宝塔实业(000595) - 2024 Q2 - 季度财报

Important Notice, Table of Contents, and Definitions This section provides an important notice regarding the report's accuracy, outlines the table of contents, and defines key terms for clarity Important Notice The company's management guarantees the truthfulness, accuracy, and completeness of the report content and assumes legal responsibility - Company management guarantees the truthfulness, accuracy, and completeness of the report content and assumes legal responsibility2 - The company plans no cash dividends, bonus shares, or capital increase from capital reserves for the first half of 20243 Definitions This section defines key abbreviations for companies, shareholders, and related parties used in the report, providing a basis for understanding the content Definitions | Definition Item | Definition Content | | :--- | :--- | | Ningguo Yun | Ningxia State-owned Capital Operation Group Co., Ltd., the company's actual controlling shareholder | | Baota Petrochemical | Baota Petrochemical Group Co., Ltd., the company's largest shareholder | | Northwest Bearing | Northwest Bearing Co., Ltd., the company's wholly-owned subsidiary | | Guilin Haiwei | Guilin Haiwei Marine Electrical Appliances Co., Ltd., the company's controlling subsidiary | Company Profile and Key Financial Indicators This section introduces the company's basic information and presents its key accounting data and financial performance indicators Company Profile Baota Industry Co., Ltd. (stock code: 000595) is a company listed on the Shenzhen Stock Exchange, with Du Zhixue as its legal representative Company Information | Item | Content | | :--- | :--- | | Stock Abbreviation | Baota Industry | | Stock Code | 000595 | | Listing Exchange | Shenzhen Stock Exchange | | Legal Representative | Du Zhixue | Key Accounting Data and Financial Indicators During the reporting period, the company's operating revenue was 120 million yuan, a 6.42% increase year-on-year. Net loss attributable to shareholders expanded by 3.99% to 32.14 million yuan. Net cash flow from operating activities improved to -35.47 million yuan due to increased business collections. Total assets and net assets slightly decreased from the end of the previous year Key Financial Indicators | Key Financial Indicators | Current Period | Prior Period | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Operating Revenue (yuan) | 119,844,963.18 | 112,612,454.85 | 6.42% | | Net Profit Attributable to Shareholders (yuan) | -32,138,363.44 | -30,904,626.20 | -3.99% | | Net Profit Attributable to Shareholders (Excluding Non-recurring Gains/Losses) (yuan) | -33,828,176.15 | -33,149,649.74 | -2.05% | | Net Cash Flow from Operating Activities (yuan) | -35,472,525.17 | -44,128,014.88 | 19.61% | | Basic Earnings Per Share (yuan/share) | -0.03 | -0.03 | 0.00% | | Weighted Average Return on Net Assets | -6.60% | -4.74% | -1.86% | | Asset Status | End of Current Period | End of Prior Year | Period-end vs. Prior Year-end Change | | Total Assets (yuan) | 1,049,555,562.21 | 1,111,242,736.30 | -5.55% | | Net Assets Attributable to Shareholders (yuan) | 470,274,406.72 | 502,804,191.60 | -6.47% | - During the reporting period, the company's non-recurring gains and losses totaled 1.69 million yuan, primarily from government subsidies1314 Management Discussion and Analysis This section provides an in-depth analysis of the company's principal business, core competencies, financial performance, asset and liability status, investment activities, and key risks with corresponding countermeasures Principal Business and Operating Model The company's main business involves the production and sale of bearings and marine electrical appliances, with bearings being the primary revenue source, applied in petroleum machinery, metallurgy, and heavy-duty vehicles. The company adopts a centralized procurement, build-to-order production, and direct sales model - The company's core business involves the production and sale of bearings and marine electrical appliances, with the bearing business being the primary revenue source, applied in petroleum machinery, metallurgical rolling mills, heavy-duty vehicles, and rail transit15 - The company's operating model features: - Procurement: Combines centralized unified management with independent procurement, adhering to strict supplier access mechanisms - Production: Possesses a complete industrial chain, primarily operating on a "build-to-order" basis, with a small portion of products based on "forecast production" - Sales: Production is determined by sales, with direct sales as the primary channel and distribution as supplementary16 Analysis of Core Competencies