Important Notice, Table of Contents and Definitions Important Notice The company's board of directors, supervisory board, and senior management ensure the truthfulness, accuracy, and completeness of this semi-annual report, which discloses key risks including macroeconomic fluctuations, intensified market competition, and exchange rate volatility, along with corresponding countermeasures, while planning no profit distribution for the current half-year - Key operating risks include macroeconomic fluctuation risk due to high correlation with downstream industries and global economic slowdown, intensified market competition risk from industry capacity expansion, and exchange rate fluctuation risk impacting foreign exchange gains and losses due to USD-denominated export business1234 - The company plans no cash dividends, bonus shares, or capital increase from capital reserves for the 2024 half-year period4 Company Profile and Key Financial Indicators Company Profile Jiangsu Changhai Composite Materials Co., Ltd. (Changhai Stock), listed on the Shenzhen Stock Exchange under stock code 300196, is legally represented by Yang Guowen | Item | Content | | :--- | :--- | | Stock Abbreviation | Changhai Stock | | Stock Code | 300196 | | Listing Exchange | Shenzhen Stock Exchange | | Legal Representative | Yang Guowen | Key Accounting Data and Financial Indicators During the reporting period, several core financial indicators declined year-on-year, with operating revenue decreasing by 6.40%, net profit attributable to parent company shareholders sharply falling by 42.01%, and net cash flow from operating activities turning negative with a 175.64% year-on-year decrease, while total assets grew by 8.06% from the end of the prior year | Key Financial Indicators | Current Period | Prior Year Period | Year-on-year Change | | :--- | :--- | :--- | :--- | | Operating Revenue (CNY) | 1,223,613,834.75 | 1,307,291,968.17 | -6.40% | | Net Profit Attributable to Shareholders (CNY) | 122,057,694.81 | 210,489,498.54 | -42.01% | | Net Profit Attributable to Shareholders (Excluding Non-recurring Gains/Losses) (CNY) | 116,528,309.79 | 194,379,081.84 | -40.05% | | Net Cash Flow from Operating Activities (CNY) | -134,109,033.04 | 177,292,115.41 | -175.64% | | Basic EPS (CNY/share) | 0.30 | 0.52 | -42.31% | | Weighted Average Return on Net Assets | 2.70% | 4.85% | -2.15% | | Total Assets (CNY) | 6,822,799,368.91 | 6,313,786,200.30 (End of Prior Year) | 8.06% | | Net Assets Attributable to Shareholders (CNY) | 4,514,330,251.82 | 4,464,544,528.96 (End of Prior Year) | 1.12% | Non-recurring Gains and Losses and Amounts During the reporting period, the company's total non-recurring gains and losses amounted to CNY 5.53 million, primarily comprising government subsidies, fair value changes in financial assets, and entrusted wealth management income | Item | Amount (CNY) | | :--- | :--- | | Gains/Losses on Disposal of Non-current Assets | 275,077.09 | | Government Grants Recognized in Current Profit/Loss | 3,008,557.72 | | Fair Value Changes and Disposal Gains/Losses of Financial Assets and Liabilities | 3,007,790.79 | | Gains/Losses from Entrusted Investments or Asset Management | 607,673.93 | | Other Non-operating Income and Expenses | -392,833.17 | | Less: Income Tax Impact | 976,840.71 | | Less: Impact on Minority Interests (After Tax) | 40.63 | | Total | 5,529,385.02 | Management Discussion and Analysis Main Businesses During the Reporting Period The company's main business involves R&D, production, and sales of fiberglass and its products, possessing a complete industry chain from fiberglass production to composite material manufacturing, leading in chopped strand mat and wet-laid mat segments; however, profitability declined with net profit attributable to parent company shareholders down 42.01% due to global consumption weakness and low fiberglass prices, though sales volume remained stable through product structure adjustments - The company's main business is the R&D, production, and sales of fiberglass and its products, including fiberglass yarn, chopped strand mat, and wet-laid mat, possessing a complete industry chain from fiberglass yarn and deep processing to composite material manufacturing20 - During the reporting period, global consumption weakness and insufficient end-user demand in the fiberglass application market led to sustained low industry prices, resulting in a year-on-year