Part I Important Notice, Table of Contents, and Definitions This section provides essential disclaimers, a structured table of contents, and definitions of key terms used throughout the report for clarity Important Notice The company's board of directors, supervisory board, and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report, with no false records, misleading statements, or major omissions - The company's board of directors, supervisory board, and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report content5 - Company head Su Benli, chief accountant Feng Zhengchun, and head of accounting department Feng Zhengchun declare that the financial report in this semi-annual report is true, accurate, and complete5 - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital6 Table of Contents This chapter presents the structured table of contents for the report, clearly listing major sections and their corresponding page numbers for easy navigation Definitions This chapter defines key terms used in the report, including company names, controlling shareholders, actual controllers, regulatory bodies, major partners, various game and amusement equipment, and relevant laws and regulations - Company, "this company," or Wahlap Technology refers to Guangzhou Wahlap Technology Co., Ltd12 - Controlling shareholder, Wahlap International refers to Wahlap International Holdings Limited, and actual controller refers to Su Benli12 - Reporting period, "this reporting period" refers to January 1, 2025 - June 30, 202513 Part II Company Profile and Key Financial Indicators This section provides an overview of the company, including its listing information, contact details, and a summary of its key financial performance and indicators for the reporting period Company Profile Guangzhou Wahlap Technology Co., Ltd. (stock abbreviation: Wahlap Technology, stock code: 301011) is listed on the Shenzhen Stock Exchange, with Su Benli as its legal representative - The company's stock abbreviation is Wahlap Technology, stock code 301011, listed on the Shenzhen Stock Exchange15 - The company's legal representative is Su Benli15 Contact Person and Contact Information This chapter provides detailed contact information for the company's Board Secretary Hua Shunyang and Securities Affairs Representative Huang Yi, including address, phone, fax, and email, to facilitate investor communication - The Board Secretary is Hua Shunyang, and the Securities Affairs Representative is Huang Yi16 - The company's contact number is 020-39226386, and the email address is IR@wahlap.com16 Other Information During the reporting period, there were no changes in the company's registered address, office address, website, email, or information disclosure and document storage locations, with specific details available in the 2024 annual report - The company's registered address, office address, website, and email remained unchanged during the reporting period17 - Information disclosure media include Securities Times, China Securities Journal, Shanghai Securities News, and Juchao Information Network18 Key Accounting Data and Financial Indicators During the reporting period, the company's operating revenue increased by 4.12% to 481.02 million yuan, but net profit attributable to shareholders decreased by 2.84% to 34.98 million yuan, with basic and diluted earnings per share both declining by 4.00% 2025 Semi-Annual Key Accounting Data and Financial Indicators | Indicator | Amount for This Reporting Period (yuan) | Amount for Same Period Last Year (yuan) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Operating Revenue | 481,022,849.25 | 461,985,860.44 | 4.12% | | Net Profit Attributable to Shareholders of Listed Company | 34,979,627.62 | 36,003,357.03 | -2.84% | | Net Profit Attributable to Shareholders of Listed Company Excluding Non-Recurring Gains and Losses | 35,368,287.81 | 36,515,923.80 | -3.14% | | Net Cash Flow from Operating Activities | 50,617,321.38 | 62,388,392.74 | -18.87% | | Basic Earnings Per Share (yuan/share) | 0.24 | 0.25 | -4.00% | | Diluted Earnings Per Share (yuan/share) | 0.24 | 0.25 | -4.00% | | Weighted Average Return on Net Assets | 4.62% | 5.11% | -0.49% | | Indicators at End of Reporting Period | Amount at End of This Reporting Period (yuan) | Amount at End of Last Year (yuan) | Change from End of Last Year to End of This Reporting Period | | Total Assets | 1,311,376,360.59 | 1,306,513,320.93 | 0.37% | | Net Assets Attributable to Shareholders of Listed Company | 756,678,948.78 | 749,234,692.28 | 0.99% | Differences in Accounting Data Under Domestic and Overseas Accounting Standards During the reporting period, the company reported no differences in net profit and net assets between financial statements prepared under International Accounting Standards or overseas accounting standards and those prepared under Chinese accounting standards - The company reported no differences in net profit and net assets between financial statements disclosed under International Accounting Standards and Chinese accounting standards during the reporting period21 - The company reported no differences in net profit and net assets between financial statements disclosed under overseas accounting standards and Chinese accounting standards during the reporting period22 Non-Recurring Gains and Losses Items and Amounts During the reporting period, the company's total non-recurring gains and losses amounted to -0.39 million yuan, primarily due to losses from disposal of non-current assets, minor government subsidies, fair value changes in financial assets, reversal of impairment provisions for receivables, and other non-operating income and expenses 2025 Semi-Annual Non-Recurring Gains and Losses Items and Amounts | Item | Amount (yuan) | Explanation | | :--- | :--- | :--- | | Gains and losses from disposal of non-current assets | -791,882.80 | Primarily losses from fixed asset write-offs | | Government subsidies included in current profit and loss | 1,000.00 | | | Gains and losses from changes in fair value of financial assets and liabilities, and disposal of financial assets and liabilities, excluding effective hedge accounting related to normal business operations | -109,315.51 | | | Reversal of impairment provisions for receivables subject to separate impairment testing | 875,257.00 | | | Other non-operating income and expenses apart from the above | -395,180.63 | | | Less: Income tax impact | -31,461.75 | | | Total | -388,660.19 | | Part III Management