The company's core competencies are in independent innovation, qualification certifications, and R&D equipment. During the reporting period, it developed 82 new products, obtained 14 patents, and passed multiple national project inspections. The company holds various domestic and international certifications, ensuring product quality, and possesses industry-leading R&D and testing equipment - The company demonstrates strong independent innovation, having developed 82 new products, obtained 14 authorized patents, and received titles such as "National Petroleum Technology Equipment Innovation Benchmark Unit" during the reporting period17 - The company holds multiple certifications, including ISO9001, IATF16949, military production qualifications, and CRCC railway product certification, ensuring product quality recognized by domestic and international clients18 - The company possesses advanced R&D equipment, including German Zeiss metallographic microscopes and British Taylor Hobson roundness testers, with equipment utilization exceeding 80%, supporting technological innovation needs19 Analysis of Principal Business During the reporting period, the company's operating revenue increased by 6.42%, mainly driven by a 6.93% growth in the mechanical manufacturing (bearing) sector. However, the mechanical manufacturing gross margin was -11.91%, a 2.77 percentage point decrease, indicating revenue growth without profit. The equipment manufacturing sector's gross margin significantly increased by 18.19 percentage points. Financial expenses surged by 81.82% due to increased interest expenses Key Financial Data | Major Financial Data | Current Period | Prior Period | Year-on-Year Change | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 119,844,963.18 | 112,612,454.85 | 6.42% | - | | Operating Cost | 121,412,853.96 | 116,470,794.35 | 4.24% | - | | Financial Expenses | 3,680,035.34 | 2,024,000.38 | 81.82% | Increased interest expenses, decreased interest income | | Net Cash Flow from Operating Activities | -35,472,525.17 | -44,128,014.88 | 19.61% | Increased collections from bearing and marine electrical appliance businesses | | Net Cash Flow from Investing Activities | -15,921,312.89 | -3,876,566.30 | -310.71% | Increased investment in high-end precision bearing project construction | Operating Revenue and Cost by Industry/Product | By Industry/Product | Operating Revenue (yuan) | Operating Cost (yuan) | Gross Margin | Revenue YoY | Cost YoY | Gross Margin YoY | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Mechanical Manufacturing Industry (Bearings) | 96,389,413.99 | 107,873,088.57 | -11.91% | 6.93% | 9.65% | -2.77% | | Equipment Manufacturing Industry (Other) | 23,455,549.19 | 14,616,440.58 | 37.68% | 4.38% | -19.20% | 18.19% | - By region, domestic revenue accounted for 99.45% of total revenue, increasing by 6.98% year-on-year; international revenue share decreased to 0.55%, a significant 44.99% year-on-year reduction22 Analysis of Assets and Liabilities At the end of the reporting period, the company's total assets decreased by 5.55% from the beginning of the year. Key changes include a 4.54 percentage point decrease in monetary funds due to operational and repayment needs, a 1.31 percentage point increase in construction in progress due to high-end bearing project investments, a 6.03 percentage point increase in short-term borrowings from the controlling shareholder, and a 5.14 percentage point decrease in long-term borrowings due to principal repayment. Some company assets are pledged for loans Asset and Liability Structure Changes | Asset/Liability Item | Proportion of Total Assets at Period-end | Proportion of Total Assets at Year-start | Change in Proportion | Significant Change Explanation | | :--- | :--- | :--- | :--- | :--- | | Monetary Funds | 4.50% | 9.04% | -4.54% | Primarily due to increased funds needed for production and operations, and repayment of loan principal and interest | | Construction in Progress | 4.02% | 2.71% | 1.31% | Primarily due to increased investment in the high-end bearing industrialization base upgrade and renovation project | | Short-term Borrowings | 11.43% | 5.40% | 6.03% | Primarily due to increased borrowings from the controlling shareholder | | Long-term Borrowings | 7.02% | 12.16% | -5.14% | Primarily due to principal repayment in the current period | - The company has restricted asset rights, including providing counter-guarantees or pledges with its own properties, land, and equipment for multiple loans, notably a new 80 million yuan loan from the controlling shareholder in May 2024, secured by buildings and land25 Analysis of Investment Status During the