decline in the company's fiberglass product sales and gross margin23 | Financial Indicator | H1 2024 | Year-on-year Change | | :--- | :--- | :--- | | Operating Revenue | CNY 1.22 billion | -6.4% | | Operating Profit | CNY 135 million | -43.59% | | Net Profit Attributable to Parent | CNY 122 million | -42.01% | | Net Profit Attributable to Parent (Excluding Non-recurring) | CNY 117 million | -40.05% | Analysis of Core Competencies The company's core competencies stem from its strong brand and quality, complete industrial chain, continuous R&D innovation, and experienced management team, enabling it to lead in specific fiberglass product segments, control costs, and maintain its high-tech enterprise status with national-level champion products - Brand and Product Quality Advantage: The company's "Changhai" brand enjoys high recognition, with chopped strand mat and wet-laid mat products holding a leading position and significant influence in their respective sub-sectors32 - Industrial Chain Advantage: The company possesses a vertical industrial chain from fiberglass yarn and products to fiberglass composite materials, alongside a horizontal industrial chain for chemical and FRP products, optimizing resource allocation and reducing costs3234 - Continuous Innovation and R&D Advantage: The company and its subsidiaries are high-tech enterprises with multiple provincial-level R&D centers and smart workshops, and their flagship product, high-performance fiberglass chopped strand mat, was recognized as a National Sixth Batch Manufacturing Single Champion Product35 - Management Team Advantage: The company boasts an experienced and stable core management team with profound industry understanding and professional management capabilities in key operational, production, and sales roles36 Analysis of Main Business During the reporting period, the company's main business revenue decreased by 6.40% year-on-year, primarily due to lower product selling prices, with fiberglass and products revenue down 4.26% and gross margin down 4.78 percentage points, chemical products revenue down 6.97% and gross margin down 3.68 percentage points, and FRP products revenue experiencing the largest decline of 47.85% with gross margin down 7.97 percentage points, resulting in an overall gross margin of 22.80%, a 4.49 percentage point year-on-year decrease | Financial Indicator | Current Period | Prior Year Period | Year-on-year Change | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | CNY 1.22 billion | CNY 1.31 billion | -6.40% | Primarily due to lower product selling prices | | Financial Expenses | CNY 6.77 million | -CNY 28.83 million | 123.46% | Primarily due to decreased exchange gains | | Net Cash Flow from Operating Activities | -CNY 134 million | CNY 177 million | -175.64% | Primarily due to increased payments for time deposits | | Net Cash Flow from Investing Activities | -CNY 153 million | -CNY 441 million | 65.38% | Primarily due to decreased wealth management products | | By Product or Service | Operating Revenue (CNY) | Operating Cost (CNY) | Gross Margin | YoY Change in Operating Revenue | YoY Change in Operating Cost | YoY Change in Gross Margin | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Fiberglass and Products | 910,776,014.24 | 683,208,984.16 | 24.99% | -4.26% | 2.25% | -4.78% | | Chemical Products | 289,482,450.76 | 242,014,770.84 | 16.40% | -6.97% | -2.68% | -3.68% | | FRP Products | 23,355,369.75 | 19,386,301.70 | 16.99% | -47.85% | -42.32% | -7.97% | | Total | 1,223,613,834.75 | 944,610,056.70 | 22.80% | -6.40% | -0.62% | -4.49% | Analysis of Non-Main Business During the reporting period, the company's non-main business revenues primarily stemmed from investment income and government subsidies, totaling CNY 10.71 million from wealth management and derivatives, representing 8.07% of total profit, and CNY 8.51 million from government subsidies, representing 6.41% of total profit, neither of which is sustainable | Item | Amount (CNY) | % of Total Profit | Reason for Formation | Sustainability | | :--- | :--- | :--- | :--- | :--- | | Investment Income | 10,708,949.32 | 8.07% | Wealth management and derivative income | No | | Other Income | 8,508,033.14 | 6.41% | Government grants | No | | Non-operating Expenses | 2,085,773.06 | 1.57% | Late payment fees and external donations | No | Analysis of Assets and Liabilities As of the end of the reporting period, the