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 financial performance metrics Company Basic Information This chapter provides the company's basic business registration information, including Chinese and English names, legal representative, contact details, and registered and office addresses - The company's full name is Ningbo Peacebird Fashion Apparel Co., Ltd., with Zhang Jiangping as the legal representative17 Key Accounting Data and Financial Indicators In the first half of 2025, the company's performance significantly declined, with operating revenue down 7.86%, net profit attributable to shareholders down 54.61%, and non-recurring net profit plummeting 78.91%, while net cash flow from operating activities turned negative, indicating significant operational pressure 2025 H1 Key Accounting Data | Key Accounting Data | Current Period (Jan-Jun) | Prior Period | YoY Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 2.898 billion yuan | 3.146 billion yuan | -7.86% | | Net Profit Attributable to Shareholders | 0.078 billion yuan | 0.171 billion yuan | -54.61% | | Net Profit Attributable to Shareholders Excluding Non-recurring Items | 0.014 billion yuan | 0.065 billion yuan | -78.91% | | Net Cash Flow from Operating Activities | -0.262 billion yuan | 0.020 billion yuan | -1,425.54% | | Total Assets (Period-end) | 7.082 billion yuan | 8.424 billion yuan | -15.94% | 2025 H1 Key Financial Indicators | Key Financial Indicators | Current Period (Jan-Jun) | Prior Period | YoY Change (%) | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share (yuan/share) | 0.16 | 0.36 | -55.56% | | Basic Earnings Per Share Excluding Non-recurring Items (yuan/share) | 0.03 | 0.14 | -78.57% | | Weighted Average Return on Net Assets (%) | 1.72% | 3.75% | Decrease of 2.03 percentage points | - Total non-recurring gains and losses for the reporting period amounted to 64.0026 million yuan, primarily from government subsidies (69.6006 million yuan) and fair value changes and disposal gains/losses from financial assets (12.9547 million yuan), significantly supplementing current profit2526 Management Discussion and Analysis This section provides an in-depth analysis of the company's operational performance, industry trends, core competencies, and risk factors Industry and Principal Business The company focuses on fashion brand retail, aiming to be the preferred brand for Chinese youth, with a multi-brand matrix including PEACEBIRD, LEDIN, and MINI PEACE, driven by a consumer-centric operating model that leverages data-driven product development, omnichannel retail, and agile supply to adapt to industry changes, characterized by stable economic growth, rational consumption, and a return to lean operations in the apparel sector - The company is positioned as a customer-centric fashion brand retail company, meeting diverse segmented customer needs through a multi-brand matrix28 - The core operating model involves: data-driven product development, omnichannel retail synergy, and rapid, flexible production and supply353637 - Industry trend analysis: - Macroeconomic: In H1 2025, GDP grew by 5.3% year-on-year, and total retail sales of consumer goods increased by 5.0%, supporting industry development39 - Consumption Trends: Consumers are becoming more rational, seeking 'value for money' and demanding higher quality, functionality, and cultural attributes in products40 - Industry Competition: The industry is entering an intrinsic optimization phase, with companies improving quality and efficiency by strengthening internal capabilities (brand, product, channels, supply chain)41 Discussion and Analysis of Operations In H1 2025, the company rebranded with 'Enjoy Quality Fashion' as its core and launched the '2-5-10' strategic plan, actively pursuing brand upgrades, channel optimization (e.g., opening flagship stores), and product innovation, yet retail performance faced pressure, leading to year-on-year declines in both operating revenue and net profit, while continuously optimizing channel structure by closing inefficient stores and focusing on improving store operational quality and sales per square meter - The company established "Enjoy Quality Fashion" as its new brand positioning and released the "2-5-10" medium-to-long-term strategy, aiming to stabilize profitability within 2 years, become an industry leader within 5 years, and secure a key position in the global fashion industry within 10 years42 - The company's LEDIN women's wear and MINI PEACE children's wear brands underwent strategic upgrades, adopting new concepts of "Unleashed