航天长峰(600855) - 2021 Q4 - 年度财报

Section I Definitions This section provides definitions of key terms used throughout the report Section II Company Profile and Key Financial Indicators This section introduces the company's basic information and presents its key financial data and indicators for recent years Company Basic Information Beijing Aerospace Changfeng Co., Ltd. (Aerospace Changfeng), stock code 600855, is the reporting entity listed on the Shanghai Stock Exchange - The company's Chinese name is Beijing Aerospace Changfeng Co., Ltd., with stock abbreviation Aerospace Changfeng, listed on the Shanghai Stock Exchange under stock code 600855[13][18] Key Financial Data and Indicators for the Past Three Years In 2021, operating revenue remained stable at 2.785 billion yuan, while net profit attributable to shareholders decreased by 19.96% Key Financial Data for the Past Three Years | Key Financial Data | 2021 (Yuan) | 2020 (Yuan) | Change from Prior Year (%) | 2019 (Yuan) | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 2,785,369,058.52 | 2,763,054,509.04 | 0.81 | 2,592,273,689.21 | | Net Profit Attributable to Shareholders | 117,395,965.12 | 146,666,053.23 | -19.96 | 42,693,776.59 | | Net Profit Attributable to Shareholders (Excluding Non-Recurring Items) | 76,734,431.79 | 100,366,650.73 | -23.55 | -36,589,183.39 | | Net Cash Flow from Operating Activities | -154,119,292.96 | 326,326,558.21 | -147.23 | 250,181,094.59 | | Net Assets Attributable to Shareholders | 1,778,467,995.35 | 1,686,540,068.07 | 5.45 | 1,691,677,222.64 | | Total Assets | 4,386,443,824.69 | 4,595,554,282.72 | -4.55 | 3,442,824,448.83 | Key Financial Indicators for the Past Three Years | Key Financial Indicators | 2021 | 2020 | Change from Prior Year (%) | 2019 | | :--- | :--- | :--- | :--- | :--- | | Basic Earnings Per Share (Yuan/Share) | 0.2677 | 0.3338 | -19.80 | 0.1076 | | Weighted Average Return on Net Assets (%) | 6.72 | 8.99 | Decreased by 2.27 percentage points | 2.98 | | Weighted Average Return on Net Assets (Excluding Non-Recurring Items) (%) | 4.39 | 6.15 | Decreased by 1.76 percentage points | -3.07 | Quarterly Financial Data for 2021 The company's quarterly revenue shows significant seasonality, with the fourth quarter being the peak, accounting for 43% of annual revenue Quarterly Financial Data for 2021 (Unit: Yuan) | Indicator | Q1 | Q2 | Q3 | Q4 | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 249,038,847.33 | 727,544,572.18 | 612,322,547.74 | 1,196,463,091.27 | | Net Profit Attributable to Shareholders | -41,042,715.76 | 119,227,277.95 | 9,703,076.67 | 29,508,326.26 | | Net Cash Flow from Operating Activities | -401,064,591.31 | -54,905,008.68 | -57,046,267.09 | 358,896,574.12 | Non-Recurring Gains and Losses In 2021, the company's non-recurring gains and losses totaled 40.66 million yuan, primarily from government subsidies Major Non-Recurring Gains and Losses Items for 2021 | Non-Recurring Gains and Losses Item | 2021 Amount (Yuan) | Explanation | | :--- | :--- | :--- | | Government subsidies included in current profit/loss | 38,290,170.53 | Government subsidies | | Reversal of impairment provision for individually tested receivables | 6,623,679.49 | Reversal of impairment provision for long-aged receivables | | Other non-operating income and expenses | 6,314,602.32 | Primarily recovery from Wei Zhong case | | Other profit/loss items meeting the definition of non-recurring | -5,270,009.88 | Loss from disposal of Zhejiang Changfeng subsidiary | | Total | 40,661,533.33 | | Section III Management Discussion and Analysis This section provides a comprehensive discussion and analysis of the company's operational performance, industry conditions, core competencies, and future development strategies Discussion and Analysis of Operations In 2021, the company achieved operating revenue of 2.785 billion yuan and net profit attributable to shareholders of 117 million yuan, demonstrating stable development - The company achieved operating revenue of 2.785 billion yuan and net profit attributable to shareholders of 117 million yuan, showing stable overall operational development[30] - Significant market expansion results include new contract values: 886 million yuan for security technology, 642 million yuan for power industry, 101 million yuan for medical industry, and 448 million yuan for electronic information (a historical high)[30] - Technological innovation capabilities continuously strengthened, with over 140 invention patent applications completed and successful applications for multiple national-level projects, securing approximately 60 million yuan in funding[31] Industry Analysis The company operates across public safety, health safety, and defense security sectors, with each business segment experiencing different stages of industry development - The company's main businesses are divided into four industrial segments: security technology, power, medical, and electronic information, belonging to the public safety, health safety, and defense security industry sectors, respectively[33] - Each business operates in different industry development stages: the public safety industry is in a mature stage, the power market is in a relatively fast development stage, the medical industry is rapidly developing due to policy and pandemic influences, and the defense security