赛恩斯(688480) - 2024 Q2 - 季度财报

Definitions This chapter defines professional terms and abbreviations of company entities used in the report, providing a foundation for understanding the content - This chapter defines professional terms and abbreviations of company entities used in the report, including the company and its subsidiaries, major shareholders, business-related terms (e.g., heavy metal wastewater, acid wastewater, hazardous waste), and technical terms (e.g., biological agents, COD), providing a basis for understanding the report content[11][13] Company Profile and Key Financial Indicators This section provides an overview of the company's basic information and presents its key financial data and indicators for the reporting period Company Basic Information Science Environmental Protection Co., Ltd. (Science, stock code 688480) is a high-tech enterprise specializing in heavy metal pollution control, with Gao Weirong as its legal representative and registered office in Changsha, Hunan - Overview of the company's basic information, including name, stock code, legal representative, and address[16] - The company's shares are listed on the STAR Market of the Shanghai Stock Exchange, with the stock abbreviation "Science" and code 688480[19] Key Accounting Data and Financial Indicators During the reporting period, the company achieved significant performance growth with revenue up 32.68% and net profit attributable to parent company shareholders increasing by 216.75%, primarily due to the acquisition of Zijin Pharmaceutical and growth in product sales and operational services Key Accounting Data for H1 2024 | Key Accounting Data | Current Period (Jan-Jun) | Prior Period | YoY Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 356,007,135.48 Yuan | 268,317,661.23 Yuan | 32.68% | | Net Profit Attributable to Parent Company Shareholders | 115,363,959.35 Yuan | 36,421,553.07 Yuan | 216.75% | | Net Profit Attributable to Parent Company Shareholders Excluding Non-recurring Gains and Losses | 54,085,760.29 Yuan | 32,785,115.38 Yuan | 64.97% | | Net Cash Flow from Operating Activities | -881,498.88 Yuan | 27,432,765.14 Yuan | N/A | | Indicator | Current Period End | Prior Year End | Period-end vs. Prior Year-end Change (%) | | Net Assets Attributable to Parent Company Shareholders | 1,061,045,770.34 Yuan | 931,793,098.82 Yuan | 13.87% | | Total Assets | 1,696,600,727.45 Yuan | 1,493,018,387.90 Yuan | 13.64% | Key Financial Indicators for H1 2024 | Key Financial Indicators | Current Period (Jan-Jun) | Prior Period | YoY Change (%) | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share (Yuan/share) | 1.21 | 0.38 | 218.42% | | Basic EPS Excluding Non-recurring Gains and Losses (Yuan/share) | 0.57 | 0.35 | 62.86% | | Weighted Average Return on Net Assets (%) | 11.59% | 4.09% | increased by 7.50 percentage points | | Weighted Average ROE Excluding Non-recurring Gains and Losses (%) | 5.43% | 3.68% | increased by 1.75 percentage points | | R&D Investment as % of Operating Revenue (%) | 5.73% | 5.92% | decreased by 0.19 percentage points | - Total non-recurring gains and losses for the reporting period amounted to 61.28 million Yuan, with the primary item being "gains from investment cost of acquiring subsidiaries, associates, and joint ventures being less than the fair value of identifiable net assets of the investee at acquisition," totaling 58.97 million Yuan, mainly from the acquisition of Zijin Pharmaceutical[29][651] Management Discussion and Analysis This section provides a comprehensive analysis of the company's industry, core businesses, technological advancements, competitive advantages, operational performance, and key risks Industry and Main Business Overview in the Reporting Period The company's main business is heavy metal pollution control, expanding into the specialty surfactant industry with copper extractants through the acquisition of Zijin Pharmaceutical, operating a "three-in-one" business model encompassing comprehensive solutions, product sales, and operational services - The heavy metal pollution control industry, where the company operates, is still in its development phase, characterized by low market concentration but strict qualification control and high technical entry barriers[32][33] - In February 2024, the company completed the acquisition of Zijin Pharmaceutical, adding copper extractant products and expanding its business into the specialty surfactant sector within the fine chemical industry[32][39] - The company's operating strategy is "three-in-one": utilizing comprehensive heavy metal pollution control solutions as the core, supported by product sales (reagents, copper extractants, integrated equipment) and operational services, forming a mutually reinforcing business structure[43] Core Technologies and R&D Progress The company's core technologies, focusing on acid wastewater resource utilization and heavy metal wastewater treatment, remain unchanged with several reaching international leading levels, supported by a 28.37% increase in R&D investment to 20.39 million Yuan and a portfolio of 107 intellectual property rights - The company's core technologies include four major series: acid wastewater resource utilization, heavy metal wastewater deep treatment and reuse, arsenic-containing hazardous waste mineralization detoxification, and heavy metal contaminated environment remediation, with several technological achievements rated as internationally leading or advanced[52][53] R&D Investment Overview | Item | Current Period Amount | Prior Period Amount | Change (%) | | :--- | :--- | :--- | :--- | | Total R&D Investment | 20,385,125.12 Yuan | 15,879,713.32 Yuan | 28.37% | | Total R&D Investment as % of Operating Revenue (%) | 5.73% | 5.92% | decreased by 0.19 percentage points | - As of the end of the reporting period, the company cumulatively holds 107 intellectual property rights, including 54 invention patents, with 8 new patent applications and 8 authorized patents during the period[54][55] - The company has an R&D team of 164 people, accounting for 14.25% of the total workforce, with 74.39% of team members holding a bachelor's degree or higher[63][71] Core Competitiveness Analysis in the Reporting Period The company's core competitiveness lies in its leading technology, advantageous products like biological agents and copper extractants, "three-in-one" comprehensive service model, strong brand reputation, and high-caliber R&D and management teams - Technology and R&D advantages: The company has overcome technical challenges in acid wastewater resource utilization, deep treatment of heavy metal wastewater, and harmless disposal of arsenic-containing hazardous waste, and possesses multiple national and provincial-level scientific research platforms[64][65] - Product advantages: Products such as biological agents, mineralizing agents, and copper extractants from subsidiary Zijin Pharmaceutical have achieved domestic substitution, broken international monopolies, and offer significant technical and environmental benefits[67][68] - Specialized comprehensive service advantages: The company has established a "three-in-one" operating system for heavy metal pollution control, encompassing comprehensive solutions, product sales, and operational services, providing all-round services to clients[69] Discussion and Analysis of Operations In H1 2024, the company achieved significant operational growth with revenue reaching 356 million Yuan (up 32.68%) and net profit attributable to parent company shareholders at 115 million Yuan (up 216.75%), driven by the full acquisition of Zijin Pharmaceutical and the completion of its production base project - In February 2024, the company acquired the remaining 61% equity in Zijin Pharmaceutical for 183 million Yuan, achieving 100% control; Zijin Pharmaceutical reported a net profit of 15.09 million Yuan in H1, a 91.29% increase year-on-year[76] - The fundraising investment project "Production Base Construction Project" was completed and reached its intended usable state on June 30, 2024, with new production lines for complete sets of equipment, pressure vessels, and membrane equipment now operational[77] - The H2 operating plan focuses on three key business directions: heavy metal pollution control, resource utilization, and new materials, while continuously optimizing the "three-in-one" business model and advancing internationalization strategies[79][80] Risk Factors The company faces significant risks including macroeconomic and policy changes, intensified market competition, customer concentration, technological iteration, key personnel loss, and financial risks such as high accounts receivable and gross margin fluctuations - Industry risks: The environmental protection sector is policy-driven, and changes in policies or reduced regulatory intensity could adversely affect operations; additionally, a promising industry outlook may attract more competitors[90] - Operational risks: Downstream customers are primarily non-ferrous metal mining, beneficiation, and smelting enterprises, leading