Rebirth, True Self Blooming" and emphasizing "creativity" and "imagination" respectively, to refresh their brand images5254 2025 H1 Performance Overview | Indicator | Amount | YoY Change | | :--- | :--- | :--- | | Operating Revenue | 2.898 billion yuan | -7.86% | | Net Profit Attributable to Shareholders | 77.7116 million yuan | -54.61% | | Net Profit Excluding Non-recurring Items | 13.7090 million yuan | -78.91% | - In terms of channel strategy, the company continued to close inefficient stores, focusing instead on enhancing terminal brand image and store sales per square meter, and adjusting the channel structure based on the principles of "reducing floors, expanding areas, and improving sales per square meter"60 Analysis of Core Competencies The company's core competencies are primarily in brand, product, and retail, leveraging a multi-brand matrix for precise youth fashion market coverage, data-driven product supply chain for design accuracy and inventory turnover, and comprehensive new retail integration for an ultimate shopping experience - Brand: Deeply cultivating the youth fashion sector, building a multi-brand matrix to precisely segment and reach target customer groups61 - Product: Data-driven integration across the entire design, production, and marketing chain, achieving a quick-response mechanism and improving operational efficiency62 - Retail: Fully embracing new retail, strengthening e-commerce and social retail online, and enhancing in-store experience to build customer communities offline63 Analysis of Key Operating Performance During the reporting period, both operating revenue and costs declined, but the cost reduction (-15.54%) exceeded the revenue reduction (-7.86%), primarily due to an improved retail discount rate, leading to a 4.00 percentage point increase in overall gross margin to 60.25%; by brand, all major brands experienced varying degrees of revenue decline but improved gross margins; by channel, online sales revenue decreased by 15.91%, offline sales slightly decreased by 5.13%, with direct-operated store revenue remaining largely flat and franchised store revenue down 13.63%; the company continued to optimize its store network, with a net closure of 194 stores during the period Analysis of Major Financial Statement Item Changes | Item | Current Period Amount | Change (%) | Primary Reason | | :--- | :--- | :--- | :--- | | Operating Revenue | 2.898 billion yuan | -7.86% | Decline in retail sales | | Operating Cost | 1.165 billion yuan | -15.54% | Decline in revenue and improved retail discount rate | | Selling Expenses | 1.304 billion yuan | 3.93% | Increased rental and decoration amortization due to more flagship and collection stores | | Net Cash Flow from Operating Activities | -0.262 billion yuan | -1,425.54% | Decline in operating revenue | Brand-wise Profitability | Brand | Operating Revenue (billion yuan) | YoY Revenue Change | Gross Margin (%) | YoY Gross Margin Change | | :--- | :--- | :--- | :--- | :--- | | PEACEBIRD Women's Wear | 1.060 | -10.45% | 61.06% | +5.21 ppt | | PEACEBIRD Men's Wear | 1.180 | -7.42% | 61.54% | +2.28 ppt | | LEDIN Girls' Wear | 0.233 | -7.18% | 55.46% | +5.99 ppt | | MINI PEACE Children's Wear | 0.377 | -3.73% | 60.00% | +3.04 ppt | Channel-wise Profitability | Sales Channel | Operating Revenue (billion yuan) | YoY Revenue Change | Gross Margin (%) | YoY Gross Margin Change | | :--- | :--- | :--- | :--- | :--- | | Online Sales | 0.748 | -15.91% | 49.93% | +5.75 ppt | | Offline Sales | 2.117 | -5.13% | 64.41% | +2.94 ppt | | - Direct-operated Stores | 1.404 | -0.13% | 71.30% | -0.32 ppt | | - Franchised Stores | 0.713 | -13.63% | 50.85% | +6.66 ppt | Physical Store Changes | Store Type | Beginning of Period Quantity | End of Period Quantity | Net Expansion/Closure | | :--- | :--- | :--- | :--- | | Direct-operated | 1,128 | 1,084 | -44 | | Franchised | 2,245 | 2,095 | -150 | | Total | 3,373 | 3,179 | -194 | Asset and Liability Analysis At the end of the reporting period, the company's total assets were 7.082 billion yuan, a 15.94% decrease from the beginning of the year, with significant changes in monetary funds, accounts receivable, and accounts payable reflecting seasonal sales patterns for spring/summer collections and revenue decline, while prepayments and construction in progress increased due to advance payments for autumn/winter goods and increased investment in the R&D center project Changes in Major Asset and Liability Items | Item Name | Period-end Amount (billion yuan) | Change from Prior Year-end (%) | Primary Reason | | :--- | :--- | :--- | :--- | | Monetary