Discussion and Analysis This section provides a comprehensive analysis of the company's business operations, core competencies, financial performance, asset and liability status, investment activities, and risk factors during the reporting period Company's Main Business During the Reporting Period As a leading integrated service provider for commercial game and amusement equipment in China, the company's business spans the entire industry chain, from design, R&D, production, sales, to operations Overview of Main Business The company is a leading integrated service provider for commercial game and amusement equipment in China, aiming to become a world-class cultural entertainment enterprise, with operations covering the entire industry chain from design, R&D, production, sales, to operations - The company is a leading integrated service provider for commercial game and amusement equipment in China27 - The company's business covers design, R&D, production, sales, and operation of game and amusement equipment, forming a complete industry chain27 Main Products and Services The company primarily offers game and amusement equipment (e.g., "Lightning Motorcycle DX," "Need for Speed"), anime IP derivative products (e.g., "Pokémon Brilliant Stars" series cards, figures), and operation services (including equipment cooperative operation and amusement park operation) - The company's main products include game and amusement equipment, catering to entertainment, parent-child interaction, anime culture, children's educational, and sports fitness needs2829 - Anime IP derivative products business generates revenue by placing anime cartoon equipment in amusement venues and continuously selling cards, figures, and other merchandise featuring licensed IP anime characters3031 - Operation services include equipment cooperative operation (company provides equipment, client operates, revenue sharing) and amusement park operation (company directly operates amusement venues)32 Company's Main Business Model The company's business model encompasses procurement, production, R&D, sales, and operation services, with a focus on strategic component stocking, ISO9001 quality management, market-driven R&D, diversified sales channels, and both cooperative and self-operated amusement park models - Procurement model: Appropriate stocking of core components with large usage, significant market supply-demand impact, or long procurement cycles33 - Production model: Strict adherence to ISO9001:2015 quality management system standards for production, inspection, and delivery, with established product identification and traceability management systems3435 - R&D model: Features a product development center, emphasizes market research and analysis, forms professional teams for self-developed products, and plans to introduce international IPs3536 - Sales model: Domestic market sales through the company's sales department and subsidiary Wahlap Development; international market sales through Cehui Limited, primarily to amusement venues and theme park operators36 - Operation service model: Includes equipment cooperative operation (company provides equipment, client provides venue, revenue sharing) and amusement park operation (company independently operates amusement venues)38 Market Position of Company's Products or Services The company is a leading enterprise in the indoor commercial game and amusement industry, boasting a complete industry chain, extensive experience, numerous intellectual property rights, and strategic partnerships with global gaming giants - The company is the first listed enterprise in China's indoor commercial game and amusement industry, with its founding team having over 35 years of deep industry experience and a strong brand image39 - The company serves as a vice-chairman unit of the China Culture and Entertainment Industry Association's Electronic Game Competition Branch and has participated in drafting multiple national, industry, and group standards40 - As of the end of the reporting period, the company holds 211 domestic registered trademarks, 156 patents, 196 software copyrights, and 179 art work registrations41 - The company has established strategic partnerships with globally renowned gaming companies such as Microsoft, Bandai Namco, and SEGA, continuously launching popular game and amusement equipment41 Company's Competitive Advantages and Disadvantages The company's competitive advantages include a complete industry chain, cultural creativity and technological innovation capabilities, an experienced management team, global resource channels, and strong IP channels, while its disadvantages lie in intense competition in the domestic mid-to-low-end market and insufficient international competitiveness compared to top global players - Competitive advantages: Complete industry chain advantage, cultural creativity and technological innovation advantage, management team advantage, global resource channel advantage, and IP channel advantage444546474849 - Competitive disadvantages: Intense competition in the domestic mid-to-low-end market, requiring improved market share; insufficient international competitiveness compared to top global game and amusement enterprises5051 Analysis of Core Competencies As the first listed enterprise in the indoor game and amusement industry, the company's core competencies are rooted in its complete industry chain, cultural creativity and technological innovation, experienced international management team, extensive global channel resources, and IP channel collaborations with world-renowned gaming companies - The company possesses a complete industry chain covering design, R&D, production, sales, and operation, enabling rapid response to market demands53 - With cultural creativity and technological innovation at its core, the company holds 211 domestic registered trademarks and 156 patents, with its self-developed "Thunder" series products gaining international recognition5354 - The company's management team has over 35 years of industry experience, possessing a deep understanding of domestic and international game and amusement industry trends55 - The company has accumulated rich global channel resources, collaborating with well-known domestic and international chain brands such as Fengyun Zaici and Aeon Fantasy56 - The company has established strategic partnerships with globally renowned gaming companies like Microsoft, Bandai Namco, and SEGA, securing global or regional agency rights for