835,339,343.00 | | Capital Reserves | 2,770,233,892.47 | 6,556,089.62 | 2,776,789,982.09 | | Less: Treasury Stock | 44,568,987.96 | 0.00 | 44,568,987.96 | | Other Comprehensive Income | -285,584,355.96 | 644,171.52 | -284,940,184.44 | | Surplus Reserves | 67,660,369.66 | 0.00 | 67,660,369.66 | | Retained Earnings | -2,406,438,400.81 | 49,672,485.06 | -2,356,765,915.75 | | Total Owners' Equity Attributable to Parent Company | 936,641,860.40 | 56,872,746.20 | 993,514,606.60 | | Minority Interests | 132,890,419.75 | 4,800,401.65 | 137,690,821.40 | | Total Owners' Equity | 1,069,532,280.15 | 61,673,147.85 | 1,131,205,428.00 | [Parent Company Statement of Changes in Owners' Equity](index=48&type=section&id=8.%20Parent%20Company%20Statement%20of%20Changes%20in%20Owners%27%20Equity) H1 2025 parent company owners' equity increased by **1,609,464.05 yuan**, primarily from **8,740,366.38 yuan** in owners' contributions and capital reductions, despite a **-7,130,902.33 yuan** comprehensive loss. Parent Company Changes in Owners' Equity | Item | Beginning Balance (Yuan) | Change in Current Period (Yuan) | Ending Balance (Yuan) | | :--- | :--- | :--- | | Share Capital | 835,339,343.00 | 0.00 | 835,339,343.00 | | Capital Reserves | 2,806,881,467.86 | 8,740,366.38 | 2,815,621,834.24 | | Less: Treasury Stock | 44,568,987.96 | 0.00 | 44,568,987.96 | | Other Comprehensive Income | -247,866,827.64 | 0.00 | -247,866,827.64 | | Surplus Reserves | 68,785,415.91 | 0.00 | 68,785,415.91 | | Retained Earnings | -2,385,511,724.82 | -7,130,902.33 | -2,392,642,627.15 | | Total Owners' Equity | 1,033,058,686.35 | 1,609,464.05 | 1,034,668,150.40 | [Company Basic Information](index=51&type=section&id=III.%20Company%20Basic%20Information) This section details Tianzhou Culture Co., Ltd.'s registration, business scope, products, and history, highlighting its primary engagement in book publishing, education, and mobile games, with **835.339343 million yuan** registered capital and a 2010 Shenzhen listing. - Company Name: Tianzhou Culture Co., Ltd., Business Term: August 18, 2003, to August 17, 2053, Registered Capital: **835.339343 million yuan**, Legal Representative: Xiao Zhihong[149](index=149&type=chunk) - The company operates in the cultural education and gaming industries, with main products and services including book publishing and distribution, and mobile network game operations[150](index=150&type=chunk)[152](index=152&type=chunk) - Established in 2003, the company listed on the Shenzhen Stock Exchange ChiNext Board on December 15, 2010; its share capital has grown from an initial **3 million yuan** to the current **835.339343 million yuan**, undergoing multiple capital increases, capital reserve conversions to share capital, share issuances for asset acquisitions, and equity incentive repurchases and cancellations[152](index=152&type=chunk)[153](index=153&type=chunk)[154](index=154&type=chunk)[155](index=155&type=chunk)[156](index=156&type=chunk)[157](index=157&type=chunk)[158](index=158&type=chunk)[159](index=159&type=chunk)[160](index=160&type=chunk) - The company's financial report was approved for issuance by its Board of Directors on August 25, 2025[160](index=160&type=chunk) [Basis of Financial Statement Preparation](index=53&type=section&id=IV.%20Basis%20of%20Financial%20Statement%20Preparation) The company's financial statements are prepared on a going concern basis, adhering to PRC Enterprise Accounting Standards and CSRC disclosure rules, with going concern capability for at least **12 months** from period-end. - The company's financial statements are prepared on a going concern basis, in accordance with actual transactions and events, and the requirements of the Enterprise Accounting Standards issued by the Ministry of Finance of the People's Republic of China[161](index=161&type=chunk) - Furthermore, the company's financial statements comply with the disclosure requirements for financial statements and their notes as stipulated in the "Information Disclosure Rules for Companies Issuing Securities Publicly No. 15 – General Provisions for Financial Reports," revised by the China Securities Regulatory Commission in 2023[161](index=161&type=chunk) - The company possesses going concern capability for at least **12 months** from the end of the reporting period, with no significant matters affecting its ability to continue as a going concern[162](index=162&type=chunk) [Significant Accounting Policies and Estimates](index=54&type=section&id=V.%20Significant%20Accounting%20Policies%20and%20Estimates) This section details the company's significant accounting policies and estimates for financial statement preparation, covering business combinations, financial instruments, inventories, long-term equity investments, fixed assets, intangible assets, revenue recognition, government grants, deferred income tax, and materiality standards. - The financial statements prepared by the company comply with Enterprise Accounting Standards, accurately and completely reflecting the company's financial position, operating results, and cash flows for the reporting period[163](index=163&type=chunk) - The company adopts the calendar year system, with **12 months** as one operating cycle, and uses Renminbi as its functional currency[164](index=164&type=chunk)[165](index=165&type=chunk)[166](index=166&type=chunk) Materiality Standards | Item | Materiality Standard | | :--- | :--- | | Significant individually assessed accounts receivable for bad debt provision | Over 3 million yuan for a single item | | Significant amount of bad debt provision recovered or reversed for accounts receivable in current period | Over 3 million yuan for a single item | | Significant non-wholly owned subsidiaries | Subsidiary's total assets or operating revenue accounts for over 10% of the company's consolidated corresponding items | | Significant joint ventures or associate companies | Single long-term equity investment's book value accounts for over 5% of the company's total assets or exceeds 50 million yuan | - The company accounts for business combinations as either under common control or not under common control, and has detailed provisions for the recognition, classification, subsequent measurement, and impairment of financial instruments[168](index=168&type=chunk)[169](index=169&type=chunk)[170](index=170&type=chunk)[184](index=184&type=chunk)[185](index=185&type=chunk)[186](index=186&t

