Important Notice The board and senior management guarantee the report's truthfulness and completeness, which is unaudited, with no profit distribution plan or non-operating fund appropriation - The company's board of directors and senior management guarantee the truthfulness, accuracy, and completeness of the report, which has not been audited35 - Forward-looking statements do not constitute substantive commitments; investors should be aware of investment risks6 - No non-operating appropriation of funds by controlling shareholders or related parties, nor illegal external guarantees7 - No profit distribution or capital reserve capitalization plan for this reporting period8 Section I Definitions This section defines common terms used in the report, including company names, regulatory bodies, reporting periods, shareholders, and specialized business terminology for clear understanding - Defines common terms such as the Company, CSRC, SSE, and reporting period12 - Clarifies the controlling shareholder Qingdao Kunpeng and its party acting in concert, Qingdao Jiapeng12 - Explains elevator business-related terms such as elevator door systems, elevator door operators, elevator landing door devices, and integrated elevator control systems12 - Explains military simulation-related terms such as LVC (Live, Virtual, and Constructive simulation) and HOTAS (Hands-On Throttle-And-Stick)1215 Section II Company Profile and Key Financial Indicators This section outlines Zhanpeng Technology's basic information and key financial indicators for H1 2025, revealing decreased revenue and significant losses I. Company Information The company's Chinese name is Zhanpeng Technology Co., Ltd., abbreviated as Zhanpeng Technology, with Bao Yue as its legal representative - Company Chinese name: Zhanpeng Technology Co., Ltd., Chinese abbreviation: Zhanpeng Technology14 - Company legal representative is Bao Yue14 II. Contact Person and Contact Information The company's Board Secretary and Securities Affairs Representative is Li Zhiji, located at No. 8 Feihong Road, Liangxi District, Wuxi City, with provided contact details - Board Secretary and Securities Affairs Representative is Li Zhiji16 - Contact address: No. 8 Feihong Road, Liangxi District, Wuxi City; Phone: 0510-81003207; Email: wxflying99@163.com16 III. Brief Introduction to Changes in Basic Information The company's registered and office address is No. 8 Feihong Road, Liangxi District, Wuxi City, with the most recent change to this address occurring in March 2017 - Company's registered and office address is No. 8 Feihong Road, Liangxi District, Wuxi City17 - Company's registered address changed historically, most recently to No. 8 Feihong Road, Liangxi District, Wuxi City in March 201717 IV. Brief Introduction to Changes in Information Disclosure and Document Custody Locations The company's designated information disclosure newspaper is "Shanghai Securities News," with reports published on the SSE website and documents kept at the Board Secretary Office - Information disclosure newspaper: "Shanghai Securities News," website address: www.sse.com.cn[18](index=18&type=chunk) - Semi-annual report custody location: Company Board Secretary Office18 V. Company Stock Overview The company's A-shares are listed and traded on the Shanghai Stock Exchange, with the stock abbreviation Zhanpeng Technology and stock code 603488 - Stock type: A-shares, listed exchange: Shanghai Stock Exchange19 - Stock abbreviation: Zhanpeng Technology, stock code: 60348819 VII. Company's Key Accounting Data and Financial Indicators The company's key accounting data and financial indicators for H1 2025 show a 6.01% year-on-year decrease in operating revenue and significant losses across profit metrics Main Accounting Data (January-June 2025) | Indicator | Current Period (yuan) | Prior Year Period (yuan) | Year-on-Year Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 137,815,079.90 | 146,623,403.51 | -6.01 | | Total Profit | -60,693,454.62 | 5,069,584.61 | -1,297.21 | | Net Profit Attributable to Shareholders of the Listed Company | -36,234,491.24 | 4,585,795.97 | -890.15 | | Net Profit Attributable to Shareholders of the Listed Company After Deducting Non-Recurring Gains and Losses | -40,585,552.66 | -939,714.24 | -4,218.92 | | Net Cash Flow from Operating Activities | -69,955,974.92 | -19,017,427.35 | -267.85 | | Net Assets Attributable to Shareholders of the Listed Company (End of Period) | 945,434,562.13 | 980,970,540.40 | -3.62 | | Total Assets (End of Period) | 1,523,858,622.43 | 1,604,030,568.64 | -5.00 | Main Financial Indicators (January-June 2025) | Indicator | Current Period | Prior Year Period | Year-on-Year Change (%) | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share (yuan/share) | -0.12 | 0.02 | -700.00 | | Diluted Earnings Per Share (yuan/share) | -0.12 | 0.02 | -700.00 | | Basic Earnings Per Share After Deducting Non-Recurring Gains and Losses (yuan/share) | -0.14 | -0.0032 | -4,275.00 | | Weighted Average Return on Net Assets (%) | -3.76 | 0.44 | Decreased by 4.20 percentage points | | Weighted Average Return on Net Assets After Deducting Non-Recurring Gains and Losses (%) | -4.21 | -0.09 | Decreased by 4.12 percentage points | IX. Non-Recurring Gains and Losses Items and Amounts Total non-recurring gains and losses for the current period amounted to 4,351,061.42 yuan, primarily from government grants, fair value changes, and entrusted investment gains/losses Non-Recurring Gains and Losses Items and Amounts | Non-Recurring Gains and Losses Item | Amount (yuan) | | :--- | :--- | | Government grants recognized in current profit or loss | 13,000.00 | | Gains and losses from changes in fair value of financial assets and financial liabilities held by non-financial enterprises, and gains and losses from disposal of financial assets and financial liabilities | 4,106,884.23 | | Gains and losses from entrusted investments or asset management | 1,069,503.76 | | Other non-operating income and expenses apart from the above items | 34,901.29 | | Less: Income tax impact | 783,663.23 | | Impact on minority interests (after tax) | 89,564.63 | | Total | 4,351,061.42 | Section III Management Discussion and Analysis This section analyzes the company's dual-main business, H1 performance, core competitiveness, and risks, noting significant losses due to market downturns I. Description of the Company's Industry and Main Business Operations During the Reporting Period The company has formed a dual-main business structure in elevator control systems and military simulation, with the former facing real estate impacts and the latter benefiting from defense budget growth (I) Industry Overview The elevator industry faces real estate downturns but finds new demand in urban renewal, while the global military simulation market is vast and growing with China's increasing defense budget - The elevator industry is affected by the deep adjustment of the real estate market, leading to slower demand and intensified competition29 - Market demand exists for upgrading and renovating existing elevators and installing elevators in old residential areas, supported by government policies for equipment renewal29 - The global military simulation training system market is projected to reach $121.6 billion within 10 years29 - China's defense budget continues to grow, expected to reach 1.81 trillion yuan in 2025, a year-on-year increase of 9.3%, providing broad prospects for the military simulation market, which is projected to exceed 20 billion yuan by 202730 (II) Company's Main Business Operations The company's elevator business focuses on R&D, production, and sales of door systems and control systems via direct sales, while military simulation, led by Lingwei Junrong, develops air combat simulation and support platforms with demand-driven R&D - Elevator control system related products business includes R&D, production, and sales of elevator door systems, integrated elevator control systems, and elevator car and door system components31 - The elevator business adopts a "production-to-order" direct sales model, establishing a nationwide sales and service network3637 - Military simulation system products business is primarily conducted by Lingwei Junrong, with core products being portable "general digital air combat simulation systems," also providing equipment maintenance support platforms and digital force simulation platforms384041 - The military simulation business's R&D model is divided into demand-driven and technology-driven, with a sales model centered on proprietary software and hardware products, combined with model tasks and customized development41 II. Discussion and Analysis of Operating Conditions In H1 2025, the company's operating performance significantly declined with decreased revenue and substantial losses, mainly due to the sluggish real estate market affecting elevator business and fewer military simulation project acceptances - The elevator control system business is affected by the continued sluggish real estate market, facing pressure from shrinking demand and overcapacity, leading to intensified competition41 - The military simulation system business had fewer project acceptances in the first half, resulting in a smaller contribution to revenue and profit for the current period41 2025 First Half Key Financial Performance | Indicator | Amount (yuan) | Year-on-Year Decrease (%) | | :--- | :--- | :--- | | Operating Revenue | 137,815,079.90 | 6.01 | | Total Profit | -60,693,454.62 | 1,297.21 | | Net Profit Attributable to Shareholders of the Listed Company | -36,234,491.24 | 890.15 | III. Analysis of Core Competitiveness During the Reporting Period The company leverages strong technical, market, product, and talent advantages in its elevator control system business, complemented by deep military aviation understanding and advanced simulation technology in its military simulation segment (I) Elevator Control System Related Products Business The company's elevator control system business boasts core competencies in proprietary variable frequency control technology, high-tech enterprise status, a nationwide direct sales network, customized solutions, superior product quality, and an experienced management team - Possesses proprietary variable frequency control core technology, is a high-tech enterprise, and holds 86 patents (17 invention patents) and 13 software copyrights4344 - Established a nationwide direct sales network with 6 marketing and service outlets in key markets44 - Capable of personalized customization and diversified production for products like elevator door systems and integrated control systems, offering comprehensive elevator component product solutions45 - Products are of excellent quality, having passed European CE certification and explosion-proof qualification from the National Instrument and Meter Explosion-Proof Safety Supervision and Inspection Station4647 - Possesses a composite technical support and after-sales service team, providing a five-year warranty and a green after-sales service channel47 (II) Military Simulation System Products Business Lingwei Junrong's military simulation business excels with deep understanding of military aviation needs, highly realistic and intelligent technical products, and a specialized expert team in flight, fire control, AI, and VR - Lingwei Junrong focuses on cutting-edge military aviation needs, with deep understanding and rich experience in combat, testing, and training operations48 - Main products feature V and C elements, support interconnection with real equipment, provide high-fidelity combat training environments, and utilize multi-agent reinforcement learning and large models for