multiple IPs56 Analysis of Main Business During the reporting period, the company's operating revenue increased by 4.12%, but net profit attributable to the parent company decreased by 2.84%, driven by mixed performance across business segments and strategic initiatives in IP and music operations Overview During the reporting period, the company's operating revenue reached 481.02 million yuan, a 4.12% year-on-year increase, while net profit attributable to the parent company was 34.98 million yuan, a 2.84% year-on-year decrease 2025 Semi-Annual Key Financial Indicators | Indicator | Amount (million yuan) | Year-on-Year Change | | :--- | :--- | :--- | | Operating Revenue | 481.02 | 4.12% | | Net Profit Attributable to Shareholders of Listed Company | 34.98 | -2.84% | | Total Assets | 1,311.38 | 0.37% | | Net Assets Attributable to Shareholders of Listed Company | 756.68 | 0.99% | 2025 Semi-Annual Main Business Revenue and Growth | Business Segment | Sales Revenue (million yuan) | Year-on-Year Change | Gross Profit Margin Year-on-Year Change | | :--- | :--- | :--- | :--- | | Game and Amusement Equipment Sales | 237.69 | -2.81% | 3.36% | | Anime IP Derivative Product Sales | 165.67 | 14.51% | Slightly decreased | | Amusement Park Operations | 53.49 | 1.87% | | - The company launched the IP integrated operation brand "WARAWARA" and music brand "WA MUSIC" to explore innovative business models combining "IP + Equipment + Scene + Derivatives" and "Music + Game + Social"5960 Year-on-Year Changes in Key Financial Data During the reporting period, the company's operating revenue increased by 4.12%, but selling expenses, administrative expenses, and R&D investment all saw significant growth, with R&D investment increasing by 51.95% year-on-year 2025 Semi-Annual Key Financial Data Year-on-Year Change | Item | Amount for This Reporting Period (yuan) | Amount for Same Period Last Year (yuan) | Year-on-Year Change | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 481,022,849.25 | 461,985,860.44 | 4.12% | | | Selling Expenses | 27,276,604.44 | 21,603,678.91 | 26.26% | | | Administrative Expenses | 31,354,294.21 | 27,669,571.03 | 13.32% | | | R&D Investment | 21,977,785.63 | 14,463,752.00 | 51.95% | Primarily due to increased R&D investment in this period | | Net Cash Flow from Operating Activities | 50,617,321.38 | 62,388,392.74 | -18.87% | | | Net Cash Flow from Investing Activities | -106,866,737.63 | -31,235,805.66 | -242.13% | Primarily due to increased investment expenditures in this period | | Net Cash Flow from Financing Activities | -6,143,462.88 | -46,232,507.11 | 86.71% | Primarily due to increased bank borrowings in this period | 2025 Semi-Annual Gross Profit Margin Changes by Product or Service | Product or Service | Year-on-Year Change in Operating Revenue | Year-on-Year Change in Operating Cost | Gross Profit Margin Change from Same Period Last Year | | :--- | :--- | :--- | :--- | | Game and Amusement Equipment Sales | -2.81% | -7.22% | 3.36% | | Anime IP Derivative Product Sales | 14.51% | 23.86% | -4.61% | | Amusement Park Operations | 1.87% | 18.30% | -15.13% | | Equipment Cooperative Operation | 49.26% | 4.13% | 15.13% | Analysis of Non-Core Business During the reporting period, the company's non-core business negatively impacted total profit, primarily due to asset impairment (-17.20%) and non-operating expenses (2.88%), with investment income and credit impairment losses also being negative 2025 Semi-Annual Impact of Non-Core Business on Total Profit | Item | Amount (yuan) | Proportion of Total Profit | Reason for Formation | Sustainability | | :--- | :--- | :--- | :--- | :--- | | Investment Income | -109,315.51 | -0.25% | | No | | Asset Impairment | -7,549,891.80 | -17.20% | Primarily due to impairment provisions for fixed assets and inventory write-downs | No | | Non-Operating Income | 16,793.65 | 0.04% | | No | | Non-Operating Expenses | 1,263,623.22 | 2.88% | Primarily due to fixed asset write-off losses and external donations | No | | Credit Impairment Losses | -586,139.10 | -1.34% | Primarily due to impairment provisions for accounts receivable and other receivables in this period | No | Analysis of Asset and Liability Status At the end of the reporting period, the company's total assets increased slightly by 0.37%, with fixed assets increasing due to new product deployment and short-term borrowings rising from new bank loans Significant Changes in Asset Composition At the end of the reporting period, the proportion of fixed assets to total assets increased by 3.35% due to new product deployment, while construction in progress decreased by 1.15% due to conversion to fixed assets 2025 Semi-Annual Asset and Liability Composition Changes | Item | Proportion of Total Assets at End of This Reporting Period | Proportion of Total Assets at End of Last Year | Change in Proportion | Explanation of Significant Change | | :--- | :--- | :--- | :--- | :--- | | Fixed Assets | 23.70% | 20.35% | 3.35% | Primarily due to new product deployment in this period | | Construction in Progress | 0.00% | 1.15% | -1.15% | Primarily due to conversion of construction in progress to fixed assets in this period | | Short-Term Borrowings | 7.63% | 3.06% | 4.57% | Primarily due to new bank borrowings in this period | | Contract Liabilities | 2.63% | 4.38% | -1.75% | Primarily due to completion of customer prepayment contracts, recognized as sales revenue | | Other Non-Current Assets | 2.42% | 0.41% | 2.01% | Primarily due to acquisition of land use rights in this period | Major Overseas Assets The company's primary overseas asset is its wholly-owned subsidiary, Cehui Limited, registered in Hong Kong, with assets totaling 160.48 million yuan and a net profit of 3.60 million yuan for the reporting period, representing 21.21% of the company's net assets, with no significant impairment risk 2025 Semi-Annual Major Overseas Assets | Specific Content of Asset | Asset Scale (million yuan) | Location | Operating Model | Profitability (Net Profit for This Reporting Period) | Proportion of Overseas Assets to Company's Net Assets | Significant Impairment Risk | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Cehui Limited | 160.48 | Hong Kong, China | Independent Operation | 3.60 million yuan | 21.21% | No | Assets and Liabilities Measured at Fair Value At the end of the reporting period, the company's financial assets measured at fair value primarily consisted of other equity instrument investments, with an ending balance of 665.77 