2025 年半年度非经营性资金占用及其他关联资金往来情况汇总表 单位：元 | | | 占用方与上 | | 2025 年期初 | 年半年度 2025 | 2025 年半年 | 2025 年半 | 2025 年半年 | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 非经营性资金占用 | 资金占用方名称 | 市公司的关 | 上市公司核算 的会计科目 | 占用资金余 | 占用累计发生 金额（不含利 | 度占用资金 | 年度偿还累 | 度期末占用 | 占用形成原因 | 占用性质 | | | | 联关系 | | 额 | 息） | 的利息 | 计发生金额 | 资金余额 | | | | 控股股东、实际控制 | | | | | | | | | | | | 人及其附属企业 | | | | | | | | | | | | 小计 | | | | | | | | | | | | 前控股股东、实际控 | | | | | | | | | | | | 制人及其附属企业 | | | | | | | | | | | | 小计 | | | | | ...

Group 1 - The core viewpoint of the article highlights the financial performance and stock market activity of Tianzhou Culture, indicating a significant increase in revenue and net profit for the first quarter of 2025 [1][3] - As of August 25, 2025, Tianzhou Culture's stock closed at 5.41 yuan, down 0.37%, with a turnover rate of 7.76% and a trading volume of 622,300 hands, amounting to a transaction value of 335 million yuan [1] - The company experienced a net outflow of main funds amounting to 10.17 million yuan, which accounted for 3.03% of the transaction value, with significant outflows from large orders [1] Group 2 - For the first quarter of 2025, Tianzhou Culture reported total operating revenue of 74.60 million yuan, representing a year-on-year growth of 52.44%, and a net profit attributable to shareholders of 24.26 million yuan, showing a remarkable year-on-year increase of 4635.85% [1] - The company's current ratio is 4.456, quick ratio is 4.250, and the debt-to-asset ratio stands at 24.30%, indicating strong liquidity and low leverage [1] - Tianzhou Culture has made investments in 35 companies and participated in 257 bidding projects, showcasing its active engagement in business expansion and development [2]

