Important Notice This section contains critical declarations regarding the report's integrity, significant risks, board attendance, and financial statements Statement on Truthfulness, Accuracy, and Completeness The company's board and management guarantee the report's truthfulness, accuracy, and completeness, assuming legal responsibility - Company's board of directors and senior management guarantee the truthfulness, accuracy, and completeness of the report content and assume legal responsibility3 Significant Risk Warning Investors are advised to review the detailed risk factors disclosed in "Section III Management Discussion and Analysis" - The report has detailed relevant risks; please refer to "Section III Management Discussion and Analysis," "IV. Risk Factors" section3 Board Meeting Attendance All directors attended the board meeting, with one director delegating voting rights due to business commitments - All company directors attended the board meeting, with Director Wang Yong entrusting Director Guo Wentao to exercise voting rights due to business commitments3 Report Audit Status This semi-annual report has not been audited - This semi-annual report has not been audited4 Financial Report Truthfulness Statement The company's responsible persons for finance and accounting guarantee the financial report's truthfulness, accuracy, and completeness - Company's responsible person Zhuang Zhiqin, head of accounting work Peng Wei, and head of accounting department Peng Wei declare to guarantee the truthfulness, accuracy, and completeness of the financial report in the semi-annual report4 Profit Distribution or Capital Reserve Conversion Plan There is no profit distribution or capital reserve to share capital conversion plan for this reporting period - There is no profit distribution plan or capital reserve to share capital conversion plan for this reporting period5 Section I Definitions This section provides a comprehensive glossary of basic and professional terms used throughout the report for clarity Basic Terms This section defines basic terms used in the report, including company names, major shareholders, and key partners - "The Company, Company, Britesemi" refers to Britesemi (Shanghai) Semiconductor Co, Ltd9 - "Zhuang Zhiqin and his concerted parties, largest shareholder" refers to Zhuang Zhiqin and multiple employee incentive/shareholding platforms9 - "SMIC, Semiconductor Manufacturing International Corporation" refers to Semiconductor Manufacturing International Corporation9 Professional Terms This section explains professional terms in the integrated circuit industry, covering design, manufacturing, and testing concepts - "Fabless model" refers to the business model of integrated circuit companies without wafer fabs, focusing on chip R&D, design, application, and sales10 - "Semiconductor IP, IP" refers to verified, reusable integrated circuit modules with specific functions10 - "SoC" refers to System-on-Chip, a dedicated integrated circuit that contains a complete system with specific functions11 Section II Company Profile and Key Financial Indicators This section provides an overview of the company's basic information, contact details, stock profile, and key financial performance indicators Company Basic Information This section provides the company's basic information, including its name, legal representative, and contact details - Company's Chinese name is Britesemi (Shanghai) Semiconductor Co, Ltd, abbreviated as Britesemi13 - The legal representative is Zhuang Zhiqin, and the company website is www.britesemi.com[13](index=13&type=chunk) Contact Persons and Information This section provides contact details for the company's board secretary and securities affairs representatives for investor communication - The Board Secretary is Shen Wenping, and the Securities Affairs Representatives are Shi Xiaotian and Liang Yanqing, with contact phone number 021-50376585 and email IR@britesemi.com14 Information Disclosure and Document Availability This section outlines the company's information disclosure channels and locations for the semi-annual report - The company's selected information disclosure newspapers include "Shanghai Securities News" and "China Securities Journal", and the website for the semi-annual report is www.sse.com.cn[15](index=15&type=chunk) - The company's semi-annual report is available at the company's Board of Directors Office15 Company Stock Overview This section introduces the company's stock listing exchange, board, ticker symbol, and code - The company's A-shares are listed on the STAR Market of the Shanghai Stock Exchange, with stock abbreviation "Britesemi" and stock code "688691"16 Key Accounting Data and Financial Indicators The company experienced significant declines in revenue, net profit, and EPS, while increasing R&D investment during the period 主要会计数据和财务指标(2025年1-6月 vs 上年同期) | 指标 | 本报告期(1-6月) | 上年同期 | 增减 (%) | | :--- | :--- | :--- | :--- | | 营业收入 | 281,798,815.01 | 594,026,706.41 | -52.56 | | 利润总额 | -72,115,178.41 | 84,994,528.91 | -184.85 | | 归属于上市公司股东的净利润 | -60,882,270.62 | 80,433,423.81 | -175.69 | | 扣除非经常性损益后的净利润 | -70,055,633.40 | 71,550,984.19 | -197.91 | | 经营活动产生的现金流量净额 | -4,628,936.00 | 15,646,816.62 | -129.58 | | 基本每股收益(Yuan/share) | -0.51 | 0.80 | -163.75 | | 稀释每股收益(Yuan/share) | -0.51 | 0.80 | -163.75 | | 研发投入占营业收入的比例(%) | 32.44 | 10.74 | 增加21.70个百分点 | - During the reporting period, affected by fluctuations in customer demand and changes in revenue structure, the company's operating revenue and gross profit margin decreased, while