AI algorithm-driven highly intelligent digital forces48 - Holds 117 computer software copyrights and 14 patents (10 invention patents), and is certified as a high-tech enterprise and a Beijing "Specialized, Refined, Unique, and New" SME48 - Gathers excellent technical experts in professional fields such as flight, fire control, weapons, integrated avionics, artificial intelligence, virtual reality, and network communication50 IV. Main Operating Conditions During the Reporting Period During the reporting period, operating revenue decreased, expenses significantly increased, leading to substantial profit decline, while the company completed its dual-main business layout, made equity investments, and received performance compensation for Lingwei Junrong (I) Main Business Analysis During the reporting period, operating revenue decreased by 6.01%, while all major expenses significantly increased, resulting in a substantial decline in total profit and net profit, with the military simulation business contributing negative profit Financial Statement Related Items Fluctuation Analysis (January-June 2025) | Item | Current Period Amount (yuan) | Prior Year Period Amount (yuan) | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 137,815,079.90 | 146,623,403.51 | -6.01 | | Operating Cost | 134,670,648.01 | 118,960,828.48 | 13.21 | | Selling Expenses | 12,365,998.33 | 4,461,872.09 | 177.15 | | Administrative Expenses | 32,955,190.32 | 15,350,768.84 | 114.68 | | Financial Expenses | 2,956,777.48 | 206,318.66 | 1,333.11 | | R&D Expenses | 16,943,937.07 | 7,393,435.48 | 129.18 | | Net Cash Flow from Operating Activities | -69,955,974.92 | -19,017,427.35 | -267.85 | | Net Cash Flow from Investing Activities | 24,249,873.40 | 8,252,180.77 | 193.86 | | Net Cash Flow from Financing Activities | -16,427,227.24 | 81,858,454.50 | -120.07 | - Significant increase in expenses is primarily due to the consolidation of financial data from the controlling subsidiary Lingwei Junrong51 - The company has completed its dual-main business layout of elevator control system related products and military simulation system products52 - Elevator business contributed 127.9783 million yuan in revenue and -23.35 million yuan in net profit; military simulation business contributed 10.192 million yuan in revenue and -28.4979 million yuan in net profit for the current period52 (III) Analysis of Assets and Liabilities At period-end, monetary funds and transactional financial assets decreased, while inventory and short-term borrowings increased, with other equity instrument investments rising due to new investments and reclassification from performance compensation Assets and Liabilities Fluctuation (End of Current Period vs. End of Prior Year) | Item Name | Current Period End Amount (yuan) | Prior Year End Amount (yuan) | Change (%) | Explanation | | :--- | :--- | :--- | :--- | :--- | | Monetary Funds | 97,613,893.66 | 160,390,031.32 | -39.14 | Due to wealth management purchases and daily operations | | Transactional Financial Assets | 202,443,493.10 | 257,783,886.95 | -21.47 | Less new wealth management products purchased after maturity this period | | Inventory | 211,973,993.75 | 170,103,629.41 | 24.61 | Increased material procurement costs for Lingwei Junrong and fewer delivered projects | | Other Equity Instrument Investments | 120,312,687.06 | 93,360,000.00 | 28.87 | ①Invested 10 million yuan in Shanghai Quanshi Sensing Technology Co., Ltd. this period ②Performance compensation met "fixed-for-fixed" conditions, reclassified as equity instrument | | Short-term Borrowings | 100,834,181.47 | 77,021,994.78 | 30.92 | Continued short-term borrowings this period | | Long-term Borrowings | 100,331,642.13 | 125,519,413.17 | -20.07 | Repaid part of long-term borrowings this period | - At period-end, 1,586,331.51 yuan of monetary funds were restricted, used as margin for bank acceptance bills and letters of guarantee56 (IV) Analysis of Investment Status The company made strategic equity investments in Wuxi Yiwen and Shanghai Quanshi, and received equity compensation for Lingwei Junrong's unmet performance, increasing its direct shareholding and total voting rights in the subsidiary - The company long-term holds equity in Wuxi Yiwen Microelectronics Technology Co., Ltd., designated as a financial asset measured at fair value with changes recognized in other comprehensive income57 - Due to Lingwei Junrong's failure to meet its 2024 performance commitment, the company received 16,952,687.06 yuan in equity compensation, increasing its direct equity holding in Lingwei Junrong to 44.04% and total voting rights to 70.41%59 - Invested 10 million yuan in Shanghai Quanshi Sensing Technology Co., Ltd. this period, holding 2.69% equity, designated as a financial asset measured at fair value with changes recognized in other comprehensive income59 Changes in Financial Assets Measured at Fair Value | Asset Category | Beginning Balance (yuan) | Amount Purchased This Period (yuan) | Amount Sold/Redeemed This Period (yuan) | Other Changes (yuan) | Ending Balance (yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | | Transactional Financial Assets | 257,783,886.95 | 97,337,920.06 | 55,000,000.00 | -16,952,687.06 | 202,443,493.10 | | Other Equity Instrument Investments | 93,360,000.00 | 10,000,000.00 | | 16,952,687.06 | 120,312,687.06 | - Invested in Jiuzhang-Huanfang CSI 1000 Quantitative Multi-Strategy No. 1 Private Equity Fund, with an end-of-period fair value of 13.5576 million yuan62 (VI) Analysis of Major Holding and Participating Companies Controlling subsidiary Beijing Lingwei Junrong Technology Co., Ltd. reported operating revenue of 10,191,985.07 yuan and a net loss of -28,497,947.12 yuan, leading to increased company shareholding through performance compensation Beijing Lingwei Junrong Technology Co., Ltd. Key Financial Information | Indicator | Amount (yuan) | | :--- | :--- | | Registered Capital | 62,006,210.00 | | Total Assets | 370,965,478.07 | | Net Assets | 171,745,398.09 | | Operating Revenue | 10,191,985.07 | | Operating Profit | -34,060,645.04 | | Net Profit | -28,497,947.12 | - As of the end of the reporting period, Zhanpeng Technology holds 41.96% equity and 27.87% voting rights in Lingwei Junrong, totaling 69.83% voting rights63 - Due to Lingwei Junrong's failure to meet its 2024 performance commitment, the company received equity compensation, increasing its direct shareholding to 44.04% and total voting rights to 70.41%64 V. Other Disclosure Matters The company faces multiple risks including macroeconomic factors, market competition, raw material price fluctuations, bad debt risk, and policy changes for its elevator business, alongside technological, policy, and talent risks for its military simulation business I. Elevator Control System Product Related Business The elevator business faces risks from macroeconomic downturns, intensified market competition, raw material price volatility, growing accounts receivable bad debt, and potential impacts from changes in tax preferential policies - Macroeconomic conditions lead to market demand fluctuations, with the elevator industry significantly affected by real estate and urban infrastructure construction6569 - Intensified market competition leads to a widespread "price-for-volume" strategy, demanding higher requirements for the company's production scale, product quality, pricing, and R&D capabilities66 - Raw material price fluctuation risk, primarily affected by changes in market prices of steel, copper, aluminum, etc66 - Accounts receivable balance may continue to grow, posing bad debt risk and affecting cash flow and operating activities67 - Risk of changes in tax preferential policies, such as high-tech enterprise certification and VAT immediate refund for software products68 II. Military Simulation System Product Related Business The military simulation business faces risks from rapid technological innovation, industry policy shifts, market competition, tax incentive changes, high customer concentration, and talent shortages, all potentially affecting its operations and profitability - Risk of technological innovation and iteration; failure to update products and technologies in a timely manner, or R&D failures, could adversely affect operations and profitability70 - Industry policy risk, where business revenue is influenced by defense expenditure budgets, international security situations, geopolitical circumstances, and military training reforms70 - Market competition risk; rapid industry development may attract more competitors or lead to substitute products and technologies, eroding the leading edge70 - Risk of changes in tax preferential policies, such as high-tech enterprise income tax incentives and VAT immediate refund for software products71 - High customer concentration and risk of losing key customers; sales revenue from the top five customers accounts for a significant proportion, and a decrease in customer demand would have an adverse impact71 - Risk of talent loss and shortage; intensified competition for excellent talent in the industry could adversely affect long-term development71 Section IV Corporate Governance, Environment and Society This section discloses changes in the company's directors and senior management, confirms no semi-annual profit distribution plan, and highlights continuous cleaner production efforts with no environmental incidents or penalties I. Changes in Company Directors and Senior Management During the reporting period, Han Tielin resigned as chairman, Bao Yue was elected as chairman, and Mr. Wang Xinrong was elected as an independent director - Han Tielin resigned as chairman, and Bao Yue was elected as chairman74 - The company elected Mr. Wang Xinrong as an independent director74 II. Profit Distribution or Capital Reserve Capitalization Plan The company's proposed semi-annual profit distribution or capital reserve capitalization plan is "No," indicating no profit distribution or capital reserve capitalization will be carried out - The company's proposed semi-annual profit distribution or capital reserve capitalization plan is "No"75 - The number of bonus shares, dividends (tax inclusive), and capitalization shares per 10 shares are all 075 IV. Environmental Information of Listed Companies and Their Major Subsidiaries Included in the List of Enterprises Required to Disclose Environmental Information by Law The company continuously promotes cleaner production, ensuring compliance with environmental regulations, and reported no environmental pollution incidents or administrative penalties during the period - The company continuously promotes cleaner production, and its production processes comply with environmental laws, regulations, and environmental protection department requirements77 - During the reporting period, neither the company nor its subsidiaries experienced any environmental pollution incidents or administrative penalties due to environmental pollution77 Section V Important Matters This section details ongoing commitments by actual controllers and shareholders, related-party guarantees, and Lingwei Junrong's performance compensation, with no major litigation I. Fulfillment of Commitments Actual controllers and controlling shareholders continued to fulfill commitments regarding independence, related-party transactions, and horizontal competition, while Lingwei Junrong's performance commitment parties also set future targets - Actual controllers Wang Linjiang and Li Guoxiang committed to maintaining the listed company's independence in assets, personnel, finance, organization, and business, and strictly fulfilled these commitments80 - Actual controllers Wang Linjiang and Li Guoxiang