company's total assets reached CNY 6.82 billion, an 8.06% increase from the prior year-end, with fixed assets and construction in progress growing to CNY 2.86 billion and CNY 679 million respectively due to new capacity investments, while short-term borrowings significantly increased and long-term borrowings decreased, and CNY 2.30 billion in assets were restricted, primarily for loan collateral and deposits - Due to increased new capacity, fixed assets and construction in progress accounted for 41.85% and 9.96% of total assets, respectively, at period-end40 - The liability structure adjusted, with short-term borrowings increasing to CNY 241 million and long-term borrowings decreasing to CNY 186 million40 - As of the end of the reporting period, the company had CNY 2.30 billion in restricted assets, primarily comprising fixed assets and intangible assets pledged for borrowings, and monetary funds held as deposits43 Analysis of Investment Status During the reporting period, the company made two significant equity investments totaling CNY 90 million in industrial funds focused on new materials and high-end manufacturing, while also progressing two major non-equity investment projects, the "600,000-ton High-Performance Fiberglass Intelligent Manufacturing Base" and the "80,000-ton High-End High-Performance Fiberglass Technical Transformation Project," with a combined investment of CNY 418 million currently under construction and not yet generating returns, in addition to engaging in entrusted wealth management and hedging derivative investments - The company participated in establishing two industrial funds, investing a total of CNY 90 million, primarily in new materials, intelligent manufacturing, and healthcare sectors45 | Major Non-Equity Investment Project | Investment Amount in Current Period (CNY) | Accumulated Actual Investment Amount (CNY) | Project Progress | | :--- | :--- | :--- | :--- | | 600,000-ton High-Performance Fiberglass Intelligent Manufacturing Base | 356,000,182.76 | 1,086,086,980.56 | 22.50% | | 80,000-ton High-End High-Performance Fiberglass Technical Transformation Project | 61,582,132.03 | 124,118,510.98 | 80.00% | - During the reporting period, the company engaged in entrusted wealth management using its own funds, with a total transaction amount of CNY 220 million, comprising CNY 178 million in bank wealth management products and CNY 42 million in brokerage wealth management products53 - To mitigate exchange rate risks, the company conducted hedging activities such as forward foreign exchange settlements and swaps, recognizing related investment income of CNY 9.08 million during the reporting period5456 Risks and Countermeasures The company faces key risks including product price volatility, raw material price fluctuations, and market development challenges, which it addresses through market expansion, customer structure optimization, strengthened supplier cooperation, and increased technological innovation - Product Price Volatility Risk: In H1 2024, both industry main business revenue and total profit decreased year-on-year, and product prices may fluctuate if industry capacity expands too quickly or downstream demand remains sluggish; the company will respond by expanding markets and optimizing customer structure61 - Raw Material Price Fluctuation Risk: Chemical raw material procurement prices are linked to international oil prices, and price fluctuations may impact gross margins; the company will control costs by strengthening strategic cooperation with suppliers and centralizing procurement62 - Market Development Risk: Intense market competition may affect the company's market share and gross margins; the company will enhance its core competitiveness by increasing investment in technological innovation and improving marketing strategies6364 Corporate Governance Overview of Corporate Governance During the reporting period, the company held two shareholder meetings, including one extraordinary general meeting and one annual general meeting, with no changes in directors, supervisors, or senior management, and no plans for semi-annual profit distribution, equity incentives, or employee stock ownership schemes - The 2024 First Extraordinary General Meeting and the 2023 Annual General Meeting were held during the reporting period65 - There were no changes in the company's directors, supervisors, or senior management during the reporting