R&D investment increased, leading to a decline in net profit and other financial data19 Non-Recurring Gains and Losses Items and Amounts Non-recurring gains and losses totaled 9.17 million Yuan, primarily from government subsidies and investment income 非经常性损益项目和金额 | 非经常性损益项目 | 金额 (Yuan) | | :--- | :--- | | 计入当期损益的政府补助 | 4,138,925.00 | | 委托他人投资或管理资产的损益 | 6,509,533.58 | | 除上述各项之外的其他营业外收入和支出 | -291,103.27 | | 其他符合非经常性损益定义的损益项目 (个税扣缴税款手续费收入) | 458,697.27 | | 减:所得税影响额 | 1,642,689.80 | | 合计 | 9,173,362.78 | Section III Management Discussion and Analysis This section provides an in-depth analysis of the company's operations, financial performance, core competencies, and risk factors during the reporting period Industry and Main Business Overview The company, a leading IC design service provider, offers one-stop chip customization, leveraging a Fabless model and strategic partnerships - The company focuses on providing one-stop chip customization services, positioned in the new generation information technology field, with large-scale SoC custom design technology and semiconductor IP development technology as its core26 - The company adopts a Fabless model, generating revenue by providing customized services to chip design companies and system manufacturers, rather than selling its own brand chip products33 - Global integrated circuit market size is expected to grow to 700.9 billion US dollars in 2025, with rapid growth in wafer capacity in mainland China4446 - The company is a leading player in the global integrated circuit design service industry, having established a strategic partnership with SMIC49 Main Business and Services The company provides comprehensive chip design services from definition to mass production, including full and engineering customization - The company provides one-stop chip customization services, including chip definition, IP selection and authorization, architecture design, logic design, physical design, and other full-process design services28 - Full chip customization services complete all aspects of chip design according to customer functional and performance requirements, and provide mass production services, forming a system-level chip design platform30 - Chip engineering customization services focus on the consistency of design data with physical structure and process characteristics, providing process technology and IP selection, design data verification, and tape-out solution design services31 Main Business Model Operating under a Fabless model, the company focuses on chip design, R&D, and sales, outsourcing manufacturing and testing - As a Fabless chip design service enterprise, the company provides customers with one-stop chip customization services from chip definition to mass production32 - The company primarily generates revenue and profit by providing chip design services to customers and offering chip mass production services based on their product requirements34 - The company's procurement model includes purchasing general hardware and software for R&D, and outsourcing wafer, packaging, testing services, and IP based on customer orders41 - The company adopts a direct sales model, setting up sales centers in areas with high concentrations of target customers to promptly understand market dynamics and identify customer needs42 Industry Situation The global IC market is growing, with China's capacity expanding, and the company holds a leading position in design services - The global integrated circuit market size had a compound annual growth rate of approximately 6.44% between 2014 and 2024, and is expected to grow to 700.9 billion US dollars in 202544 - The number of 300mm wafer fabs in mainland China is projected to increase from 29 in 2024 to 71 by 2027, accounting for 30% of the global total46 - China's ASIC design service market sales revenue is expected to grow from 1.503 billion US dollars in 2023 to 3.416 billion US dollars in 203048 - The company is a leading player in the global integrated circuit design service industry, having established a strategic partnership with SMIC, and possesses full-process design capabilities for advanced logic and specialized processes49 Discussion and Analysis of Operations Revenue and net profit declined due to demand fluctuations and increased R&D, but the company is expanding into new areas - From January to June 2025, the company achieved operating revenue of 281.80 million Yuan, and net profit attributable to shareholders of -60.88 million Yuan50 - Chip design business revenue increased by 30.13%, and the number of tape-out verification projects increased by 80.56%55 - R&D expenses increased by 43.25% to 91.42 million Yuan, accounting for 32.44% of operating revenue5168 - The company continues to make R&D progress in high-speed interface IP, high-performance analog IP, and system-level chip platforms, actively expanding into emerging fields such as automotive chips, artificial intelligence, and advanced packaging727374757677 Key Financial Performance During the Reporting Period Revenue decreased by 52.56% due to lower chip mass production, leading to a negative net profit despite design service growth 营业收入构成情况(按业务类型) | 项目 | 2024年1-6月 (ten thousand Yuan) | 2025年1-6月 (ten thousand Yuan) | 增减 (%) | | :--- | :--- | :--- | :--- | | 芯片设计业务 | 10,885.28 | 14,165.27 | +30.13 | | 芯片量产业务 | 48,517.39 | 14,014.62 | -71.11 | | 合计 | 59,402.67 | 28,179.88 | -52.56 | 营业收入构成情况(按服务类型) | 项目 | 2024年1-6月 (ten thousand Yuan) | 2025年1-6月 (ten thousand Yuan) | 增减 (%) | | :--- | :--- | :--- | :--- | | 全定制服务 | 