大麦娱乐(01060) - 2025 - 年度财报

Company Information Company Profile The reporting entity is Damai Entertainment Holdings Limited, formerly Alibaba Pictures Group Limited, renamed on June 5, 2025, and is incorporated in Bermuda with stock code 1060 - The company's name was changed from "Alibaba Pictures Group Limited" to "Damai Entertainment Holdings Limited", effective June 5, 2025[4] Chairman's Statement Strategic Transformation and Market Insights The company has successfully transformed from a film content producer into a diversified entertainment ecosystem operator, driven by a "Content + Technology" strategy and global expansion - The company's strategy has shifted from a sole film and entertainment content producer to a diversified entertainment ecosystem operator covering the entire pan-entertainment industry chain, including live entertainment and IP derivative development[7] - A live entertainment ecosystem has been built with Damai at its core, achieving strong Gross Merchandise Volume (GMV) growth for two consecutive years and launching an international ticketing system to accelerate global expansion[8] - The IP derivative business achieved leapfrog growth, focusing on "full-chain IP development", with its Alifish platform enhancing commercialization efficiency through an "IP2B2C full-chain service model"[10] - The company continues to deepen the application of AI technology in the film and television industry chain, upgrading it from a tool to a core engine to drive intelligent business transformation[12] - The globalization strategy is accelerating, using the Greater Bay Area as a pivot point to achieve two-way connectivity and deep integration between domestic and overseas markets[13] Management Discussion and Analysis Offline Entertainment Market Review China's offline entertainment market showed divergence, with a decline in the film sector but strong growth in the live performance and IP licensing markets Key Offline Entertainment Market Data | Market | Metric | Reporting Period Data | YoY Change | | :--- | :--- | :--- | :--- | | Film Market | Total Box Office | Approx. RMB 50.5 billion | Down approx. RMB 5.1 billion | | | Admissions | Approx. 1.17 billion | Down approx. 160 million | | Performance Market | Total Box Office Revenue | Approx. RMB 57.954 billion | +15.37% | | | Large-scale Concert Box Office | Exceeded RMB 26 billion | +78.1% | | IP Licensing Market | Total Retail Sales of Licensed Goods | Approx. RMB 155.09 billion | Seven consecutive years of growth | Overall Business Review and Financial Performance The company achieved resilient growth driven by its "Content + Technology" strategy, with significant increases in revenue, net profit, and adjusted EBITA, alongside a business segment reorganization Key Financial Indicators for the Reporting Period | Indicator | Reporting Period (RMB) | Prior Period (RMB) | YoY Growth | | :--- | :--- | :--- | :--- | | Total Revenue | 6.702 billion | 5.036 billion | 33% | | Net Profit Attributable to Owners | 364 million | 285 million | 28% | | Adjusted EBITA | 809 million | 504 million | 61% | - During the reporting period, the company restructured its operating segments from five to four: "Film Technology, Investment, Production, and Distribution Platform", "Damai", "IP Derivative Business", and "Drama Series Production"[18] Segment Performance (For the year ended March 31) | Segment | Revenue (RMB in thousands) | Segment Results (RMB in thousands) | | :--- | :--- | :--- | | | 2025 | 2024 | 2025 | 2024 | | Film Technology, Investment, Production, and Distribution Platform | 2,711,809 | 2,999,459 | 73,209 | 811,901 | | Damai | 2,057,205 | 612,585 | 1,230,283 | 280,565 | | IP Derivative Business | 1,433,393 | 827,545 | 380,349 | 217,764 | | Drama Series Production | 499,919 | 596,124 | 25,403 | 14,459 | | Total | 6,702,326 | 5,035,713 | 1,709,244 | 1,324,689 | Segment Business Analysis Segment performance diverged, with strong growth in Damai and IP Derivatives, while the Film segment declined and the Drama Series segment saw mixed results Film Technology, Investment, Production, and Distribution Platform Amid a declining film market, this segment's revenue and performance fell by 10% and 91% respectively, despite initiatives like "Tao Mai VIP" and tech investments Film Technology, Investment, Production, and Distribution Platform Performance | Indicator | Reporting Period (RMB) | Prior Period (RMB) | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | 2.712 billion | 2.999 billion | -10% | | Segment Results | 73 million | 812 million | -91% | - Tao Piao Piao and Damai jointly launched the "Tao Mai VIP" membership system, integrating film and performance consumption scenarios to effectively retain high-value consumer loyalty[27] - The company continues to increase investment in technologies such as AI, digital humans, and virtual production, having built four virtual production studios to reduce costs[32] Damai Damai delivered robust performance with revenue and segment results growing 236% and 339% respectively, driven by the booming live entertainment market Damai Segment Performance | Indicator | Reporting Period (RMB) | Prior