红旗连锁(002697) - 2016 Q2 - 季度财报

Important Notice, Table of Contents and Definitions The Board of Directors, Supervisory Board, and all senior management guarantee the truthfulness, accuracy, and completeness of this semi-annual report - The company's Board of Directors, Supervisory Board, and all senior management guarantee the truthfulness, accuracy, and completeness of this semi-annual report, with no false records, misleading statements, or major omissions[3] - The company's 2016 semi-annual profit distribution plan is to not distribute cash dividends, not send bonus shares, and not convert capital reserves into share capital[5] - The reporting period for this report is from January 1, 2016, to June 30, 2016[10] Company Profile This section provides fundamental information about Chengdu Hongqi Chain Co., Ltd., including its stock details and legal representative Company Basic Information Chengdu Hongqi Chain Co., Ltd. is a company listed on the Shenzhen Stock Exchange with stock code 002697, and its legal representative is Cao Shiru | Item | Content | | :--- | :--- | | Stock Abbreviation | Hongqi Chain | | Stock Code | 002697 | | Listing Exchange | Shenzhen Stock Exchange | | Full Chinese Name | Chengdu Hongqi Chain Co., Ltd. | | Legal Representative | Cao Shiru | Summary of Accounting Data and Financial Indicators The company's revenue increased, but net profit attributable to shareholders and operating cash flow decreased, while total assets and net assets slightly grew Major Accounting Data and Financial Indicators Revenue grew by 16.13% to 3.071 billion yuan, but net profit attributable to shareholders declined by 13.11% to 102.16 million yuan | Indicator | Current Period | Prior Year Period | YoY Change | | :--- | :--- | :--- | :--- | | Operating Revenue (yuan) | 3,070,798,915.56 | 2,644,358,230.14 | 16.13% | | Net Profit Attributable to Shareholders (yuan) | 102,162,218.77 | 117,575,537.54 | -13.11% | | Net Profit Excluding Non-recurring Items (yuan) | 88,703,548.66 | 104,781,082.57 | -15.34% | | Net Cash Flow from Operating Activities (yuan) | 57,792,403.67 | 69,840,731.47 | -17.25% | | Basic Earnings Per Share (yuan/share) | 0.08 | 0.09 | -11.11% | | Weighted Average Return on Net Assets | 4.90% | 5.99% | -1.09% | | Total Assets (yuan) | 3,666,203,202.29 | 3,641,954,529.87 | 0.67% (vs. end of prior year) | | Net Assets Attributable to Shareholders (yuan) | 2,137,800,329.30 | 2,035,638,110.53 | 5.02% (vs. end of prior year) | Non-recurring Gains and Losses Non-recurring gains and losses totaled 13.46 million yuan, primarily from government subsidies and wealth management product income | Item | Amount (yuan) | Explanation | | :--- | :--- | :--- | | Government subsidies included in current profit/loss | 12,671,036.27 | - | | Investment income from disposal of financial assets, etc. | 1,506,849.31 | Income from short-term bank wealth management products | | Other non-operating income and expenses, net | 1,742,500.42 | - | | Less: Income tax impact | 2,372,700.24 | - | | Total | 13,458,670.11 | - | Report of the Board of Directors The Board of Directors' report details the company's operational performance, business analysis, investment activities, and future outlook Overview In H1 2016, the company achieved stable revenue growth despite a challenging retail environment, but net profit declined due to increased costs - During the reporting period, the company achieved operating revenue of 3.071 billion yuan, a 16.13% year-on-year increase; net profit attributable to the parent company was 102 million yuan, a 13.11% year-on-year decrease[28] - Store expansion: 303 new stores were opened during the reporting period, bringing the total number of stores to 2,437 as of June 30, 2016, with existing and acquired stores also renovated[28] - Value-added services: New convenient services were added, including welfare lottery sales, hospital registration, laundry services, and public transport card top-ups, with value-added business revenue increasing by 19.24% year-on-year[28][29] - Strategic layout: Strengthened online platform construction and invested in establishing a cross-border e-commerce company; participated as a main initiator in establishing Sichuan Hope Bank to diversify business areas[31][32] Main Business Analysis Revenue growth was driven by store expansion and acquisitions, but increased sales and administrative expenses led to a decline in net profit | Item | Current Period (yuan) | Prior Year Period (yuan) | YoY Change | Main