中贝通信(603220) - 2025 Q2 - 季度财报

Section 1 Definitions This section defines key terms and abbreviations used throughout the report to ensure clarity and consistent understanding Definitions of Common Terms This chapter defines common terms used in the report, including company and subsidiary abbreviations, controlling shareholders, actual controllers, exchange names, and the reporting period, to ensure clear understanding - The reporting period is defined as January 1, 2025, to June 30, 2025[15] - The company's controlling shareholders and actual controllers are Li Liubing and Mei Man[15] Section 2 Company Profile and Key Financial Indicators This section provides an overview of the company's basic information, contact details, and key financial performance indicators for the reporting period I. Company Information This section presents the company's basic registration information, including its Chinese name, abbreviation, foreign name, and legal representative - The company's Chinese name is Zhongbei Communications Group Co., Ltd., abbreviated as Zhongbei Communications, with Li Liubing as the legal representative[13] II. Contact Persons and Information This section provides contact information for the company's Board Secretary and Securities Affairs Representative, including names, addresses, phone numbers, faxes, and email addresses - The Board Secretary is Feng Gang, and the Securities Affairs Representative is Tan Mengyun, both located at No. 1 Jiangxing Road, Jianghan Economic Development Zone, Jianghan District, Wuhan[14] III. Overview of Changes in Basic Information The company's registered address changed on September 13, 2023, from 'Building C, No. 25 Jiangxing Road, Jianghan Economic Development Zone, Wuhan' to 'No. 1 Jiangxing Road, Jianghan Economic Development Zone, Jianghan District, Wuhan' - The company's registered address changed to No. 1 Jiangxing Road, Jianghan Economic Development Zone, Jianghan District, Wuhan on September 13, 2023[16] IV. Overview of Changes in Information Disclosure and Document Storage Locations This section details the company's designated newspapers, website address for information disclosure, and locations for half-yearly report storage, with no changes during the reporting period - The company's information disclosure newspapers are China Securities Journal, Shanghai Securities News, Securities Times, and Securities Daily, with the website being **http://www.sse.com.cn**[18](index=18&type=chunk) V. Company Stock Overview This section provides information on the company's A-share listing exchange, stock abbreviation, and code - The company's A-shares are listed on the Shanghai Stock Exchange under the abbreviation Zhongbei Communications and stock code 603220[19] VII. Company's Key Accounting Data and Financial Indicators In the first half of 2025, the company's operating revenue increased by 4.77%, but total profit and net profit attributable to shareholders both significantly decreased by over 50%, mainly due to increased financial expenses and reduced 5G new infrastructure revenue, while net cash flow from operating activities significantly improved from negative to positive 2025 H1 Key Accounting Data | Indicator | Current Period (Jan-Jun) (yuan) | Prior Year Period (yuan) | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 1,584,403,184.54 | 1,512,223,797.76 | 4.77 | | Total Profit | 59,939,293.94 | 123,965,688.24 | -51.65 | | Net Profit Attributable to Listed Company Shareholders | 50,642,911.03 | 105,370,892.28 | -51.94 | | Net Cash Flow from Operating Activities | -33,817,904.90 | -367,186,487.91 | Not applicable | 2025 H1 Key Financial Indicators | Indicator | Current Period (Jan-Jun) (yuan/share) | Prior Year Period (yuan/share) | Change (%) | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share | 0.1167 | 0.2426 | -51.90 | | Diluted Earnings Per Share | 0.1167 | 0.2426 | -51.90 | | Basic Earnings Per Share After Deducting Non-Recurring Gains and Losses | 0.1123 | 0.2416 | -53.52 | | Weighted Average Return on Net Assets (%) | 2.45 | 5.33 | Decrease of 2.88 percentage points | - Financial expenses increased by 40.138 million yuan year-on-year, a primary reason for the decline in current net profit[22] - A decrease in 5G new infrastructure revenue also impacted current revenue and net profit[22] (I) Key Accounting Data Current operating revenue increased by 4.77% year-on-year, but total profit and net profit attributable to listed company shareholders both significantly decreased by over 50%, while net cash flow from operating activities significantly improved from negative to positive 2025 H1 Key Accounting Data | Indicator | Current Period (Jan-Jun) (yuan) | Prior Year Period (yuan) | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 1,584,403,184.54 | 1,512,223,797.76 | 4.77 | | Total Profit | 59,939,293.94 | 123,965,688.24 | -51.65 | | Net Profit Attributable to Listed Company Shareholders | 50,642,911.03 | 105,370,892.28 | -51.94 | | Net Cash Flow from Operating Activities | -33,817,904.90 | -367,186,487.91 | Not applicable | (II) Key Financial Indicators Basic and diluted earnings per share both decreased by over 50%, and the weighted average return on net assets decreased by 2.88 percentage points, primarily due to the reduction in net profit 2025 H1 Key Financial Indicators | Indicator | Current Period (Jan-Jun) (yuan/share) | Prior Year Period (yuan/share) | Change (%) | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share | 0.1167 | 0.2426 | -51.90 | | Diluted Earnings Per Share | 0.1167 | 0.2426 | -51.90 | | Basic Earnings Per Share After Deducting Non-Recurring Gains and Losses | 0.1123 | 0.2416 | -53.52 | | Weighted Average Return on Net Assets (%) | 2.45 | 5.33 | Decrease of 2.88 percentage points | - Financial expenses increased by 40.138 million yuan year-on-year, impacting current net profit[22] - A decrease in 5G new infrastructure revenue impacted current revenue and net profit[22] IX. Non-Recurring Gains and Losses Items and Amounts Total non-recurring gains and losses for the current period amounted to 1.87268872 million yuan, primarily including gains and losses from disposal of non-current assets, government subsidies, and other non-operating income and expenses 2025 H1 Non-Recurring Gains and Losses Items | Non-Recurring Gains and Losses Item | Amount (yuan) | | :--- | :--- | | Gains and losses from disposal of non-current assets | 1,186,490.96 | | Government subsidies recognized in current profit or loss | 618,613.30 | | Other non-operating income and expenses | 517,915.77 | | Less: Income tax impact | 349,602.73 | | Impact on minority interests (after tax) | 100,728.58 | | Total | 1,872,688.72 | Section 3 Management Discussion and Analysis This section provides a comprehensive discussion and analysis of the company's industry, business operations, core competitiveness, financial performance, and risk factors during the reporting period