committed to resolving related-party transactions and horizontal competition, and strictly fulfilled these commitments during the reporting period8081 - Controlling shareholders Qingdao Kunpeng and Qingdao Jiapeng committed to resolving related-party transactions, and strictly fulfilled these commitments during the reporting period8182 - Lingwei Junrong's performance commitment parties Jia Lei, Hao Lihui, Ningbo Lingqing, and Ningbo Lingnuo committed to cumulative after-tax net profits of not less than 287 million yuan for 2024-202782 III. Irregular Guarantees During the reporting period, the company had no irregular guarantees - During the reporting period, the company had no irregular guarantees83 IX. Explanation of the Credit Status of the Company, Its Controlling Shareholder, and Actual Controllers During the Reporting Period Neither the company nor its controlling shareholder or actual controllers had any unfulfilled effective court judgments or large overdue debts during the reporting period, maintaining good credit standing - Neither the company nor its controlling shareholder or actual controllers had any unfulfilled effective court judgments or large overdue debts during the reporting period84 X. Significant Related-Party Transactions During the reporting period, the company had no undisclosed significant related-party transactions, but it did have multiple guarantees provided by related parties where the company was the guaranteed party - During the reporting period, the company had no undisclosed related-party transactions related to daily operations, asset/equity acquisition/disposal, joint external investments, or related-party creditor-debtor relationships858687 Related-Party Guarantees Where the Company is the Guaranteed Party | Guarantor | Guaranteed Amount (yuan) | Guarantee Start Date | Guarantee End Date | Has the Guarantee Been Fulfilled | | :--- | :--- | :--- | :--- | :--- | | Jia Lei, Wang Dan, Hao Lihui | 3,600,000.00 | 2024-6-24 | 2025-6-23 | Yes | | Jia Lei, Hao Lihui | 15,000,000.00 | 2024-6-26 | 2025-6-26 | Yes | | Jia Lei, Wang Dan, Hao Lihui | 5,000,000.00 | 2024-7-31 | 2025-7-30 | No | | Jia Lei | 4,400,000.00 | 2024-12-30 | 2025-12-22 | Yes | | Jia Lei, Hao Lihui | 15,000,000.00 | 2025-6-13 | 2026-6-11 | No | | Jia Lei | 4,400,000.00 | 2025-4-28 | 2026-4-27 | No | | Jia Lei, Wang Dan, Hao Lihui | 8,200,000.00 | 2025-5-21 | 2026-5-20 | No | Section VI Changes in Shares and Shareholder Information This section discloses the company's unchanged share capital and structure, with 16,565 common shareholders at period-end, and controlling shareholders holding nearly 30% of the shares I. Changes in Share Capital During the reporting period, the company's total share capital and share structure remained unchanged - During the reporting period, the company's total share capital and share structure remained unchanged89 II. Shareholder Information As of the end of the reporting period, the total number of common shareholders was 16,565, with the controlling shareholder and its party acting in concert collectively holding nearly 30% of the shares - As of the end of the reporting period, the total number of common shareholders was 16,56590 Top Ten Shareholders' Holdings as of the End of the Reporting Period | Shareholder Name | Number of Shares Held at Period-End (shares) | Proportion (%) | Shareholder Nature | | :--- | :--- | :--- | :--- | | Qingdao Silicon Valley Paradise Kunpeng Equity Investment Co., Ltd. | 58,398,088 | 20.00 | Domestic Non-State-Owned Legal Person | | Qingdao Silicon Valley Paradise Jiapeng Equity Investment Co., Ltd. | 29,169,845 | 9.99 | Domestic Non-State-Owned Legal Person | | Jin Peirong | 20,610,288 | 7.06 | Domestic Natural Person | | Xi Fang | 8,759,634 | 3.00 | Domestic Natural Person | | Chang Chengjian | 8,656,395 | 2.96 | Domestic Natural Person | - Qingdao Jiapeng is a party acting in concert with Qingdao Kunpeng93 Section VII Bond-Related Information This section states that the company had no corporate bonds (including enterprise bonds) or non-financial enterprise debt financing instruments, nor any convertible corporate bonds during the reporting period - The company has no corporate bonds (including enterprise bonds) or non-financial enterprise debt financing instruments96 - The company has no convertible corporate bonds96 Section VIII Financial Report This section presents the company's H1 2025 consolidated and parent company financial statements, including balance sheets, income statements, cash flow statements, and detailed notes on accounting policies and financial items II. Financial Statements This part includes Zhanpeng Technology Co., Ltd.'s H1 2025 consolidated and parent company financial statements, comprehensively presenting its financial position, operating results, cash flows, and changes in owners' equity - Consolidated balance sheet shows total assets of 1,523,858,622.43 yuan, total liabilities of 468,548,647.30 yuan, and total owners' equity of 1,055,309,975.13 yuan at period-end9899100 - Consolidated income statement shows total operating revenue of 137,815,079.90 yuan, total profit of -60,693,454.62 yuan, and net profit attributable to parent company shareholders of -36,234,491.24 yuan for the current period105106107 - Consolidated cash flow statement shows net cash flow from operating activities of -69,955,974.92 yuan, net cash flow from investing activities of 24,249,873.40 yuan, and net cash flow from financing activities of -16,427,227.24 yuan111112 III. Company Basic Information Zhanpeng Technology Co., Ltd., established in 2001 in Wuxi, operates in electrical machinery manufacturing with a dual-main business in elevator control and military simulation, and Qingdao Silicon Valley Paradise Kunpeng is its parent company - Company name: Zhanpeng Technology Co., Ltd., establishment date: February 8, 