Period (RMB) | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | 2.057 billion | 613 million | +236% | | Segment Results | 1.23 billion | 281 million | +339% | - Damai has recorded high-speed growth in Gross Merchandise Volume (GMV) for two consecutive years, providing ticketing services for nearly all major concerts in China[36] - In live entertainment content, Damai has accumulated six major content labels and participated in the investment and production of over 120 IPs, covering various categories[38] IP Derivative Business The IP derivative business became a key growth engine, with revenue and segment results increasing by 73% and 75% respectively IP Derivative Business Segment Performance | Indicator | Reporting Period (RMB) | Prior Period (RMB) | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | 1.433 billion | 828 million | +73% | | Segment Results | 380 million | 218 million | +75% | - Retail sales of Alifish's licensed IP products grew substantially, driving Alifish's revenue growth by over 90%[41] - The collectible toy brand "KOITAKE" has collaborated with over 40 film and television IPs, including "The Legend of Shen Li" and "Empresses in the Palace"[42] Drama Series Production The drama series production segment's revenue declined by 16%, but its segment results grew by 76% due to a focus on high-quality content Drama Series Production Segment Performance | Indicator | Reporting Period (RMB) | Prior Period (RMB) | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | 500 million | 596 million | -16% | | Segment Results | 25 million | 14 million | +76% | Outlook and Strategic Planning The company's future strategy focuses on four core pillars: content leadership, user growth, commercial derivatives, and overseas expansion - The company will continue to advance its four strategic plans: - Content Leadership: Enhance production capabilities across multiple content categories like films, drama series, and live performances - User Growth: Accelerate the merger of film and performance ticketing platforms to create a one-stop ticketing service - Commercial Derivatives: Further scale up the IP derivative business - Overseas Expansion: Expand into Asia and globally, starting from the Greater Bay Area[47] Financial Review This section reviews financial performance, including expense changes, liquidity, capital structure, a major acquisition, and employee information Expense and Income Overview | Item | Reporting Period (RMB) | Prior Period (RMB) | YoY Change | | :--- | :--- | :--- | :--- | | Selling and Marketing Expenses | 789 million | 710 million | +11% | | Administrative Expenses | 1.237 billion | 978 million | +27% | | Net Finance Income | 193 million | - | - | Financial Resources and Liquidity (As of March 31, 2025) | Indicator | Amount (RMB) | | :--- | :--- | | Cash, cash equivalents and bank deposits due within one year | Approx. 3.365 billion | | Short-term borrowings | Approx. 397 million | | Gearing Ratio | Zero (Net cash position) | - A major acquisition was completed during the period, acquiring a 70% equity interest in Dongyang Meira for RMB 350 million to offset a loan of the same amount owed by Huayi Brothers[56] - As of the period end, the Group had 1,733 employees, an increase from 1,455 in the prior year, with total staff costs of approximately RMB 885 million[58] Biographical Details of Directors and Senior Management Profiles of Directors and Senior Management This chapter details the backgrounds of the executive directors, INEDs, and company secretaries, noting the resignation of a non-executive director during the period - The core executive director team includes: - Mr. Fan Luyuan: Chairman and CEO, an Alibaba partner who previously worked at Alipay - Mr. Li Jie: President, responsible for film investment, promotion, distribution, and user platform business in mainland China - Mr. Meng Jun: Chief Financial Officer, with extensive financial management experience across various Alibaba Group business units[60][61][63] - During the reporting period, Mr. Dong Benhong resigned as a non-executive director on January 10, 2025[71] Report of the Directors Business and Performance The company's principal activity is investment holding, and the Board does not recommend the payment of a dividend for the fiscal year - The Directors do not recommend the payment of a dividend for the financial year ended March 31, 2025[75] Share Incentive Schemes This section details the company's share incentive plans, including the terminated 2012 Scheme and the current 2021 Scheme and Share Award Scheme - The "2012 Share Option Scheme" was terminated on September 6, 2021, and replaced by the "2021 Share Option Scheme"[94] - As of the end of the reporting period, 12,375,000 outstanding share options remained under the "2012 Share Option Scheme"[118] - During the period, the company granted 161,235,222 award shares under the Share Award Scheme, while 162,342,142 shares vested[153] Connected Transactions This section discloses ongoing connected transactions, primarily with Alibaba Group, and explains the contractual arrangements (VIE structure) used to control restricted businesses in China