I. Explanation of the Company's Industry and Main Business Operations During the Reporting Period During the reporting period, the information and communication industry maintained stable operations, with continuous expansion of 5G network coverage and accelerated penetration of AI technology, driving rapid growth in data and computing power demand; the company solidified its 5G new infrastructure business, actively expanded intelligent computing, deepened vertical model applications, and strategically entered the new energy sector, pursuing simultaneous international and domestic development - In the first half of 2025, China's total telecom business volume increased by 9.3% year-on-year, with cumulative telecom business revenue reaching 905.5 billion yuan[27] - China's intelligent computing power scale grew from 75.0 EFLOPS in 2020 to 725.3 EFLOPS in 2024, with a compound annual growth rate of 76.35%, projected to reach 2,781.9 EFLOPS by 2028[27] - The company adheres to a "customer-centric" approach, solidifying 5G new infrastructure, expanding intelligent computing business, strategically entering new energy, and pursuing an overseas expansion strategy[30] (I) Industry Overview The information and communication industry maintained stable operations, with expanding 5G network coverage and accelerating AI technology penetration driving rapid growth in data and computing power demand, while the new energy vehicle market penetration reached 44.3%, with significant growth in commercial vehicle new energy batteries - In the first half of 2025, China's total telecom business volume increased by 9.3% year-on-year, with cumulative telecom business revenue reaching 905.5 billion yuan[27] - China's intelligent computing power scale grew from 75.0 EFLOPS in 2020 to 725.3 EFLOPS in 2024, with a compound annual growth rate of 76.35%[27] - From January to June 2025, China's new energy vehicle market penetration reached 44.3%, with new energy commercial vehicle sales reaching 354,000 units, a year-on-year increase of 55.9%[29] (II) Main Business Operations The company is solidifying its 5G new infrastructure business, actively expanding intelligent computing, deepening vertical model applications, strategically entering the new energy sector, and pursuing an overseas expansion strategy for coordinated international and domestic development - The company's 5G new infrastructure business covers most provinces in China and has expanded to "Belt and Road" countries in the Middle East, Southeast Asia, and Africa[31] - The intelligent computing business has largely completed its national layout, providing intelligent computing services to clients like Kingsoft Cloud and completing the debugging and deployment of DeepSeek training-inference integrated machines[32] - In new energy, the company primarily produces large-capacity blade lithium battery modules, providing power batteries for commercial vehicles and industrial and commercial energy storage systems, with the power battery production line commencing trial production in January[34] 1. 5G New Infrastructure Business The company provides full lifecycle network construction services for 5G mobile communication networks and optical transmission gigabit optical networks, securing contracts worth approximately 1.562 billion yuan from China Mobile in the first half of the year - The company provides 5G new infrastructure network construction services, including planning, design, implementation, delivery, and maintenance[31] - In the first half of the year, the company won bids for China Mobile's communication engineering construction service projects in 15 provinces, with a contract value of approximately 1.562 billion yuan[31] 2. Intelligent Computing Business The company offers comprehensive solutions for intelligent computing cluster design, construction, and operation and maintenance to operators, cloud service providers, and AI large model enterprises, having completed a preliminary national layout and provided services to clients like Kingsoft Cloud - The company provides intelligent computing cluster design, construction, and operation and maintenance services, offering comprehensive intelligent computing solutions to clients[32] - Multiple intelligent computing clusters have been completed, including those in Wudang, Shanghai Songjiang, Shanghai Lingang, Sanjiangyuan, Ningxia Zhongwei, Gansu Qingyang, and Qinghai Haidong[32] 3. Smart City and Other Businesses The company provides system integration, information projects, and smart travel services for smart cities and enterprise digitalization, successfully delivering the Hami Yiwu County Intelligent Computing Center project and actively developing new energy businesses, including large-capacity blade lithium battery modules and industrial and commercial energy storage - In the first half of the year, the company successfully delivered the software and hardware equipment and integration services procurement project for the Hami Yiwu County Intelligent Computing Center in Xinjiang[33] - The company's new energy business primarily produces large-capacity blade lithium battery modules, with the power battery production line commencing trial production in January this year, and industrial and commercial energy storage projects under construction totaling 75 MWh[34] II. Discussion and Analysis of Operations In the first half of 2025, the company's operating revenue increased by 4.77%, but net profit attributable to the parent company decreased by 51.94%; intelligent computing business revenue grew by 498.21%, with operating computing power exceeding 15,000P; the company actively deployed AI vertical model applications and collaborated with Fudi Battery on new energy, while a significant 113.50% increase in financial expenses was the main reason for the net profit decline; the company plans to raise 1.922 billion yuan for intelligent computing centers and 5G communication network construction 2025 H1 Operating Performance | Indicator | Amount (billion yuan) | Year-on-year Growth Rate (%) | | :--- | :--- | :--- | | Operating Revenue | 15.84 | 4.77 | | Net Profit Attributable to Listed Company Shareholders | 0.5064 | -51.94 | - Intelligent computing services achieved revenue of 297 million yuan, a year-on-year increase of 498.21%, with an operational computing power scale exceeding 15,000P[35] - The company established a strategic partnership with Fudi Battery, introduced BYD's advanced 2.2 automated production line, and commenced trial production of the Hefei power battery and energy storage production line in January 2025[36] - Cumulative financial expenses reached 75.5032 million yuan, a year-on-year increase of 113.50%, which was the primary reason for the decline in net profit[36] - The company plans to raise no more than 1.922 billion yuan, primarily for intelligent computing center and 5G communication network construction projects[36] III. Analysis of