2001, registered address: Wuxi City, Jiangsu Province, legal representative: Bao Yue127 - Company's industry: Electrical machinery and equipment manufacturing, has initially formed a dual-main business structure of "elevator control system related products + military simulation system products"127 - Parent company: Qingdao Silicon Valley Paradise Kunpeng Equity Investment Co., Ltd.127 IV. Basis of Financial Statement Preparation These financial statements are prepared on a going concern basis, adhering to enterprise accounting standards and significant accounting policies, with no factors affecting continued operations within 12 months - Financial statements are prepared on a going concern basis, in accordance with enterprise accounting standards and significant accounting policies and estimates128 - No factors significantly affecting the company's ability to continue as a going concern within 12 months from the end of the reporting period129 V. Significant Accounting Policies and Accounting Estimates This section details the company's enterprise accounting standards, accounting period, functional currency, and significant accounting policies and estimates covering various financial reporting aspects - The company prepares financial statements in accordance with enterprise accounting standards, their application guidelines, interpretations, and other relevant regulations132 - Significant accounting policies and estimates cover various aspects including business combinations, financial instruments, receivables, inventories, contract assets, long-term equity investments, fixed assets, intangible assets, revenue recognition, government grants, deferred income tax, and leases130137147157161165169173178184188192197202203204205206209210214221222224225226227 - The company uses a 12-month period as its normal operating cycle, and its functional currency is Renminbi (RMB)134135 - Revenue recognition policy: Revenue is recognized when the customer obtains control of the related goods; elevator business revenue is recognized upon customer acceptance, collection, or delivery, while military simulation business revenue is recognized upon product delivery and acceptance214216217 VI. Taxes This section discloses the company's main tax categories and rates, highlighting that Zhanpeng Technology and Lingwei Junrong enjoy preferential corporate income tax rates and VAT immediate refunds as high-tech enterprises Main Tax Categories and Rates | Tax Category | Tax Basis | Tax Rate | | :--- | :--- | :--- | | Value-Added Tax (VAT) | Sales of goods and taxable services calculated according to tax laws, after deducting deductible input VAT for the current period | 6%, 9%, 13% | | Urban Maintenance and Construction Tax | Amount of turnover tax payable | 5%, 7% | | Corporate Income Tax | Taxable income | 25%, 15% | | Education Surcharge | Amount of turnover tax payable | 5% | Taxable Entities with Different Corporate Income Tax Rates | Taxable Entity Name | Income Tax Rate (%) | | :--- | :--- | | Zhanpeng Technology Co., Ltd. | 15.00% | | Suzhou Yongchang Electromechanical Co., Ltd. | 25.00% | | Beijing Lingwei Junrong Technology Co., Ltd. | 15.00% | - Zhanpeng Technology and Beijing Lingwei Junrong Technology Co., Ltd. both enjoy a preferential corporate income tax rate of 15% as high-tech enterprises230 - The company and its domestic subsidiaries enjoy a tax policy of immediate VAT refund for software products where the actual tax burden exceeds 3% of the sales amount, for self-developed and produced software products230 VII. Notes to Consolidated Financial Statements Items This section provides detailed notes on consolidated financial statement items, including assets, liabilities, equity, income, and expenses, explaining changes and period-end balances - Monetary funds at period-end amounted to 97,613,893.66 yuan, of which 1,586,331.51 yuan were restricted funds used as margin for bank acceptance bills and letters of guarantee233 - Transactional financial assets at period-end amounted to 202,443,493.10 yuan, primarily including private equity funds, asset management products, and bank wealth management products234 - Accounts receivable at period-end had a carrying value of 196,603,800.36 yuan, with bad debt provisions of 23,414,048.12 yuan, including 11,001,545.69 yuan for individually assessed bad debt provisions247248 - Inventory at period-end had a carrying value of 211,973,993.75 yuan, with inventory impairment provisions and contract performance cost impairment provisions totaling 7,301,850.36 yuan286288 - Goodwill had a carrying amount of 276,458,950.79 yuan, with goodwill impairment provisions of 5,186,766.34 yuan, primarily arising from the acquisition of Beijing Lingwei Junrong Technology Co., Ltd306308 - Operating revenue for the current period was 137,815,079.90 yuan, operating cost was 134,670,648.01 yuan, with main business revenue primarily from elevator business and military simulation business368370 - Investment income for the current period was 1,251,309.32 yuan, primarily from wealth management product investment income379 - Credit impairment losses for the current period were -306,953.09 yuan, and asset impairment losses were -3,589,119.21 yuan381382 VIII. R&D Expenses This section lists the company's R&D expenses for the current period, totaling 16,943,937.07 yuan, all expensed, primarily comprising employee compensation, material consumption, and depreciation R&D Expenses by Nature of Expense | Item | Amount for Current Period (yuan) | Amount for Prior Period (yuan) | | :--- | :--- | :--- | | Employee Compensation Expenses | 13,612,287.94 | 5,622,714.36 | | Material Consumption | 1,221,863.47 | 1,155,555.43 | | Depreciation and Amortization | 1,223,037.11 | 356,180.58 | | Other Expenses | 886,748.55 | 258,985.11 | | Total | 16,943,937.07 | 7,393,435.48 | - All R&D expenses for