Continuing Connected Transactions Details 29 continuing connected transactions essential for daily operations, covering services like operations, payment, marketing, and cloud with Alibaba ecosystem partners Selected Major Continuing Connected Transactions (FY2025) | Transaction Type | Counterparty | Annual Cap (RMB) | Actual Amount (RMB) | | :--- | :--- | :--- | :--- | | Operation Services Agreement | Tmall Entities | 140 million | 99.057 million | | Payment Services Framework Agreement | Alipay | 150 million | 124 million | | Copyright Transfer Framework Agreement | Youku Technology | 1.9 billion | 426 million | | Shared Services Framework Agreement | Alibaba.com | 136 million | 129 million | | Cloud Services Framework Agreement | Alibaba Cloud | 56 million | 50.391 million | Contractual Arrangements (VIE Structure) This explains the two sets of contractual arrangements (VIE structure) used to control and consolidate restricted onshore businesses, detailing their legal basis, terms, risks, and mitigation measures - Due to PRC laws restricting foreign investment in businesses such as film production and distribution, broadcasting, and value-added telecommunications, the Group uses a Contractual Arrangement (VIE structure) to gain effective control over and consolidate its onshore operating companies[246][302][353] - Contractual Arrangement I primarily involves entities like Zhonglian Jinghua and Beijing Ali Tao, enabling operations in restricted businesses like film, drama series, and ticketing[246] - Contractual Arrangement II was established for the acquisition of the Damai business, involving entities like Beijing Damai and Jinmai Technology to operate in restricted areas like live performances and online ticketing[318] - The company acknowledges risks associated with the VIE structure, including potential non-compliance rulings from the PRC government, unenforceability of agreements, and potential conflicts of interest[306][371] Corporate Governance Report Corporate Governance Overview The company complied with most Corporate Governance Code provisions, with the only deviation being the combined role of Chairman and CEO - The company deviated from code provision C.2.1 of the Corporate Governance Code, as the roles of Chairman and CEO are not separate and are both held by Mr. Fan Luyuan[407] Board of Directors The Board comprises six directors, meeting the required number of INEDs, and has adopted a board diversity policy Board Meeting Attendance | Director Name | Position | Board Meeting Attendance | General Meeting Attendance | | :--- | :--- | :--- | :--- | | Mr. Fan Luyuan | Chairman & CEO | 7/7 | 1/1 | | Mr. Li Jie | Executive Director | 7/7 | 1/1 | | Mr. Meng Jun | Executive Director | 7/7 | 1/1 | | Ms. Song Lixin | Independent Non-executive Director | 7/7 | 1/1 | | Mr. Tong Xiaomeng | Independent Non-executive Director | 7/7 | 1/1 | | Mr. Chan Chi Hong | Independent Non-executive Director | 7/7 | 1/1 | Board Committees The Board has four committees: Remuneration, Audit, Nomination, and Executive, whose composition, roles, and work during the year are detailed - Remuneration Committee: Chaired by Mr. Tong Xiaomeng, responsible for reviewing and recommending director remuneration[439] - Audit Committee: Chaired by Mr. Chan Chi Hong, responsible for overseeing financial reporting, external auditors, and internal control systems[448] - Nomination Committee: Chaired by Mr. Fan Luyuan, responsible for reviewing Board structure and nominating director candidates[456] - Executive Committee: Comprised of the three executive directors, responsible for handling and monitoring daily management matters[461] Accountability and Audit This section outlines responsibilities for financial reporting and details the three-line model for risk management and internal control - The company has established a three-line model for risk management: the first line is business operations teams; the second is risk management functions (finance, legal, security, internal control); the third is independent supervision (internal audit, integrity)[473][474][475] Key Risks and Mitigation Measures | Key Risk | Risk Description | Risk Mitigation Measures | | :--- | :--- | :--- | | Market Risk | Declining activity in the film market versus rising demand in the performance market; potential operational issues with partners | Execute "Content + Technology" strategy, stabilize ticketing platform advantages, increase AI and virtual production investment; establish partner credit management | | Industry Policy Risk | Content may not be released due to regulatory, censorship, or tainted artist issues, causing losses | Closely monitor regulatory trends, strictly select themes, conduct due diligence on artists, and avoid collaboration with tainted artists | | Legal & Compliance Risk | User data breaches or content compliance issues (e.g., obscenity, defamation) could trigger penalties and reputational risk | Strictly enforce regulatory requirements, update user data protection policies, review platform content, and continuously improve user experience | - During the reporting period, total remuneration paid to the external