Core Competitiveness During the Reporting Period The company's core competitiveness lies in its extensive industry experience and multi-professional system integration capabilities, nationwide and overseas business layout with local service capabilities, strong upstream and downstream supply chain advantages, a full lifecycle project management system centered on critical node control, and customer-oriented R&D and technological strengths - The company possesses multi-professional system integration capabilities in communication networks, information and intelligence, electromechanical, computer networks, and intelligent computing power clusters[37] - The company has established branches in nearly 30 provinces (municipalities, autonomous regions) nationwide and in multiple "Belt and Road" countries overseas, possessing local operational and service capabilities[37] - The company has established long-term and stable cooperative relationships with telecom operators and leading industry manufacturers, ensuring order acquisition and supply of key products and equipment[37] - The company has developed a full lifecycle project management system centered on critical node process control[38] - The company focuses on advanced domestic and international technologies and innovative solutions, utilizing cloud computing, big data, and other technologies to promote R&D investment in industry large model application scenarios and intelligent agents[38] IV. Major Operating Conditions During the Reporting Period During the reporting period, the company's operating revenue increased by 4.77%, but total profit significantly declined due to a substantial increase in financial expenses and a decrease in 5G new infrastructure revenue; intelligent computing business revenue grew significantly, improving operating cash flow; fixed assets and right-of-use assets increased due to the capitalization of computing clusters and direct lease of equipment, with overseas assets accounting for 13.38%; the company plans to raise 1.922 billion yuan through private placement for intelligent computing centers and 5G communication network construction 2025 H1 Key Financial Account Changes | Account | Current Period Amount (yuan) | Prior Year Period Amount (yuan) | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 1,584,403,184.54 | 1,512,223,797.76 | 4.77 | | Operating Costs | 1,298,495,314.12 | 1,220,033,895.94 | 6.43 | | Financial Expenses | 75,503,247.94 | 35,365,292.84 | 113.50 | | Net Cash Flow from Operating Activities | -33,817,904.90 | -367,186,487.91 | Not applicable | - Financial expenses significantly increased by 113.50%, primarily due to substantial investments in intelligent computing and new energy businesses, leading to higher financing costs[41] - Net cash flow from operating activities improved, mainly benefiting from a significant increase in intelligent computing revenue and improved project collections[41] - Fixed assets at period-end increased by 22.27% year-on-year, primarily due to the capitalization of computing clusters[43] - Right-of-use assets at period-end increased by 59.68% year-on-year, mainly due to increased direct leasing of computing equipment[43] - Overseas assets amounted to 1.079 billion yuan, accounting for 13.38% of total assets[44] - The company plans to raise 1.922 billion yuan for the intelligent computing center construction project (1.3045 billion yuan) and the 5G communication network construction project (532 million yuan)[47] (I) Analysis of Main Business Current operating revenue increased by 4.77% year-on-year, but operating costs grew by 6.43%; financial expenses significantly increased by 113.50%, which was the primary reason for the decline in net profit; net cash flow from operating activities significantly improved, while cash outflow from investing activities decreased and cash outflow from financing activities increased 1. Analysis Table of Changes in Financial Statement Accounts Current operating revenue increased by 4.77% year-on-year, while operating costs grew by 6.43%; financial expenses significantly increased by 113.50%; net cash flow from operating activities significantly improved, cash outflow from investing activities decreased, and cash outflow from financing activities increased 2025 H1 Financial Statement Account Changes | Account | Current Period Amount (yuan) | Prior Year Period Amount (yuan) | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 1,584,403,184.54 | 1,512,223,797.76 | 4.77 | | Operating Costs | 1,298,495,314.12 | 1,220,033,895.94 | 6.43 | | Financial Expenses | 75,503,247.94 | 35,365,292.84 | 113.50 | | Net Cash Flow from Operating Activities | -33,817,904.90 | -367,186,487.91 | Not applicable | | Net Cash Flow from Investing Activities | -261,666,087.48 | -1,488,204,940.67 | Not applicable | | Net Cash Flow from Financing Activities | -71,133,384.44 | 1,276,906,506.30 | -105.57 | (III) Analysis of Assets and Liabilities The company's total assets at period-end slightly decreased, but fixed assets and right-of-use assets significantly increased due to the capitalization of computing clusters and direct lease of equipment; monetary funds decreased, and notes receivable and accounts receivable financing significantly declined; overseas assets accounted for 13.38% of total assets, with major assets subject to restrictions such as mortgages and pledges 1. Asset and Liability Status The company's total assets at period-end slightly decreased, but fixed assets and right-of-use assets significantly increased due to the capitalization of computing clusters and direct lease of equipment; monetary funds decreased, and notes receivable and accounts receivable financing significantly declined 2025 H1 Changes in Assets and Liabilities | Item Name | Current Period End Amount (yuan) | Current Period End % of Total Assets | Prior Year End Amount (yuan) | Prior Year End % of Total Assets | Change from Prior Year End (%) | | :--- | :--- | :--- | :--- | :--- | :--- | | Monetary Funds | 385,014,397.55 | 4.77 | 742,394,781.02 | 9.18 | -48.14 | | Notes Receivable | 1,819,219.70 | 0.02 | 3,866,246.87 | 0.05 | -52.95 | | Accounts Receivable Financing | 3,588,407.04 | 0.04 | 33,436,186.21 | 0.41 | -89.27 | | Fixed Assets | 2,075,629,449.79 | 25.73 | 1,697,607,802.69 | 20.99 | 22.27 | | Construction in Progress | 563,452,751.61 | 6.99 | 794,928,289.41 | 9.83 | -29.12 | | Right-of-Use Assets | 469,216,613.70 | 5.82 | 293,847,620.89 | 3.63 | 59.68 | 2. Overseas Assets The company's overseas assets at period-end amounted to 1.079 billion yuan, accounting for 13.38% of total assets - Overseas assets amounted to 1.079 billion yuan, accounting for 13.38% of total assets[44] 3. Major Asset Restrictions as of the End of the Reporting Period The company's major restricted assets at period-end totaled 1.80 billion yuan, including monetary funds, fixed assets, accounts receivable, investment properties, right-of-use