yuan 2025 Semi-Annual Assets and Liabilities Measured at Fair Value | Item | Opening Balance (yuan) | Amount Purchased in This Period (yuan) | Amount Sold in This Period (yuan) | Ending Balance (yuan) | | :--- | :--- | :--- | :--- | :--- | | Trading Financial Assets | | 25,500,000.00 | 25,500,000.00 | | | Other Equity Instrument Investments | 665.77 | | | 665.77 | | Subtotal of Financial Assets | 665.77 | 25,500,000.00 | 25,500,000.00 | 665.77 | | Financial Liabilities | 0.00 | | | 0.00 | Asset Rights Restriction Status as of the End of the Reporting Period As of the end of the reporting period, the company's total restricted assets amounted to 196.56 million yuan, primarily comprising monetary funds, fixed assets, intangible assets, and investment properties under various restrictions 2025 Semi-Annual Asset Rights Restriction Status | Item | Book Balance (yuan) | Book Value (yuan) | Restriction Type | Restriction Details | | :--- | :--- | :--- | :--- | :--- | | Monetary Funds | 31,824,802.14 | 31,824,802.14 | Margin | Bank credit margin and foreign exchange derivative margin, etc. | | Fixed Assets | 145,090,007.11 | 127,696,702.04 | Mortgage | Buildings and structures used as collateral for loans | | Intangible Assets | 29,117,852.80 | 24,895,764.28 | Mortgage | Land use rights used as collateral for loans | | Investment Properties | 13,799,366.07 | 12,143,614.49 | Mortgage | Buildings and structures used as collateral for loans | | Total | 219,832,028.12 | 196,560,882.95 | -- | -- | Analysis of Investment Status During the reporting period, the company's total investment was 132.66 million yuan, a 41.63% year-on-year decrease, with no significant equity or non-equity investments, and derivative investments primarily for hedging purposes Overall Situation During the reporting period, the company's total investment amounted to 132.66 million yuan, a 41.63% decrease compared to the same period last year 2025 Semi-Annual Investment Amount | Indicator | Amount (yuan) | Year-on-Year Change | | :--- | :--- | :--- | | Investment Amount for Reporting Period | 132,659,563.64 | -41.63% | | Investment Amount for Same Period Last Year | 227,278,179.37 | | Significant Equity Investments Acquired During the Reporting Period The company did not acquire any significant equity investments during the reporting period - The company had no significant equity investments during the reporting period75 Significant Non-Equity Investments in Progress During the Reporting Period The company had no significant non-equity investments in progress during the reporting period - The company had no significant non-equity investments in progress during the reporting period75 Financial Assets Measured at Fair Value At the end of the reporting period, the company's financial assets measured at fair value primarily consisted of other equity instrument investments, with an ending balance of 665.77 yuan 2025 Semi-Annual Financial Assets Measured at Fair Value | Asset Category | Initial Investment Cost (yuan) | Amount Purchased in This Period (yuan) | Amount Sold in This Period (yuan) | Ending Balance (yuan) | Source of Funds | | :--- | :--- | :--- | :--- | :--- | :--- | | Other Equity Instrument Investments | 2,845,665.77 | | | 665.77 | Own funds | | Trading Financial Assets | | 25,500,000.00 | 25,500,000.00 | | Own funds | Use of Raised Funds The company had no use of raised funds during the reporting period - The company had no use of raised funds during the reporting period77 Wealth Management, Derivative Investments, and Entrusted Loans During the reporting period, the company's wealth management transactions amounted to 15.50 million yuan with a zero ending balance, while derivative investments for hedging purposes totaled 57.36 million yuan, generating actual gains of 229,748.75 yuan from forward foreign exchange contracts 2025 Semi-Annual Overview of Wealth Management | Specific Type | Source of Wealth Management Funds | Amount of Wealth Management Transactions (million yuan) | Unmatured Balance (million yuan) | Overdue Unrecovered Amount (million yuan) | | :--- | :--- | :--- | :--- | :--- | | Bank Wealth Management Products | Own funds | 15.50 | 0 | 0 | 2025 Semi-Annual Derivative Investments for Hedging Purposes | Derivative Investment Type | Ending Balance (million yuan) | Proportion of Ending Investment Amount to Company's Net Assets at End of Reporting Period | Actual Gains and Losses for Reporting Period | | :--- | :--- | :--- | :--- | :--- | | Optimized Two-in-One Interest Rate Structure (Forward Foreign Exchange + Purchased Call Option) | 57.36 | 7.58% | Actual gain from forward foreign exchange contracts was 229,748.75 yuan | - The company had no derivative investments for speculative purposes or entrusted loans during the reporting period8283 Significant Asset and Equity Sales The company did not engage in any significant asset or equity sales during the reporting period - The company did not sell significant assets during the reporting period84 - The company did not sell significant equity during the reporting period85 Analysis of Major Holding and Participating Companies The company's major subsidiaries include Cehui Limited (overseas sales and procurement, net profit 3.60 million yuan), Dongguan Yuexiang Amusement Co., Ltd. (amusement park operations, net loss 3.68 million yuan), and Shuxiang (Shanghai) Amusement Co., Ltd. (amusement park operations, net loss 5.35 million yuan) 2025 Semi-Annual Major Subsidiaries and Participating Companies with Over 10% Impact on Company's Net Profit | Company Name | Company Type | Main Business | Registered Capital | Total Assets (million yuan) | Net Assets (million yuan) | Operating Revenue (million yuan) | Operating Profit (million yuan) | Net Profit (million yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Cehui Limited | Subsidiary | Overseas market sales and overseas procurement business | HKD 2.30 | 160.48 | 91.53 | 256.92 | 3.99 | 3.60 | | Dongguan Yuexiang Amusement Co., Ltd. | Subsidiary | Amusement park operations | 1.00 | 17.48 | -31.77 | 1.42 | -3.68 | -3.68 | | Shuxiang (Shanghai) Amusement Co., Ltd. | Subsidiary | Amusement park operations | 5.00 | 46.03 | -5.35 | 0.00 | -5.63 | -5.35 | - Shuxiang (Shanghai) Amusement Co., Ltd. was newly established during the reporting period to explore new operating models86 Company's Controlled Structured Entities The company had no controlled structured entities during the reporting period - The company had no controlled structured