Important Notice, Table of Contents, and Definitions Important Notice The board, supervisory board, and senior management guarantee the report's truthfulness and completeness, with no plans for cash dividends or share conversions - The company's board of directors, supervisory board, and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report, free from false records, misleading statements, or major omissions, and assume individual and joint legal responsibility4 - Company head Lu Hongda, chief accountant Liu Wei, and head of accounting department Jin Rui declare that the financial report in this semi-annual report is true, accurate, and complete4 - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital5 Table of Contents This chapter outlines the report's nine main sections, including important notices, company profile, management discussion, and financial reports - The report is divided into nine main sections, covering various aspects such as company operations, financials, governance, and significant matters7 Definitions This chapter defines key terms used in the report, such as company names, major shareholders, subsidiaries, and business types, ensuring consistent understanding - In the report, 'Company,' 'the Company,' and 'Zhiduo Shares' refer to 'Zhiduo Technology Co., Ltd'11 - 'Eightpoint Group' refers to the combination of Eightpoint Interactive, Inc. and Eightpoint Technologies Ltd. SEZC, formerly SPE Group11 - 'AIGC' refers to AI Generated Content, which is content generated using artificial intelligence technology11 Company Profile and Key Financial Indicators Company Profile Zhiduo Technology Co., Ltd. (stock code: 000676, stock abbreviation: Zhiduo Shares) is listed on the Shenzhen Stock Exchange, with Lu Hongda as its legal representative - The company's stock abbreviation is Zhiduo Shares, stock code: 000676, listed on the Shenzhen Stock Exchange13 - The company's legal representative is Lu Hongda13 Contacts and Contact Information The company's board secretary is Yang Yanfang, and the securities affairs representative is Xu Xiaoqing; contact address and phone are in Guangzhou, with the phone number 020-28616560 - Board Secretary: Yang Yanfang, Securities Affairs Representative: Xu Xiaoqing14 - Contact address: Room 404, No. 56-3, Fenghuang South Road, Xinya Street, Huadu District, Guangzhou; Phone: 020-2861656014 Other Information During the reporting period, there were no changes in the company's registered address, office address, website, email, or information disclosure and placement locations; specific details can be found in the 2024 annual report - The company's registered address, office address, website, and email remained unchanged during the reporting period15 - The information disclosure and placement locations remained unchanged during the reporting period16 Key Accounting Data and Financial Indicators In H1 2025, operating revenue grew by 48.17% to 2.114 billion yuan, but net profit attributable to shareholders decreased by 18.81% to 82.47 million yuan; net cash flow from operating activities was negative, declining by 214.30%, while total assets and net assets attributable to shareholders increased H1 2025 Key Accounting Data and Financial Indicators | Indicator | Current Period (yuan) | Prior Period (yuan) | Year-on-year Change | | :--- | :--- | :--- | :--- | | Operating Revenue | 2,114,257,026.46 | 1,426,940,625.16 | 48.17% | | Net Profit Attributable to Shareholders (yuan) | 82,474,906.83 | 101,583,708.82 | -18.81% | | Net Profit Attributable to Shareholders Excluding Non-recurring Gains and Losses (yuan) | 70,867,935.37 | 41,184,259.99 | 72.08% | | Net Cash Flow from Operating Activities (yuan) | -186,923,593.98 | 163,533,979.84 | -214.30% | | Basic Earnings Per Share (yuan/share) | 0.0658 | 0.0805 | -18.26% | | Diluted Earnings Per Share (yuan/share) | 0.0658 | 0.0805 | -18.26% | | Weighted Average Return on Net Assets | 1.97% | 2.59% | -0.62% | | Period-end | Prior Year-end | Period-end vs. Prior Year-end Change | | | Total Assets (yuan) | 5,219,687,094.20 | 5,027,709,511.10 | 3.82% | | Net Assets Attributable to Shareholders (yuan) | 4,251,024,319.39 | 4,161,546,975.63 | 2.15% | 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 reports disclosed under international, overseas, and Chinese accounting standards - During the reporting period, the company reported no differences in net profit and net assets between financial reports disclosed under International Accounting Standards and Chinese Accounting Standards19 - During the reporting period, the company reported no differences in net profit and net assets between financial reports disclosed under overseas