to high customer concentration, and significant changes in major customers' operations could adversely impact the company's business[92] - Financial risks: A large amount of accounts receivable puts pressure on working capital, potentially leading to bad debts if not collected promptly; additionally, gross margins for solution businesses may fluctuate due to project variations[95] Key Operating Conditions in the Reporting Period This section details the financial status and operating results for the reporting period, highlighting synchronized growth in revenue and costs, increased expenses due to higher salaries, significant asset growth from projects and acquisitions, and a 183 million Yuan investment to fully acquire Zijin Pharmaceutical Analysis of Financial Statement Item Changes During the reporting period, the company experienced significant changes in financial statement items, with revenue up 32.68% and costs up 25.23%, while selling and administrative expenses increased due to higher salaries, and net cash flow from operating activities turned negative Major Financial Statement Item Changes | Item | Current Period Amount (Yuan) | Prior Period Amount (Yuan) | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 356,007,135.48 | 268,317,661.23 | 32.68% | | Operating Cost | 223,966,039.09 | 178,839,739.54 | 25.23% | | Selling Expenses | 21,446,887.94 | 13,861,299.28 | 54.72% | | Administrative Expenses | 26,999,485.66 | 19,796,158.01 | 36.39% | | Net Cash Flow from Operating Activities | -881,498.88 | 27,432,765.14 | N/A | Analysis of Assets and Liabilities As of the reporting period end, total assets reached 1.70 billion Yuan, a 13.64% increase, with significant shifts including a 41.53% decrease in cash due to acquisitions and investments, and substantial increases in inventory and fixed assets due to uncompleted projects and acquisitions Major Asset and Liability Item Changes | Item Name | Current Period End Amount (Yuan) | Prior Period End Amount (Yuan) | Change (%) | | :--- | :--- | :--- | :--- | | Cash and Cash Equivalents | 315,202,099.62 | 539,099,788.21 | -41.53% | | Inventories | 100,978,964.15 | 32,067,638.89 | 214.89% | | Fixed Assets | 179,750,982.10 | 80,996,051.53 | 121.93% | | Contract Liabilities | 75,708,106.35 | 44,454,263.80 | 70.31% | Analysis of Investment Status The most significant investment activity during the reporting period was the 183 million Yuan acquisition of 61% equity in Fujian Zijin Mineral Processing Reagent Co., Ltd., achieving full control and generating 59.29 million Yuan in investment income - During the reporting period, a significant equity investment occurred with the acquisition of 61% equity in Fujian Zijin Mineral Processing Reagent Co., Ltd. for 183 million Yuan, achieving 100% control, and generating an investment gain of 59.29 million Yuan in the current period[112] Analysis of Major Holding and Participating Companies The company holds 8 controlling subsidiaries, including Science Engineering, Zijin Pharmaceutical, and overseas entities, with Science Engineering achieving 14.27 million Yuan in net profit and the newly acquired Zijin Pharmaceutical reporting 15.09 million Yuan in net profit, demonstrating strong profitability Operating Performance of Major Holding Subsidiaries H1 2024 (Unaudited) | Subsidiary Name | Net Assets (10,000 Yuan) | Net Profit (10,000 Yuan) | | :--- | :--- | :--- | | Science Engineering | 12,986.82 | 1,426.82 | | Zijin Pharmaceutical | 11,242.05 | 1,508.93 | | Serbia Subsidiary | 1,770.77 | 682.64 | | Australia Subsidiary | 674.88 | 195.92 | | Dongcheng Wastewater | 9,192.65 | 598.37 | Corporate Governance This section details the company's corporate governance structure, including shareholder meetings, changes in directors, supervisors, senior management, and core technical personnel, as well as the progress of its equity incentive plan Shareholder Meeting Overview During the reporting period, the company held three shareholder meetings, approving key proposals such as the acquisition of Zijin Pharmaceutical equity, the 2023 annual report, profit distribution plan, and election of independent directors - The second extraordinary general meeting of shareholders in 2024 approved the "Proposal on the Acquisition of 61% Equity in Fujian Zijin Mineral Processing Reagent Co., Ltd. and Related Party Transaction"[132] - The 2023 annual general meeting of shareholders approved 13 proposals, including the "2023 Annual Profit Distribution Plan" and the "Proposal on the Election of Independent Directors