assets, and construction in progress, primarily for guarantees, mortgage loans, and finance leases Major Asset Restrictions at Period-End | Item | Period-End Book Value (yuan) | Restriction Reason | | :--- | :--- | :--- | | Monetary Funds | 9,039,911.32 | Guarantees | | Fixed Assets | 1,207,306,883.91 | Mortgage loans, ownership transfer for financing sale-leaseback | | Accounts Receivable | 43,444,585.00 | Finance lease pledge | | Investment Properties | 28,477,969.08 | Mortgage loans | | Right-of-Use Assets | 465,906,674.00 | Finance lease ownership transfer | | Construction in Progress | 46,137,702.36 | Finance lease ownership transfer | | Total | 1,800,313,725.67 | | (IV) Analysis of Investment Status During the reporting period, the company's investment amount increased by 18.70% year-on-year; the company plans to raise 1.922 billion yuan through a private placement of A-shares, primarily for intelligent computing center and 5G communication network construction projects Investment Status | Investment Status | Amount (yuan) | | :--- | :--- | | Company's investment amount during the reporting period (period-end) | 1,252,019,654.15 | | Company's investment amount at beginning of period | 1,054,752,149.42 | | Increase/decrease in company's investment amount compared to prior year | 197,267,504.73 | | Increase/decrease percentage (%) | 18.70 | - The company plans to raise no more than 1.922 billion yuan for the intelligent computing center construction project (1.3045 billion yuan) and the 5G communication network construction project (532 million yuan)[47] 1. Overall Analysis of External Equity Investments During the reporting period, the company's investment amount increased by 18.70% year-on-year; the company plans to raise 1.922 billion yuan, primarily for intelligent computing center and 5G communication network construction projects (2). Significant Non-Equity Investments The company plans to raise no more than 1.922 billion yuan, with 1.3045 billion yuan allocated for intelligent computing center construction projects and 532 million yuan for 5G communication network construction projects - The company plans to raise no more than 1.922 billion yuan for intelligent computing center construction projects and 5G communication network construction projects[47] - The intelligent computing center construction project has a planned total investment of 1.3045 billion yuan, with intelligent computing clusters planned for construction in Qingyang, Danjiangkou, and other locations[47] - The 5G communication network construction project has a total investment of 532 million yuan, with plans for 5G communication network related facility construction in multiple provinces, autonomous regions, and municipalities[47] (3). Financial Assets Measured at Fair Value The company's financial assets measured at fair value had a period-end balance of 61.5884 million yuan, a decrease of 29.8478 million yuan from the beginning of the period Financial Assets Measured at Fair Value | Asset Category | Beginning Balance (yuan) | Fair Value Change in Current Period (yuan) | Other Changes (yuan) | Period-End Balance (yuan) | | :--- | :--- | :--- | :--- | :--- | | Other | 91,436,186.21 | - | -29,847,779.17 | 61,588,407.04 | | Total | 91,436,186.21 | - | -29,847,779.17 | 61,588,407.04 | (VI) Analysis of Major Holding and Participating Companies During the reporting period, the company acquired Bester Africa(Fty) Ltd through a non-same-control business combination, which had a minimal scale and no significant impact on overall production, operations, or performance; additionally, the company jointly established Wuhan Dagong Intelligent Technology Co., Ltd. with Academician Cai Hengjin's team, holding 20% equity, to engage in AI basic technology R&D - The company acquired Bester Africa(Fty) Ltd through a non-same-control business combination, which had no impact on overall production, operations, or performance[50] - The company jointly established Wuhan Dagong Intelligent Technology Co., Ltd. with Academician Cai Hengjin's team, with a registered capital of 10 million yuan, holding 20% equity to engage in AI basic technology R&D[50] Acquisition and Disposal of Subsidiaries During the Reporting Period During the reporting period, the company acquired Bester Africa(Fty) Ltd through a non-same-control business combination, which had a minimal scale and no significant impact on overall production, operations, or performance; additionally, the company jointly established Wuhan Dagong Intelligent Technology Co., Ltd. with Academician Cai Hengjin's team, holding 20% equity, to engage in AI basic technology R&D - The company acquired Bester Africa(Fty) Ltd through a non-same-control business combination, which had no impact on overall production, operations, or performance[50] - The company jointly established Wuhan Dagong Intelligent Technology Co., Ltd. with Professor Cai Hengjin and his team, holding 20% equity to engage in AI basic technology R&D[50] (V) Other Disclosure Matters The company faces risks including intensified competition in intelligent computing, capital raising challenges, timely delivery of key equipment, a large scale of accounts receivable, and debt repayment capacity; the company plans to address these by strengthening capital management, diversifying financing channels, ensuring timely equipment delivery, enhancing accounts receivable collection, and promoting a private placement - New entrants in the intelligent computing sector are continuously increasing, intensifying competition and potentially leading to decreased service or product prices, declining gross margins, and customer loss[52] - The company's development plan involves significant investment project construction scale and capital requirements, posing a risk of failure to raise funds as expected[52] - The procurement of key equipment such as high-performance servers carries uncertainties in delivery time and price, which may adversely affect the execution of computing power service contracts[52] - As of June 30, 2025, the company's accounts receivable balance was 2.39 billion yuan, accounting for 29.63% of total assets at the end of the same period, posing a risk of untimely collection[52] - As of June 30, 2025, the company's asset-liability ratio was 73.68%, indicating a certain debt repayment capacity risk[53] (I) Potential Risks The company faces risks including intensified competition in intelligent computing, capital raising challenges, timely delivery of key equipment, a large scale of accounts receivable, and debt repayment capacity; the company plans to address these by strengthening capital management, diversifying financing channels, ensuring timely equipment delivery, enhancing accounts receivable collection, and promoting a private placement - Intensified competition in intelligent computing business may lead to decreased service or product prices, declining gross