period65 - The company plans no cash dividends, bonus shares, or capital increase from capital reserves for the half-year period66 Environmental and Social Responsibility Significant Environmental Issues The company and its subsidiaries are designated key pollutant-discharging entities, adhering to environmental laws and regulations, with subsidiary Tianma Group holding a valid pollutant discharge permit, operating treatment facilities effectively for wastewater and exhaust gas, and having emergency response plans in place, while implementing measures like pure oxygen combustion and energy-efficient motors to reduce carbon emissions, with no administrative penalties for environmental issues during the reporting period - The company and its subsidiaries are designated as key pollutant-discharging entities and have obtained pollutant discharge permits as required, valid until November 8, 20276869 - During the reporting period, the company received no administrative penalties for environmental issues72 - To reduce carbon emissions, the company implemented various measures, including using pure oxygen combustion technology in kilns to decrease natural gas consumption, replacing with Level 1 energy-efficient motors, and adopting paperless office practices72 Social Responsibility The company actively fulfills its social responsibilities by safeguarding shareholder, employee, supplier, and customer rights, while promoting environmental protection and sustainable development through standardized operations, robust communication, strict labor compliance, strategic supply chain partnerships, and a commitment to pollution reduction, energy conservation, and efficiency improvement - Protection of Shareholder and Creditor Rights: The company has a sound corporate governance structure, strictly fulfills information disclosure obligations, and communicates with investors through various channels to ensure shareholders' right to know and participate73 - Protection of Employee Rights: The company strictly adheres to labor laws and regulations, provides vocational skills training, and has established a comprehensive human resource management system to enhance employee sense of belonging7374 - Protection of Supplier, Customer, and Consumer Rights: The company establishes strategic partnerships with suppliers, adheres to the philosophy of "integrity-based operations, customer-first," strictly controls product quality, and meets customer needs74 - Environmental Protection and Sustainable Development: The company upholds the environmental philosophy of "pollution reduction, consumption reduction, energy saving, and efficiency improvement," actively promotes environmental system construction, and achieves a "win-win" for both economic and environmental benefits74 Significant Matters Commitments During the reporting period, the company's controlling shareholder, actual controller, directors, supervisors, and senior management strictly adhered to their commitments made during initial public offerings and refinancing, including those regarding avoiding horizontal competition, standardizing related-party transactions, labor dispatch, social security contributions, and immediate return enhancement, with no violations observed - The company's controlling shareholder and actual controllers, Yang Guowen and Yang Pengwei, continue to fulfill their long-term commitment to avoid horizontal competition75 - The company's actual controllers, directors, supervisors, and senior management have all complied with their commitments to implement measures to mitigate the dilution of immediate returns76 Explanation of Other Significant Matters During the reporting period, the company continued to advance two significant matters: the first phase of the CNY 6.35 billion "600,000-ton High-Performance Fiberglass Intelligent Manufacturing Base Project" is under construction, and the company initiated a share repurchase plan of CNY 50 million to CNY 100 million for employee stock ownership or equity incentives, having repurchased 1.08 million shares totaling approximately CNY 11.03 million by period-end - The company's "600,000-ton High-Performance Fiberglass Intelligent Manufacturing Base Project," with a planned investment of CNY 6.35 billion, is underway, with its first phase currently under construction87 - The company initiated a share repurchase in February 2024, planning to repurchase shares