the current period were expensed, with no capitalized R&D expenses407 IX. Changes in Consolidation Scope During the current period, the company acquired Beijing Lingwei Junrong Technology Co., Ltd. in a business combination not under common control, resulting in a merger cost of 350,829,105.41 yuan and goodwill of 276,458,950.79 yuan Business Combination Not Under Common Control: Merger Cost and Goodwill | Item | Beijing Lingwei Junrong Technology Co., Ltd. (yuan) | | :--- | :--- | | Merger Cost - Cash | 350,829,105.41 | | Less: Fair Value Share of Identifiable Net Assets Acquired | 74,370,154.62 | | Goodwill | 276,458,950.79 | - The merger cost was determined by reference to the appraisal report issued by Voxen (Beijing) International Asset Appraisal Co., Ltd. and considering the results of commercial negotiations between the transaction parties408 - The formation of significant goodwill is primarily due to the merger cost exceeding the fair value share of identifiable net assets410 - Disclosed the fair value and carrying value of identifiable assets and liabilities of the acquiree, Lingwei Junrong, at the acquisition date412 X. Equity in Other Entities This section discloses the company's equity interests in subsidiaries, including wholly-owned Suzhou Yongchang and controlling subsidiary Beijing Lingwei Junrong, detailing shareholding, voting rights, and financial information Composition of the Enterprise Group | Subsidiary Name | Main Operating Location | Registered Capital | Business Nature | Shareholding Ratio (%) | Acquisition Method | | :--- | :--- | :--- | :--- | :--- | :--- | | Suzhou Yongchang Electromechanical Co., Ltd. | Suzhou | 500,000 yuan | Elevator parts manufacturing | 100 | Business combination under common control | | Beijing Lingwei Junrong Technology Co., Ltd. | Beijing | 62,006,210 yuan | Instrument and meter, software development, etc. | 41.96 | Business combination not under common control | - The company, through equity acquisition and voting rights entrustment, holds 69.83% of Lingwei Junrong's voting rights, making it a controlling subsidiary416 Key Financial Information of Significant Non-Wholly-Owned Subsidiary Beijing Lingwei Junrong Technology Co., Ltd. (Current Period) | Indicator | Amount (yuan) | | :--- | :--- | | Operating Revenue | 10,191,985.07 | | Net Profit | -28,497,947.12 | | Total Comprehensive Income | -28,497,947.12 | | Net Cash Flow from Operating Activities | -68,180,233.07 | Key Financial Information of Significant Non-Wholly-Owned Subsidiary Beijing Lingwei Junrong Technology Co., Ltd. (Period-End Balance) | Indicator | Current Assets (yuan) | Non-Current Assets (yuan) | Total Assets (yuan) | Current Liabilities (yuan) | Non-Current Liabilities (yuan) | Total Liabilities (yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Beijing Lingwei Junrong Technology Co., Ltd. | 298,168,519.24 | 72,796,958.83 | 370,965,478.07 | 182,630,167.39 | 16,589,912.59 | 199,220,079.98 | XI. Government Grants This section discloses government grants recognized in the company's current profit or loss, totaling 999,852.1 yuan, primarily from VAT input credit deductions, immediate refunds, and stable employment subsidies Government Grants Recognized in Current Profit or Loss | Type | Amount for Current Period (yuan) | Amount for Prior Period (yuan) | | :--- | :--- | :--- | | Income-related | 999,852.1 | 1,895,669.28 | - Current period government grants primarily include VAT input credit deductions of 811,510.72 yuan, VAT immediate refunds of 547,687.34 yuan, stable employment subsidies of 13,000.00 yuan, and third-party agency fee income of 175,341.38 yuan379 XII. Risks Related to Financial Instruments This section does not detail the company's risk management policies related to financial instruments, nor does it cover specific information on hedging activities or transfers of financial assets XIII. Disclosure of Fair Value This section discloses the fair value of the company's assets and liabilities measured at fair value at period-end, including transactional financial assets, other equity instrument investments, and notes receivable financing, with explanations for valuation Fair Value of Assets and Liabilities Measured at Fair Value at Period-End | Item | Level 1 Fair Value Measurement (yuan) | Level 2 Fair Value Measurement (yuan) | Level 3 Fair Value Measurement (yuan) | Total (yuan) | | :--- | :--- | :--- | :--- | :--- | | (I) Transactional Financial Assets | | | 202,443,493.10 | 202,443,493.10 | | (III) Other Equity Instrument Investments | | 120,312,687.06 | | 120,312,687.06 | | (VI) Notes Receivable Financing | | | 47,506,829.87 | 47,506,829.87 | | Total Assets Continuously Measured at Fair Value | | 120,312,687.06 | 249,950,322.97 | 370,263,010.03 | - Other equity instrument investments are measured using Level 2 fair value, with external investor prices referenced as a reasonable estimate of fair value426 - Transactional financial assets (private equity funds and asset management products) and notes receivable financing are measured using Level 3 fair value; the former is determined by asset managers' regular quotes, and the latter's carrying amount is close to fair value due to short remaining maturity427 XIV. Related Parties and Related-Party Transactions This section discloses the company's ultimate controllers, parent company, subsidiaries, and other related parties, noting no significant related-party transactions except for multiple guarantees provided by related parties - The company's ultimate controllers are Wang Linjiang and Li Guoxiang, and its parent company is Qingdao Silicon Valley Paradise Kunpeng Equity Investment Co., Ltd429 - Other related parties include Qingdao Silicon Valley Paradise Jiapeng Equity Investment Co., Ltd. (party acting in concert), Shanshui Holding Group Co., Ltd. and other enterprises controlled by