证券之星消息，8月22日出版板块较上一交易日上涨0.68%，果麦文化领涨。当日上证指数报收于 3825.76，上涨1.45%。深证成指报收于12166.06，上涨2.07%。出版板块个股涨跌见下表： | 代码 | 名称 | 收盘价 | 涨跌幅 | 成交量(手) | 成交额(元) | | | --- | --- | --- | --- | --- | --- | --- | | 301052 | 果麦文化 | 78.12 | 5.37% | 10.21万 | | 7.73亿 | | 300364 | 中文在线 | 28.29 | 3.25% | 91.31万 | | 25.50亿 | | 601921 | 浙版传媒 | 9.02 | 1.92% | 65.91万 | | 5.91亿 | | 300654 | 世纪天鸿 | 11.30 | 1.44% | 16.93万 | | 1.90亿 | | 605577 | 龙版传媒 | 14.13 | 1.44% | 4.89万 | | 6865.42万 | | 601858 | 中国科传 | 20.88 | 1.41% | 11.33万 | | 2.35亿 | | 00 ...

Core Insights - The publishing sector experienced a rise of 0.82% on August 21, with Guomai Culture leading the gains [1] - The Shanghai Composite Index closed at 3771.1, up 0.13%, while the Shenzhen Component Index closed at 11919.76, down 0.06% [1] Publishing Sector Performance - Guomai Culture (301052) saw a significant increase of 11.37%, closing at 74.14 with a trading volume of 126,300 shares and a transaction value of 926 million [1] - Other notable performers included: - Zhongwen Online (300364) up 2.28% to 27.40 with a transaction value of 2.017 billion [1] - Dook Culture (301025) up 1.49% to 11.55 with a transaction value of 157 million [1] - Central Plains Media (000719) up 1.38% to 13.24 with a transaction value of 129 million [1] Capital Flow Analysis - The publishing sector saw a net inflow of 406 million from institutional investors, while retail investors experienced a net outflow of 279 million [2] - The capital flow for key stocks included: - Zhongwen Online (300364) with a net inflow of 23.2 million from institutional investors [3] - Guomai Culture (301052) with a net inflow of 14.7 million from institutional investors [3] - China Science Publishing (601858) with a net inflow of 29.68 million from institutional investors [3]

Market Performance - The publishing sector increased by 1.52% on August 18, with Rongxin Culture leading the gains [1] - The Shanghai Composite Index closed at 3728.03, up 0.85%, while the Shenzhen Component Index closed at 11835.57, up 1.73% [1] Individual Stock Performance - Rongxin Culture (301231) closed at 27.20, up 8.58% with a trading volume of 83,200 shares and a transaction value of 223 million yuan [1] - City Media (600229) closed at 7.41, up 7.24% with a trading volume of 531,800 shares and a transaction value of 396 million yuan [1] - Chinese Online (300364) closed at 27.25, up 5.95% with a trading volume of 983,900 shares and a transaction value of 2.666 billion yuan [1] - Other notable performers include Guomai Culture (301052) up 4.95% and Tianzhou Culture (300148) up 3.73% [1] Capital Flow Analysis - The publishing sector saw a net inflow of 235 million yuan from institutional investors, while retail investors experienced a net inflow of 25.7934 million yuan [2] - The sector faced a net outflow of 260 million yuan from speculative funds [2] Detailed Capital Flow for Selected Stocks - Chinese Online (300364) had a net inflow of 16.9 million yuan from institutional investors, but a net outflow of 17.5 million yuan from speculative funds [3] - City Media (600229) saw a net inflow of 74.2235 million yuan from institutional investors, with a net outflow of 42.9649 million yuan from speculative funds [3] - Guomai Culture (301052) had a net inflow of 19.4754 million yuan from institutional investors, but a net outflow of 18.6916 million yuan from speculative funds [3]