totaling no less than CNY 50 million and no more than CNY 100 million; as of June 30, 2024, 1,076,200 shares have been repurchased, representing 0.2633% of total share capital, with a total transaction amount of CNY 11,028,67887 - Wholly-owned subsidiary Tianma Group is undertaking the "80,000-ton High-End High-Performance Fiberglass and Special Fabric High-End Technical Transformation Project," with a total investment of CNY 599 million, currently under technical renovation and construction88 Changes in Shares and Shareholder Information Changes in Shareholding During the reporting period, the company's total share capital slightly increased by 505 shares to 408,716,549 shares due to convertible bond conversions, while a share repurchase plan is underway, with 1,076,200 shares repurchased by period-end, and director Shao Jun's acquisition of 59,800 shares led to a corresponding increase in restricted shares - Due to the conversion of "Changhai Convertible Bonds," the company's total share capital increased from 408,716,044 shares to 408,716,549 shares8990 - The company implemented a share repurchase, accumulating 1,076,200 shares repurchased as of June 30, 2024, representing 0.2633% of total share capital, with a total transaction amount of CNY 11.03 million9091 Number of Shareholders and Shareholding Information As of the end of the reporting period, the company had 13,436 common shareholders, with actual controllers Yang Pengwei and Yang Guowen (father and son) collectively holding over 50% of shares, and institutional investors, including basic pension insurance funds and national social security funds, occupying several positions among the top ten shareholders - As of the end of the reporting period, the company had a total of 13,436 common shareholders95 | Shareholder Name | Shareholder Nature | Shareholding Percentage | Shares Held | | :--- | :--- | :--- | :--- | | Yang Pengwei | Domestic Natural Person | 41.71% | 170,474,412 | | Yang Guowen | Domestic Natural Person | 10.57% | 43,200,000 | | Basic Pension Insurance Fund 16031 Portfolio | Other | 2.48% | 10,134,500 | | Changzhou Industrial Investment Group Co., Ltd. | State-owned Legal Person | 2.23% | 9,111,616 | | Zhong Ou ChiNext Two-Year Fixed-Period Open-ended Mixed Securities Investment Fund | Other | 1.14% | 4,639,190 | - Among the top ten shareholders, Yang Guowen and Yang Pengwei are father and son, acting in concert96 Information on Preferred Shares Preferred Shares The company had no preferred shares during the reporting period - The company had no preferred shares during the reporting period101 Information on Bonds Corporate Bonds The company issued "Changhai Convertible Bonds" (code 123091) with a balance of CNY 550 million maturing on December 22, 2026, maintaining an AA credit rating with a stable outlook during the reporting period, and the bonds are unsecured with no changes to repayment plans or safeguard measures | Bond Abbreviation | Bond Code | Maturity Date | Bond Balance (CNY 10,000) | | :--- | :--- | :--- | :--- | | Changhai Convertible Bonds | 123091 | 2026-12-22 | 54,973.89 | - During the reporting period, no investor option clauses of "Changhai Convertible Bonds" were exercised104 - The company's long-term corporate credit rating is AA with a "stable" outlook, and "Changhai Convertible Bonds" also hold an AA credit rating112 Convertible Corporate Bonds Due to the 2023 profit distribution plan, the conversion price of "Changhai Convertible Bonds" was adjusted from CNY 15.79/share to CNY 15.64/share effective May 29, 2024, with accumulated conversions totaling CNY 0.26 million by period-end, representing a minimal proportion of the total issuance, leaving CNY 549.7 million or 99.95% unconverted - Due to the implementation of the 2023 profit distribution, the company adjusted the conversion price of "Changhai Convertible Bonds" from CNY 15.79/share to CNY 15.64/share effective May 29, 2024109 | Convertible Bond Abbreviation | Total Issuance Amount (CNY) | Accumulated Conversion Amount (CNY) | Unconverted Amount (CNY) | Percentage of Unconverted Amount to Total Issuance | | :--- | :--- | :--- | :--- | :--- | | Changhai Convertible Bonds | 550,000,000.00 | 261,100.00 | 549,738,900.00 | 99.95% | Key Accounting Data and Financial Indicators for the Past Two Years as of the End of the Reporting Period At the end of the reporting period, the company's solvency indicators weakened, with