margins, and customer loss[52] - The company's development plan involves significant capital requirements for investment projects, posing a risk of failure to raise funds as expected[52] - The procurement of key equipment such as high-performance servers carries uncertainties in delivery time and price[52] - Accounts receivable balance was 2.39 billion yuan, accounting for 29.63% of total assets, posing a risk of untimely collection[52] - The asset-liability ratio of 73.68% indicates a certain debt repayment capacity risk, and the company is actively promoting a private placement to mitigate this risk[53] Section 4 Corporate Governance, Environment, and Society This section covers changes in the company's directors, supervisors, and senior management, profit distribution plans, equity incentive plans, environmental information disclosure, and rural revitalization efforts I. Changes in the Company's Directors, Supervisors, and Senior Management There were no changes in the company's directors, supervisors, or senior management during the reporting period II. Profit Distribution or Capital Reserve Conversion Plan The company will not implement profit distribution or capital reserve conversion to share capital for the half-year period - The company's proposed half-yearly profit distribution plan or capital reserve conversion to share capital plan is not applicable[56] III. Status and Impact of the Company's Equity Incentive Plan, Employee Stock Ownership Plan, or Other Employee Incentive Measures The company's 2024 stock option incentive plan was disclosed in a temporary announcement, with no subsequent progress or changes in its implementation - The company's 2024 stock option incentive plan was disclosed in temporary announcements, with inquiry indexes: Announcement Nos. 2024-031, 047, 051, 052, 058; 2025-029, 030, 031, 043, 045[57] 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 is not included in the list of enterprises required to disclose environmental information by law V. Specifics of Work on Consolidating and Expanding Poverty Alleviation Achievements, Rural Revitalization, etc. The company did not disclose specific details regarding its work on consolidating and expanding poverty alleviation achievements or rural revitalization Section 5 Significant Matters This section details the fulfillment of commitments, related party transactions, significant contracts, and other important events affecting the company during the reporting period I. Fulfillment of Commitments All committed parties, including the company's actual controllers, shareholders, related parties, and the company itself, strictly fulfilled their various commitments during the reporting period, covering share lock-ups, non-interference in company operations, non-infringement of company interests, avoidance of horizontal competition, and equity incentive-related commitments, with no instances of untimely fulfillment - Directors, supervisors, and senior management, including Li Liubing, Li Yun, Lu Nianqing, and Yao Shaojun, strictly fulfilled their share lock-up commitments[60] - Li Liubing, Mei Man, and others committed not to overstep their authority in interfering with the company's operations and management activities, not to infringe upon the company's interests, and to effectively implement measures to compensate for returns[60][61] - Li Liubing and Mei Man committed to avoid horizontal competition and have issued relevant commitment letters[63][64] - The company and equity incentive recipients committed to fulfilling information disclosure obligations related to the equity incentive plan and bearing responsibility for false records[62] II. Non-Operating Fund Occupation by Controlling Shareholders and Other Related Parties During the Reporting Period There was no non-operating fund occupation by controlling shareholders or other related parties during the reporting period III. Irregular Guarantees There were no instances of irregular external guarantees provided without proper decision-making procedures during the reporting period IV. Half-Year Report Audit Status This half-year report has not been audited - This half-year report has not been audited[5] V. Changes and Handling of Matters Involving Non-Standard Audit Opinions in the Previous Year's Annual Report The company's previous year's annual report did not involve matters with non-standard audit opinions VI. Bankruptcy and Reorganization Matters There were no bankruptcy or reorganization matters concerning the company during the reporting period VII. Significant Litigation and Arbitration Matters There were no significant litigation or arbitration matters concerning the company during the reporting period VIII. Alleged Violations, Penalties, and Rectification by the Listed Company, Its Directors, Supervisors, Senior Management, Controlling Shareholders, and Actual Controllers On July 24, 2025, the company and Board Secretary Feng Gang received an oral warning from the Shanghai Stock Exchange for failing to timely disclose the reply announcement to a periodic report inquiry letter; the company has actively standardized improvements and strengthened information disclosure training - On July 24, 2025, the Shanghai Stock Exchange issued an oral warning to the company and Feng Gang, the Board Secretary, for failing to timely disclose the reply announcement to a periodic report inquiry letter[66] - The company has actively implemented standardized improvements and organized relevant personnel to study laws, regulations, and normative documents related to information disclosure[66] X. Significant Related Party Transactions The company expects to purchase 300 million yuan in raw materials and sell 1.5 billion yuan in goods to Guizhou Zechu Energy Co., Ltd. and its controlled subsidiaries in 2025; during the reporting period, actual purchases were 4.5315 million yuan and sales were 115.5 million yuan; Zechu Energy's shareholders committed to net profits of no less than 20 million yuan, 40 million yuan, and 60 million yuan for 2024-2026, respectively - The company expects to purchase 300 million yuan in raw materials and sell 1.5 billion yuan in goods to Guizhou Zechu Energy Co., Ltd. and its controlled subsidiaries in 2025[67] - During the reporting period, actual raw material purchases amounted to 4.5315 million yuan, and goods sales amounted to 115.5 million yuan[67] - Zechu Energy's shareholders committed that the target company's net profit attributable to the parent company after tax and net profit after deducting non-recurring gains and losses, whichever is lower, will be no less than 20 million yuan, 40 million yuan, and 60 million yuan for 2024-2026, respectively[69] (I) Related Party Transactions Related to Daily Operations The company expects to purchase 300 million yuan in raw materials and sell 1.5 billion yuan in goods to Guizhou Zechu Energy Co., Ltd. and its controlled subsidiaries in 2025; during the