reporting period, the company's investment amounted to 12.51 million yuan, a significant 257.86% increase year-on-year. Investments primarily focused on ongoing major non-equity fixed asset investments in the bearing manufacturing industry, such as heat treatment workshops and equipment upgrades. All ongoing projects are self-funded and have not yet generated returns - Investment during the reporting period was 12.51 million yuan, compared to 3.50 million yuan in the prior period, a change of 257.86%26 Major Non-Equity Investments | Project Name | Investment Method | Investment Industry | Amount Invested in Current Period (yuan) | Cumulative Investment as of Period-end (yuan) | Funding Source | Project Progress | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Heat Treatment Workshop, Wastewater Treatment Plant, etc. | Self-built | Bearing Manufacturing | 2,000,000.00 | 14,900,000.00 | Self-funded | 95.00% | | Workshop Supporting Facilities Renovation | Self-built | Bearing Manufacturing | 3,761,381.00 | 4,787,081.00 | Self-funded | 95.00% | | Equipment Technical Renovation and Overhaul Project | Self-built | Bearing Manufacturing | 1,708,800.00 | 2,916,118.56 | Self-funded | 95.00% | | Purchase of Heat Treatment Workshop Supporting Equipment | Self-built | Bearing Manufacturing | 926,587.90 | 6,639,587.00 | Self-funded | 95.00% | | Factory Building No. 1 Renovation | Self-built | Bearing Manufacturing | 1,756,392.00 | 1,756,392.00 | Self-funded | 90.00% | Analysis of Major Holding and Participating Companies Among the company's main subsidiaries, Northwest Bearing Co., Ltd. is core, engaged in bearing production and sales, but incurred a net loss of 23.70 million yuan during the reporting period. The Equipment Manufacturing Company also reported a loss, with a net profit of -4.05 million yuan Major Subsidiaries' Financial Data | Company Name | Company Type | Principal Business | Total Assets (yuan) | Net Assets (yuan) | Operating Revenue (yuan) | Net Profit (yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Northwest Bearing | Subsidiary | Bearing Production and Sales | 725,214,262.15 | 407,913,161.60 | 91,981,705.31 | -23,701,805.02 | | Equipment Manufacturing Company | Subsidiary | Mechanical Processing | 32,591,672.43 | -55,080,739.94 | 6,405,035.77 | -4,052,599.09 | Risks and Countermeasures The company currently faces four main issues: ineffective market expansion leading to shrinking existing markets, weak technological R&D leadership, insufficient talent reserves in key positions, and internal management needing strengthening due to relocation. The company plans to address these by increasing market development, deepening organizational and compensation optimization, strengthening the core bearing business, solidifying internal management, and improving work style - The company faces the following major risks: - Market Risk: Shrinking existing markets, ineffective new market expansion, and intensified competition in the mid-to-low-end market - Technology Risk: Weak technological R&D leadership and lagging process improvements - Talent Risk: Insufficient talent reserves and recruitment efforts for key positions - Management Risk: Disjointed production organization and untapped potential for cost reduction and efficiency improvement32 - The company's countermeasures include: - Market: Maintaining existing customers, expanding into the general bearing market, and focusing on high-end products and domestic substitution - Reform: Optimizing organizational structure, compensation, and performance systems, and recruiting and cultivating talent - Core Business: Completing the high-end precision bearing project and advancing digital factory construction - Management: Promoting a "Cost Control Year" initiative and strengthening production scheduling and quality management - Work Style: Launching a major work style transformation campaign to enhance execution3334 Corporate Governance This section details changes in the company's directors, supervisors, and senior management, as well as its profit distribution plan for the reporting period Changes in Directors, Supervisors, and Senior Management During the reporting period, significant changes occurred in the company's board of directors, supervisory board, and senior management. Several directors and supervisors left due to term expiration, while new chairpersons, directors, independent directors, supervisors, and senior management were elected and appointed, completing the management team's reshuffle - On January 18, 2024, the company completed the re-election of its board of directors and supervisory board, with several directors, supervisors, and senior