accounting standards and Chinese Accounting Standards20 Non-recurring Gains and Losses Items and Amounts During the reporting period, the company's total non-recurring gains and losses amounted to 11.61 million yuan, primarily from fair value changes of financial assets, reversal of impairment provisions for receivables, and non-recurring gains/losses from equity-accounted long-term equity investments H1 2025 Non-recurring Gains and Losses Items and Amounts | Item | Amount (yuan) | | :--- | :--- | | Gains or Losses from Disposal of Non-current Assets | -1,141,286.53 | | Government Subsidies Included in Current Profit and Loss | 85,205.60 | | Gains or Losses from Changes in Fair Value of Financial Assets and Liabilities Held by Non-financial Enterprises, and from Disposal of Financial Assets and Liabilities, Excluding Effective Hedging Activities Related to Normal Business Operations | 7,526,601.96 | | Reversal of Impairment Provisions for Receivables Subject to Separate Impairment Testing | 2,795,874.38 | | Other Non-operating Income and Expenses Apart from the Above | -42,885.68 | | Other Profit and Loss Items Meeting the Definition of Non-recurring Gains and Losses | 4,153,327.72 | | Less: Income Tax Impact | 152,048.38 | | Minority Interest Impact (After Tax) | 1,617,817.61 | | Total | 11,606,971.46 | - Other profit and loss items meeting the definition of non-recurring gains and losses primarily include non-recurring gains and losses from equity-accounted long-term equity investments (4.00 million yuan) and fee rebates (0.15 million yuan)23 Management Discussion and Analysis Main Businesses Engaged by the Company During the Reporting Period The company's main businesses are internet media and digital marketing, alongside developing proprietary brands, data technology, blockchain, and metaverse-related ventures; during the period, the company actively explored integrating AI large models with existing operations to enhance technological application capabilities and focused on cross-border payment and supply chain finance - The company's main businesses are internet media and digital marketing, along with developing proprietary brands like Vifa, data technology, blockchain, and metaverse-related businesses26 - The company closely monitors new technologies and trends, actively exploring the integration of AI large models or tools with existing businesses to enhance cutting-edge technology application capabilities39 - Leveraging its accumulated blockchain technology and supply chain finance experience, the company actively explores opportunities in cross-border payment and supply chain finance39 Development Stage of the Company's Industry During the Reporting Period During the reporting period, the global advertising market remained resilient but with slower growth, while pure digital media ad sales are projected to grow by 8%; AI search and innovative ad formats are driving SEO strategy changes amid increased AI regulation; the domestic digital marketing market is active, with AI reshaping the industry and intensifying competition; the fintech sector, driven by regulation and technology, sees AI large models penetrating financial services, with market growth exceeding expectations; AI large models are redefining voice interaction, and the smart speaker market is expected to stabilize and rebound; the metaverse industry faces development challenges due to underlying technology, hardware experience, and content ecosystem limitations - Global media advertising revenue is projected to reach USD 979 billion in 2025, a 4.9% year-on-year increase, with pure digital media ad sales growing by 8%27 - AI search and innovative advertising formats are driving changes in Search Engine Optimization (SEO) strategies, with increasing AI regulatory scrutiny29 - In H1 2025, China's internet advertising market size reached 159.17 billion yuan and 200.68 billion yuan, with year-on-year growth rates of 4.1% and 6.8%, respectively30 - AI large models are redefining voice interaction, and the smart speaker market may stabilize and rebound in 2025 after 4 consecutive years of decline36 - The metaverse industry faces development challenges including underlying technology, VR/AR hardware experience, content ecosystem, and business model exploration38 Main Businesses, Products, Uses, and Operating Models During the Reporting Period The company's main businesses, including internet media, digital marketing, data technology, proprietary brands, blockchain, and metaverse, remained largely unchanged; internet media primarily targets North America, digital marketing serves as a Huawei Platinum service provider, data technology offers smart risk