42,736.97 | 11,870.10 | -72.23 | | 工程定制服务 | 16,665.70 | 16,309.79 | -2.14 | | 合计 | 59,402.67 | 28,179.88 | -52.56 | - The company's comprehensive gross profit margin was 18.49%, a year-on-year decrease, mainly due to a lower proportion of full customization service revenue64 - As of June 30, 2025, the company's total outstanding orders amounted to 861 million Yuan, with 307 million Yuan from chip design services and 554 million Yuan from chip mass production services61 Progress of Business Management During the Reporting Period The company advanced chip design projects, increased R&D in IP and platforms, expanded into automotive and AI, and optimized governance - The company successfully taped out chips for domestic testing equipment, continued to advance MRAM control chip and intelligent network chip projects, and its single-point LED driver chip passed functional verification6566 - R&D expenses increased by 43.25% to 91.42 million Yuan, accounting for 32.44% of operating revenue, with 16 new invention patent applications and 20 new authorized invention patents6869 - In high-speed interface IP, DDR, SerDes, PCIe, MIPI, PSRAM, TCAM, and other IPs made progress on 28nm and 22nm process platforms, with some already mass-produced or in verification6970 - In high-performance analog IP, ADC, PLL, PMU, and other IPs successfully completed design verification or entered the verification stage on 28nm and 40nm process platforms71 - In system-level chip platform R&D, the automotive-grade dual-core lock-step MCU platform completed power-on tests and basic functional verification, the edge AI platform completed initial FPGA prototype verification, and the automated testing platform expanded its functions72 - The company continues to increase investment in automotive-grade chip platforms, with its self-developed automotive-grade MCU platform having returned from tape-out and completed basic functional verification, while also optimizing IP interconnection efficiency with 3D packaging technology7477 - The company revised its "Articles of Association" and other governance documents, elected an employee representative director, and approved the 2024 profit distribution plan (cash dividend of 1.70 Yuan per 10 shares)79 Analysis of Core Competencies The company's core strengths include superior design capabilities, strategic partnership with SMIC, talent, and continuous R&D innovation - The company possesses excellent chip design capabilities and rich chip customization experience, achieving high first-pass success rates, with products widely used in IoT, industrial control, and other industries81 - The company independently developed a series of reusable and configurable SoC industry application solutions and high-performance IPs, capable of quickly meeting diverse customer needs82 - The company has established a strategic partnership with SMIC, the most technologically advanced and largest wafer foundry in mainland China83 - The company has assembled a highly skilled, technically proficient, and experienced R&D and management team, with most core technical personnel holding doctoral or master's degrees85 - The company has formed two major core technology systems: large-scale SoC custom design technology and semiconductor IP development technology, and obtained 20 new authorized invention patents during the reporting period89100101 Core Competencies Overview The company's core strengths include superior design capabilities, strategic partnership with SMIC, talent, and continuous R&D innovation - The company deeply researches different process technologies, combining chip design methodology with physical structure to provide chip customization solutions that balance performance, power consumption, and cost81 - The company independently developed a series of reusable and configurable SoC industry application solutions and high-performance IPs, covering numerous fields such as IoT, artificial intelligence, and automotive electronics82 - The company has established a strategic partnership with SMIC, accumulating extensive design experience across various process technologies to meet the product needs of different chip design companies8384 - The company's core technical personnel all hold doctoral or master's degrees from top domestic and international universities and have worked for renowned chip design companies at home and abroad85 - The company has successful cases with well-known customers in multiple fields, accumulating rich customer resources with strong demonstration effects88 Core Technologies and R&D Progress The company's core technologies in large SoC design and IP development saw significant R&D investment and patent achievements - The company has formed two major core technology systems: large-scale SoC custom design technology and semiconductor IP development technology, with no significant changes during the reporting period89 - Large-scale SoC custom design technology includes rapid design and verification of large-scale SoCs, rapid physical design of large-scale chips, system performance evaluation and optimization, and engineering service technology89929394 - Semiconductor IP development technology includes high-speed interface IPs such as DDR, SerDes, PCIe, MIPI, USB, and analog-to-digital converter IPs such as SAR ADC and PIPELINE ADC9697 研发投入情况 | 指标 | 本期数 (Yuan) | 上年同期数 (Yuan) | 变化幅度 (%) | | :--- | :--- | :--- | :--- | | 费用化研发投入 | 91,417,451.42 | 63,816,067.69 | 43.25 | | 研发投入总额占营业收入比例(%) | 32.44 | 10.74 | 增加21.70个百分点 | 知识产权列表(本期新增/累计数量) | 项目 | 本期新增申请数(个) | 本期新增获得数(个) | 