the actual controllers, as well as companies where related natural persons serve as directors430 - During the reporting period, the company had no related-party transactions involving sales/purchases of goods, provision/acceptance of services, entrusted management/contracting, entrusted management/subcontracting, related-party leases, related-party fund borrowings, or related-party asset transfers/debt restructuring431432434435 Related-Party Guarantees Where the Company is the Guaranteed Party | Guarantor | Guaranteed Amount (yuan) | Guarantee Start Date | Guarantee End Date | Has the Guarantee Been Fulfilled | | :--- | :--- | :--- | :--- | :--- | | Jia Lei, Wang Dan, Hao Lihui | 3,600,000.00 | 2024-6-24 | 2025-6-23 | Yes | | Jia Lei, Hao Lihui | 15,000,000.00 | 2024-6-26 | 2025-6-26 | Yes | | Jia Lei, Wang Dan, Hao Lihui | 5,000,000.00 | 2024-7-31 | 2025-7-30 | No | | Jia Lei | 4,400,000.00 | 2024-12-30 | 2025-12-22 | Yes | | Jia Lei, Hao Lihui | 15,000,000.00 | 2025-6-13 | 2026-6-11 | No | | Jia Lei | 4,400,000.00 | 2025-4-28 | 2026-4-27 | No | | Jia Lei, Wang Dan, Hao Lihui | 8,200,000.00 | 2025-5-21 | 2026-5-20 | No | XV. Share-Based Payments This section does not disclose any equity instruments, equity-settled share-based payments, cash-settled share-based payments, share-based payment expenses, or modifications/terminations of share-based payments during the reporting period XVI. Commitments and Contingencies This section does not disclose any significant commitments or significant contingencies during the reporting period XVII. Post-Balance Sheet Events This section does not disclose any significant non-adjusting events, profit distribution, sales returns, or other post-balance sheet events during the reporting period XVIII. Other Significant Matters This section discloses the company's reportable segments and financial information, detailing Lingwei Junrong's unmet performance commitment and the resulting equity compensation that increased the company's shareholding - The company determines operating segments based on business categories and discloses segment information based on these reportable segments437 Financial Information of Reportable Segments (January-June 2025) | Item | Elevator Segment (yuan) | Military Simulation Segment (yuan) | Inter-segment Eliminations (yuan) | Total (yuan) | | :--- | :--- | :--- | :--- | :--- | | External Transaction Revenue | 127,623,094.83 | 10,191,985.07 | | 137,815,079.90 | | Total Profit (Total Loss) | -23,237,750.56 | -34,060,890.19 | -3,394,813.88 | -60,693,454.63 | | Net Profit (Net Loss) | -22,843,631.89 | -28,497,947.12 | -2,996,657.11 | -54,338,236.12 | | Total Assets | 1,211,315,496.87 | 370,965,478.07 | -58,422,352.48 | 1,523,858,622.46 | | Total Liabilities | 265,718,541.58 | 199,220,079.98 | 3,610,025.74 | 468,548,647.30 | - Lingwei Junrong's net profit after deducting non-recurring gains and losses for 2024 was 24,270,514.90 yuan, which is below the committed target of 41 million yuan, achieving 59.20% and thus failing to meet its annual performance commitment439 - The company has received 16,952,687.06 yuan in performance compensation through equity transfer, increasing its direct shareholding in Lingwei Junrong to 44.04% and total voting rights to 70.41%439440 XIX. Notes to Parent Company Financial Statement Major Items This section details major items in the parent company's financial statements, including accounts receivable, other receivables, long-term equity investments, operating revenue, and investment income - Parent company's accounts receivable at period-end had a carrying amount of 135,382,917.47 yuan, bad debt provisions of 15,506,855.09 yuan, and a carrying value of 119,876,062.38 yuan443 - Parent company's other receivables at period-end had a carrying amount of 590,150.71 yuan, bad debt provisions of 20,000.00 yuan, and a carrying value of 570,150.71 yuan454459 - Parent company's long-term equity investments at period-end had a carrying value of 352,526,252.65 yuan, primarily investments in Suzhou Yongchang Electromechanical Co., Ltd. and Beijing Lingwei Junrong Technology Co., Ltd.467469 - Parent company's operating revenue for the current period was 127,978,318.89 yuan, operating cost was 125,459,067.61 yuan, with main business revenue primarily from elevator business473474 - Parent company's investment income for the current period was 1,069,503.76 yuan, primarily from wealth management product investment income476 XX. Supplementary Information This section provides supplementary information, including a detailed statement of non-recurring gains and losses for the current period and net assets return and earnings per share Detailed Statement of Non-Recurring Gains and Losses for the Current Period | Item | Amount (yuan) | | :--- | :--- | | Government grants recognized in current profit or loss | 13,000.00 | | Gains and losses from changes in fair value of financial assets and financial liabilities held by non-financial enterprises, and gains and losses from disposal of financial assets and financial liabilities, excluding effective hedge accounting related to normal business operations | 4,106,884.23 | | Gains and losses from entrusted investments or asset management | 1,069,503.76 | | Other non-operating income and expenses apart from the above items | 34,901.29 | | Less: Income tax impact | 783,663.23 | | Impact on minority interests (after tax) | 89,564.63 | | Total | 4,351,061.42 | Net Assets Return and Earnings Per Share | Profit for the Reporting Period | Weighted Average Return on Net Assets (%) | Earnings Per Share (yuan/share) | | :--- | :--- | :--- | | Net profit attributable to common shareholders of the company | -3.76 | -0.12 | | Net profit attributable to common shareholders of the company after deducting non-recurring gains and losses | -4.21 | -0.14 |
展鹏科技(603488) - 2025 Q2 - 季度财报