Funds | 0.457 | -54.00% | Lower spring/summer revenue | | Accounts Receivable | 0.308 | -42.00% | Lower unit value of spring/summer items and revenue decline | | Prepayments | 0.133 | 222.71% | Advance payments for autumn/winter goods, higher unit value | | Construction in Progress | 0.067 | 76.03% | Increased investment in Global Fashion R&D Center project | | Accounts Payable | 0.395 | -69.30% | Lower unit value of spring/summer goods payable | | Employee Compensation Payable | 0.111 | -36.99% | Payment of year-end bonuses | Risk Analysis The company faces six main risks: brand operations, market trend comprehension, macroeconomic fluctuations, franchisee management, inventory management, and talent team stability, with corresponding countermeasures including strengthening brand building, data-driven R&D, optimizing operations, supporting franchisees, promoting quick-response management, and improving talent mechanisms to address potential challenges - The company identified six major risks: - Brand Operation Risk: Intense market competition requires continuous improvement in products, channels, and brand promotion to meet consumer demands75 - Market Trend Risk: Rapid changes in consumer preferences mean that failure to adjust product design and marketing promptly could adversely affect performance76 - Macroeconomic Risk: Apparel consumption is highly elastic and susceptible to economic fluctuations78 - Franchisee Model Risk: Independent operation by franchisees may lead to inadequate management, impacting brand image and performance79 - Inventory Management Risk: A large amount of inventory carries risks of impairment and write-downs80 - Talent and Team Risk: Personnel turnover may affect team collaboration and business continuity81 Corporate Governance This section details changes in the company's governance structure, including board and supervisory board members, and equity incentive plans Changes in Directors, Supervisors, and Senior Management During the reporting period, changes occurred in the company's board of directors and supervisory board, with Mr. Wang Mingfeng resigning as director and deputy general manager, Mr. Ou Limin being appointed as a new director, and the company resolving to abolish the supervisory board and electing Mr. Weng Jianghong as an employee representative director - Wang Mingfeng resigned from his positions as company director and deputy general manager due to personal reasons84 - The company resolved on June 30, 2025, to abolish the supervisory board and elected Weng Jianghong as an employee representative director for the fifth board of directors84 Equity Incentive Plan During the reporting period, the company terminated its 2021 restricted stock incentive plan, repurchased and canceled some restricted shares, and the reserved equity of the 2024 stock option and restricted stock incentive plan expired - The company terminated the 2021 restricted stock incentive plan and repurchased and canceled some restricted shares85 Significant Matters This section covers important events and decisions, including major related party transactions and the use of raised funds Significant Related Party Transactions During the reporting period, the company projected total daily related party transactions for 2025 to be 50 million yuan, with actual transactions amounting to 10.9169 million yuan by period-end, remaining within the estimated limit, primarily involving related party leases, procurement of goods/acceptance of services, sales of goods/provision of services, and donations 2025 Annual Daily Related Party Transactions: Estimated vs. Actual | Related Party Transaction Type | Estimated Amount (million yuan) | Actual Amount (million yuan) | | :--- | :--- | :--- | | Related Party Leases - Lessee | 20.00 | 6.0488 | | Procurement of Goods/Acceptance of Services from Related Parties | 5.00 | 0.5713 | | Sales of Goods/Provision of Services to Related Parties | 5.00 | 2.9607 | | Donations | 10.00 | 0.00 | | Sales of Goods to Related Parties | 10.00 | 1.3361 | | Subtotal | 50.00 | 10.9169 | Use of Raised Funds In 2021, the company raised a net amount of 794 million yuan through convertible bonds; during the reporting period, the company changed part of its fundraising projects, reallocating 493 million yuan from the uninvested 'Technology Digital Transformation Project' to the 'Ningbo High-tech Zone Peacebird Global Fashion R&D Center Project' due to significant changes in the original project's internal and external operating and technical environment - The company reallocated 