累计申请数(个) | 累计获得数(个) | | :--- | :--- | :--- | :--- | :--- | | 发明专利 | 16 | 20 | 160 | 118 | | 实用新型专利 | 0 | 1 | 66 | 27 | | 软件著作权 | 0 | 1 | 38 | 32 | | 其他 | 0 | 1 | 23 | 18 | | 合计 | 16 | 23 | 287 | 195 | - R&D projects include high-speed interface IP R&D, high-performance analog IP R&D, and system-level chip platform R&D, with an estimated total investment of 918.43 million Yuan and a current period investment of 91.42 million Yuan106107 Risk Factors The company faces risks including performance decline, R&D commercialization, core technology leakage, and market competition - The company faces the risk of significant performance decline or loss, with operating revenue decreasing by 52.56% and net profit being negative during the reporting period110 - Core competency risks include R&D projects failing to commercialize as expected or tape-out failures, as well as core technology leakage111112 - Operating risks include supplier concentration (e.g., SMIC), technology licensing (e.g., Synopsys, ARM), intensified market competition, fluctuations in customer product life cycles, overseas sales risks, lower-than-expected demand for customized chip mass production, and low or even negative gross margins for some design projects113114115116 - Financial risks include fluctuations in gross margins for chip design and mass production businesses, exchange rate fluctuations, and changes in tax preferential policies117118119 - Industry risks primarily involve the loss of technical talent and intensified market competition; macroeconomic environment risks stem from anti-globalization trends, international trade frictions, and technology bans120121 Key Operating Performance During the Reporting Period Revenue and net profit declined, while R&D expenses increased, impacting cash flow and balance sheet items - During the reporting period, the company achieved operating revenue of 281.80 million Yuan, a year-on-year decrease of 52.56%, and net profit attributable to owners of the parent company was -60.88 million Yuan122 Main Business Analysis Revenue and costs significantly decreased, R&D expenses rose, and operating cash flow turned negative due to market conditions 财务报表相关科目变动分析(本期数 vs 上年同期数) | 科目 | 本期数 (Yuan) | 上年同期数 (Yuan) | 变动比例 (%) | | :--- | :--- | :--- | :--- | | 营业收入 | 281,798,815.01 | 594,026,706.41 | -52.56 | | 营业成本 | 229,702,751.21 | 409,620,271.72 | -43.92 | | 销售费用 | 10,002,465.77 | 10,695,203.06 | -6.48 | | 管理费用 | 39,187,857.34 | 37,268,458.43 | 5.15 | | 财务费用 | -8,059,461.98 | -6,385,082.62 | 不适用 | | 研发费用 | 91,417,451.42 | 63,816,067.69 | 43.25 | | 经营活动产生的现金流量净额 | -4,628,936.00 | 15,646,816.62 | -129.58 | | 投资活动产生的现金流量净额 | -11,125,578.90 | 150,480,422.41 | -107.39 | | 筹资活动产生的现金流量净额 | -2,155,555.59 | 523,478,075.70 | -100.41 | - The decrease in operating revenue was mainly due to fluctuations in downstream customer demand and other factors, with operating costs decreasing accordingly124125 - R&D expenses increased by 43.25%, primarily due to the company's continuous investment in R&D innovation and increased resource allocation to ongoing projects124125 - Net cash flow from operating activities decreased by 129.58%, mainly due to a decline in revenue and gross profit, and an increase in R&D investment124125 Analysis of Assets and Liabilities Trading financial assets and prepayments increased, while receivables decreased, and contract liabilities significantly rose 资产及负债状况变动(本期期末数 vs 上年度末数) | 项目名称 | 本期期末数 (ten thousand Yuan) | 本期期末数占总资产的比例 (%) | 上年期末数 (ten thousand Yuan) | 上年期末数占总资产的比例 (%) | 本期期末金额较上年期末变动比例 (%) | | :--- | :--- | :--- | :--- | :--- | :--- | | 交易性金融资产 | 12,021.18 | 6.90 | 9,000.00 | 5.19 | 33.57 | | 应收票据 | 769.60 | 0.44 | 1,660.95 | 0.96 | -53.67 | | 应收账款 | 3,803.35 | 2.18 | 7,308.90 | 4.21 | -47.96 | | 预付款项 | 15,218.09 | 8.74 | 5,127.51 | 2.95 | 196.79 | | 其他应收款 | 82.10 | 0.05 | 1,675.11 | 0.97 | -95.10 | | 其他流动资产 | 3,899.75 | 2.24 | 10,476.81 | 6.04 | -62.78 | | 使用权资产 | 1,033.55 | 0.59 | 690.66 | 0.40 | 49.65 | | 递延所得税资产 | 1,736.98 | 1.00 | 610.82 | 0.35 | 184.37 | | 应付账款 | 5,025.41 | 2.89 | 7,766.55 | 4.48 | -35.29 | | 合同负债 | 30,146.56 | 17.31 | 21,266.38 | 12.25 | 41.76 | | 应交税费 | 293.61 | 0.17 | 701.29 | 0.40 | -58.13 | | 其他应付款 | 2,448.27 | 1.41 | 405.60 | 0.23 | 503.62 | | 应付股利 | 2,042.50 | 1.17 | 2.50 | 0.00 | 81,600.00 | | 其他流动负债 | 3,723.89 | 2.14 | 2,713.66 | 1.56 | 37.23 | - Overseas assets amounted to 79.71 million Yuan, accounting for 4.58% of total assets129 Section IV Corporate Governance, Environment, and Society This section details changes in the company's governance, including director and management changes, profit distribution plans, and rural revitalization efforts Changes in Directors, Senior Management, and Core Technical Personnel A director resigned, a new employee representative director was elected, and core technical personnel criteria were defined - Director Wang Huan resigned from his directorship and audit committee membership due to personal work reasons135 - Mr Hu Hongming was elected as the employee representative director of the second board of directors135 - The company's core technical personnel identification criteria include profound qualifications, rich R&D experience, mastery of core technologies, years of industry experience, alignment with corporate culture, holding important positions, and a master's degree or above136 Profit Distribution or Capital Reserve Conversion Plan There is no profit distribution or capital reserve to share capital conversion plan for this semi-annual period - There is no profit distribution plan or