宁波精达(603088) - 2025 Q2 - 季度财报

Definitions This section provides definitions of key terms used throughout the report Company Profile and Key Financial Indicators This section outlines the company's fundamental information and presents its key accounting data and financial performance metrics Company Basic Information This chapter provides basic information about Ningbo Jingda Forming Equipment Co., Ltd., including its name, legal representative, contact details, and stock overview - Company basic information, contact details, and stock code remain unchanged. The legal representative is Zhang Dan[13][14] Key Accounting Data and Financial Indicators Revenue slightly increased by 1.10%, but net profit attributable to shareholders decreased by 25.77% due to rising costs, while total assets and net assets grew significantly Key Accounting Data | Key Accounting Data | Current Period (Jan-Jun) | Prior Year Period | YoY Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 400,737,179.50 Yuan | 396,385,263.82 Yuan | 1.10% | | Net Profit Attributable to Shareholders | 65,052,655.31 Yuan | 87,637,808.92 Yuan | -25.77% | | Net Profit Attributable to Shareholders (Excl. Non-recurring) | 61,042,410.37 Yuan | 81,753,926.10 Yuan | -25.33% | | Net Cash Flow from Operating Activities | 53,498,566.57 Yuan | 56,797,551.78 Yuan | -5.81% | | Asset Status | End of Current Period | End of Prior Year | Period-end vs. Prior Year-end Change (%) | | Total Assets | 1,822,200,229.12 Yuan | 1,386,454,455.86 Yuan | 31.43% | | Net Assets Attributable to Shareholders | 1,075,858,174.60 Yuan | 777,897,888.21 Yuan | 38.30% | Key Financial Indicators | Key Financial Indicators | Current Period (Jan-Jun) | Prior Year Period | YoY Change | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share (Yuan/share) | 0.14 | 0.20 | -30.00% | | Weighted Average Return on Net Assets (%) | 7.16% | 11.69% | Decreased by 4.53 percentage points | - Non-recurring gains and losses totaled 4,010,244.94 Yuan for the reporting period, primarily from government subsidies and fair value changes in financial assets[21][22] Management Discussion and Analysis This section provides an in-depth analysis of the company's industry, main business operations, core competencies, and key financial performance during the reporting period Industry and Main Business Overview The company specializes in forming equipment manufacturing, expanding into precision molds and stamping parts through acquisition, benefiting from growth in downstream sectors like automotive and data centers - The company's main businesses are heat exchanger equipment and precision presses, with downstream applications covering the air conditioning, automotive, home appliance, and electronics industries[25][34] - Positive outlook for downstream markets: Air conditioning heat exchangers are expected to reach a global market size of 360-430 billion Yuan by 2024; Micro-channel heat exchangers are projected to approach 20 billion Yuan in China by 2030; High-speed precision presses are estimated to have a Chinese market capacity of 40-50 billion Yuan by 2025[25][28][31] - During the reporting period, the company acquired 100% equity of Wuxi Weiyan, adding precision molds, precision stamped automotive parts, and micro-hole EDM special processing machine tools, extending its industrial chain[36] Discussion and Analysis of Operations In H1 2025, operating revenue grew 1.1% to 401 million Yuan, but net profit declined 25.77% to 65.05 million Yuan due to external factors, while the company completed the Wuxi Weiyan acquisition and advanced market and R&D initiatives Financial Indicators | Financial Indicator | H1 2025 | YoY Change | | :--- | :--- | :--- | | Operating Revenue | 400,737,179.50 Yuan | +1.1% | | Net Profit Attributable to Shareholders | 65,052,655.31 Yuan | -25.77% | - The company achieved a milestone in its capital strategy by completing the acquisition of 100% equity of Wuxi Weiyan on May 1, 2025, integrating it into the consolidated financial statements to enhance core competitiveness[38] - In market marketing, the company steadfastly pursued its overseas and key client strategies; Wuxi Weiyan, the acquired entity, saw its export orders increase by approximately 70% in the first half, with North American orders reaching last year's full-year level[39][40] - Significant progress in technology R&D includes: Heat exchanger equipment: upgraded the world's first fin storage and retrieval machine, completing the development of a three-station model; Precision presses: delivered a 46-series large cylindrical battery structural component high-speed production line to a client and completed the development of an ultra-precision high-speed press with bottom dead center accuracy compensation; Micro-channel heat exchangers: collaborated with German company JSM to develop a new generation of tube mills[41][42] Analysis of Core Competencies The company's core competencies span technology, equipment, in-house core component development, customer resources, brand, human resources, and comprehensive service