for the Third Board of Directors"[132] Changes in Directors, Supervisors, Senior Management, and Core Technical Personnel During the reporting period, Mr. Xiao Haijun resigned as an independent director, and Mr. Qu Maohui was elected as the new independent director, with no other changes to directors, supervisors, senior management, or core technical personnel - Independent director Xiao Haijun resigned, and Qu Maohui was elected as the new independent director[135] Equity Incentive Plan During the reporting period, the company advanced its 2023 Restricted Stock Incentive Plan, granting 168,500 reserved restricted shares to 14 grantees and completing the vesting registration for 499,512 shares from the first grant - On April 2, 2024, the company granted 168,500 reserved restricted shares to 14 grantees at an exercise price of 13.93 Yuan/share[137] - The company completed the share registration for the first vesting period of the 2023 Restricted Stock Incentive Plan's initial grant, with a total of 499,512 shares vested[137] Environmental and Social Responsibility This section outlines the company's environmental protection efforts, including investments, compliance of key polluting subsidiaries, and initiatives to reduce carbon emissions Environmental Information Overview The company invested 5.06 million Yuan in environmental protection during the reporting period, with key polluting subsidiaries achieving compliant emissions and implementing emergency plans, while also reducing 663 tons of CO2 equivalent through initiatives like solar power and geothermal heating - During the reporting period, the company's environmental protection investment amounted to 5.06 million Yuan[140] - Subsidiaries Hengyang Songen, Ningxiang Dongcheng Wastewater, and Fujian Zijin Pharmaceutical are designated key polluting units, all of which have constructed and operated pollution control facilities as required, developed emergency plans, and achieved compliant emissions during the reporting period[141][143][146][149][153] - The company implemented measures such as photovoltaic power generation, carbon reduction technologies, and geothermal auxiliary heating, reducing carbon dioxide equivalent emissions by 663 tons during the reporting period[159] Significant Matters This section covers major events including significant related party transactions, particularly the acquisition of Zijin Pharmaceutical, and the progress of the company's raised funds utilization Significant Related Party Transactions During the reporting period, the company engaged in significant related party transactions, primarily the 183 million Yuan acquisition of 61% equity in Fujian Zijin Mineral Processing Reagent Co., Ltd. from Zijin Mining Group Co., Ltd., alongside ongoing operational transactions for services and procurement - The company acquired 61% equity in its associate, Fujian Zijin Mineral Processing Reagent Co., Ltd., for 183 million Yuan from related party Zijin Mining; post-transaction, the company holds 100% equity in Zijin Pharmaceutical[218] - The company has ongoing operational related party transactions with Zijin Mining and its subsidiaries; in 2024, estimated sales of goods or services to them are 450 million Yuan, with 82.70 million Yuan incurred in the reporting period, and estimated purchases of goods are 15 million Yuan, with 5.31 million Yuan incurred[217] Progress of Raised Funds Utilization As of the reporting period end, the company's net proceeds from its IPO totaled 455 million Yuan, with 122 million Yuan cumulatively invested in committed projects (a 30.48% progress), including the completed "Environmental Equipment Production Base Project" and the "R&D Center Expansion Project" at 57.07% completion Overall Utilization of Raised Funds (Unit: 10,000 Yuan) | Item | Amount | | :--- | :--- | | Net Proceeds from Offering After Issuance Expenses | 45,469.39 | | Total Committed Investment Project Funds | 25,000.00 | | Cumulative Investment as of Reporting Period End | 12,170.64 | | Overall Progress (%) | 30.48% | - The fundraising investment project "Changsha Science Environmental Engineering Technology Co., Ltd. Complete Environmental Equipment Production Base Project" reached its intended usable state on June 30, 2024[226][228] Share Changes 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, including major shareholders and the actual controller Share Capital Changes During the reporting period, the company's total share capital increased by 499,512 shares to 95,326,179 shares due to the