capital reserve to share capital conversion plan for this semi-annual period137 Rural Revitalization Efforts The company supported rural revitalization by purchasing 35,500 Yuan worth of agricultural products for employee welfare - The company engaged in consumer assistance, purchasing agricultural products totaling 35,500 Yuan from Haihui Town, Lushan City, Jiangxi Province, for employee welfare, while also promoting rural revitalization139 Section V Significant Matters This section covers the fulfillment of commitments, significant related party transactions, and the progress of raised funds utilization Fulfillment of Commitments The company and its key stakeholders strictly fulfilled all commitments made during the IPO, including share lock-up and price stabilization - The company's largest shareholder and concerted parties committed not to transfer pre-IPO shares within 36 months from the listing date and to ensure that the reduction price is not lower than the offering price for two years after the lock-up period expires141142 - Major shareholders such as SMIC Holdings and NVP committed not to transfer pre-IPO shares within 36 months from the company's listing date142143 - The company's directors, senior management, and core technical personnel committed not to transfer more than 25% of their total shares annually during their tenure, and not to transfer shares within six months after leaving office144145146147148149150 - The company, its directors, and senior management committed to taking measures such as share buybacks or increased holdings to stabilize the stock price when stability conditions are triggered150151152153 - The company and its related parties committed that the prospectus and other information disclosure materials contain no false records, misleading statements, or major omissions, and assume corresponding compensation liabilities153154155156157158159 - The company's largest shareholder and shareholders holding more than 5% of shares committed to avoiding businesses that compete or potentially compete with the company's main business159160 - The company and its related parties committed to minimizing related party transactions with the company and its subsidiaries, and ensuring that transactions are fair and equitable164165 Significant Related Party Transactions The company engaged in significant related party transactions, including procurement from SMIC and sales to Nanfei Microelectronics 采购商品/接受劳务关联交易情况 | 关联方 | 关联交易内容 | 本期发生额 (Yuan) | 获批的交易额度 (Yuan) | | :--- | :--- | :--- | :--- | | 中芯国际集成电路制造有限公司及其子公司 | 采购晶圆、光罩 | 159,568,910.28 | 600,000,000.00 | 出售商品/提供劳务关联交易情况 | 关联方 | 关联交易内容 | 本期发生额 (Yuan) | 上期发生额 (Yuan) | | :--- | :--- | :--- | :--- | | 深圳市楠菲微电子有限公司及其子公司 | 出售商品、提供服务 | 7,843,963.94 | 7,578,477.21 | Progress of Raised Funds Utilization The company utilized 124.35 million Yuan of its 521.29 million Yuan net raised funds, with a cumulative progress of 23.85% 募集资金整体使用情况 | 募集资金总额 (Yuan) | 募集资金净额 (Yuan) | 截至报告期末累计投入金额 (Yuan) | 本年度投入金额 (Yuan) | 累计投入进度 (%) | | :--- | :--- | :--- | :--- | :--- | | 595,800,000.00 | 521,294,888.99 | 124,349,626.68 | 51,197,278.81 | 23.85 | - The company used temporarily idle raised funds not exceeding 200 million Yuan for cash management, purchasing highly secure and liquid principal-protected financial products or structured deposits, with an ending balance of 95 million Yuan in cash management181182 Details of Raised Fund Investment Projects Raised funds are invested in platforms for network communication, industrial internet, and high-performance analog IP, all under construction 募投项目明细使用情况 | 序号 | 项目名称 | 募集资金计划投资总额 (Yuan) | 本年投入金额 (Yuan) | 截至报告期末累计投入金额 (Yuan) | 累计投入进度 (%) | 预定可使用状态日期 | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | 1 | 网络通信与计算芯片定制化解决方案平台 | 260,021,890.63 | 28,631,056.05 | 78,706,434.09 | 30.27 | 2027年4月 | | 2 | 工业互联网与智慧城市的定制化芯片平台 | 178,439,240.50 | 10,680,541.92 | 23,770,709.77 | 13.32 | 2027年4月 | | 3 | 高性能模拟IP平台建设 | 82,833,757.86 | 11,885,680.84 | 21,872,482.82 | 26.41 | 2027年4月 | Section VI Share Changes and Shareholder Information This section details changes in the company's share capital, including restricted share releases, and provides an overview of shareholder information Share Capital Changes The total share capital remained unchanged, but restricted shares decreased due to the expiration of lock-up periods 股份变动情况表 | 项目 | 本次变动前数量 (shares) | 本次变动前比例 (%) | 本次变动增减 (shares) | 本次变动后数量 (shares) | 本次变动后比例 (%) | | :--- | :--- | :--- | :--- | :--- | :--- | | 一、有限售条件股份 | 94,500,000.00 | 78.75 | -45,965,010 | 48,534,990 | 40.45 | | 二、无限售条件流通股份 | 25,500,000.00 | 21.25 | 45,965,010 | 71,465,010 | 59.55 | | 三、股份总数 | 120,000,000.00 | 100.00 | 0 | 120,000,000.00 | 100.00 | - On April 11, 2025, the lock-up period for some of the company's initial public offering restricted shares and strategic placement restricted shares expired, involving 45,965,010 shares, accounting for 38.30% of the company's total share capital187 Details of Restricted Share Changes 45.97 million restricted shares from 20 shareholders were released from lock-up on April 11, 2025 限售股份变动情况 | 股东名称 | 期初限售股数 (shares) | 报告期解除限售股数 (shares) | 报告期末限售股数 (shares) | 解除限售日期 | | :--- | :--- | :--- | :--- | :--- | | 徐屏 | 726,210 | 726,210 | 0 | 2025年4月11日 | | PIERRE RAPHAEL LAMOND | 584,550 | 584,550 | 0 | 2025年4月11日 | | 海通创新证券投资有限公司 | 3,645,960 | 2,145,960 | 1,500,000 | 2025年4月11日 | | 广西泰达新原股权投资有限公司 | 1,430,640 | 1,430,640 | 0 | 2025年4月11日 | | 元禾璞华(苏州)投资管理有限公司-江苏疌泉元禾璞华股权投资合伙企业(有限合伙) | 2,861,280 | 2,861,280 | 0 | 2025年4月11日 | | 