capabilities, supported by numerous patents and global client reach - The company possesses strong technological advantages, holding nearly 100 patents and leading or participating in the formulation of 12 national and industry standards[47] - The company has equipment advantages, owning over 270 high-precision CNC machining equipment from international top brands, ensuring micron-level processing accuracy for critical components[47] - The company has achieved independent R&D and high-quality manufacturing of core functional components, such as precision beds, planetary gear sets, and precision guide components, enhancing machine matching and reducing costs[48] - The company boasts extensive customer resources, exporting products to 78 countries and regions worldwide, and has established strong collaborations with leading enterprises in the new energy vehicle sector[48][49] Analysis of Key Operating Performance Operating revenue slightly increased by 1.1% due to the Wuxi Weiyan acquisition, but operating costs rose 21.73%, impacting profit margins, while investment cash flow decreased significantly due to acquisition payments Key Operating Performance | Item | Current Period Amount | Prior Year Period Amount | Change (%) | Main Reason | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 400,737,179.50 Yuan | 396,385,263.82 Yuan | 1.10 | Sales growth of mold products after Wuxi Weiyan consolidation | | Operating Cost | 252,871,745.25 Yuan | 207,738,567.22 Yuan | 21.73 | Due to acquisition of Wuxi Weiyan | | Administrative Expenses | 21,957,290.80 Yuan | 15,877,180.77 Yuan | 38.29 | Increase in management personnel salaries and intangible asset amortization | | Financial Expenses | -8,182,223.51 Yuan | -3,961,893.41 Yuan | -106.52 | Increase in foreign exchange gains | | Net Cash Flow from Investing Activities | -45,443,655.21 Yuan | 30,046,692.06 Yuan | -251.24 | Increase in investment payments for acquisition | | Net Cash Flow from Financing Activities | 48,539,450.98 Yuan | -129,935,166.10 Yuan | 137.36 | Proceeds from share issuance for asset acquisition | - The company acquired 100% equity of Wuxi Weiyan through share issuance and cash payment, and established JS Machinery GmbH, a 90% owned subsidiary, in Germany in March 2025[58][59] - As of the end of the reporting period, the company's overseas assets amounted to 51,018,422.78 Yuan, accounting for 2.80% of total assets[56] (III) Analysis of Assets and Liabilities Total assets reached 1.82 billion Yuan, increasing by 31.43% due to the Wuxi Weiyan acquisition, which significantly impacted fixed assets, intangible assets, goodwill, and accounts receivable Assets and Liabilities | Item Name | Current Period End Amount | Prior Year End Amount | Change (%) | Main Reason | | :--- | :--- | :--- | :--- | :--- | | Total Assets | 1,822,200,229.12 Yuan | 1,386,454,455.86 Yuan | 31.43 | Increase in consolidation scope | | Accounts Receivable | 207,922,910.66 Yuan | 131,124,713.03 Yuan | 58.57 | Increase in consolidation scope | | Fixed Assets | 332,493,625.31 Yuan | 163,173,329.88 Yuan | 103.77 | Increase in consolidation scope | | Goodwill | 45,590,421.25 Yuan | 0 Yuan | - | Due to asset acquisition | | Capital Reserve | 336,801,211.20 Yuan | 42,695,054.46 Yuan | 688.85 | Due to acquisition | (I) Potential Risks The company faces risks from intensified market competition, adverse external environments impacting exports, rising costs affecting gross margins, new market development challenges, talent retention, contract performance, accounts receivable, exchange rate fluctuations, and inventory management - The company faces multiple risks including market competition, export environment, declining gross margins, market expansion, talent mobility, contract performance, accounts receivable, exchange rate fluctuations, and inventory management[65][66][67][68] Corporate Governance, Environment, and Society This section details changes in the company's board, supervisors, and senior management, along with the progress of its equity incentive plans Changes in Directors, Supervisors, Senior Management, and Incentive Plans The company saw changes in its board secretary and appointed new vice general managers, while conditions for the third unlocking period of its 2022 restricted stock incentive plan were met - During the reporting period, the company appointed Jiang Liangbo as Vice General Manager and Board Secretary, and Cai Leiming and Hu Liyi as Vice General Managers[71] - The conditions for the third unlocking period of the company's 2022 Restricted Stock Incentive Plan were met, involving 86 individuals and unlocking a total of 2,278,752 shares[73] Significant Matters This section covers the fulfillment of commitments, significant related party transactions, and the utilization of raised funds during the reporting period Fulfillment of Commitments The company and related parties strictly fulfilled all commitments, including those related to the acquisition of Wuxi Weiyan, with specific performance targets set for its net profit - The counterparty for the acquisition