reporting period, actual purchases were 4.5315 million yuan and sales were 115.5 million yuan - The company expects to purchase 300 million yuan in raw materials and sell 1.5 billion yuan in goods to Guizhou Zechu Energy Co., Ltd. and its controlled subsidiaries in 2025[67] - During the reporting period, actual raw material purchases amounted to 4.5315 million yuan, and goods sales amounted to 115.5 million yuan[67] (II) Related Party Transactions Involving Asset or Equity Acquisitions and Disposals Zechu Energy's shareholders committed that the target company's net profit attributable to the parent company after tax and net profit after deducting non-recurring gains and losses, whichever is lower, will be no less than 20 million yuan, 40 million yuan, and 60 million yuan for 2024-2026, respectively - Zechu Energy's shareholders committed that the target company's audited net profit for 2024-2026 will be no less than 20 million yuan, 40 million yuan, and 60 million yuan, respectively[69] XI. Significant Contracts and Their Fulfillment During the reporting period, the company's total guarantee balance for subsidiaries was 938 million yuan, accounting for 45.83% of its net assets; the company has signed multiple computing power service contracts with large total amounts, some of which have been delivered, while others are awaiting delivery Company Guarantee Overview | Indicator | Amount (million yuan) | | :--- | :--- | | Total guarantees for subsidiaries during the reporting period | 21,309.25 | | Total guarantees for subsidiaries at period-end (B) | 93,834.04 | | Total guarantees (A+B) | 93,834.04 | | Total guarantees as % of company's net assets | 45.83 | | Debt guarantees provided directly or indirectly for guaranteed entities with asset-liability ratio exceeding 70% (D) | 65,953.99 | - The company has signed multiple computing power service contracts with significant total amounts, including those with China Unicom Qinghai Branch, Jinan Supercomputing Center, Beijing Anliantong Technology, Lingang Computing Power, Jinkai New Energy Yiwu Digital Technology, and Beijing Wanjie Data Technology[74] - Some computing power service contracts were delivered and are being normally fulfilled in 2023-2024, while the computing power service contract with Beijing Wanjie Data Technology Co., Ltd. (440.64 million yuan) is awaiting delivery[74] (II) Significant Guarantees Performed and Unfulfilled During the Reporting Period During the reporting period, the company's guarantees for subsidiaries amounted to 213 million yuan, with a period-end total guarantee balance of 938 million yuan, accounting for 45.83% of the company's net assets, including 659 million yuan in debt guarantees for guaranteed entities with an asset-liability ratio exceeding 70% Company Guarantee Overview | Indicator | Amount (million yuan) | | :--- | :--- | | Total guarantees for subsidiaries during the reporting period | 21,309.25 | | Total guarantees for subsidiaries at period-end (B) | 93,834.04 | | Total guarantees (A+B) | 93,834.04 | | Total guarantees as % of company's net assets | 45.83 | | Debt guarantees provided directly or indirectly for guaranteed entities with asset-liability ratio exceeding 70% (D) | 65,953.99 | (III) Other Significant Contracts The company has signed multiple computing power service contracts with significant total amounts, some of which have been delivered and are being normally fulfilled, while the computing power service contract with Beijing Wanjie Data Technology Co., Ltd. (440.64 million yuan) is awaiting delivery - The company has signed multiple computing power service contracts, including those with China Unicom Qinghai Branch (345.6 million yuan), Jinan Supercomputing Center (180 million yuan, 729.6 million yuan), Beijing Anliantong Technology (483.84 million yuan), Lingang Computing Power (809.93 million yuan), and Jinkai New Energy Yiwu Digital Technology (356.65 million yuan)[74] - Most of the signed computing power service contracts have been delivered and are being normally fulfilled[74] - The computing power service contract with Beijing Wanjie Data Technology Co., Ltd. (440.64 million yuan) is awaiting delivery[74] XII. Explanation of Progress in the Use of Raised Funds There is no explanation of the progress in the use of raised funds by the company during the reporting period XIII. Explanation of Other Significant Matters There are no other significant matters requiring explanation by the company during the reporting period Section 6 Share Changes and Shareholder Information This section details changes in the company's share capital, shareholder structure, and information on directors, supervisors, and senior management I. Share Capital Changes During the reporting period, the company's share capital increased by 273,870 shares due to the conversion of convertible corporate bonds, bringing the total number of shares to 434,252,192, all of which are unrestricted tradable shares Share Capital Change Table | Share Category | Number Before Change (shares) | Increase/Decrease in This Change (subtotal) (shares) | Number After Change (shares) | | :--- | :--- | :--- | :--- | | Unrestricted Tradable Shares | 433,978,322 | 273,870 | 434,252,192 | | Total Shares | 433,978,322 | 273,870 | 434,252,192 | - As of June 30, 2025, a cumulative total of 5.992 million yuan of "Zhongbei Convertible Bonds" had been converted into the company's A-shares, with a cumulative conversion of 282,730 shares, of which 273,870 shares were converted during the reporting period[79] 1. Share Capital Change Table During the reporting period, both the company's unrestricted tradable shares and total shares increased by 273,870 due to the conversion of convertible bonds Share Capital Change Table | Share Category | Number Before Change (shares) | Increase/Decrease in This Change (subtotal) (shares) | Number After Change (shares) | | :--- | :--- | :--- | :--- | | Unrestricted Tradable Shares | 433,978,322 | 273,870 | 434,252,192 | | Total Shares | 433,978,322 | 273,870 | 434,252,192 | 2. Explanation of Share Capital Changes The company's share capital change primarily resulted from the conversion of "Zhongbei Convertible Bonds"; as of June 30, 2025, a cumulative 5.992 million yuan of "Zhongbei Convertible Bonds" had been converted into 282,730 A-shares, with 273,870 shares converted during the reporting period - The company publicly issued 5.17 million convertible corporate bonds on October 19, 2023, which were listed on the Shanghai Stock Exchange starting November 21, 2023[78] - As of June 30, 2025, a cumulative total of 5.992 million yuan of "Zhongbei Convertible Bonds" had been converted into the company's A-shares, with a cumulative conversion of 282,730 shares[79] - During the reporting period, 273,870 shares were converted, accounting for 0.0843% of the company's total issued shares before the conversion of "Zhongbei Convertible Bonds"[79] II. Shareholder