湖北小米长江产业投资基金管理有限公司-湖北小米长江产业基金合伙企业(有限合伙) | 4,291,920 | 4,291,920 | 0 | 2025年4月11日 | | 海通新能源股权投资管理有限公司-湖州赟通股权投资合伙企业(有限合伙) | 572,220 | 572,220 | 0 | 2025年4月11日 | | 海通新能源私募股权投资管理有限公司-辽宁中德产业股权投资基金合伙企业(有限合伙) | 3,004,380 | 3,004,380 | 0 | 2025年4月11日 | | 上海金浦智能科技投资管理有限公司-上海金浦临港智能科技股权投资基金合伙企业(有限合伙) | 1,287,540 | 1,287,540 | 0 | 2025年4月11日 | | 盈富泰克(深圳)环球技术股权投资基金合伙企业(有限合伙) | 2,145,960 | 2,145,960 | 0 | 2025年4月11日 | | 上海临芯投资管理有限公司-共青城临晟股权投资合伙企业(有限合伙) | 2,861,280 | 2,861,280 | 0 | 2025年4月11日 | | 上海临芯投资管理有限公司-嘉兴临潇股权投资合伙企业(有限合伙) | 1,553,760 | 1,553,760 | 0 | 2025年4月11日 | | 戈壁(北京)创业投资管理有限公司-宁波戈壁赢昇股权投资中心(有限合伙) | 858,420 | 858,420 | 0 | 2025年4月11日 | | 戈壁创赢(上海)创业投资管理有限公司-上海戈壁企灵创业投资合伙企业(有限合伙) | 572,220 | 572,220 | 0 | 2025年4月11日 | | 上海君桐股权投资管理有限公司-嘉兴君柳投资合伙企业(有限合伙) | 5,337,720 | 5,337,720 | 0 | 2025年4月11日 | | 海通证券资管-兴业银行-海通资管汇享灿芯员工战略配售集合资产管理计划 | 3,000,000 | 3,000,000 | 0 | 2025年4月11日 | | 上海火山石投资管理有限公司-上海火山石一期股权投资合伙企业(有限合伙) | 2,145,960 | 2,145,960 | 0 | 2025年4月11日 | | IPV Capital I HK Limited | 1,249,110 | 1,249,110 | 0 | 2025年4月11日 | | BRITE EAGLE HOLDINGS, LLC | 4,889,070 | 4,889,070 | 0 | 2025年4月11日 | | GOBI LINE0 LIMITED | 4,446,810 | 4,446,810 | 0 | 2025年4月11日 | | 合计 | 47,465,010 | 45,965,010 | 1,500,000 | / | Shareholder Information The company has 10,870 common shareholders, with SMIC Holdings as the largest, and some shareholders having related party or concerted action relationships - As of the end of the reporting period, the total number of common shareholders was 10,870192 前十名股东持股情况(不含通过转融通出借股份) | 股东名称 | 期末持股数量 (shares) | 比例 (%) | 持有有限售条件股份数量 (shares) | 股份性质 | | :--- | :--- | :--- | :--- | :--- | | 中芯国际控股有限公司 | 17,078,490 | 14.23 | 17,078,490 | 境内非国有法人 | | NORWEST VENTURE PARTNERS X, LP | 12,118,590 | 10.10 | 12,118,590 | 境外法人 | | BRITE EAGLE HOLDINGS, LLC | 4,690,576 | 3.91 | 0 | 境外法人 | | 湖北小米长江产业投资基金管理有限公司-湖北小米长江产业基金合伙企业(有限合伙) | 4,291,920 | 3.58 | 0 | 其他 | | 上海维灿企业管理中心(有限合伙) | 3,848,490 | 3.21 | 3,848,490 | 其他 | | 海通创新证券投资有限公司 | 3,645,960 | 3.04 | 1,500,000 | 国有法人 | | 上海灿巢软件咨询中心(有限合伙) | 3,150,000 | 2.63 | 3,150,000 | 其他 | | 庄志青 | 3,092,850 | 2.58 | 3,092,850 | 境外自然人 | | 海通新能源私募股权投资管理有限公司-辽宁中德产业股权投资基金合伙企业(有限合伙) | 3,004,380 | 2.50 | 0 | 其他 | | 上海灿成企业管理中心(有限合伙) | 2,849,400 | 2.37 | 2,849,400 | 其他 | - Zhuang Zhiqin, Shanghai Weican Enterprise Management Center (Limited Partnership), Shanghai Cancao Software Consulting Center (Limited Partnership), and Shanghai Cancheng Enterprise Management Center (Limited Partnership) are parties acting in concert196 Strategic Investors Becoming Top Ten Shareholders Haitong Innovation Securities Investment Co., Ltd. became a top ten shareholder through strategic placement with a 24-month lock-up period - Haitong Innovation Securities Investment Co, Ltd became a top ten shareholder due to strategic placement, with a lock-up period of 24 months from the company's listing date199 Section VII Bond-Related Information This section confirms the absence of corporate bonds, enterprise bonds, non-financial enterprise debt financing instruments, and convertible corporate bonds Corporate Bonds and Debt Financing Instruments The company had no corporate bonds or non-financial enterprise debt financing instruments during this reporting period - During this reporting period, the company had no corporate bonds (including enterprise bonds) or non-financial enterprise debt financing instruments203 Convertible Corporate Bonds The company had no convertible corporate bonds during this reporting period - During this reporting period, the company had no convertible corporate bonds203 Section VIII Financial Report This section presents the company's unaudited financial statements, including balance sheets, income statements, cash flow statements, and statements of changes in owner's equity, along with detailed notes on accounting policies and financial items Audit Report This semi-annual report has not been audited - This semi-annual report has not been audited205 Financial Statements This section presents the company's consolidated and parent company financial statements, reflecting its financial position and performance Consolidated Balance Sheet Consolidated total assets slightly increased to 1.74 billion Yuan, while total liabilities rose by 22.69%, and net assets decreased by 5.67% 合并资产负债表主要数据 | 项目 | 2025年6月30日 (Yuan) | 2024年12月31日 (Yuan) | | :--- | :--- | :--- | | 总资产 | 1,741,909,298.38 | 1,735,365,244.83 | | 负债合计 | 453,970,906.50 | 370,000,781.58 | | 归属于母公司所有者权益合计 | 1,287,938,391.88 | 1,365,364,463.25 | Parent Company Balance Sheet Parent company total assets increased by 2.63% to 1.53 billion Yuan, liabilities rose by 21.88%, and owner's equity decreased by 4.12% 母公司资产负债表主要数据 | 项目 | 2025年6月30日 (Yuan) | 2024年12月31日 (Yuan) | | :--- | :--- | :--- | | 总资产 | 1,526,630,591.46 | 1,487,483,695.39 | | 负债合计 | 471,204,020.58 | 386,680,127.41 | | 所有者权益合计 | 1,055,426,570.88 | 1,100,803,567.98 | Consolidated Income Statement Consolidated revenue decreased by 52.56% to 281.80 million Yuan, resulting in a net loss of 60.88 million Yuan due to increased R&D 合并利润表主要数据 | 项目 | 2025年半年度 (Yuan) | 2024年半年度 (Yuan) | | :--- | :--- | :--- | | 营业总收入 | 281,798,815.01 | 594,026,706.41 | | 营业总成本 | 363,492,723.93 | 516,638,388.11 | | 研发费用 | 91,417,451.42 | 63,816,067.69 | | 利润总额 | -72,115,178.41 | 84,994,528.91 | | 净利润 | -60,882,270.62 | 80,433,423.81 | | 基本每股收益(Yuan/share) | -0.51 | 0.80 | Parent Company Income Statement Parent company revenue decreased by 55.54% to 186.33 million Yuan, leading to a net loss of 30.32 million Yuan 母公司利润表主要数据 | 项目 | 2025年半年度 (Yuan) | 2024年半年度 (Yuan) | | :--- | :--- | :--- | | 