Reasons for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 3,070,798,915.56 | 2,644,358,230.14 | 16.13% | Store expansion and increased sales from acquired stores | | Sales Expenses | 655,605,316.26 | 522,144,703.94 | 25.56% | Increase in related expenses and depreciation/amortization due to store expansion and acquisitions | | Administrative Expenses | 56,027,678.36 | 44,311,709.52 | 26.44% | Due to intermediary service fees and increased depreciation/amortization from acquired stores | | Net Cash Flow from Investing Activities | -373,238,770.54 | -999,216,771.42 | 62.65% | More bank wealth management products purchased in the prior year period than in the current period | | Net Cash Flow from Financing Activities | -193,333.33 | 186,739,583.33 | -100.10% | Short-term bank loans obtained in the prior year period, none in the current period | Composition of Main Business Commercial retail is the core business, with food, tobacco/alcohol, and general merchandise as main product categories, and Chengdu urban area as the primary revenue contributor | Category | Operating Revenue (yuan) | Operating Cost (yuan) | Gross Margin | Revenue YoY Change | | :--- | :--- | :--- | :--- | :--- | | By Product | | | | | | General Merchandise | 519,631,877.72 | 403,532,768.79 | 22.34% | 13.54% | | Tobacco and Alcohol | 766,938,796.99 | 617,706,730.48 | 19.46% | 17.10% | | Food | 1,522,138,344.50 | 1,209,809,557.21 | 20.52% | 17.22% | | By Region | | | | | | Chengdu Urban Area | 1,693,600,363.90 | 1,307,158,241.72 | 22.82% | 13.17% | | Suburban Areas | 1,000,220,147.15 | 828,675,862.06 | 17.15% | 19.84% | | Secondary Urban Areas | 114,888,508.16 | 95,214,952.70 | 17.12% | 43.42% | Investment Status Analysis The company made significant equity investments in Sichuan Hope Bank and engaged in wealth management, while also deploying raised funds for acquisitions - The company, as one of the main initiators, participated in the establishment of Sichuan Hope Bank Co., Ltd., with a planned investment of 450 million yuan for a 15% stake; as of the end of the reporting period, 4.5 million yuan had been invested according to project progress[43] Entrusted Wealth Management Products | Entrusted Wealth Management Product Type | Entrusted Wealth Management Amount (10,000 yuan) | Source of Funds | Actual Profit/Loss Amount for Current Period (10,000 yuan) | | :--- | :--- | :--- | :--- | | Principal-protected floating income products | 25,000 | Idle self-owned funds, idle raised funds | 150.69 | - During the reporting period, the company invested a total of 311 million yuan in raised funds, primarily for the acquisition of 100% equity in Chengdu Huihui Supermarket Co., Ltd. using over-raised funds[52][55] Forecast of Operating Performance for Jan-Sep 2016 Net profit for Jan-Sep 2016 is projected to range from 147.08 million to 159.46 million yuan, with growth impacted by acquisition costs | Item | Forecast Data | | :--- | :--- | | Net Profit Change Range | -5.00% to 3.00% | | Net Profit Change Range (10,000 yuan) | 14,707.55 to 15,946.08 | | Net Profit for 2015 Same Period (10,000 yuan) | 15,481.63 | - Reasons for performance change: After acquiring multiple supermarkets since 2015, the operating network expanded, increasing market share and revenue, but acquired stores incurred higher personnel, rent, renovation, and amortization costs during their cultivation period, leading to a discrepancy between expense growth and revenue growth[62] Significant Events This section covers significant legal, asset, related party transactions, shareholder commitments, and other major corporate events Litigation Matters No major litigation in the reporting period, but several minor contract disputes and labor cases arose from the Huihui Supermarket acquisition - The company had no major litigation or arbitration matters during this reporting period[70] - There were multiple minor sales contract disputes and labor dispute cases arising from the acquisition of Huihui Supermarket, with small amounts involved, and some cases have been withdrawn or concluded[70][71][72] Asset Transactions The company acquired assets from Hongyan and Leshan Sihai supermarkets to expand its network and sold a commercial property to optimize asset structure | Transaction Type | Counterparty | Transaction Content | Transaction Price (10,000 yuan) | Impact on the Company | | :--- | :--- | :--- | :--- | :--- | | Asset Acquisition | Hongyan Supermarket | 144 stores and distribution center, etc. | 27,340 | Improves