vesting of the first grant under the 2023 Restricted Stock Incentive Plan - During the reporting period, due to equity incentive vesting, the company's total share capital increased from 94,826,667 shares to 95,326,179 shares, with an addition of 499,512 shares[236][237] Shareholder Information As of the reporting period end, the company had 3,449 common stock shareholders, with Gao Weirong (25.25%) and Zijin Mining Zifeng (Xiamen) Investment Partnership (21.11%) as the top two shareholders, and Gao Weirong, Gao Liangyun, and Gao Shihui acting in concert as the actual controllers - As of the end of the reporting period, the company had a total of 3,449 common stock shareholders[238] Top Ten Shareholders' Shareholding | Shareholder Name | Shares Held at Period End | Proportion (%) | | :--- | :--- | :--- | | Gao Weirong | 24,065,685 | 25.25% | | Zijin Mining Zifeng (Xiamen) Investment Partnership | 20,120,000 | 21.11% | | Gao Liangyun | 6,244,000 | 6.55% | | Tan Xiaolin | 4,080,000 | 4.28% | | Jiang Guomin | 2,819,000 | 2.96% | Financial Report This section presents the company's unaudited financial statements, including balance sheets, income statements, cash flow statements, and statements of changes in owners' equity, along with detailed notes on key items and changes in consolidation scope Financial Statements This section provides unaudited consolidated and parent company financial statements, showing growth in total assets and net assets, significant increases in revenue and profit, negative cash flows from operating and investing activities, and positive cash flow from financing activities - The consolidated balance sheet shows total assets of 1.70 billion Yuan and net assets attributable to parent company shareholders of 1.06 billion Yuan as of the period end[258][260] - The consolidated income statement shows total operating revenue of 356 million Yuan and net profit of 118 million Yuan for H1, of which 115 million Yuan is attributable to parent company shareholders[266][267] - The consolidated cash flow statement shows a net cash outflow from operating activities of 0.88 million Yuan, a net cash outflow from investing activities of 290 million Yuan, and a net cash inflow from financing activities of 47.20 million Yuan[274][275] Notes to Consolidated Financial Statement Items This section provides detailed notes on key consolidated financial statement items, including 315 million Yuan in cash (with 41.48 million Yuan restricted), 432 million Yuan in accounts receivable, a significant increase in inventory, 165 million Yuan in new goodwill from the Zijin Pharmaceutical acquisition, and a balanced revenue contribution across comprehensive solutions, product sales, and operational services - Cash and cash equivalents at period-end totaled 315 million Yuan, of which 41.48 million Yuan was restricted, primarily for bill deposits, letter of guarantee deposits, and time deposits[392] - Accounts receivable at period-end had a book balance of 484 million Yuan, with a bad debt provision of 51.42 million Yuan, resulting in a carrying value of 432 million Yuan; the top five customers' accounts receivable and contract assets collectively accounted for 25.92% of the total[405][412] - Due to the acquisition of Fujian Zijin Mineral Processing Reagent Co., Ltd., 165 million Yuan in goodwill was newly recognized in the current period[463] Composition of Main Business Revenue (Current Period) | Business Type | Revenue (Yuan) | Cost (Yuan) | | :--- | :--- | :--- | | Heavy Metal Pollution Control Comprehensive Solutions | 104,616,111.48 | 72,619,454.51 | | Product Sales | 117,039,151.77 | 64,336,612.92 | | Operational Services | 131,304,578.55 | 85,707,240.34 | Changes in Consolidation Scope During the reporting period, the company completed a business combination not under common control by acquiring 61% equity in Fujian Zijin Mineral Processing Reagent Co., Ltd. for 183 million Yuan on February 4, 2024, resulting in a total merger cost of 300 million Yuan and recognition of 165 million Yuan in goodwill - A business combination not under common control occurred in the current period, with the acquisition of 61% equity in Fujian Zijin Mineral Processing Reagent Co., Ltd. on February 4, 2024, gaining control and including it within the scope of consolidated financial statements[567] - The total merger cost for this acquisition was 300 million Yuan, and after deducting the fair value share of identifiable net assets acquired (135 million Yuan), 165 million Yuan in goodwill was recognized[568]