control, proprietary brands focus on electro-acoustic products, blockchain on underlying tech and supply chain finance, and metaverse explores art exhibitions and digital collectibles with AI virtual humans - Internet media business primarily targets North America, including PC-side (Eightpoint Interactive) and mobile-side (PM, EET) traffic portal businesses40 - Digital marketing business is a Platinum service provider for Huawei Petal Ads, offering domestic N1, N2, N3 industry and overseas advertising agency services, and expanding cooperation with other overseas media42 - Data technology business, conducted by Bileizhen Company, provides intelligent risk control decisions through machine learning modeling algorithms, serving B-end clients such as banks, consumer finance, and internet finance companies45 - Proprietary brand business primarily features electro-acoustic brands like Vifa, Ailang, Zhujiang, and Aiwei, with Vifa SOUND offering comprehensive professional acoustic solutions50 - Blockchain business has completed its underlying technology platform, with applications in supply chain finance, smart government, traceability, and metaverse; its controlled subsidiary Zhiduo Factoring has been integrated into the People's Bank of China's credit system5455 - Metaverse business created China's first metaverse art community 'Meta Bian,' introducing AI virtual human characters and collaborating with Guangzhou Tax Bureau to build a metaverse tax service hall5771 Company's Operating Performance During the Reporting Period During the reporting period, operating revenue grew by 48.17% to 2.114 billion yuan, but net profit attributable to shareholders decreased by 18.81% to 82.47 million yuan; gross profit margin fell by 2.24 percentage points to 15.45% due to intense digital marketing competition and increased internet media promotion costs; the company prioritized cash flow, optimized resource allocation, and increased operating efficiency, with internet media revenue growing 41.16% and digital marketing revenue growing 54.72%; R&D investment continued to increase, and the asset-liability ratio remained low H1 2025 Operating Performance Overview | Indicator | Amount (10,000 yuan) | Year-on-year Change | | :--- | :--- | :--- | | Operating Revenue | 211,425.70 | 48.17% | | Net Profit Attributable to Shareholders | 8,247.49 | -18.81% | | Gross Profit Margin | 15.45% | -2.24 percentage points | | Net Cash Flow from Operating Activities | -18,692.36 | -214.30% | - The decline in gross profit margin is primarily due to increased costs from intense competition in the digital marketing industry and significantly higher advertising and promotion spending in the internet media business to expand user scale59 - Internet media business generated operating revenue of 677.81 million yuan, accounting for 32.06% of total revenue, with a gross profit of 238.93 million yuan, representing 73.13% of total gross profit60 - Digital marketing business generated operating revenue of 1.346 billion yuan, accounting for 63.64% of total revenue, with a gross profit of 36.87 million yuan, representing 11.28% of total gross profit60 - Selling expenses, administrative expenses, and R&D expenses increased by 25.48%, 29.08%, and 34.31% respectively compared to the same period last year60 - The company's asset-liability ratio was 15.53%, maintaining a low level60 Analysis of Core Competencies The company's core competencies include cutting-edge technology development and application, a global development model, growing strategic synergy, a diversified product matrix with efficient distribution and operation capabilities, high-quality media/brand partnerships, and a professional and international talent pool; the company possesses leading technologies in blockchain, acoustics, and data science, actively applies AI large models across its businesses, and has built a global business network with extensive client resources - The company possesses Zhilian underlying blockchain platform and 18 other core blockchain products, achieving three major core technology breakthroughs such as the 'consensus algorithm system based on VRF and POS fusion'72 - The company actively explores the integration of AI large models or tools with existing businesses, having applied large models like ChatGPT, Stable Diffusion, and Wenxin Yiyan in overseas internet media, proprietary acoustic products, and digital marketing to enhance efficiency and user experience74 - The company actively promotes international business, with offices in China, the United States, the Cayman Islands, Cyprus, and Romania, using Eightpoint Group and PM Company as core platforms for overseas