auditor, PricewaterhouseCoopers, was RMB 4,467,000, all for audit services[487] Shareholders' Rights and Communication The company outlines shareholders' rights and emphasizes its commitment to effective communication through various channels - Shareholders holding not less than one-tenth of the paid-up capital of the company have the right to request the Board to convene a special general meeting[496] Independent Auditor's Report Audit Opinion and Key Audit Matters The auditor issued an unqualified opinion and highlighted three key audit matters: impairment assessments of goodwill, film and TV rights, and equity-accounted investments - The auditor issued an unqualified opinion on the consolidated financial statements[510] - Key Audit Matters included: - Impairment assessment of goodwill: Involves high uncertainty in estimating the recoverable amount of cash-generating units - Impairment assessment of film and television rights: The estimation of recoverable amounts is subject to high uncertainty - Impairment assessment of investments accounted for using the equity method: Involves significant estimates and assumptions in determining the recoverable amount[516] Consolidated Financial Statements Consolidated Statement of Profit or Loss The statement shows a 33% revenue increase to RMB 6.702 billion and a 28% rise in profit attributable to owners to RMB 364 million Consolidated Statement of Profit or Loss Summary (For the year ended March 31) | Indicator (RMB in thousands) | 2025 | 2024 | | :--- | :--- | :--- | | Revenue | 6,702,326 | 5,035,713 | | Gross Profit | 2,478,130 | 2,017,043 | | Operating Profit | 648,735 | 309,680 | | Profit for the year | 386,392 | 297,469 | | Profit attributable to owners of the Company | 363,576 | 284,790 | | Basic earnings per share (RMB cents) | 1.23 | 1.03 | Consolidated Statement of Financial Position As of March 31, 2025, total assets reached RMB 23.5 billion and total equity was RMB 16.47 billion, with a notable increase in non-current assets Consolidated Statement of Financial Position Summary (As at March 31) | Indicator (RMB in thousands) | 2025 | 2024 | | :--- | :--- | :--- | | Assets | | | | Non-current assets | 11,360,623 | 8,366,224 | | Current assets | 12,138,760 | 13,093,676 | | Total assets | 23,499,383 | 21,459,900 | | Equity and Liabilities | | | | Total liabilities | 7,034,083 | 5,639,020 | | Total equity | 16,465,300 | 15,820,880 | | Total equity and liabilities | 23,499,383 | 21,459,900 | Consolidated Statement of Cash Flows The statement shows a net cash outflow from operating activities of RMB 1.056 billion, resulting in a year-end cash balance of RMB 2.506 billion Consolidated Statement of Cash Flows Summary (For the year ended March 31) | Indicator (RMB in thousands) | 2025 | 2024 | | :--- | :--- | :--- | | Net cash (outflow)/inflow from operating activities | (1,055,774) | 822,191 | | Net cash outflow from investing activities | (1,276,188) | (298,758) | | Net cash inflow/(outflow) from financing activities | 429,623 | (93,550) | | Net (decrease)/increase in cash and cash equivalents | (1,902,339) | 429,883 | | Cash and cash equivalents at end of year | 2,505,808 | 4,413,697 | Notes to the Consolidated Financial Statements The notes provide detailed explanations of accounting policies, segment reorganization, goodwill assessment, business combinations, and significant related party transactions - Note 5 discloses that the Group re-aggregated its operating segments into "Film Technology, Investment, Production, and Distribution Platform", "Damai", "IP Derivative Business", and "Drama Series Production", with comparative segment information restated[556][740] - Note 15 shows the Group's total goodwill of RMB 3.844 billion, primarily allocated to the "Film Technology, Investment, Production, and Distribution Platform" segment (RMB 3.442 billion), with no impairment loss recognized[517][778] - Note 36 details two major business combinations: the acquisition of a 70% stake in Dongyang Meira for RMB 350 million, generating goodwill of RMB 140 million; and the acquisition of a 51% stake in TH Entertainment for RMB 200 million in cash, generating goodwill of RMB 149 million[856][862] Financial Summary Five-Year Financial Summary This section presents key performance and financial position data for the last five fiscal years, showing significant recent revenue growth and profitability Five-Year Performance Summary (For the year ended March 31) | RMB in thousands | 2021 | 2022 | 2023 | 2024 | 2025 | | :--- | :--- | :--- | :--- | :--- | :--- | | Revenue | 2,858,897 | 3,652,170 | 3,500,553 | 5,035,713 | 6,702,326 | | (Loss)/Profit attributable to owners of the Company | (96,311) | 169,853 | (291,132) | 284,790 | 363,576 | Five-Year Asset and Liability Summary (As at March 31) | RMB in thousands | 2021 | 2022 | 2023 | 2024 | 2025 | | :--- | :--- | :--- | :--- | :--- | :--- | | Total assets | 15,540,882 | 15,576,698 | 15,571,638 | 21,459,900 | 23,499,383 | | Total liabilities | (1,702,944) | (1,533,696) | (1,461,427) | (5,639,020) | (7,034,083) | | Equity attributable to owners of the Company | 13,786,321 | 14,017,107 | 14,069,835 | 15,722,396 | 16,227,560 |