industry is in a high-growth period[34] Main Business Operations The company's main business covers four segments: security technology, power industry, medical industry, and electronic information industry, each with distinct product and service offerings - The security technology segment primarily focuses on system solutions and integration projects, with self-developed software platforms as its core, serving public security, political and legal, and border defense sectors[35] - The power industry segment covers module-level, combination-level, and system-level power products for aerospace, marine, and high-speed rail applications[36] - The medical industry segment is a comprehensive solution provider for hospital operating rooms and ICUs, with core products including ventilators and anesthesia machines, also undertaking digital operating room and clean room projects[36] - The electronic information industry segment primarily engages in the research, development, production, and sales of infrared optoelectronic detection products[37] Analysis of Core Competencies The company's core competencies are rooted in its technological innovation, market position, brand advantage, and comprehensive qualifications across its diverse business segments - The company possesses core technologies and product layouts in its four major segments: security, power, medical, and electronic information, supported by significant national projects like "Science and Technology Winter Olympics" and ECMO[40] - Leveraging the brand advantage of its actual controller, China Aerospace Science and Industry Corporation, the company has established a nationwide marketing network and an efficient collaborative marketing mechanism[41] - The company holds comprehensive and complete qualifications in security technology, medical devices and engineering, and special equipment manufacturing, ranking among the top in the domestic industry[41] Analysis of Key Operating Performance In 2021, the company achieved stable operations with operating revenue of 2.785 billion yuan, while facing impacts from non-core business items like equity incentive expenses and goodwill impairment (I) Analysis of Main Business In 2021, the company's main business revenue was 2.777 billion yuan, with security technology being the largest contributor at 56.76%, while medical equipment revenue and gross margin declined due to normalized sales Major Changes in Income Statement and Cash Flow Statement Items | Item | Current Period (Yuan) | Prior Year (Yuan) | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 2,785,369,058.52 | 2,763,054,509.04 | 0.81 | | Financial Expenses | 7,803,229.13 | -3,978,350.09 | 296.14 | | R&D Expenses | 150,678,272.73 | 103,931,526.78 | 44.98 | | Net Cash Flow from Operating Activities | -154,119,292.96 | 326,326,558.21 | -147.23 | Main Business by Industry Segment | Industry Segment | Operating Revenue (Yuan) | Operating Cost (Yuan) | Gross Margin (%) | Change in Operating Revenue from Prior Year (%) | Change in Gross Margin from Prior Year | | :--- | :--- | :--- | :--- | :--- | :--- | | Security Technology Business | 1,576,146,090.57 | 1,467,322,511.50 | 6.90 | 2.19 | Increased by 3.62 percentage points | | Power Business | 570,989,406.80 | 285,237,599.19 | 50.05 | 8.30 | Increased by 1.66 percentage points | | Medical Device Business | 263,762,107.30 | 118,169,758.33 | 55.20 | -29.81 | Decreased by 9.81 percentage points | | Electronic Information Business | 365,904,569.84 | 217,806,336.83 | 40.47 | 20.86 | Increased by 2.04 percentage points | - To optimize its industrial layout and focus on core businesses, the company completed the public transfer of 61.44% equity in its subsidiary Zhejiang Changfeng on June 1, 2021, removing it from the scope of consolidated financial statements[57][58] (II) Explanation of Significant Profit Changes Due to Non-Core Business In 2021, the company's profit was significantly impacted by equity incentive expenses and goodwill impairment for subsidiaries Aerospace Jingyi and Aerospace Baike - The company implemented a restricted stock incentive plan, recognizing 15.35 million yuan in equity incentive expenses in 2021, accounting for 13.08% of net profit attributable to shareholders for the year[71] - Due to underperformance of subsidiaries Aerospace Jingyi and Aerospace Baike, the company recognized goodwill impairment provisions totaling 41.84 million yuan, impacting 35.64% of net profit attributable to shareholders for the year[72] (III) Analysis of Assets and Liabilities At the end of the reporting period, the company's total assets decreased by 4.55% to 4.386 billion yuan, with significant changes in prepayments, construction in progress, goodwill, and contract liabilities Major Changes in Balance Sheet Items | Item Name | Current Period End (Yuan) | Prior Period End (Yuan) | Change (%) | Explanation | | :--- | :--- | :--- | :--- | :--- | | Prepayments | 80,654,516.66 | 181,481,246.23 | -55.56 | Due to transfer upon arrival and acceptance of engineering project equipment and raw materials | | Construction in Progress | 25,297,636.88 | 62,778.30 | 40,196.79 | Due to investment in subsidiary Aerospace Chaoyang Power's module power production line | | Goodwill | 71,766,699.69 | 113,609,086.94 | -36.83 | Due to impairment provision for Aerospace Jingyi and Aerospace