航天彩虹(002389) - 2017 Q2 - 季度财报

Important Notice, Table of Contents and Definitions This section provides standard legal disclaimers, the report's structural directory, and definitions of key terms and the reporting period Important Notice This chapter contains standard legal disclaimers, with the company's board of directors, supervisory board, and all senior management guaranteeing the report's truthfulness, accuracy, and completeness, while also alerting investors to risks associated with forward-looking statements - All directors, supervisors, and senior management guarantee the truthfulness, accuracy, and completeness of this semi-annual report, with no false records, misleading statements, or major omissions[4] - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for the first half of 2017[6] Table of Contents This chapter provides the overall structure of the report, listing all main sections and their starting page numbers Definitions This chapter defines and explains specific terms, abbreviations (e.g., 'the Company', 'Aerospace Aerodynamics Institute'), and the reporting period (January 1, 2017 to June 30, 2017) used in the report for investor understanding Company Profile and Key Financial Indicators This section introduces the company's basic information and presents key financial data and indicators for the reporting period Company Profile This chapter provides the company's basic information, including stock abbreviation 'Nanyang Technology', stock code '002389', full Chinese and English names, and legal representative Company Basic Information | Item | Content | | :--- | :--- | | Stock Abbreviation | Nanyang Technology | | Stock Code | 002389 | | Chinese Name | Zhejiang Nanyang Technology Co., Ltd. | | Legal Representative | Shao Yixing | Key Accounting Data and Financial Indicators During the reporting period, the company achieved operating revenue of 666.11 million CNY, a year-on-year increase of 19.62%, but net profit attributable to shareholders was 54.72 million CNY, a year-on-year decrease of 18.18%, with negative net cash flow from operating activities and an expanded decline compared to the previous year Key Financial Indicators | Key Financial Indicator | Current Period | Prior Period | YoY Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue (CNY) | 666.11 million | 556.86 million | 19.62% | | Net Profit Attributable to Shareholders (CNY) | 54.72 million | 66.87 million | -18.18% | | Net Cash Flow from Operating Activities (CNY) | -44.33 million | -30.46 million | -45.55% | | Basic EPS (CNY/share) | 0.08 | 0.09 | -11.11% | | Total Assets (CNY) | 4.16 billion | 3.98 billion | 4.49% | Non-recurring Gains and Losses and Amounts During the reporting period, the company's total non-recurring gains and losses amounted to 1.85 million CNY, primarily from government subsidies Non-recurring Gains and Losses | Item | Amount (CNY) | | :--- | :--- | | Gains and losses from disposal of non-current assets | -50,290.95 | | Government subsidies included in current profit/loss | 2.29 million | | Other non-operating income and expenses | 21,821.21 | | Total | 1.85 million | Company Business Overview This section outlines the company's main business segments, significant asset changes, and core competitive advantages Main Business Operations During the Reporting Period The company's main business is divided into four segments: capacitor film, solar cell backsheet film, optical film, and lithium-ion battery separator, with strong production and sales across all segments during the reporting period, alongside active promotion of new project construction and new product customer trials - The company's main business covers four major areas: capacitor film, solar cell backsheet film, optical film, and lithium-ion battery separator[24] - New project progress: - Solar Backsheet Film: Phase one of the '50,000 tons/year Solar Cell Backsheet Film Project' has entered the commissioning phase - Lithium Battery Separator: Products from the '90 million square meters/year Lithium Battery Separator Project' are undergoing batch trials with key customers[24][25] Significant Changes in Major Assets During the reporting period, there were no significant changes in the company's equity assets, fixed assets, and intangible assets, while construction in progress significantly increased due to infrastructure and equipment investments in multiple new projects, such as solar backsheet base film and optical film - The increase in construction in progress primarily stems from infrastructure and equipment investments in multiple projects, including the 50,000 