of Wuxi Weiyan committed that the target company's non-recurring net profit for 2024, 2025, and 2026 shall not be less than 36.1 million Yuan, 38.3 million Yuan, and 39.7 million Yuan, respectively[79] Significant Related Party Transactions The most significant related party transaction involved the acquisition of 100% equity of Wuxi Weiyan through share issuance and cash payment, along with a private placement to the controlling shareholder to raise supporting funds - The company acquired 100% equity of Wuxi Weiyan through share issuance and cash payment, and raised approximately 180 million Yuan in supporting funds through a private placement to its controlling shareholder[83] Use of Raised Funds The company raised approximately 180 million Yuan through a private placement, with the entire net proceeds of 178 million Yuan fully utilized for the cash consideration of the Wuxi Weiyan acquisition and related expenses Raised Funds Utilization | Source of Raised Funds | Total Raised Funds | Net Raised Funds | Cumulative Amount Invested as of Reporting Period End | | :--- | :--- | :--- | :--- | | Private Placement of Shares to Specific Objects | 179,999,997.12 Yuan | 177,757,434.74 Yuan | 179,999,997.12 Yuan | Share Changes and Shareholder Information This section details changes in the company's share capital and provides an overview of its shareholder structure, including the top ten shareholders Share Capital Changes The company's total share capital increased from approximately 438 million to 502 million shares due to the Wuxi Weiyan acquisition and supporting fund raising, significantly increasing restricted shares - Due to the issuance of shares for asset acquisition and the raising of supporting funds, the company's total share capital increased by 64,516,126 shares, reaching 502,387,966 shares[95][96] - The newly added 64,516,126 shares are all restricted shares, increasing the total number of restricted shares to 66,794,878 shares, accounting for 13.30% of the total share capital[95][99] Shareholder Information As of the reporting period end, the company had 32,566 common shareholders, with Ningbo Chengxing Holding Co., Ltd. as the controlling shareholder, and new top ten shareholders emerging from the Wuxi Weiyan acquisition Top Shareholders | Shareholder Name | Shares Held at Period End | Percentage (%) | Share Nature | | :--- | :--- | :--- | :--- | | Ningbo Chengxing Holding Co., Ltd. | 161,228,450 | 32.09 | State-owned Legal Person | | Zheng Liangcai | 24,739,904 | 4.92 | Domestic Natural Person | | Cai Leiming | 23,922,419 | 4.76 | Domestic Natural Person | | Ningbo Guangda Investment Co., Ltd. | 21,978,364 | 4.37 | Domestic Non-state-owned Legal Person | | Zhejiang Yinwan Private Equity Fund Management Co., Ltd. - Yinwan Quanying No. 11 | 21,512,960 | 4.28 | Other | Bond-Related Information This section provides an overview of the company's bond-related activities and outstanding debt instruments Corporate Bond Information During the reporting period, the company had no outstanding corporate bonds, enterprise bonds, non-financial enterprise debt financing instruments, or convertible corporate bonds - The company has no outstanding bonds of any type[109] Financial Report This section presents the company's unaudited semi-annual consolidated and parent company financial statements, along with detailed notes Financial Statements This chapter provides the company's unaudited H1 2025 consolidated and parent company balance sheets, income statements, cash flow statements, and statements of changes in owners' equity Consolidated Income Statement Core Data (Jan-Jun 2025) | Item | Amount | | :--- | :--- | | Total Operating Revenue | 400,737,179.50 Yuan | | Total Operating Cost | 322,930,432.50 Yuan | | Total Profit | 76,069,840.72 Yuan | | Net Profit | 66,495,821.90 Yuan | | Net Profit Attributable to Parent Company Shareholders | 65,052,655.31 Yuan | Consolidated Cash Flow Statement Core Data (Jan-Jun 2025) | Item | Amount | | :--- | :--- | | Net Cash Flow from Operating Activities | 53,498,566.57 Yuan | | Net Cash Flow from Investing Activities | -45,443,655.21 Yuan | | Net Cash Flow from Financing Activities | 48,539,450.98 Yuan | | Net Increase in Cash and Cash Equivalents | 60,067,545.20 Yuan | Notes to Financial Statements The notes detail the company's basic information, financial statement preparation basis, accounting policies, taxes, and significant changes in consolidated financial statement items, notably due to the Wuxi Weiyan acquisition - The company completed a non-same-control business combination of Wuxi Weiyan on May 1, 2025, with a merger consideration of 360 million Yuan, recognizing 45,590,421.25 Yuan in goodwill[333][449] - The company and some subsidiaries enjoy a 15% corporate income tax preferential rate as high-tech enterprises[245][246] - As of the period end, the book balance of accounts receivable was 269 million Yuan, with a bad debt provision of 61.52 million Yuan; inventory book balance was 503 million Yuan, with an impairment provision of 55.91 million Yuan[263][305]