operations75 - The company through big data technology and customer acquisition strategies, independently developed and operates over 100 diverse mobile and PC products, with several ranking among the top ten in Google Play Store and App Store77 - The company collaborates deeply with leading domestic and international media such as Meta, Google, Yahoo, Bing, Amazon, and Baidu, while also expanding into emerging media like Huawei, Xiaohongshu, and Douyin78 - Over 70% of the company's employees hold bachelor's degrees or higher, with the core technical team originating from globally renowned universities and leading internet companies, and the management team possessing extensive experience80 Analysis of Main Business During the reporting period, the company's main business operating revenue increased by 48.17%, with internet media revenue up 41.16% and digital marketing revenue up 54.72%; operating costs increased by 52.20%; selling, administrative, and R&D expenses all saw significant growth; net cash flow from operating activities was negative, net cash flow from investing activities sharply decreased, and net cash flow from financing activities significantly increased H1 2025 Year-on-Year Changes in Key Financial Data | Indicator | Current Period (yuan) | Prior Period (yuan) | Year-on-year Change | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 2,114,257,026.46 | 1,426,940,625.16 | 48.17% | Internet media business revenue increased by 41.16%, digital marketing business revenue increased by 54.72% | | Operating Cost | 1,787,544,243.15 | 1,174,476,714.15 | 52.20% | Internet media business costs increased by 44.50%, digital marketing business costs increased by 57.53% | | Selling Expenses | 56,224,900.27 | 44,809,597.01 | 25.48% | Increase in operating revenue across business segments, personnel compensation, and promotion expenses | | Administrative Expenses | 102,509,943.80 | 79,418,099.12 | 29.08% | Increase in operating revenue, personnel compensation, and operating expenses | | R&D Investment | 79,518,325.42 | 59,205,826.68 | 34.31% | Company's continuous investment in business layout and R&D, leading to a significant increase in R&D expenses | | Net Cash Flow from Operating Activities | -186,923,593.98 | 163,533,979.84 | -214.30% | Impact of changes in operating revenue and costs, and differences in customer and media payment terms | | Net Cash Flow from Investing Activities | -90,457,374.31 | 197,016,367.77 | -145.91% | Changes in cash flow related to the purchase and redemption of wealth management products | | Net Cash Flow from Financing Activities | 120,467,354.68 | 7,828,996.87 | 1,438.73% | Increase in new bank borrowings year-on-year, timely repayment of bank borrowings, and no occurrence of pledged funds for external guarantees in the prior period | | Net Increase in Cash and Cash Equivalents | -151,294,901.98 | 386,014,671.40 | -139.19% | Caused by the aforementioned changes in net cash flow from operating, investing, and financing activities | H1 2025 Operating Revenue Composition | Item | Amount (yuan) | Proportion of Operating Revenue | Prior Period Amount (yuan) | Prior Period Proportion of Operating Revenue | Year-on-year Change | | :--- | :--- | :--- | :--- | :--- | :--- | | Total Operating Revenue | 2,114,257,026.46 | 100% | 1,426,940,625.16 | 100% | 48.17% | | By Industry | | | | | | | Internet and Related Services | 2,114,257,026.46 | 100.00% | 1,426,940,625.16 | 100.00% | 48.17% | | By Product | | | | | | | Internet Media Services | 677,813,109.36 | 32.06% | 480,177,246.86 | 33.65% | 41.16% | | Digital Marketing Business | 1,345,548,771.33 | 63.64% | 869,644,788.22 | 60.94% | 54.72% | | Other Businesses | 90,895,145.77 | 4.30% | 77,118,590.08 | 5.40% | 17.86% | | By Region | | | | | | | Mainland China | 1,396,216,203.49 | 66.04% | 911,765,191.88 | 63.90% | 53.13% | | Other Countries or Regions | 718,040,822.97 | 33.96% | 515,175,433.28 | 36.10% | 39.38% | H1 2025 Main Business Gross Profit Margin Analysis | Item | Operating Revenue | Operating Cost | Gross Profit Margin | Year-on-year Change in Operating Revenue | Year-on-year Change in Operating Cost | Year-on-year Change in Gross Profit Margin | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | By Industry | | | | | | | | Internet and Related Services | 2,114,257,026.46 | 1,787,544,243.15 | 15.45% | 48.17% | 52.20% | -2.24% | | By Product | | | | | | | | Internet Media Services | 677,813,109.36 | 438,882,695.16 | 35.25% | 41.16% | 44.50% | -1.50% | | Digital Marketing Business | 1,345,548,771.33 | 1,308,683,728.56 | 2.74% | 54.72% | 57.53% | -1.73% | | Other Businesses | 90,895,145.77 | 39,977,819.43 | 56.02% | 17.86% | -0.11% | 