executives departing, and new chairpersons, directors, supervisors, and senior management teams elected and appointed37 Profit Distribution Plan The company plans no form of profit distribution for the first half of 2024, meaning no cash dividends, bonus shares, or capital increase from capital reserves - The company plans no cash dividends, bonus shares, or capital increase from capital reserves for the first half of the year38 Environmental and Social Responsibility This section outlines the company's commitment and actions in fulfilling its social responsibilities, including protecting stakeholder rights and engaging in public welfare initiatives Social Responsibility The company actively fulfills its social responsibilities, investing in protecting shareholder rights, safeguarding employee interests, ensuring supplier and customer rights, and engaging in social welfare. It protects shareholder interests through improved corporate governance, maintains employee rights by optimizing compensation, strengthening democratic management and occupational health, and participates in energy conservation and emission reduction initiatives - The company protects the interests of shareholders, especially minority shareholders, by improving its corporate governance structure and internal controls40 - Regarding employee rights, the company has established a new job and performance system, increased compensation, ensured employees' democratic management rights, and paid social insurance and housing provident funds on time and in full4142 - The company has established comprehensive supplier evaluation and customer service guarantee systems to protect the rights and interests of suppliers, customers, and consumers42 - In terms of social welfare, the company actively responds to national energy conservation and emission reduction policies and invests dedicated funds to manage harmful substances in its production processes42 Significant Matters This section details significant related party transactions and the performance of major contracts during the reporting period Significant Related Party Transactions During the reporting period, the company engaged in significant related party debt transactions. To meet the funding needs of its subsidiary Northwest Bearing Co., Ltd.'s high-end precision bearing industrialization upgrade project, the company obtained a new 80 million yuan loan from its controlling shareholder, Ningxia State-owned Capital Operation Group Co., Ltd., with an outstanding balance of 80 million yuan at period-end. Additionally, the company disclosed multiple other related party transactions, including loans, finance leases, and guarantees Related Party Debt Transactions | Related Party | Relationship | Reason for Transaction | Beginning Balance (10k yuan) | New Additions in Current Period (10k yuan) | Repayments in Current Period (10k yuan) | Ending Balance (10k yuan) | Interest Rate | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Ningxia State-owned Capital Operation Group Co., Ltd. | Controlling Shareholder | Borrowing | 3,000 | 8,000 | 3,000 | 8,000 | 4.00% | - The company engaged in multiple other significant related party transactions during the reporting period, including borrowings from the controlling shareholder, new related party transactions through public bidding, and finance lease related party transactions involving external guarantees, all of which have been publicly disclosed5152 Significant Contracts and Performance During the reporting period, the company provided several joint liability guarantees for its wholly-owned subsidiary Northwest Bearing Co., Ltd., with an actual guarantee balance of 44.41 million yuan at period-end, representing 9.44% of the company's net assets. Additionally, subsidiary Northwest Bearing Co., Ltd. signed several bearing sales contracts worth over one million yuan with various China Railway Group companies, all currently in performance - The company provided multiple guarantees for its subsidiary Northwest Bearing Co., Ltd., with an actual guarantee balance of 44.41 million yuan at the end of the reporting period, accounting for 9.44% of the company's net assets56 Major Sales Contracts | Contracting Party Name | Contract Subject | Contract Signing Date | Transaction Price (10k yuan) | Performance Status | | :--- | :--- | :--- | :--- | :--- | | China Railway Beijing Group Co., Ltd. | Double Row Tapered Roller Bearings | 2024-03-28 | 1,393 | In performance | | China Railway Harbin Group Co., Ltd. | Freight Car Rolling Bearings | 2024-04-11 | 657.5 | In performance | | China Railway Shenyang Group Co., Ltd. | Double Row Tapered Roller Bearings | 2024-04-22 | 910.19 | In performance | Share Changes and Shareholder Information This section details changes in the company's share capital and provides an overview of its shareholder structure and major shareholdings Share Changes During the reporting period, the company's total share capital of 1,138,656,366 shares remained unchanged. Restricted shares increased by 147,375 due to automatic lock-up of shares acquired by departing senior executives, with a corresponding decrease in unrestricted shares. The changes primarily resulted from normal lock-up and unlock of executive shareholdings - The company's total share capital remained unchanged. Restricted shares increased from 446,198 to 593,573, primarily due to the automatic lock-up of company shares acquired by departing senior executives6263 Shareholder Numbers and Shareholding Status As of the end of the reporting period, the company had 63,655 common shareholders. The largest shareholder, Baota Petrochemical Group Co., Ltd., holds 34.99% of shares, all frozen, and has waived voting rights. The second largest shareholder, Ningxia State-owned Capital Operation Group Co., Ltd., holds 29.33% and is the controlling shareholder Top Ten Shareholders | Shareholder Name | Shareholder Nature | Shareholding Percentage | Number of Shares Held | Share Status | | :--- | :--- | :--- | :--- | :--- | | Baota Petrochemical Group Co., Ltd. | Domestic Non-State-owned Legal Person | 34.99% | 398,415,924 | Frozen | | Ningxia State-owned Capital Operation Group Co., Ltd. | State-owned Legal Person | 29.33% | 334,000,000 | N/A | - The largest shareholder, Baota Petrochemical Group Co., Ltd., continued to sign the "Commitment Letter on Waiving Voting Rights" in November 2023, valid for 36 months65 - As of the end of the reporting period, the total number of shareholders was 63,65565 Financial Report This section presents the company's unaudited financial statements, significant accounting policies, detailed notes to financial statement items, and information on related parties and transactions Financial Statements This section provides the company's unaudited consolidated and parent company balance sheets, income statements, cash flow statements, and statements of changes in owners' equity Consolidated Balance Sheet As of June 30, 2024, the company's total assets were 1.05 billion yuan, total liabilities were 522 million yuan, and owners' equity attributable to the parent company was 470 million yuan. Both total assets and total liabilities decreased compared to the beginning of the year Consolidated Balance Sheet (Unaudited) | Item | Period-end Balance (yuan) | Period-start Balance (yuan) | | :--- | :--- | :--- | | Total Assets | 1,049,555,562.21 | 1,111,242,736.30 | | Monetary Funds | 47,248,606.89 | 100,499,337.33 | | Accounts Receivable | 153,931,765.59 | 155,516,029.80 | | Inventories | 196,164,008.44 | 180,183,877.92 | | Fixed Assets | 314,358,838.37 | 330,456,304.22 | | Total Liabilities | 521,828,333.98 | 551,955,587.29 | | Short-term Borrowings | 120,000,000.00 | 60,000,000.00 | | Long-term Borrowings | 73,721,103.66 | 135,155,356.85 | | Total Owners' Equity | 527,727,228.23 | 559,287,149.01 | | Total Owners' Equity Attributable to Parent Company | 470,274,406.72 | 502,804,191.60 | Consolidated Income Statement In the first half of 2024, the company achieved operating revenue of 120 million yuan, a 6.42% year-on-year increase. Total operating costs were 154 million yuan, resulting in an operating loss of 31.42 million yuan. The net loss attributable to parent company shareholders was 32.14 million yuan, an expansion of loss compared to the prior period Consolidated Income Statement (Unaudited) | Item | H1 2024 (yuan) | H1 2023 (yuan) | | :--- | :--- | :--- | | I. Total Operating Revenue | 119,844,963.18 | 112,612,454.85 | | II. Total Operating Costs | 153,968,478.80 | 146,116,223.11 | | III. Operating Profit (Loss indicated by "-") | -31,417,724.17 | -32,474,092.81 | | IV. Total Profit (Total Loss indicated by "-") | -29,975,149.23 | -30,565,985.54 | | V. Net Profit (Net Loss indicated by "-") | -31,127,616.88 | -30,732,219.17 | | Net Profit Attributable to Parent Company Shareholders | -32,138,363.44 | -30,904,626.20 | Consolidated Cash Flow Statement In the first half of 2024, net cash flow from operating activities was -35.47 million yuan, a reduced outflow compared to the prior period. Net cash outflow from investing activities increased significantly to 15.92 million yuan due to increased fixed asset investments. Net cash inflow from financing activities was 3.81 million yuan. Cash and cash equivalents at period-end totaled 41.53 million yuan, a substantial decrease from