entities during the reporting period87 Company's Risks and Countermeasures The company faces risks from macroeconomic fluctuations, accounts receivable, overseas procurement, intellectual property infringement, and exchange rate volatility, which it plans to address through R&D acceleration, business expansion, financial management, procurement optimization, IP protection, and exchange rate monitoring - The company faces risks from macroeconomic fluctuations, which could lead to reduced product demand from downstream customers and impact operating performance87 - The company's accounts receivable constitute a significant portion of its current assets, posing a risk of bad debts due to deteriorating customer operations8889 - The company procures some materials from overseas, facing risks from international trade friction and exchange rate fluctuations9092 - The company holds numerous intellectual property rights but faces the risk of infringement through counterfeiting91 Registration Form for Research, Communication, Interview, and Other Activities During the Reporting Period During the reporting period, on April 8 and April 18, 2025, the company hosted online communication sessions with institutional investors, including GF Securities and Harvest Fund, primarily discussing the company's 2024 annual performance briefing - On April 8, 2025, the company hosted 33 institutional investors, including GF Securities and Harvest Fund, via telephone communication93 - On April 18, 2025, the company hosted all investors of the 2024 annual performance briefing via online communication94 Formulation and Implementation of Market Value Management System and Valuation Enhancement Plan The company did not formulate a market value management system or disclose a valuation enhancement plan during the reporting period - The company did not formulate a market value management system95 - The company did not disclose a valuation enhancement plan95 Implementation of "Quality and Return Dual Enhancement" Action Plan The company did not disclose an announcement regarding the "Quality and Return Dual Enhancement" action plan during the reporting period - The company did not disclose an announcement regarding the "Quality and Return Dual Enhancement" action plan95 Part IV Corporate Governance, Environment, and Society This section covers changes in the company's governance structure, profit distribution plans, employee incentive schemes, environmental disclosures, and social responsibility initiatives Changes in Company Directors, Supervisors, and Senior Management There were no changes in the company's directors, supervisors, and senior management during the reporting period, with specific details available in the 2024 annual report - There were no changes in the company's directors, supervisors, and senior management during the reporting period97 Profit Distribution and Capital Reserve Conversion to Share Capital for This Reporting Period The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for the semi-annual period - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for the semi-annual period98 Implementation of Company's Equity Incentive Plan, Employee Stock Ownership Plan, or Other Employee Incentive Measures The company has implemented its 2015 equity incentive plan, with incentive recipients indirectly holding 0.55% of shares through Zhiyuan Investment, and completed the initial grant registration for the 2024 stock option and restricted stock incentive plan in September 2024 - The 2015 equity incentive plan has been implemented, with incentive recipients indirectly holding 0.55% of the company's shares through Zhiyuan Investment99 - The 2024 stock option and restricted stock incentive plan (draft) completed its initial grant registration in September 2024101 - The initial grant awarded 3.61 million stock options to 40 incentive recipients and 808,000 restricted shares of the second category to 51 incentive recipients101 Environmental Information Disclosure The company and its major subsidiaries are not included in the list of enterprises required to disclose environmental information by law - The listed company and its major subsidiaries are not included in the list of enterprises required to disclose environmental information by law103 Social Responsibility Status The company actively fulfills its social responsibilities by adhering to "green culture, creative technology" principles, promoting environmental protection, employee welfare, charitable giving, industry self-regulation, and ethical business practices - The company adheres to a green development philosophy, promoting online approval processes and paperless office practices, and regularly conducts environmental training104 - The company complies with labor laws and regulations, improves its compensation and benefits system, focuses on employee career development and personal growth, and fosters a harmonious work environment105 - The company supports public welfare projects such as education, poverty alleviation, and medical assistance through donations of funds and goods106 - The company actively participates in industry exchanges and cooperation, promotes industry self-regulation, and integrates socialist core values and traditional Chinese culture into its game products107108 - The company has established a relatively complete internal control system, adheres to compliance and integrity in operations, and protects user privacy and rights109 Part V Significant Matters This section details significant events and disclosures, including commitments, related party transactions, litigation, and other material information affecting the company Commitments Fulfilled or Overdue by Actual Controller, Shareholders, Related Parties, Acquirers, and the Company During and as of the End of the Reporting Period During the reporting period, there were no commitments by the company's actual controller, shareholders, related parties, acquirers, or the company that were fulfilled or overdue as of the end of the reporting period - During the reporting period, there were no commitments by the company's actual controller, shareholders, related parties, acquirers, or the company that were fulfilled or overdue as of the end of the reporting period111 Non-Operating Funds Occupied by Controlling Shareholder and Other Related Parties During the reporting period, there were no instances of non-operating funds being occupied by the controlling shareholder or other related parties of