store layout, expands market share | | Asset Acquisition | Leshan Sihai | 32 stores | 1,888 | Expands into secondary markets | | Asset Sale | Li Fei, Liu Jie, Zhu Lina | Commercial property in Jinjiang District, Chengdu | 1,177.58 | Optimizes asset structure | Significant Related Party Transactions Daily related party transactions included purchasing plastic bags and leasing properties from related parties, all within annual limits, and trademark transfer was completed | Related Party | Related Transaction Type | Related Transaction Content | Amount Incurred in Current Period (10,000 yuan) | | :--- | :--- | :--- | :--- | | Taiyangxi Printing | Purchase of Goods | Purchase of plastic bags | 38.09 | | Cao Shiru | Lease | Property lease | 37.93 | | Cao Shixin | Lease | Property lease | 8.27 | | Hongqi Asset | Lease | Property lease | 228.93 | - The company completed the change of registration procedures for the gratuitous transfer of two trademarks from Hongqi Asset Management (Group) Co., Ltd[87] Commitments by the Company or Shareholders Holding 5% or More Controlling shareholder and related parties committed not to reduce shareholdings, and the company made commitments regarding dilutive effects of non-public offerings - Controlling shareholder Cao Shiru and director Cao Zengjun committed on June 16, 2016, not to reduce their company shareholdings within the next 12 months from the date of the commitment[95] - The company, its controlling shareholder, and senior management made commitments regarding measures to mitigate the dilutive effect on immediate returns from the non-public issuance of shares[95] - Long-term commitments regarding avoiding horizontal competition, avoiding related party transactions, and dividend policy are all being fulfilled normally[95][96] Explanation of Other Significant Matters Key developments include the approval for Sichuan Hope Bank, a strategic cooperation agreement with Sichuan Development, and the completion of Huihui Supermarket acquisition - Sichuan Hope Bank Co., Ltd., which the company participated in initiating, received approval for its establishment from the China Banking Regulatory Commission in June 2016[99] - The company signed a Strategic Cooperation Framework Agreement with Sichuan Development (Holdings) Co., Ltd., to collaborate on supply chain integration[100] - The company completed the acquisition of 100% equity in Chengdu Huihui Supermarket Co., Ltd. using over-raised funds and self-owned funds[100] Share Changes and Shareholder Information This section details changes in share capital and the company's shareholder structure, including major shareholders Share Change Status Total share capital remained unchanged, with minor adjustments between restricted and unrestricted shares due to a senior executive's departure - The company's total share capital remained unchanged at 1,360,000,000 shares during the reporting period[104] - Share changes occurred due to the departure of senior management member Yu Shi upon term expiration, leading to a minor adjustment between restricted and unrestricted shares as his holdings were locked as per regulations[104][107] Shareholder Numbers and Shareholding Status As of the reporting period end, the company had 85,825 common shareholders, with Cao Shiru as the largest shareholder - As of the end of the reporting period, the total number of common shareholders was 85,825[109] | Shareholder Name | Shareholder Nature | Shareholding Percentage | Number of Shares Held | | :--- | :--- | :--- | :--- | | Cao Shiru | Domestic Natural Person | 42.48% | 577,660,000 | | Sichuan Sanxin Venture Capital Co., Ltd. | State-owned Legal Person | 12.41% | 168,800,000 | | Cao Zengjun | Domestic Natural Person | 6.15% | 83,640,000 | | China Merchants Securities Co., Ltd. | Domestic Non-state-owned Legal Person | 2.67% | 36,259,900 | | Central Huijin Asset Management Co., Ltd. | State-owned Legal Person | 0.85% | 11,531,100 | - The company's actual controller, Ms. Cao Shiru, and shareholder Mr. Cao Zengjun are mother and son[110] Directors, Supervisors, Senior Management Information This section provides information on the company's board of directors, supervisory board, and senior management Changes in Directors, Supervisors, and Senior Management The company completed board and supervisory board re-elections, with key management re-appointed, while one VP departed due to term expiration - The company completed the re-election of its Board of Directors and Supervisory Board in May 