current and quick ratios significantly decreasing by over 40%, the asset-liability ratio rising to 33.92%, and profitability decline leading to a drop in the interest coverage ratio from 15.53x to 7.76x, while the cash interest coverage ratio turned negative | Item | End of Current Period/Current Period | End of Prior Year/Prior Year Period | Change | | :--- | :--- | :--- | :--- | | Current Ratio | 1.93 | 3.45 | -44.06% | | Asset-Liability Ratio | 33.92% | 29.38% | +4.54% | | Quick Ratio | 1.77 | 3.13 | -43.45% | | Interest Coverage Ratio | 7.76 | 15.53 | -50.03% | | Cash Interest Coverage Ratio | -5.43 | 13.62 | -139.87% | Financial Report Financial Statements This semi-annual financial report is unaudited and includes consolidated and parent company balance sheets, income statements, cash flow statements, and statements of changes in owners' equity, comprehensively reflecting the company's financial position, operating results, and cash flows during the reporting period - The company's 2024 semi-annual financial report is unaudited114 Consolidated Balance Sheet As of June 30, 2024, the company's total assets were CNY 6.82 billion, total liabilities were CNY 2.31 billion, and total owners' equity attributable to the parent company was CNY 4.51 billion, with an asset-liability ratio of 33.92% | Item | Period-end Balance (CNY) | Beginning of Period Balance (CNY) | | :--- | :--- | :--- | | Total Assets | 6,822,799,368.91 | 6,313,786,200.30 | | Total Liabilities | 2,314,326,837.58 | 1,854,838,593.59 | | Total Owners' Equity Attributable to Parent Company | 4,514,330,251.82 | 4,464,544,528.96 | Consolidated Income Statement In H1 2024, the company achieved total operating revenue of CNY 1.22 billion, total operating costs of CNY 1.11 billion, and a net profit of CNY 122 million, with net profit attributable to parent company shareholders also at CNY 122 million | Item | H1 2024 (CNY) | H1 2023 (CNY) | | :--- | :--- | :--- | | Total Operating Revenue | 1,223,613,834.75 | 1,307,291,968.17 | | Operating Profit | 134,830,433.34 | 239,039,804.85 | | Total Profit | 132,749,146.22 | 238,383,687.31 | | Net Profit | 121,796,896.57 | 210,227,171.20 | | Net Profit Attributable to Parent Company Shareholders | 122,057,694.81 | 210,489,498.54 | Consolidated Cash Flow Statement In H1 2024, the company's net cash flow from operating activities was -CNY 134 million, from investing activities was -CNY 153 million, and from financing activities was CNY 120 million, with cash and cash equivalents totaling CNY 1.04 billion at period-end | Item | H1 2024 (CNY) | H1 2023 (CNY) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | -134,109,033.04 | 177,292,115.41 | | Net Cash Flow from Investing Activities | -152,529,197.08 | -440,618,323.67 | | Net Cash Flow from Financing Activities | 120,296,306.57 | 306,923,735.67 | | Net Increase in Cash and Cash Equivalents | -151,811,315.30 | 77,486,861.26 | Notes to Consolidated Financial Statements The notes to the financial statements detail the composition and changes of key accounting items, including CNY 488 million in restricted monetary funds at period-end, a significant 43.22% increase in construction in progress to CNY 679 million primarily for the 600,000-ton kiln base and 80,000-ton technical transformation projects, and operating revenue segmented by fiberglass and products, chemical products, and FRP products, with domestic revenue being dominant - As of period-end, the company's monetary funds balance was CNY 1.53 billion, of which CNY 488 million was restricted due to time deposits, guarantees, and other reasons214 - The book value of construction in progress at period-end was CNY 679 million, a 43.22% increase from the beginning of the period, primarily due to increased construction capacity, with the first phase of the 600,000-ton kiln base project and the 80,000-ton technical transformation project being the main components273274 | Revenue by Product Category | Main Business Revenue (CNY) | Main Business Cost (CNY) | | :--- | :--- | :--- | | Fiberglass and Products | 902,802,438.77 | 675,957,741.33 | | Chemical Products | 289,482,450.76 | 242,014,770.84 | | FRP Products | 23,355,369.75 | 19,386,301.70 | | Revenue by Region | Main Business Revenue (CNY) | Main Business Cost (CNY) | | :--- | :--- | :--- | | Domestic | 884,555,123.61 | 713,824,388.91 | | Overseas | 331,085,135.67 | 223,534,424.96 |
长海股份(300196) - 2024 Q2 - 季度财报