492.8537 million yuan of unused raised funds from the "Technology Digital Transformation Project" to construct the "Ningbo High-tech Zone Peacebird Global Fashion R&D Center Project"102 - The project change was due to significant changes in the internal and external environment for the original project's implementation, including organizational structure reforms, adjustments to operating strategies, and rapid iteration of digital technologies102 Share Changes and Shareholder Information This section details changes in the company's share capital and provides an overview of its shareholder structure Share Capital Changes During the reporting period, the company's total share capital decreased from 473.8253 million shares to 471.0754 million shares, primarily due to the termination of the equity incentive plan and the departure of some incentive recipients/failure to meet performance targets, resulting in the repurchase and cancellation of a total of 2.75 million restricted shares - The company's total share capital decreased by 2,749,932 shares, mainly due to the repurchase and cancellation of restricted shares already granted but not yet unlocked109110 Shareholder Information As of the end of the reporting period, the company had 11,530 common shareholders; among the top ten shareholders, controlling shareholder Peacebird Group Co., Ltd. held 40.88% of shares, forming a concerted action group with Zhang Jiangbo, Ningbo Fanmei Investment, and Ningbo Hele Investment Top Five Shareholders' Holdings | Shareholder Name | Period-end Holding Quantity (shares) | Proportion (%) | | :--- | :--- | :--- | | Peacebird Group Co., Ltd. | 192,589,788 | 40.88% | | Zhang Jiangbo | 77,347,912 | 16.42% | | Ningbo Fanmei Investment Management Co., Ltd. | 42,168,000 | 8.95% | | Chen Hongchao | 22,398,600 | 4.75% | | Ningbo Hele Investment Co., Ltd. | 17,724,307 | 3.76% | Bond-Related Information This section provides details on the company's convertible corporate bonds, including issuance, conversion status, and credit ratings Convertible Corporate Bonds In July 2021, the company issued 800 million yuan of 6-year convertible corporate bonds, 'Peacebird Convertible Bonds' (code 113627); no conversion, redemption, or put options occurred during the reporting period; as of period-end, the unconverted amount was 799.8 million yuan, accounting for 99.97% of the total issuance; due to annual equity distribution and repurchase/cancellation of restricted shares, the conversion price has been adjusted multiple times, with the latest conversion price at 20.88 yuan/share; the company's and bond's credit ratings are both AA, with a stable outlook - The company's "Peacebird Convertible Bonds" were listed on August 6, 2021; as of the end of the reporting period, the cumulative conversion ratio was extremely low, with an unconverted amount of 799.752 million yuan, accounting for 99.9690% of the total issuance123127 - Due to the implementation of the 2024 annual equity distribution and the repurchase and cancellation of restricted shares, the conversion price was adjusted to 20.88 yuan/share on June 13, 2025129 - United Credit Ratings maintained the company's long-term credit rating at AA, the "Peacebird Convertible Bonds" credit rating at AA, and the rating outlook as stable130 Financial Report This section presents the company's complete financial statements and detailed notes to the consolidated financial statement items Financial Statements This chapter includes 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 2025 Notes to Consolidated Financial Statement Items This chapter provides detailed explanations of the composition and changes of major items in the consolidated financial statements, including monetary funds, accounts receivable, inventories, fixed assets, construction in progress, accounts payable, revenue, and costs Inventory Age and Impairment Provision (Period-end) | Inventory Age | Book Balance (billion yuan) | Impairment Provision (billion yuan) | Provision Ratio (%) | | :--- | :--- | :--- | :--- | | Within 1 year | 1.069 | 0.00 | 0.00% | | 1-2 years | 0.364 | 0.073 | 20.00% | | 2-3 years | 0.212 | 0.106 | 50.00% | | Over 3 years | 0.036 | 0.036 | 100.00% | | Total | 1.681 | 0.215 | 12.76% | - The period-end balance of construction in progress was 67.4253 million yuan, a significant increase from 38.3029 million yuan at the beginning of the period, mainly due to increased investment in the Ningbo High-tech Zone Peacebird Global Fashion R&D Center Project and the Omnichannel Operations Platform Project308
太平鸟(603877) - 2025 Q2 - 季度财报