营业收入 | 186,328,774.66 | 419,080,963.01 | | 营业成本 | 154,479,075.94 | 297,515,607.99 | | 研发费用 | 48,622,678.20 | 39,474,525.95 | | 利润总额 | -41,596,198.03 | 49,432,528.17 | | 净利润 | -30,324,114.55 | 45,247,007.62 | Consolidated Cash Flow Statement Consolidated operating, investing, and financing cash flows were all negative, resulting in a net decrease of 19.27 million Yuan in cash 合并现金流量表主要数据 | 项目 | 2025年半年度 (Yuan) | 2024年半年度 (Yuan) | | :--- | :--- | :--- | | 经营活动产生的现金流量净额 | -4,628,936.00 | 15,646,816.62 | | 投资活动产生的现金流量净额 | -11,125,578.90 | 150,480,422.41 | | 筹资活动产生的现金流量净额 | -2,155,555.59 | 523,478,075.70 | | 现金及现金等价物净增加额 | -19,267,993.52 | 691,319,652.35 | Parent Company Cash Flow Statement Parent company operating, investing, and financing cash flows were all negative, leading to a net decrease of 135.18 million Yuan in cash 母公司现金流量表主要数据 | 项目 | 2025年半年度 (Yuan) | 2024年半年度 (Yuan) | | :--- | :--- | :--- | | 经营活动产生的现金流量净额 | -26,930,326.72 | -38,655,742.23 | | 投资活动产生的现金流量净额 | -107,544,568.68 | -6,817,930.12 | | 筹资活动产生的现金流量净额 | -701,577.04 | 525,213,791.58 | | 现金及现金等价物净增加额 | -135,179,022.46 | 479,740,119.23 | Consolidated Statement of Changes in Owner's Equity Consolidated owner's equity decreased by 77.43 million Yuan, primarily due to net loss and profit distribution - Total owner's equity attributable to the parent company decreased from 1.37 billion Yuan at the beginning of the period to 1.29 billion Yuan at the end of the period225228 - Total comprehensive income for the period was -62.37 million Yuan, and profit distribution decreased by 20.40 million Yuan225 Parent Company Statement of Changes in Owner's Equity Parent company owner's equity decreased by 45.38 million Yuan, mainly due to net loss and profit distribution - Total owner's equity of the parent company decreased from 1.10 billion Yuan at the beginning of the period to 1.06 billion Yuan at the end of the period231234 - Total comprehensive income for the period was -30.32 million Yuan, and profit distribution decreased by 20.40 million Yuan236237 Company Basic Information Established in July 2008 and listed in March 2024, the company has a registered capital of 120 million Yuan, focusing on IC design and services - The company, formerly Britesemi (Shanghai) Semiconductor Co, Ltd, was established in July 2008243 - The company publicly issued 30 million shares of RMB ordinary shares (A-shares) on March 29, 2024, and listed them on the Shanghai Stock Exchange244 - As of June 30, 2025, the company's registered capital and share capital were 120 million Yuan244 - The company's business scope includes the design and R&D of integrated circuits, software R&D and production, sales of self-produced products, and provision of related technical consulting and services244 Basis of Financial Statement Preparation The financial statements are prepared on a going concern basis, adhering to enterprise accounting standards and relevant disclosure rules - The company's financial statements are prepared on a going concern basis and comply with the requirements of enterprise accounting standards246247249 Significant Accounting Policies and Estimates This section details the company's key accounting policies and estimates for financial reporting, covering various financial and operational aspects - The company's accounting year runs from January 1 to December 31 of the Gregorian calendar, and its functional currency is RMB250252 - Financial assets are classified as measured at amortized cost, at fair value through profit or loss, or at fair value through other comprehensive income264 - For notes receivable, accounts receivable, etc, loss provisions are recognized based on expected credit losses and measured according to credit risk stages269271 - Inventories include merchandise inventory, work-in-progress, and contract fulfillment costs, valued using the weighted-average method upon issuance, and measured at the lower of cost or net realizable value287288 - Fixed assets are depreciated using the straight-line method over their useful lives, and intangible assets (such as software usage rights, semiconductor IP) are amortized using the straight-line method over their estimated useful lives298300301 - Revenue is recognized when performance obligations are satisfied and the customer obtains control of the related goods, with different recognition points for chip mass production and chip design services317319320 - Government grants are classified as asset-related or income-related, and recognized as deferred income or directly into current profit or loss, respectively324 - Deferred income tax assets and liabilities are recognized and measured based on temporary differences between the carrying amounts of assets and liabilities and their tax bases327 Taxation This section lists the company's main tax types and rates, including VAT and corporate income tax, with several entities enjoying preferential rates 主要税种及税率 | 税种 | 计税依据 | 税率 | | :--- | :--- | :--- | | 增值税 | 应税收入 | 13%、6% | | 城市维护建设税 | 应纳税流转额 | 7%、5% | | 教育费附加 | 应纳税流转额 | 3% | | 地方教育附加 | 应纳税流转额 | 2% | | 企业所得税 | 应纳税所得额 | 见下表 | - The company and its subsidiaries, including Hefei Britesemi, Britesemi Suzhou, and Britesemi Chengdu, are recognized as high-tech enterprises and enjoy a 15% preferential corporate income tax rate340 - Hainan Britesemi Technology Co, Ltd, a subsidiary, enjoys tax benefits for small and micro-profit enterprises, with an applicable corporate income tax rate of 20% for the current period341 Notes to Consolidated Financial Statement Items This section provides detailed