2016, establishing a new leadership structure[118] - The core management team remains stable, with Cao Shiru elected as Chairman and General Manager, Cao Zengjun as Vice Chairman, Deputy General Manager, and Board Secretary, and Chen Huijun as Director, Deputy General Manager, and Chief Financial Officer[118] - Deputy General Manager Yu Shi departed due to the expiration of his term and no longer serves as a senior management member of the company[119] Financial Report This section presents the company's financial statements, including the balance sheet, income statement, and cash flow statement, along with detailed notes Audit Report The semi-annual financial report for 2016 was not audited - The company's 2016 semi-annual financial report was not audited[122] Financial Statements The financial statements show stable total assets, slight debt reduction, revenue growth with profit decline, and significant cash outflow from investing activities Consolidated Balance Sheet Key Items (2016-06-30) | Item | Period-end Balance (yuan) | Period-beginning Balance (yuan) | | :--- | :--- | :--- | | Cash and Bank Balances | 539,752,993.14 | 848,792,693.34 | | Inventories | 910,097,020.66 | 836,478,161.53 | | Fixed Assets | 1,085,476,276.66 | 977,910,373.46 | | Total Assets | 3,666,203,202.29 | 3,641,954,529.87 | | Accounts Payable | 1,177,318,957.63 | 1,081,923,992.51 | | Total Liabilities | 1,528,402,872.99 | 1,606,316,419.34 | | Total Owners' Equity | 2,137,800,329.30 | 2,035,638,110.53 | Consolidated Income Statement Key Items (Jan-Jun 2016) | Item | Amount for Current Period (yuan) | Amount for Prior Period (yuan) | | :--- | :--- | :--- | | Total Operating Revenue | 3,070,798,915.56 | 2,644,358,230.14 | | Operating Cost | 2,231,049,056.48 | 1,933,040,592.18 | | Sales Expenses | 655,605,316.26 | 522,144,703.94 | | Operating Profit | 107,201,107.11 | 136,748,600.88 | | Total Profit | 121,525,628.15 | 139,447,470.45 | | Net Profit Attributable to Parent Company Owners | 102,162,218.77 | 117,575,537.54 | Consolidated Cash Flow Statement Key Items (Jan-Jun 2016) | Item | Amount for Current Period (yuan) | Amount for Prior Period (yuan) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | 57,792,403.67 | 69,840,731.47 | | Net Cash Flow from Investing Activities | -373,238,770.54 | -999,216,771.42 | | Net Cash Flow from Financing Activities | -193,333.33 | 186,739,583.33 | | Net Increase in Cash and Cash Equivalents | -315,639,700.20 | -742,636,456.62 | Notes to Consolidated Financial Statements This section provides detailed explanations for key items in the consolidated financial statements, including goodwill, sales, and administrative expenses - Goodwill book value decreased from 44.40 million yuan at the beginning of the period to 14.17 million yuan at the end of the period, primarily due to a 30.23 million yuan reduction in the acquisition price of Huihui Supermarket as per agreement[260] - Sales expenses increased by 25.56% year-on-year, with employee compensation and store rental fees being the main drivers, increasing by 28.3% and 15.8% respectively, reflecting cost pressures from store expansion[297] - Intermediary service fees within administrative expenses significantly increased from 2.11 million yuan in the prior year period to 4.76 million yuan in the current period[298] - Non-operating income totaled 14.77 million yuan, with government subsidies of 12.67 million yuan being the primary component[303] Supplementary Information Supplementary financial data includes non-recurring gains and losses details and key profitability ratios after excluding non-recurring items Current Period Non-recurring Gains and Losses Details | Item | Amount (yuan) | | :--- | :--- | | Non-current asset disposal gains and losses | -89,015.65 | | Government subsidies included in current profit/loss | 12,671,036.27 | | Investment income from holding transactional financial assets, etc. | 1,506,849.31 | | Other non-operating income and expenses, net | 1,742,500.42 | | Less: Income tax impact | 2,372,700.24 | | Total | 13,458,670.11 | Net Asset Return and Earnings Per Share | Profit for the Reporting Period | Weighted Average Return on Net Assets | Basic Earnings Per Share (yuan/share) | Diluted Earnings Per Share (yuan/share) | | :--- | :--- | :--- | :--- | | Net profit attributable to common shareholders of the company | 4.90% | 0.08 | 0.08 | | Net profit attributable to common shareholders of the company after deducting non-recurring gains and losses | 4.25% | 0.07 | 0.07 |