Information As of the end of the reporting period, the company had 75,983 common shareholders; among the top ten shareholders, Li Liubing held the highest proportion at 21.7842%, followed by Shanghai Jingge Private Equity Fund Management Partnership (Limited Partnership) - Jingge Gongying Zunxiang No. 12 Private Securities Investment Fund and Mei Man - As of the end of the reporting period, the total number of common shareholders was 75,983[81] Top Ten Shareholders' Shareholding as of the End of the Reporting Period | Shareholder Name | Period-End Shareholding (shares) | Percentage (%) | Share Status | | :--- | :--- | :--- | :--- | | Li Liubing | 94,598,177 | 21.7842 | Pledged 12,510,000 shares | | Shanghai Jingge Private Equity Fund Management Partnership (Limited Partnership) - Jingge Gongying Zunxiang No. 12 Private Securities Investment Fund | 21,698,783 | 4.9968 | None | | Mei Man | 21,662,160 | 4.9884 | None | | Yu Li | 7,800,000 | 1.7962 | None | | Li Yun | 4,993,178 | 1.1498 | None | - The company's controlling shareholder and actual controller, Li Liubing, and Mei Man are a married couple; shareholder Li Yun is Li Liubing's younger brother[84] (I) Total Number of Shareholders As of the end of the reporting period, the company had a total of 75,983 common shareholders - As of the end of the reporting period, the total number of common shareholders was 75,983[81] (II) Top Ten Shareholders and Top Ten Tradable Shareholders (or Unrestricted Shareholders) Shareholding as of the End of the Reporting Period Among the top ten shareholders, Li Liubing held the highest proportion at 21.7842%, followed by Shanghai Jingge Private Equity Fund Management Partnership (Limited Partnership) - Jingge Gongying Zunxiang No. 12 Private Securities Investment Fund and Mei Man; a portion of Li Liubing's shares are pledged Top Ten Shareholders' Shareholding as of the End of the Reporting Period | Shareholder Name | Period-End Shareholding (shares) | Percentage (%) | Share Status | | :--- | :--- | :--- | :--- | | Li Liubing | 94,598,177 | 21.7842 | Pledged 12,510,000 shares | | Shanghai Jingge Private Equity Fund Management Partnership (Limited Partnership) - Jingge Gongying Zunxiang No. 12 Private Securities Investment Fund | 21,698,783 | 4.9968 | None | | Mei Man | 21,662,160 | 4.9884 | None | | Yu Li | 7,800,000 | 1.7962 | None | | Li Yun | 4,993,178 | 1.1498 | None | - The company's controlling shareholder and actual controller, Li Liubing, and Mei Man are a married couple; shareholder Li Yun is Li Liubing's younger brother[84] III. Information on Directors, Supervisors, and Senior Management There were no changes in the shareholdings of the company's directors, supervisors, and senior management during the reporting period, nor were they granted any equity incentives IV. Changes in Controlling Shareholder or Actual Controller There were no changes in the company's controlling shareholder or actual controller during the reporting period V. Preferred Share Information There was no preferred share information concerning the company during the reporting period Section 7 Bond-Related Information This section provides details on the company's convertible corporate bonds, including issuance, holders, changes, conversion status, and credit ratings I. Corporate Bonds (Including Enterprise Bonds) and Non-Financial Enterprise Debt Financing Instruments There were no corporate bonds (including enterprise bonds) or non-financial enterprise debt financing instruments for the company during the reporting period II. Convertible Corporate Bonds The company issued "Zhongbei Convertible Bonds" in October 2023, with a total issuance of 517 million yuan and a 6-year term; as of the end of the reporting period, there were 5,332 bondholders, with Li Liubing holding 86.499 million yuan, accounting for 16.93%; during the reporting period, 5.768 million yuan of convertible bonds were converted into 273,870 shares; the conversion price has been adjusted multiple times, with the latest price at 20.95 yuan/share at period-end; the company's main credit rating and convertible bond rating are both A+, with a stable outlook - The company issued "Zhongbei Convertible Bonds" on October 19, 2023, with a total issuance of 517 million yuan and a 6-year term[87] - As of the end of the period, there were 5,332 convertible bondholders, with Li Liubing holding 86.499 million yuan, accounting for 16.93%[88] - During the reporting period, 5.768 million yuan of "Zhongbei Convertible Bonds" were converted into 273,870 shares[92][93] - The conversion price has been adjusted multiple times, with the latest conversion price at 20.95 yuan/share as of the end of the reporting period[96] - The company's main credit rating and "Zhongbei Convertible Bonds" rating are both A+, with a stable outlook[98] (I) Convertible Bond Issuance The company issued "Zhongbei Convertible Bonds" on October 19, 2023, with a total issuance of 517 million yuan and a 6-year term, raising net proceeds of 508 million yuan - The company issued 5.17 million convertible corporate bonds on October 19, 2023, with a total issuance of 517 million yuan[87] - The net proceeds from the offering amounted to 508.053 million yuan[87] (II) Convertible Bondholders and Guarantors During the Reporting Period As of the end of the period, there were 5,332 convertible bondholders, with Li Liubing holding 86.499 million yuan, accounting for 16.93%, making him the largest holder; the company's convertible bonds have no guarantors - The number of convertible bondholders at period-end was 5,332[88] Top Ten Convertible Bondholders | Convertible Corporate Bondholder Name | Period-End Holding Amount (yuan) | Holding Percentage (%) | | :--- | :--- | :--- | | Li Liubing | 86,499,000 | 16.93 | | First Capital Securities Co., Ltd. | 26,624,000 | 5.21 | | Mei Man | 25,600,000 | 5.01 | - The company's convertible bonds have no guarantors[88] (III) Convertible Bond Changes During the Reporting Period During the reporting period, "Zhongbei Convertible Bonds" decreased by 5.768 million yuan due to conversion into shares, with a period-end balance of 511.008 million yuan Convertible Bond Changes During the Reporting Period | Convertible Corporate Bond Name | Amount Before This Change (yuan) | Increase/Decrease Due to Conversion (yuan) | Amount After This Change (yuan) | | :--- | :--- | :--- | :--- | | Zhongbei Convertible Bonds | 516,776,000 | 5,768,000 | 511,008,000 | (IV) Cumulative Convertible Bond Conversion During the Reporting Period During the reporting period, 5.768 million yuan of convertible bonds were converted into 273,870 shares; cumulative converted shares totaled 282,730, accounting for 0.0843% of the company's total issued shares before conversion; the unconverted amount was 511 million yuan, representing 98.8410% of the total convertible bond issuance Cumulative Convertible Bond Conversion During the Reporting Period | Indicator | Zhongbei