Baike goodwill | | Contract Liabilities | 556,937,480.26 | 1,080,122,924.37 | -48.44 | Due to settlement of engineering projects and sales of medical devices | (VII) Analysis of Major Holding and Participating Companies The performance of the company's major subsidiaries varied, with Aerospace Chaoyang Power and Changfeng Kewei being key profit contributors, while Aerospace Jingyi continued to incur losses Financial Data of Major Holding Subsidiaries (Unit: 10,000 Yuan) | Company Name | Main Business | Total Assets | Net Assets | Operating Revenue | Net Profit | | :--- | :--- | :--- | :--- | :--- | :--- | | Changfeng Technology | Urban emergency and comprehensive security | 189,232.58 | 11,857.68 | 159,151.54 | 563.37 | | Aerospace Jingyi | Software development; information system integration | 5,351.34 | -1,935.24 | 2,389.58 | -3,605.11 | | Changfeng Kewei | R&D and production of infrared imaging systems | 67,004.03 | 32,025.89 | 36,590.46 | 9,748.64 | | Aerospace Chaoyang Power | Power equipment manufacturing | 85,048.48 | 65,120.39 | 35,807.60 | 10,360.65 | | Aerospace Baike | R&D and production of UPS/EPS power supplies | 38,007.37 | 25,327.69 | 21,291.34 | 396.72 | - Aerospace Chaoyang Power exceeded its performance commitments for three consecutive years from 2019 to 2021, demonstrating a strong operating development trend[86] - Aerospace Jingyi remains in a loss-making state with negative net assets; the company has fully impaired its goodwill and long-term equity investment, resulting in zero book value[85] Discussion and Analysis of Future Development The company anticipates favorable development opportunities across its four core industries and outlines its "Digital Changfeng" strategy to enhance military-oriented business and increase proprietary product and software contributions (I) Industry Landscape and Trends The company's four major business segments are poised for growth, driven by policy support, technological advancements, and increasing demand in their respective markets - The security industry will benefit from "Safe China" and "Smart City" policies, evolving towards intelligence, cloud-based solutions, and digitalization[87] - The power industry is projected to grow at an annual rate of 8%-10% during the "14th Five-Year Plan" period, with green and low-carbon trends driving domestic substitution[87] - The medical industry's future transformation will be driven by digitalization and domestic production, supported by policy initiatives[88] - The infrared product market shows significant growth potential in both military and civilian sectors, with promising prospects for companies mastering core components and high-end complete machine manufacturing capabilities[88] (II) Company Development Strategy The company's core strategy is "Digital Changfeng," aiming to deepen its presence in security technology, power, medical, and electronic information industries, with a focus on military applications and increasing proprietary product and software contributions - The core strategy is "Digital Changfeng," aiming to enhance digital R&D, production, operations, and governance capabilities[89] - The transformation and upgrading strategy is "One More, Two Enhancements": more business serving military applications, increasing the proportion of proprietary products, and increasing the proportion of software in integrated businesses and products[90] (III) Operating Plan For 2022, the company plans to achieve growth in new contract value, complete state-owned enterprise reform tasks, and implement the "Digital Changfeng" strategy through various initiatives - The 2022 goals include achieving annual economic targets, increasing new contract value, completing the three-year state-owned enterprise reform tasks, and implementing the "Digital Changfeng" strategy[91] - Plans include promoting the implementation of key projects and building core capabilities across the four major industrial segments: security, power, medical, and electronic information[92] - The company aims to gradually become a capital operation platform that supports industrial development through governance mechanisms and internal control improvements[95] (IV) Potential Risks The company identifies five major risks: strategic management, insufficient core technical advantages, talent cultivation and incentive, market competition, and engineering project management - The company faces five major risks: strategic management, insufficient core technical advantages, talent cultivation and incentive, market competition, and engineering project management[98][99][100][101] - Countermeasures include: scientific argumentation of the "14th Five-Year Plan," strengthening industry-university-research cooperation, implementing restricted stock incentive plans, benchmarking against industry leaders, and enhancing full lifecycle project management[98][99][100][101] Section IV Corporate Governance This section outlines the company's corporate governance framework, including its compliance with regulations, shareholder meeting practices, and information on its directors, supervisors, and senior management Overview of Corporate Governance During the reporting period, the company consistently improved its corporate governance structure and internal control systems in strict compliance with relevant laws and regulations - The company strictly adheres to requirements of laws and regulations such as the "Company Law" and "Securities Law," continuously improving its corporate governance structure and standardizing company operations[103] Shareholder Meeting Information During the reporting period, the company convened one annual general meeting and five extraordinary general meetings, all conducted in compliance with regulations to safeguard shareholder rights - In 2021, the company held 6 shareholder meetings, including 1 annual general meeting and 5 extraordinary general meetings[104][105] Directors, Supervisors, and Senior Management The reporting period saw significant changes in the company's board of directors, supervisors, and senior management, with total compensation for the executive team amounting to 5.43 million yuan Changes in Directors, Supervisors, and Senior Management in 2021 | Name | Position Held | Change Type | Reason for Change | | :--- | :--- | :--- | :--- | | Xiao Haichao | Chairman | Election | Work transfer | | Jin Cangsang | Chairman (Resigned) | Resignation | Work transfer | | Huang Yunhai | Director | Election | Work transfer | | Chen Guangcai | Director | Election | Work transfer | | Qiu Xuyang | Director | Election | Work transfer | | Chen Lei | Director (Resigned) | Resignation | Work transfer | | Wen Tao | Director (Resigned) | Resignation | Work transfer | | Wang Yanfeng | Director (Resigned) | Resignation | Work transfer | | Li Rongchu | Chairman of the Supervisory Board | Election | Work transfer | | Lin Ye | Chairman of the Supervisory Board (Resigned) | Resignation | Work transfer | | Zhao Zhihua | Vice President (Resigned) | Resignation | Work transfer | - The total remuneration received by all directors, supervisors, and senior management at the end of the reporting period was 5.4337 million yuan[126] Employee Information As of the end of the reporting period, the company and its major subsidiaries employed a total of 1,706 staff, with technical personnel forming the largest professional group and over 60% holding bachelor's degrees or higher Employee Professional Composition | Professional Category | Number of Employees | | :--- | :--- | | Production Personnel | 432 | | Sales Personnel | 206 | | Technical Personnel | 654 | | Financial Personnel | 67 | | Administrative Personnel | 347 | | Total | 1,706 | Profit Distribution Plan The company's board of directors proposes a 2021 profit distribution plan of 0.79 yuan cash dividend (tax inclusive) per 10 shares, totaling 35.58 million yuan, representing 30.31% of net profit attributable to shareholders - The 2021 profit distribution plan proposes a cash dividend of 0.79 yuan (tax inclusive) per 10 shares, with the total cash dividend accounting for 30.31% of net profit attributable to shareholders[4][140] Equity Incentive Plan During the reporting period, the company implemented its 2020 restricted stock incentive plan, completing initial and reserved grant registrations to align core personnel with company development - The company completed the initial grant registration for its restricted stock incentive plan on March 22, 2021[142] - The company completed the reserved grant registration for its restricted stock incentive plan on December 27, 2021[143] Section V Environmental and Social Responsibility This section notes the absence of detailed disclosures regarding the company's environmental protection, social responsibility, and rural revitalization efforts Environmental and Social Responsibility The report does not disclose the company's environmental status as a key pollutant-discharging entity, nor does it detail specific work on environmental protection, social responsibility, or rural revitalization - The report does not disclose the company's environmental status as a key pollutant-discharging entity, nor does it detail specific work on environmental protection, social responsibility, or rural revitalization[154] Section VI Significant Matters This section covers the fulfillment of commitments, major litigation and arbitration matters, and significant related party transactions during the reporting period Fulfillment of Commitments During the reporting period, all relevant parties strictly fulfilled their commitments, with Aerospace Chaoyang Power exceeding its performance commitments for 2019-2021 - Aerospace Chaoyang Power Co., Ltd. fulfilled its performance commitments for 2019-2021, with actual net profits exceeding the committed figures for all three years, achieving a 119.98% completion rate in 2021[174] Major Litigation and Arbitration Matters The company was involved in major litigation, including a contract dispute where subsidiary Changfeng Technology was awarded 8.95 million yuan, and a recovery of 5.40 million yuan from a former general manager's embezzlement case - Subsidiary Changfeng Technology was awarded 8.9504 million yuan in equipment and integration service fees in a contract dispute with China Mobile Tibet Company, following a second-instance judgment[181] - All property related to the case of former general manager Wei Zhong of subsidiary Changfeng Kewei was executed, with 5.4063 million yuan in seized cash returned to the company in 2021[182] Major Related Party Transactions In 2021, the company's related party transactions for daily operations were within the