the listed company - During the reporting period, there were no instances of non-operating funds being occupied by the controlling shareholder or other related parties of the listed company112 Irregular External Guarantees The company had no irregular external guarantees during the reporting period - The company had no irregular external guarantees during the reporting period113 Appointment and Dismissal of Accounting Firms The company's semi-annual financial report was not audited - The company's semi-annual report was not audited114 Explanation by Board of Directors, Supervisory Board, and Audit Committee on "Non-Standard Audit Report" for This Reporting Period The company had no non-standard audit report during the reporting period - The company had no non-standard audit report during the reporting period115 Board of Directors' Explanation on "Non-Standard Audit Report" for Last Year The company had no non-standard audit report for the previous year - The company had no non-standard audit report for the previous year115 Bankruptcy and Reorganization Related Matters The company had no bankruptcy and reorganization related matters during the reporting period - The company had no bankruptcy and reorganization related matters during the reporting period115 Litigation Matters During the reporting period, the company had no significant litigation or arbitration matters, but was involved in two civil disputes as plaintiff (totaling 1.65 million yuan, won and under enforcement) and one "Ultraman" trademark lawsuit (totaling 11.05 million yuan, pending court hearing) - The company had no significant litigation or arbitration matters during this reporting period116 - The company and its subsidiaries were involved in 2 civil disputes as plaintiffs, with a total amount of 1.65 million yuan, which have been ruled in favor and are currently under enforcement118 - The company is involved in 1 lawsuit related to the "Ultraman" trademark with Tsuburaya Productions Co., Ltd., with a disputed amount of 11.05 million yuan, which has been accepted by the court and is awaiting trial, with the impact currently undeterminable118 Penalties and Rectification Status The company had no penalties or rectification situations during the reporting period - The company had no penalties or rectification situations during the reporting period119 Integrity Status of the Company, its Controlling Shareholder, and Actual Controller There was no integrity status of the company, its controlling shareholder, or actual controller that needed to be explained during the reporting period - There was no integrity status of the company, its controlling shareholder, or actual controller that needed to be explained during the reporting period120 Significant Related Party Transactions During the reporting period, the company engaged in related party transactions involving the purchase and sale of goods/services, related leases, and related guarantees, with key management personnel compensation totaling 3.22 million yuan - The company had no related party transactions related to daily operations, asset or equity acquisitions/disposals, joint external investments, or related party creditor-debtor relationships during the reporting period120121122123 - The company has related party transactions with Shanghai Liqiumaimai Culture Technology Co., Ltd. for equipment cooperative operation fees and goods payments133 - The company, as lessee, leases premises from Guangzhou Xingli Animation Game Industrial Park Co., Ltd134 - Su Benli, Su Benli (different character, likely a typo in original or different person), Chen Yanbing, Ota Toshihiro, and Wahlap International Holdings Limited (Hong Kong) provide guarantees for Cehui Limited134 - Key management personnel compensation amounted to 3.22 million yuan for this period134 Significant Contracts and Their Performance During the reporting period, the company generated 0.75 million yuan in rental income as lessor and incurred 14.67 million yuan in cash outflows related to leases as lessee, while providing a guarantee of 45.60 million yuan for its subsidiary Cehui Limited, representing 6.03% of its net assets - The company had no trusteeship or contracting situations during the reporting period126127 - As lessor, the company generated rental income of 747,611.03 yuan from January to June 2025128 - As lessee, the company incurred total cash outflows related to leases of 14,666,659.92 yuan from January to June 2025128 - The company provided a guarantee for its subsidiary Cehui Limited, with an actual guarantee amount of 45.60 million yuan, representing 6.03% of the company's net assets131132 Explanation of Other Significant Matters The company had no other significant matters requiring explanation during the reporting period - The company had no other significant matters requiring explanation during the reporting period136 Significant Matters of Company Subsidiaries The company had no significant matters concerning its subsidiaries during the reporting period - The company had no significant matters concerning its subsidiaries during the reporting period137 Part VI Changes in Shares and Shareholder Information This section details changes in the company's share capital, shareholder structure, and holdings of directors, supervisors, and senior management Changes in Share Capital During the reporting period, the company's restricted shares decreased by 712,500 shares, while unrestricted shares increased by 712,500 shares, with the total share capital remaining unchanged, primarily due to the conversion of executive lock-up shares 2025 Semi-Annual Changes in Share Capital | Share Type | Number of Shares Before This Change | Increase/Decrease in This Change (shares) | Number of Shares After This Change (shares) | Proportion Before This Change | Proportion After This Change | | :--- | :--- | :--- | :--- | :--- | :--- | | I. Restricted Shares | 8,384,512 | -712,500 | 7,672,012 | 5.72% | 5.23% | | 4. Foreign-owned Shares (held by overseas natural persons) | 2,864,550 | -712,500 | 2,152,050 | 1.95% | 1.47% | | II. Unrestricted Shares | 138,307,488 | 712,500 | 139,019,988 | 94.28% | 94.77% | | III. Total Shares | 146,692,000 | 0 | 146,692,000 | 100.00% | 100.00% | - Share changes were primarily due to the conversion of executive lock-up shares to unrestricted shares, with Su Benli's restricted shares decreasing by 712,500 shares141143 Issuance and Listing of Securities The company had no issuance and listing of securities during the