Convertible Bonds | | :--- | :--- | | Amount converted during the reporting period (yuan) | 5,768,000 | | Number of shares converted during the reporting period (shares) | 273,870 | | Cumulative number of shares converted (shares) | 282,730 | | Cumulative converted shares as % of total issued shares before conversion | 0.0843 | | Unconverted amount (yuan) | 511,008,000 | | Unconverted convertible bonds as % of total issuance | 98.8410 | (V) Historical Adjustments to Conversion Price The conversion price of "Zhongbei Convertible Bonds" has undergone multiple adjustments, from an initial 32.80 yuan/share to 20.95 yuan/share at the end of the reporting period, due to reasons such as restricted stock cancellation, correction clause implementation, and equity distribution Historical Adjustments to Conversion Price | Conversion Price Adjustment Date | Adjusted Conversion Price (yuan/share) | Disclosure Date | Explanation of Conversion Price Adjustment | | :--- | :--- | :--- | :--- | | December 15, 2023 | 32.88 | December 12, 2023 | Due to the cancellation of the company's restricted shares, the conversion price was adjusted from 32.80 yuan/share to 32.88 yuan/share | | July 15, 2024 | 27.45 | July 12, 2024 | Due to the implementation of the correction clause for "Zhongbei Convertible Bonds", the conversion price was adjusted downward from 32.88 yuan/share to 27.45 yuan/share | | July 24, 2024 | 21.00 | July 17, 2024 | Due to the company's implementation of the 2023 equity distribution, the conversion price was adjusted from 27.45 yuan/share to 21.00 yuan/share | | October 10, 2024 | 21.06 | October 9, 2024 | Due to the cancellation of the company's restricted shares, the conversion price was adjusted from 21.00 yuan/share to 21.06 yuan/share | | June 24, 2025 | 20.95 | June 18, 2025 | Due to the company's implementation of the 2024 equity distribution, the conversion price was adjusted from 21.06 yuan/share to 20.95 yuan/share | (VI) Company's Debt Situation, Credit Rating Changes, and Cash Arrangements for Future Debt Repayment The company issued 517 million yuan in convertible bonds with a 6-year term, paying interest annually; as of June 30, 2025, the company's total assets were 8.066 billion yuan, net assets were 2.047 billion yuan, and monetary funds were 385 million yuan; the company's main credit rating and "Zhongbei Convertible Bonds" rating are both A+, with a stable outlook, unchanged from the previous rating - The company issued 517 million yuan in convertible bonds with a 6-year term, with an interest rate of 0.2% in the first year and 0.4% in the second year, paying interest annually[97] Financial Status as of June 30, 2025 | Indicator | Amount (yuan) | | :--- | :--- | | Total Assets | 8,066,299,457.34 | | Net Assets Attributable to Listed Company Shareholders | 2,047,410,131.85 | | Monetary Funds | 385,014,397.55 | - The company's main credit rating is "A+", the "Zhongbei Convertible Bonds" rating is "A+", and the rating outlook is "stable", with no change from the previous rating[98] Section 8 Financial Report This section presents the company's unaudited financial statements, including balance sheets, income statements, cash flow statements, and statements of changes in owners' equity, along with detailed notes on accounting policies, taxes, and financial statement items I. Audit Report This half-year report has not been audited - This half-year report has not been audited[5] II. Financial Statements This section provides 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, comprehensively reflecting the company's financial position, operating results, and cash flow - The consolidated balance sheet shows total assets of 8.066 billion yuan, total liabilities of 5.943 billion yuan, and owners' equity attributable to the parent company of 2.047 billion yuan[103] - The consolidated income statement shows total operating revenue of 1.584 billion yuan, total profit of 59.9393 million yuan, and net profit attributable to parent company shareholders of 50.6429 million yuan[109] - The consolidated cash flow statement shows net cash flow from operating activities of -33.8179 million yuan, net cash flow from investing activities of -261.67 million yuan, and net cash flow from financing activities of -71.1334 million yuan[117] Consolidated Balance Sheet As of June 30, 2025, the company's consolidated total assets were 8.066 billion yuan, a slight decrease from the end of the previous year; total current assets were 3.415 billion yuan, and total non-current assets were 4.651 billion yuan; total liabilities were 5.943 billion yuan, and total owners' equity was 2.123 billion yuan Key Data from Consolidated Balance Sheet | Item | June 30, 2025 (yuan) | December 31, 2024 (yuan) | | :--- | :--- | :--- | | Total Assets | 8,066,299,457.34 | 8,088,088,584.50 | | Total Liabilities | 5,943,425,639.65 | 5,970,579,728.07 | | Total Owners' Equity Attributable to Parent Company | 2,047,410,131.85 | 2,040,195,962.68 | Parent Company Balance Sheet As of June 30, 2025, the parent company's total assets were 7.141 billion yuan, a slight decrease from the end of the previous year; total current assets were 2.663 billion yuan, and total non-current assets were 4.478 billion yuan; total liabilities were 5.217 billion yuan, and total owners' equity was 1.924 billion yuan Key Data from Parent Company Balance Sheet | Item | June 30, 2025 (yuan) | December 31, 2024 (yuan) | | :--- | :--- | :--- | | Total Assets | 7,140,748,548.78 | 7,236,186,575.11 | | Total Liabilities | 5,216,751,145.63 | 5,317,186,545.09 | | Total Owners' Equity | 1,923,997,403.15 | 1,919,000,030.02 | Consolidated Income Statement In the first half of 2025, the company's consolidated total operating revenue was 1.584 billion yuan, a year-on-year increase of 4.77%; total profit was 59.9393 million yuan, a year-on-year decrease of 51.65%; net profit attributable to parent company shareholders was 50.6429 million yuan, a year-on-year decrease of 51.94% Key Data from Consolidated Income Statement | Item | 2025 H1 (yuan) | 2024 H1 (yuan) | | :--- | :--- | :--- | | Total Operating Revenue | 1,584,403,184.54 | 1,512,223,797.76 | | Total Profit | 59,939,293.94 | 123,965,688.24 | | Net Profit | 48,476,469.24 | 108,814,339.08 | | Net Profit Attributable to Parent Company Shareholders | 50,642,911.03 | 105,370,892.28 | | Basic Earnings Per Share (yuan/share) | 0.1167 | 0.2426 | Parent Company Income Statement In the first half of 2025, the parent company's operating revenue was 1.283 billion yuan, a year-on-year increase of 2.1%; net profit was 47.7472 million yuan, a year-on-year decrease of 38.7% Key Data from Parent Company Income Statement | Item | 2025 H1 (yuan) | 2024 H1 (yuan) | | :--- | :--- | :--- | | Operating Revenue | 1,283,323,327.22 | 1,256,947,710.28 | | Total Profit | 57,843,538.89 | 87,484,614.80 | | Net Profit | 47,747,201.99 | 77,867,809.29 | Consolidated Cash Flow Statement In the fi