notes for each item in the consolidated financial statements, explaining balances and changes - The ending balance of monetary funds is 835 million Yuan, of which the total amount deposited overseas is 1.47 million Yuan343 - The ending balance of trading financial assets is 120.21 million Yuan, mainly structured deposits, an increase of 33.57% from the beginning of the period344127 - The ending book value of accounts receivable is 38.03 million Yuan, a decrease of 47.96% from the beginning of the period, mainly due to a decrease in current revenue and collection of prior period accounts receivable348127 - The ending balance of contract liabilities is 301.47 million Yuan, an increase of 41.76% from the beginning of the period, mainly due to an increase in customer prepayments in the current period418128 - R&D expenses incurred in the current period amounted to 91.42 million Yuan, an increase of 43.25% from the previous period, mainly due to increased resource allocation to ongoing R&D projects458125 - The ending balance of undistributed profits is 213 million Yuan, a decrease of 81.28 million Yuan from the beginning of the period, mainly due to the net loss and profit distribution in the current period447 Research and Development Expenses Total R&D expenses were 91.42 million Yuan, fully expensed, representing a 43.25% increase year-over-year, primarily driven by staff costs 研发支出按费用性质列示 | 项目 | 本期发生额 (Yuan) | 上期发生额 (Yuan) | | :--- | :--- | :--- | | 职工薪酬 | 66,053,723.36 | 47,283,473.08 | | 材料及测试费 | 7,703,924.56 | 3,823,753.23 | | 折旧摊销费 | 17,178,469.26 | 11,665,412.22 | | 其他 | 481,334.24 | 1,043,429.16 | | 合计 | 91,417,451.42 | 63,816,067.69 | | 其中:费用化研发支出 | 91,417,451.42 | 63,816,067.69 | - Total R&D expenses for the current period amounted to 91.42 million Yuan, all expensed, representing a 43.25% increase compared to the same period last year488 Changes in Consolidation Scope There were no changes in the company's consolidation scope during the reporting period - There were no changes in the company's consolidation scope during the reporting period490 Interests in Other Entities This section lists the company's 10 subsidiaries, detailing their operations, registered capital, and ownership structure 企业集团的构成 | 子公司名称 | 主要经营地 | 注册资本 | 注册地 | 业务性质 | 持股比例 (%) (直接) | | :--- | :--- | :--- | :--- | :--- | :--- | | 上海灿芯半导体(香港)有限公司 | 香港 | 50,001 Hong Kong Dollars | 香港 | 销售 | 100.00 | | 合肥灿芯科技有限公司 | 合肥 | 40 million Yuan | 合肥 | 研发、销售 | 100.00 | | BRITE SEMICONDUCTOR USA CORPORATION | 美国加州 | 10 million US Dollars | 美国加州 | 销售 | 100.00 | | 灿芯半导体(苏州)有限公司 | 苏州 | 50 million Yuan | 苏州 | 研发、销售 | 100.00 | | 灿芯半导体(天津)有限公司 | 天津 | 10 million Yuan | 天津 | 研发、销售 | 100.00 | | 苏州矽睿微电子科技有限公司 | 苏州 | 3 million Yuan | 苏州 | 研发 | 100.00 (间接) | | 灿芯半导体(成都)有限公司 | 成都 | 10 million Yuan | 成都 | 研发、销售 | 100.00 | | 海南灿芯科技有限公司 | 海南 | 5 million Yuan | 海南 | 投资、销售 | 100.00 | | RIGHTSILICON HOLDINGS PTE. LTD. | 新加坡 | 0.5 million US Dollars | 新加坡 | 投资 | 60.00 | | RIGHTSILICON TECHNOLOGY PTE. LTD. | 新加坡 | 0.45 million US Dollars | 新加坡 | 研发、销售 | 60.00 | Government Grants The company received 4.14 million Yuan in government grants, with 0.47 million Yuan related to assets and 3.67 million Yuan related to income 计入当期损益的政府补助 | 类型 | 本期发生额 (Yuan) | 上期发生额 (Yuan) | | :--- | :--- | :--- | | 与资产相关 | 473,625.00 | 0 | | 与收益相关 | 3,665,300.00 | 1,243,438.40 | | 合计 | 4,138,925.00 | 1,243,438.40 | 涉及政府补助的负债项目 | 财务报表项目 | 期初余额 (Yuan) | 本期转入其他收益 (Yuan) | 期末余额 (Yuan) | 与资产/收益相关 | | :--- | :--- | :--- | :--- | :--- | | 递延收益 | 1,558,000.00 | 473,625.00 | 1,084,375.00 | 与资产相关 | | 递延收益 | 2,135,000.00 | 0 | 2,135,000.00 | 与收益相关 | | 合计 | 3,693,000.00 | 473,625.00 | 3,219,375.00 | / | Risks Related to Financial Instruments The company manages credit, liquidity, and market risks (foreign exchange, interest rate) through policies and hedging strategies - The risks associated with the company's financial instruments primarily include credit risk, liquidity risk, and market risk497 - Credit risk mainly arises from monetary funds, notes receivable, accounts receivable, other receivables, and debt investments; the company controls credit risk by evaluating customer creditworthiness and regularly monitoring credit records497498 - Liquidity risk is managed by regularly monitoring short-term and long-term liquidity needs, ensuring sufficient cash reserves and readily marketable securities501 - Foreign exchange risk primarily stems from borrowings denominated in Hong Kong Dollars and US Dollars, as well as overseas subsidiaries' business settled in US Dollars, New Taiwan Dollars, or Singapore Dollars503 - Interest rate risk mainly arises from long-term interest-bearing debts such as long-term bank borrowings and bonds payable; as of June 30, 2025, changes in interest rates had no significant impact on the company's financial statements504 Disclosure of Fair Value This section discloses the fair value of assets and liabilities measured at fair value, primarily structured deposits and equity investments 以公允价值计量的资产和负债的期末公允价值 | 项目 | 第二层次公允价值计量 (Yuan) | 第三层次公允价值计量 (Yuan) | 合计 (Yuan) | | :--- | :--- | :--- | :--- | | (一)交易性金融资产 (结构性存款) | 120,211,835.62 | 0 | 120,211,835.62 | | (三)其他权益工具投资 | 0 | 2,000,000.00 | 2,000,000.00 | | 持续以公允价值计量的资产总额 | 120,211,835.62 | 2,000,000.00 | 122,211,835.62 | - Fair value measurements use a three-level hierarchy of inputs, prioritizing observable inputs281 - The carrying amounts of financial assets and liabilities not measured at fair value are very close to their fair values509 [Related Parties and Related P
灿芯股份(688691) - 2025 Q2 - 季度财报