reporting period - The company had no issuance and listing of securities during the reporting period144 Number of Shareholders and Shareholding Status As of the end of the reporting period, the company had 16,184 common shareholders, with Wahlap International Holdings Limited (Hong Kong) as the largest shareholder (44.03%), and key shareholders including Su Yongyi (5.00%) and IGS Co., Ltd. (2.91%) - The total number of common shareholders at the end of the reporting period was 16,184145 2025 Semi-Annual Shareholding Status of Shareholders Holding 5% or More or Top 10 Shareholders | Shareholder Name | Shareholder Nature | Shareholding Ratio | Number of Shares Held at End of Reporting Period (shares) | Number of Restricted Shares Held (shares) | Number of Unrestricted Shares Held (shares) | | :--- | :--- | :--- | :--- | :--- | :--- | | Wahlap International Holdings Limited (Hong Kong) | Overseas Legal Person | 44.03% | 64,591,800 | 0 | 64,591,800 | | Su Yongyi | Domestic Natural Person | 5.00% | 7,334,600 | 5,500,950 | 1,833,650 | | IGS Co., Ltd. | Overseas Legal Person | 2.91% | 4,275,700 | 0 | 4,275,700 | | Guangxi Xinxunda Technology Group Co., Ltd. | Domestic Non-State-Owned Legal Person | 2.01% | 2,942,489 | 0 | 2,942,489 | | Su Benli | Overseas Natural Person | 1.96% | 2,869,400 | 2,152,050 | 717,350 | - Su Benli is the actual controller of Wahlap International Holdings Limited (Hong Kong), and they have a concerted action relationship; Su Yongyi is the actual controller of Suqian Yangyou Enterprise Management Consulting Co., Ltd., and they have a concerted action relationship; Su Benli and Su Yongyi are cousins147 Changes in Shareholdings of 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, with specific details available in the 2024 annual report - There were no changes in the shareholdings of the company's directors, supervisors, and senior management during the reporting period149 Changes in Controlling Shareholder or Actual Controller The company's controlling shareholder and actual controller remained unchanged during the reporting period - The company's controlling shareholder remained unchanged during the reporting period150 - The company's actual controller remained unchanged during the reporting period150 Preferred Share Related Information The company had no preferred shares during the reporting period - The company had no preferred shares during the reporting period151 Part VII Bond Related Information The company had no bond-related information during the reporting period - The company had no bond-related information during the reporting period153 Part VIII Financial Report This section presents the company's unaudited semi-annual financial statements, including the balance sheet, income statement, cash flow statement, and statement of changes in owners' equity, along with detailed notes on accounting policies and financial items Audit Report The company's semi-annual financial report was not audited - The company's semi-annual financial report was not audited155 Financial Statements This chapter provides the company's consolidated and parent company balance sheets, income statements, cash flow statements, and statements of changes in owners' equity for the 2025 semi-annual period, comprehensively presenting the financial position, operating results, cash flows, and changes in owners' equity at the end of the reporting period Consolidated Balance Sheet As of June 30, 2025, the company's consolidated total assets amounted to 1.31 billion yuan, total liabilities to 555 million yuan, and total owners' equity to 757 million yuan - As of June 30, 2025, the company's consolidated total assets amounted to 1,311,376,360.59 yuan, total liabilities to 554,697,411.81 yuan, and total owners' equity to 756,678,948.78 yuan157159160 - Total current assets were 744,251,607.00 yuan, and total non-current assets were 567,124,753.59 yuan158 - Among current liabilities, short-term borrowings were 100,050,972.22 yuan, and contract liabilities were 34,528,116.64 yuan158159 Parent Company Balance Sheet As of June 30, 2025, the parent company's total assets amounted to 1.27 billion yuan, total liabilities to 401 million yuan, and total owners' equity to 866 million yuan - As of June 30, 2025, the parent company's total assets amounted to 1,267,131,948.58 yuan, total liabilities to 401,373,274.22 yuan, and total owners' equity to 865,758,674.36 yuan163164 - Total current assets were 725,240,137.16 yuan, and total non-current assets were 541,891,811.42 yuan163 - Among current liabilities, short-term borrowings were 100,050,972.22 yuan, and accounts payable were 134,955,227.71 yuan163 Consolidated Income Statement For the 2025 semi-annual period, the company's consolidated total operating revenue was 481 million yuan, a 4.12% year-on-year increase, with operating profit of 45.15 million yuan and net profit of 34.98 million yuan, a 2.84% year-on-year decrease - For the 2025 semi-annual period, the company's consolidated total operating revenue was 481,022,849.25 yuan, and total operating costs were 427,687,785.95 yuan166 - Operating profit was 45,150,483.03 yuan, total profit was 43,903,653.46 yuan, and net profit was 34,979,627.62 yuan167 - R&D expenses were 21,977,785.63 yuan, a 51.95% year-on-year increase166 - Net profit attributable to owners of the parent company was 34,979,627.62 yuan, with basic and diluted earnings per share both at 0.24 yuan167168 Parent Company Income Statement For the 2025 semi-annual period, the parent company's operating revenue was 419 million yuan, a 7.06% year-on-year increase, with total profit of 48.15 million yuan and net profit of 40.80 million yuan, a 17.88% year-on-year increase - For the 2025 semi-annual period, the parent company's operating revenue was 418,803,083.82 yuan, and operating costs were 287,741,444.98 yuan170 - Total profit was 48,151,538.37 yuan, and net profit was 40,796,661.27 yuan171 - R&D expenses were 21,977,785.63 yuan, a 51.95% year-on-year increase170 Consolidated Cash Flow Statement For the 2025 semi-annual period, the company's net cash flow from operating activities was 50.62 million yuan, a 18.87% year-on-year decrease, while net cash flow from investing activities was -107 million yuan due to increased investment expenditures - Net cash flow from operating activities was 50,617,321.38 yuan, a 18.87% year-on-year decrease174 - Net cash flow from investing activities was -106,866,737.63 yuan, primarily due to increased cash paid for the acquisition