tons/year solar backsheet base film project and the 5,000 tons/year capacitor polyester film project[26][27] Analysis of Core Competencies The company's core competencies are reflected in four aspects: leading process equipment and innovative R&D capabilities, comprehensive industrial layout and product structure, excellent product quality and management system, and a unique 'integrity and inclusiveness' corporate culture - The company holds multiple invention and utility model patents, with the 'PPM 2.8-micron ultra-thin polypropylene film for capacitors' filling a domestic gap[28] - The company initiated a major asset restructuring, planning to acquire target companies in the drone business to expand its business scope and achieve a military-civilian integration development strategy[29] Management Discussion and Analysis This section provides an in-depth analysis of the company's operational performance, financial position, investment activities, and future outlook Overview In the first half of 2017, the company achieved operating revenue of 666.11 million CNY, a year-on-year increase of 19.62%, but net profit decreased by 18.18% to 54.72 million CNY, with the company focusing on new project construction, strengthening safety production and quality control, and actively pursuing external mergers and acquisitions to acquire drone businesses for strategic layout enhancement - The company plans to acquire 100% equity of Caihong Company and 84% equity of Shenfei Company through share issuance for asset purchase, with this major asset restructuring currently under CSRC review[32][34] - Key project construction is progressing smoothly, including the solar cell backsheet film project entering commissioning and the lithium-ion battery separator project undergoing batch trials with key customers[32] Analysis of Main Business Operations During the reporting period, operating revenue grew by 19.62%, but operating costs significantly increased by 32.00% due to higher production and sales volumes and rising raw material prices, leading to a decline in gross profit margin, while financial expenses increased by 75.06% due to increased bank borrowings, with backsheet film and insulation materials showing the fastest revenue growth at 31.25%, and international revenue surging by 119.22% Key Financial Data and Business Analysis | Key Financial Data | Current Period | Prior Period | YoY Change (%) | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 666.11 million | 556.86 million | 19.62% | - | | Operating Costs | 511.62 million | 387.60 million | 32.00% | Increased production/sales volume and rising raw material prices | | Financial Expenses | 8.75 million | 5.00 million | 75.06% | Increased interest expense due to increased bank borrowings | | Net Cash Flow from Investing Activities | -61.00 million | -25.94 million | -135.15% | Increased fixed asset investment | | Net Cash Flow from Financing Activities | 90.97 million | 35.91 million | 153.29% | Increased bank borrowings | By Product/Region | By Product/Region | Operating Revenue (CNY) | YoY Change in Operating Revenue (%) | Gross Profit Margin (%) | YoY Change in Gross Profit Margin (%) | | :--- | :--- | :--- | :--- | :--- | | By Product | | | | | | Capacitor Film | 169.05 million | 15.21% | 18.79% | -0.65% | | Backsheet Film and Insulation Materials | 272.44 million | 31.25% | 18.61% | -12.04% | | Optical Film | 222.51 million | 10.79% | 32.70% | -6.28% | | By Region | | | | | | Domestic | 595.99 million | 13.34% | 21.54% | -7.71% | | International | 68.00 million | 119.22% | 39.48% | -10.38% | Analysis of Assets and Liabilities As of the end of the reporting period, the company's total assets reached 4.16 billion CNY, an increase of 4.49% from the beginning of the period, with construction in progress significantly increasing its proportion of total assets from 13.14% to 20.56% due to substantial project investments, and accounts receivable growing due to increased sales volume, while short-term borrowings significantly increased, primarily to supplement working capital Assets and Liabilities | Asset/Liability Item | Amount at Period End (CNY) | Proportion of Total Assets (%) | Change from Prior Year-End (%) | | :--- | :--- | :--- | :--- | | Cash and Cash Equivalents | 112.15 million | 2.69% | 0.45% | | Accounts Receivable | 457.50 million | 10.99% | 1.55% | | Construction in Progress | 856.00 million | 20.56% | 7.42% | | Short-term Borrowings | 227.73 million | 5.47% | 2.90% | - As of the end of the reporting period, 88.69 million CNY of the company's assets were restricted, primarily cash and