estimated range, including sales, procurement, and leasing, with significant deposits held at an affiliated financial company Actual Completion of Daily Operating Related Party Transactions in 2021 (Unit: 10,000 Yuan) | Transaction Type | Estimated Total | Actual Completion | | :--- | :--- | :--- | | Sales | Not exceeding 25,000 | 11,070.35 | | Procurement | Not exceeding 14,300 | 14,226.32 | | Leasing | Not exceeding 2,000 | 1,334.11 | - As of the end of 2021, the total deposit balance of the company and its subsidiaries at affiliated Aerospace Science and Industry Finance Co., Ltd. was 789.6518 million yuan[191][195] Section VII Changes in Shares and Shareholder Information This section details changes in the company's share capital due to equity incentives and provides an overview of its shareholder structure and actual controller Changes in Share Capital During the reporting period, the company's total share capital increased from 439 million shares to 451 million shares due to the implementation of the 2020 restricted stock incentive plan - Due to the implementation of the restricted stock incentive plan, the company's total share capital increased from 438,536,633 shares to 450,753,101 shares, an increase of 12,216,468 shares[204][205] Shareholder and Actual Controller Information As of the end of the reporting period, the company had 47,105 shareholders, with China Aerospace Science and Industry Defense Technology Research Institute as the controlling shareholder and China Aerospace Science and Industry Corporation as the ultimate actual controller Top Ten Shareholders' Shareholding | Shareholder Name | Shares Held at Period End | Proportion (%) | Nature | | :--- | :--- | :--- | :--- | | China Aerospace Science and Industry Defense Technology Research Institute | 141,150,722 | 31.31 | State-owned Legal Person | | Chaoyang City Power Co., Ltd. | 42,949,467 | 9.53 | Domestic Non-State-owned Legal Person | | Beijing Institute of Computer Application and Simulation Technology | 10,245,120 | 2.27 | State-owned Legal Person | | The 206th Institute of China Aerospace Science and Industry Corporation Second Academy | 9,284,640 | 2.06 | State-owned Legal Person | - The company's controlling shareholder is China Aerospace Science and Industry Defense Technology Research Institute, and the ultimate controlling party is China Aerospace Science and Industry Corporation Limited[632] Section VIII Preferred Shares Information This section confirms that the company has no preferred shares during the reporting period Preferred Shares Information During the reporting period, the company had no preferred shares - The company has no preferred shares information to disclose[228] Section IX Bond Information This section confirms that the company has no bond-related information to disclose during the reporting period Bond Information During the reporting period, the company had no information regarding corporate bonds, company bonds, non-financial enterprise debt financing instruments, or convertible corporate bonds - The company has no bond-related information to disclose[230] Section X Financial Report This section presents the company's audited financial statements for 2021, including the audit report and detailed financial statements Audit Report Grant Thornton China (Special General Partnership) issued a standard unqualified audit opinion on the company's 2021 financial statements, highlighting revenue recognition, goodwill impairment, and impairment provisions for receivables as key audit matters - The auditing firm is Grant Thornton China (Special General Partnership), which issued a standard unqualified audit opinion[231] - Key audit matters include: - Revenue Recognition: Due to its nature as a key performance indicator and inherent risk of management override[233] - Goodwill Impairment Testing: Due to significant management judgment involved[235] - Provision for Bad Debts and Impairment of Receivables: Due to significant judgment involved in recognizing expected credit losses[236] Financial Statements This chapter includes the company's audited consolidated and parent company financial statements for 2021, comprising the balance sheet, income statement, cash flow statement, statement of changes in equity, and detailed notes to the financial statements Consolidated Balance Sheet This section presents the company's consolidated balance sheet as of the end of the reporting period Company Balance Sheet This section presents the company's parent company balance sheet as of the end of the reporting period Consolidated Income Statement This section presents the company's consolidated income statement for the reporting period Company Income Statement This section presents the company's parent company income statement for the reporting period Consolidated Cash Flow Statement This section presents the company's consolidated cash flow statement for the reporting period Company Cash Flow Statement This section presents the company's parent company cash flow statement for the reporting period Consolidated Statement of Changes in Equity This section presents the company's consolidated statement of changes in equity for the reporting period Company Statement of Changes in Equity This section presents the company's parent company statement of changes in equity for the reporting period