of fixed assets, intangible assets, and other long-term assets175 - Net cash flow from financing activities was -6,143,462.88 yuan, primarily due to increased borrowings176 - Net increase in cash and cash equivalents was -64,118,031.87 yuan176 Parent Company Cash Flow Statement For the 2025 semi-annual period, the parent company's net cash flow from operating activities was 51.17 million yuan, reversing the negative value from the same period last year, while net cash flow from investing activities was -82.47 million yuan due to increased investment expenditures - Net cash flow from operating activities was 51,174,237.04 yuan, compared to -3,750,699.60 yuan in the same period last year178 - Net cash flow from investing activities was -82,472,438.24 yuan, primarily due to increased cash paid for the acquisition of fixed assets, intangible assets, and other long-term assets179 - Net cash flow from financing activities was 29,746,572.21 yuan, primarily due to increased borrowings179 - Net increase in cash and cash equivalents was -1,531,336.44 yuan179 Consolidated Statement of Changes in Owners' Equity For the 2025 semi-annual period, the company's consolidated owners' equity increased by 7.44 million yuan, primarily driven by increased net profit and share-based payment recognized in capital reserves, partially offset by a decrease in other comprehensive income due to foreign currency translation differences - Total comprehensive income attributable to owners of the parent company for this period was 33,601,201.68 yuan182 - Share-based payment recognized in owners' equity amounted to 3,181,454.82 yuan183 - Foreign currency financial statement translation differences led to a decrease of 1,378,425.94 yuan in other comprehensive income182 - Total owners' equity attributable to the parent company at period-end was 756,678,948.78 yuan184 Parent Company Statement of Changes in Owners' Equity For the 2025 semi-annual period, the parent company's total owners' equity increased by 14.64 million yuan, primarily due to increased net profit and share-based payment recognized in capital reserves - Total comprehensive income for this period was 40,796,661.27 yuan188 - Share-based payment recognized in owners' equity amounted to 3,181,454.82 yuan189 - Total owners' equity at period-end was 865,758,674.36 yuan190 Company Basic Information Guangzhou Wahlap Technology Co., Ltd., listed on May 10, 2021, with a registered capital of 147 million yuan, is a comprehensive service provider for commercial game and amusement equipment, with its financial report approved by the board of directors on August 26, 2025 - Guangzhou Wahlap Technology Co., Ltd. was listed on May 10, 2021, with a registered capital of 146,692,000.00 yuan194 - The company's legal representative is Su Benli, and its main business activity is the integrated service of issuing and operating commercial game and amusement equipment196197 - This financial report was approved for issuance by the company's board of directors on August 26, 2025198 Basis of Financial Statement Preparation The company's financial statements are prepared on a going concern basis, in accordance with enterprise accounting standards and relevant regulations, and are expected to maintain going concern capability for 12 months from the end of the reporting period - The company prepares its financial statements on a going concern basis, recognizing and measuring transactions and events in accordance with enterprise accounting standards, their application guidelines, and interpretations199 - The company also discloses relevant financial information in accordance with the China Securities Regulatory Commission's "Information Disclosure Rules for Companies Issuing Securities to the Public No. 15 - General Provisions for Financial Reports (Revised 2023)"199 - The company possesses going concern capability for 12 months from the end of this reporting period, with no significant matters affecting its going concern ability200 Significant Accounting Policies and Accounting Estimates This chapter details the company's adherence to enterprise accounting standards, accounting period, operating cycle, functional currency, materiality criteria, and specific accounting policies and estimates for various financial items, including business combinations, financial instruments, inventories, long-term equity investments, investment properties, fixed assets, construction in progress, borrowing costs, intangible assets, impairment of long-term assets, long-term deferred expenses, contract liabilities, employee benefits, provisions, share-based payments, revenue, contract costs, government grants, deferred tax assets/liabilities, and leases - The financial statements prepared by the company comply with the requirements of enterprise accounting standards, truthfully and completely reflecting the company's financial position, operating results, and other information201 - The company uses a 12-month operating cycle as the basis for classifying assets and liabilities as current or non-current203 - The company classifies financial assets into three categories based on business model and contractual cash flow characteristics: measured at amortized cost, measured at fair value through other comprehensive income, and measured at fair value through profit or loss222 - The company recognizes revenue when it satisfies a performance obligation in the contract, which is when the customer obtains control of the related goods or services276 Taxes This chapter discloses the company's main tax categories and rates, including VAT, urban maintenance and construction tax, and corporate income tax, detailing the income tax rates for different taxable entities and the preferential tax policies enjoyed by the company 2025 Semi-Annual Main Tax Categories and Rates | Tax Category | Taxable Basis | Tax Rate | | :--- | :--- | :--- | | Value-Added Tax | Based on sales of goods and services calculated according to tax laws, the output tax is calculated, and the difference after deducting the input tax allowed for the current period is the VAT payable | 6%, 9%, 13% | | Corporate Income Tax | Taxable income | 15%, 8.25%/16.5% (Hong Kong), 20%, 25% | - Guangzhou Wahlap Technology Co., Ltd. provisionally pays corporate income tax at a rate of 15% and enjoys a pre-tax super deduction policy for R&D expenses303 - Several subsidiaries meet the criteria for small and micro-profit enterprises, calculating taxable inco
华立科技(301011) - 2025 Q2 - 季度财报