cash equivalents and notes receivable used for bank acceptance bills and letter of credit margins, as well as fixed assets pledged for bank financing[43][44] Analysis of Investment Status The company's investment activities primarily focused on non-equity major project construction, with raised funds mainly invested in optical-grade polyester film, capacitor polyester film, and solar backsheet base film projects, totaling 1.492 billion CNY in cumulative investment, while non-raised funds were primarily used for the 90 million square meters/year lithium-ion battery separator project, which has accumulated 337 million CNY in investment and is currently in the customer trial phase Major Investment Projects | Committed Investment Project with Raised Funds | Committed Investment Total (CNY) | Cumulative Investment at Period End (CNY) | Investment Progress (%) | | :--- | :--- | :--- | :--- | | 20,000 tons/year Optical-Grade Polyester Film Project | 420.00 million | 353.50 million | 84.17% | | 5,000 tons/year Capacitor Polyester Film Project | 280.00 million | 280.05 million | 100.02% | | 50,000 tons/year Solar Backsheet Base Film Project | 570.00 million | 305.58 million | 53.61% | - The non-raised fund investment '90 million square meters/year Lithium-ion Battery Separator Project' has a planned total investment of 350 million CNY, with 337 million CNY cumulatively invested as of the end of the reporting period, reaching 84.92% project progress, and products currently in customer trial phase[58] Analysis of Major Holding and Participating Companies During the reporting period, the controlling subsidiary Ningbo Dongxucheng New Material Technology Co., Ltd. was the company's main source of profit, achieving a net profit of 44.91 million CNY, while Zhejiang Nanyang Xintong New Material Co., Ltd., engaged in lithium-ion battery separator business, remained in a loss-making state with a net loss of 3.76 million CNY Major Subsidiaries' Performance | Major Subsidiary Name | Operating Revenue (CNY) | Net Profit (CNY) | | :--- | :--- | :--- | | Ningbo Dongxucheng New Material Technology Co., Ltd. | 201.39 million | 44.90 million | | Zhejiang Nanyang Xintong New Material Co., Ltd. | 24,535.60 | -3.76 million | | Hangzhou Nanyang New Material Technology Co., Ltd. | 0.00 | -427,821.30 | Operating Performance Forecast for January-September 2017 The company forecasts a net profit attributable to shareholders for January-September 2017 to range from -20.00% to 0.00%, with a net profit range of 78.71 million CNY to 98.38 million CNY, primarily due to a slight decrease in product selling prices and an increase in raw material costs 2017 Q3 Operating Performance Forecast | Item | Forecast Status | | :--- | :--- | | Net Profit Change Range (Jan-Sep 2017) | -20.00% to 0.00% | | Net Profit Range (Jan-Sep 2017) | 78.71 million to 98.38 million | | Net Profit (Jan-Sep 2016) | 98.38 million | | Reason for Performance Change | Slight decrease in product selling prices, increase in raw material costs | Risks Faced by the Company and Countermeasures The company faces major risks including uncertainties in the approval and implementation of significant asset restructuring, rising comprehensive management costs, raw material price fluctuations, delays in new project construction and capacity release, and exchange rate volatility, which the company plans to address through strengthened management, scientific inventory adjustments, enhanced project R&D, and the use of financial instruments - Major asset restructuring risk: The acquisition of drone business is still subject to CSRC approval, with inherent uncertainties[65] - Operational risks: Facing risks such as raw material price fluctuations, delays in new project commissioning, and exchange rate volatility[66] Significant Matters This section details the fulfillment of commitments, implementation of incentive plans, major related-party transactions, and significant contracts Fulfillment of Commitments by Controlling Shareholder, Shareholders, Related Parties, Acquirers, and the Company During and After the Reporting Period During the reporting period, all commitments made by the company and related parties regarding share lock-up and avoidance of horizontal competition in asset restructuring and refinancing activities were strictly fulfilled, with no overdue unfulfilled commitments - Commitments made by asset restructuring related parties Luo Peidong, Luo Xinliang, Yao Naxin, etc., regarding share lock-up and avoidance of horizontal competition are being strictly fulfilled[70][71] - The 36-month lock-up period committed by