一、本次注销部分股票期权的原因及数量 根据《上市公司股权激励管理办法》和《激励计划》的规定，鉴 于本激励计划激励对象中 1 名激励对象离职，已不符合激励资格，公 司将对该名激励对象已获授但尚未行权的股票期权共计 20 万份进行 注销。 证券代码：300148 证券简称：天舟文化 编号：2025-022 天舟文化股份有限公司 关于2024年股票期权与限制性股票激励计划部分股票 期权注销完成公告 本公司及董事会全体成员保证信息披露内容的真实、准确和完整， 没有虚假记载、误导性陈述或者重大遗漏。 天舟文化股份有限公司（以下简称"公司"）于 2025 年 8 月 8 日 召开第四届董事会第二十五次会议、第四届监事会第十七次会议，审议 通过了《关于 2024 年股票期权与限制性股票激励计划注销部分股票期 权及作废部分第二类限制性股票的议案》，同意公司注销 2024 年股票 期权与限制性股票激励计划（以下简称"本激励计划"或"《激励计划》"） 部分股票期权。具体内容详见公司于 2025 年 8 月 11 日在巨潮资讯网上 披露的《关于 2024 年股票期权与限制性股票激励计划注销部分股票期 权及作废部分第二类限制性股票的 ...

Group 1 - The Hunan Securities Regulatory Bureau conducted a visit to four listed companies in the cultural media industry to understand their challenges and demands in achieving high-quality development [1] - Mango Excellent Media is the only state-controlled long video new media listed company in the A-share market, with core businesses including internet video, new media interactive entertainment content production, and content e-commerce [1] - The cultural and creative industries in Hunan Province, particularly broadcasting, publishing, and animation, have rapidly risen, with listed companies playing a significant role in industry transformation and cluster development [1] Group 2 - The research team visited various facilities of the listed companies to understand their business models, main products, development plans, and technology transfer [2] - The team emphasized the importance of listed companies in driving cultural consumption, integrating culture with technology, tourism, and creativity, thereby leading the high-quality development of Hunan's cultural media industry [2] - The team provided guidance on regulatory policies, urging companies to enhance governance and information disclosure, while also encouraging the use of capital market tools for mergers, innovation, and value management [2]

Group 1 - The core point of the article highlights the financial performance and stock market activity of Tianzhou Culture, showing a significant increase in revenue and net profit for the first quarter of 2025 [1][3] - As of August 14, 2025, Tianzhou Culture's stock closed at 5.09 yuan, down 0.97%, with a trading volume of 505,300 hands and a transaction amount of 258 million yuan [1] - The company experienced a net outflow of main funds amounting to 30.40 million yuan, accounting for 11.78% of the transaction amount, with large orders contributing to the outflow [1] Group 2 - For the first quarter of 2025, Tianzhou Culture reported total operating revenue of 74.60 million yuan, a year-on-year increase of 52.44%, and a net profit attributable to shareholders of 24.26 million yuan, a remarkable year-on-year growth of 4635.85% [1] - The company has a current ratio of 4.456, a quick ratio of 4.250, and a debt-to-asset ratio of 24.30%, indicating strong liquidity and low leverage [1] - Tianzhou Culture has made investments in 35 companies and participated in 257 bidding projects, showcasing its active engagement in the market [2]

证券代码：300148 证券简称：天舟文化 编号：2025-020 天舟文化股份有限公司 关于 2024 年股票期权与限制性股票激励计划之股票期 权第一个行权期行权条件成就的公告 本公司及董事会全体成员保证信息披露内容的真实、准确和完整， 没有虚假记载、误导性陈述或者重大遗漏。 重要内容提示： 本次可行权的股票期权数量： 公司于 2024 年 9 月 9 日召开 2024 年第一次临时股东大会，审议通 过了《关于 <天舟文化股份有限公司 ensp="ensp" 年股票期权与限制性股票激="年股票期权与限制性股 票激"> 励计划（草案）>及其摘要的议案》《关于提请股东大会授权董事会办 理公司股权激励计划相关事宜的议案》等相关议案，本激励计划的主要 内容如下： 制性股票。 象定向发行的本公司人民币 A 股普通股股票，第二类限制性股票激励 计划的股票来源为公司从二级市场回购的本公司人民币 A 股普通股股 票。 激励计划草案公布日公司股本总额 83,533.9343 万股的 3.89%。本次授 予为一次性授予，无预留权益。具体如下： 票。 证券登记结算有限责任公司深圳分公司办理完成相关手续后方可实际 行权，届时公司将 ...