the beginning of the period Consolidated Cash Flow Statement (Unaudited) | Item | H1 2024 (yuan) | H1 2023 (yuan) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | -35,472,525.17 | -44,128,014.88 | | Net Cash Flow from Investing Activities | -15,921,312.89 | -3,876,566.30 | | Net Cash Flow from Financing Activities | 3,810,671.53 | 11,338,444.85 | | Net Increase in Cash and Cash Equivalents | -47,583,166.53 | -36,666,136.33 | | Cash and Cash Equivalents at Period-end | 41,528,690.16 | 87,427,754.67 | Significant Accounting Policies and Estimates This section details the enterprise accounting standards followed by the company in preparing its financial statements, along with significant accounting policies and estimates applied in key areas such as financial instruments, inventories, long-term equity investments, fixed assets, intangible assets, revenue recognition, and government grants. These policies are fundamental to understanding the company's financial position and operating results - Financial instrument impairment uses the expected credit loss model, and for notes receivable and accounts receivable, the company consistently measures loss provisions based on expected credit losses throughout their entire lifetime125127 - Revenue recognition follows the new revenue standard, recognizing revenue when the customer obtains control of the related goods or services. For major product sales, revenue is typically recognized upon customer pickup from the warehouse, or when goods arrive at the designated location and are signed for161162 - R&D expenditures are distinguished between the research phase and the development phase. Research phase expenditures are expensed as incurred, while development phase expenditures are capitalized if they meet capitalization criteria; otherwise, they are expensed as incurred146 Notes to Consolidated Financial Statement Items This section provides detailed notes and explanations for major items in the consolidated financial statements, including monetary funds, receivables, inventories, fixed assets, construction in progress, borrowings, and payables, disclosing their composition, changes, and impairment provisions - At period-end, the book balance of accounts receivable was 398 million yuan, with an impairment allowance of 244 million yuan, resulting in a book value of 154 million yuan. Accounts receivable for which impairment allowance was individually provided accounted for 57.67% of the book balance191 - At period-end, the book value of inventories was 196 million yuan, including an inventory impairment provision of 101 million yuan, primarily concentrated in work-in-progress and finished goods210211 - At period-end, the book value of construction in progress was 41.49 million yuan, a significant increase from 28.66 million yuan at the beginning of the period, mainly due to increased investment in the "High-end Bearing Industrialization Base Upgrade and Renovation Project"221223 - At period-end, short-term borrowings totaled 120 million yuan, doubling from 60 million yuan at the beginning of the period, primarily consisting of pledged borrowings from the controlling shareholder and guaranteed bank borrowings240 Related Parties and Related Party Transactions The company's controlling shareholder is Ningxia State-owned Capital Operation Group Co., Ltd., and its ultimate controlling party is the People's Government of Ningxia Hui Autonomous Region. During the reporting period, the company engaged in intercompany loans, related party guarantees, and asset transfers with related parties. The most significant transaction was borrowing 80 million yuan from the controlling shareholder. The company also provided multiple guarantees for its subsidiaries - The company's controlling shareholder is Ningxia State-owned Capital Operation Group Co., Ltd. (holding 29.33%), and its ultimate controlling party is the People's Government of Ningxia Hui Autonomous Region. The largest shareholder, Baota Petrochemical (holding 34.99%), has been petitioned for bankruptcy reorganization and has waived its voting rights294 - During the reporting period, the company borrowed 80 million yuan from its controlling shareholder, Ningxia State-owned Capital Operation Group Co., Ltd300 - The company provided guarantees totaling over 44 million yuan for its subsidiary Northwest Bearing Co., Ltd299 - At period-end, receivables from related parties totaled 52.55 million yuan, primarily from several distressed former related sales companies, with full or substantial impairment allowances provided. Payables to related parties totaled 56.03 million yuan, mainly to Ningxia Baota Energy Chemical Co., Ltd303304