the company's actual controller Shao Yixing and the employee stock ownership plan in the 2015 non-public offering is also being fulfilled[72] Implementation of Company's Equity Incentive Plans, Employee Stock Ownership Plans, or Other Employee Incentive Measures The company implemented stock option and restricted stock incentive plans, as well as the first phase of its employee stock ownership plan, with some stock options canceled and restricted shares repurchased and canceled due to operating performance not meeting assessment targets in 2014 and 2015, and shares subscribed under the employee stock ownership plan remaining within a 36-month lock-up period - Due to not meeting performance targets in 2014 and 2015, the company has canceled some stock options and repurchased and canceled some restricted shares[80][81] - The company's first phase employee stock ownership plan has subscribed for 9.02 million shares of non-publicly issued stock, with a lock-up period of 36 months, remaining within the restricted period during the reporting period[83] Major Related-Party Transactions During the reporting period, the company's total daily related-party transactions amounted to 2.44 million CNY, primarily for purchasing packaging materials, selling utilities, and leasing properties, with transaction prices adhering to market principles, in addition to joint investment with related parties in Hefei Weijing Material Technology Co., Ltd., and minor non-operating related-party receivables and payables Related-Party Transactions | Related-Party Transaction Type | Related Party | Transaction Content | Transaction Amount (CNY) | | :--- | :--- | :--- | :--- | | Purchase of Goods | Taizhou Fenglilai Plastic Co., Ltd. | Packaging Materials | 0.65 million | | Sale of Goods | Cixi Xinrong Electronics Co., Ltd. etc. | Utilities | 0.07 million | | Lease | Taizhou Nanyang Fire Protection Vocational Training School etc. | Property Lease | 1.72 million | Major Contracts and Their Fulfillment The company disclosed several major equipment procurement contracts signed with companies such as Brückner Maschinenbau GmbH & Co. KG (Germany) and Andritz AG (Austria) for the construction of various film production lines, with a total contract value exceeding 550 million CNY, and as of the end of the reporting period, some contracts have been completed, while others are being executed as scheduled Major Contracts | Contract Counterparty Name | Contract Subject | Contract Date | Transaction Price (CNY) | Execution Status | | :--- | :--- | :--- | :--- | :--- | | Andritz AG (Austria) | BOPET Film Production Line | 2012年05月31日 | 81.86 million | Completed | | Brückner Maschinenbau GmbH & Co. KG (Germany) | Biaxially Oriented Polyester Film Production Line | 2012年10月25日 | 142.71 million | Completed | | Brückner Maschinenbau GmbH & Co. KG (Germany) | Lithium Battery Separator Production Line | 2012年11月28日 | 124.91 million | On Schedule | | Brückner Maschinenbau GmbH & Co. KG (Germany) | Biaxially Oriented Polypropylene Capacitor Film Production Line | 2013年12月27日 | 79.46 million | Completed | | Brückner Maschinenbau GmbH & Co. KG (Germany) | Biaxially Oriented Synchronous Stretch Polyester Film Production Line | 2015年02月10日 | 125.72 million | On Schedule | Explanation of Other Significant Matters This chapter elaborates on the company's ongoing significant asset restructuring, which involves acquiring 100% equity of Caihong UAV Technology Co., Ltd. and 84% equity of Aerospace Shenzhou Flight Vehicle Co., Ltd. through share issuance, along with raising supporting funds, a matter approved by the board of directors and shareholders' meeting and submitted to the CSRC for review - Transaction plan: Proposed acquisition of 100% equity of Caihong Company and 84% equity of Shenfei Company through share issuance, with target assets valued at 3.136 billion CNY, an issue price of 13.16 CNY/share, and raising supporting funds not exceeding 1.229 billion CNY[100][101] - Progress: This restructuring has been approved by the company's board of directors, shareholders' meeting, and SASAC, and feedback from the CSRC has been received and responded to, currently awaiting final CSRC approval[101][102][103] Share Changes and Shareholder Information This section presents the company's share capital structure and detailed information on its shareholders Share Changes During the reporting period, the company's total share capital remained unchanged at 708,846,900 shares, with restricted shares accounting for 25.53% and unrestricted shares for 74.47% Share Capital Structure | Share Type | Quantity (shares) | Proportion (%) | | :--- | :--- | :--- | | Restricted Shares | 180,938,337 | 25.53% | | Unrestricted Shares | 527,908,563 | 74.47% | | Total Shares | 708.85 million | 100.00% | Number of Shareholders and Shareholding Information As of the end of the reporting period, the company had 41,005 common shareholders, with Taizhou Jintou Aerospace Co., Ltd. as the largest shareholder holding 21.08%, and among the top ten shareholders, individual shareholders such as Shao Yixing and Luo Peidong held relatively high proportions, with some shares pledged - As of the end of the reporting period, the total number of common shareholders was 41,005 households[110] Top Shareholders | Top Five Shareholders | Nature | Shareholding Proportion (%) | Shareholding Quantity (shares) | | :--- | :--- | :--- | :--- | | Taizhou Jintou Aerospace Co., Ltd. | State-owned Legal Entity | 21.08% | 149.40 million | | Shao Yixing | Domestic Natural Person | 16.97% | 120.31 million | | Luo Peidong | Domestic Natural Person | 5.85% | 41.44 million | | Shao Yutian | Domestic Natural Person | 4.11% | 29.10 million | | Feng Xiaoyu | Domestic Natural Person | 2.84% | 20.10 million | Preferred Shares Information This section clarifies the company's status regarding preferred shares Preferred Shares Status During the reporting period, the company had no preferred shares - During the reporting period, the company had no preferred shares[114] Directors, Supervisors, and Senior Management Information This section provides details on the shareholdings and positions of the company's directors, supervisors, and senior management Shareholding Changes of Directors, Supervisors, and Senior Management During the reporting period, there were no changes in the shareholdings or positions of the company's directors, supervisors, and senior management - There were no changes in the shareholdings or positions of the company's directors, supervisors, and senior management during the reporting period[116][117] Corporate Bonds Information This section outlines the company's corporate bond status Corporate Bonds Status The company has no publicly issued and listed corporate bonds on stock exchanges that are either unexpired or have not been fully redeemed as of the approval date of the semi-annual report - The company has no unexpired or unredeemed corporate bonds[120] Financial Report This section includes the unaudited financial statements and detailed notes to the consolidated financial statements Audit Report The company's 2017 semi-annual financial report is unaudited - The company's semi-annual financial report is unaudited[122] Financial Statements This chapter provides the company's consolidated and parent company balance sheets, income statements, cash flow statements, and statements of changes in owners' equity for the first half of 2017, showing steady growth in total assets but a decline in profitability and negative operating cash flow Notes to Consolidated Financial Statement Items This chapter provides detailed notes on key items in the consolidated financial statements, including cash and cash equivalents, accounts receivable, inventories, construction in progress, operating revenue, and various expenses, explaining their composition, reasons for changes, and accounting treatment methods Operating Revenue and Costs Breakdown 2017年上半年，公司主营业务收入为6.64亿元，主营业务成本为5.09亿元。其他业务收入为211.8万元，成本为285.0万元。 | Item | Revenue (CNY) | Costs (CNY) | | :--- | :--- | :--- | | Main Business | 663.99 million | 508.77 million | | Other Business | 2.12 million | 2.85 million | | Total | 666.11 million | 511.62 million | Major Construction in Progress Projects 截至报告期末，公司在建工程账面价值为8.56亿元，主要项目包括年产50000T太阳能背材基膜项目（2.80亿元）、年产5,000吨电容器用聚酯薄膜项目（2.01亿元）和南洋经中年产9,000万平方米锂电池隔膜项目（1.77亿元）。 | Major Construction in Progress Project | Book Balance at Period End (CNY) | | :--- | :--- | | 50,000 tons/year Solar Backsheet Base Film Project | 279.51 million | | 5,000 tons/year Capacitor Polyester Film Project | 200.75 million | | Nanyang Jingzhong 90 million square meters/year Lithium Battery Separator Project | 177.16 million | | Hangzhou Nanyang 60 million square meters/year LCD Optical Film Project | 76.87 million | Reference Documents Catalog This section lists all documents available for investor reference Reference Documents This chapter lists reference documents available for investor review, including financial statements signed and sealed by the company's负责人, original copies of all publicly disclosed documents and announcements during the reporting period, and the original semi-annual report signed by the legal representative