7.91% | | By Region | | | | | | | | Mainland China | 1,396,216,203.49 | 1,294,889,789.80 | 7.26% | 53.13% | 55.36% | -1.33% | | Other Countries or Regions | 718,040,822.97 | 478,903,225.95 | 33.30% | 39.38% | 40.44% | -0.50% | Analysis of Non-Main Business During the reporting period, the company's non-main businesses primarily included investment income, fair value change gains/losses, asset impairment, and non-operating income/expenses; investment income was 18.75 million yuan, accounting for 17.23% of total profit, mainly from wealth management products and equity-accounted long-term investments; fair value change losses were 3.16 million yuan, asset impairment was 0.18 million yuan, and net non-operating income/expenses were negative H1 2025 Non-Main Business Analysis | Item | Amount (yuan) | Proportion of Total Profit | Reason for Formation | Sustainability | | :--- | :--- | :--- | :--- | :--- | | Investment Income | 18,746,093.56 | 17.23% | Investment income from wealth management products, long-term equity investments in associates, disposal of financial assets measured at fair value through profit or loss, etc. | No | | Gains or Losses from Changes in Fair Value | -3,157,226.56 | -2.90% | Fair value changes related to financial assets measured at fair value through profit or loss | No | | Asset Impairment | 178,215.29 | 0.16% | Inventory impairment losses during the reporting period | No | | Non-operating Income | 83,844.82 | 0.08% | Write-off of payables and penalty income | No | | Non-operating Expenses | 126,730.50 | 0.12% | Penalty, fine, and late payment fee expenses | No | Analysis of Assets and Liabilities At the end of the reporting period, total assets were 5.22 billion yuan, a 3.82% increase from the previous year-end; monetary funds decreased by 4.04%, accounts receivable increased by 3.50%, and short-term borrowings increased by 1.96%; overseas assets of Zhiduo Investment (Hong Kong) Co., Ltd. reached 2.68 billion yuan, accounting for 62.99% of the company's net assets; financial assets measured at fair value had a period-end balance of 753.13 million yuan; restricted assets primarily consisted of 3.77 million yuan in monetary funds for deposits and freezes H1 2025 Significant Changes in Asset Composition | Item | Period-end Amount (yuan) | Proportion of Total Assets | Prior Year-end Amount (yuan) | Proportion of Total Assets | Proportion Change | Explanation of Significant Change | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Monetary Funds | 923,402,780.21 | 17.69% | 1,092,704,020.40 | 21.73% | -4.04% | Due to normal business operations such as operating receipts and payments, and repayment and renewal of bank borrowings | | Accounts Receivable | 1,147,127,735.83 | 21.98% | 928,902,420.51 | 18.48% | 3.50% | Increase in revenue across business segments, leading to a corresponding increase in accounts receivable | | Short-term Borrowings | 356,501,693.43 | 6.83% | 244,794,972.21 | 4.87% | 1.96% | Due to repayment of maturing bank short-term borrowings and new drawdowns under renewed credit lines | | Receivables Financing | 44,519,237.77 | 0.85% | 931,022.00 | 0.02% | 0.83% | Subsidiary processed some accounts receivable as digital accounts receivable claims, and the balance of such customers changed normally | | Prepayments | 125,181,777.05 | 2.40% | 65,745,455.68 | 1.31% | 1.09% | Increase in unconsumed prepaid media procurement expenses as company business expands | H1 2025 Key Overseas Assets | Specific Asset Content | Reason for Formation | Asset Scale (yuan) | Location | Operating Model | Profitability (yuan) | Proportion of Overseas Assets to Company's Net Assets | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Zhiduo Investment (Hong Kong) Co., Ltd. | Establishment | 2,677,784,706.31 | Hong Kong | Investment and Asset Management, etc. | 92,336,176.30 | 62.99% | H1 2025 Period-end Balance of Financial Assets Measured at Fair Value | Item | Period-end Amount (yuan) | | :--- | :--- | | Financial Assets Held for Trading | 602,630,010.71 | | Other Debt Investments | 44,519,237.77 | | Other Non-current Financial Assets | 105,984,764.83 | | Subtotal of Financial Assets | 753,134,013.31 | | Financial Liabilities | 3,135,089.40 | - As of the end of the reporting period, the company's restricted monetary funds amounted to 3.77 million yuan, primarily for deposits and freezes96 Analysis of Investment Status During the reporting period, the company had no securities investments, significant equity investments, or significant non-equity investments; the company engaged in hedging-oriented derivative investments, primarily foreign exchange swaps, with a period-end investment amount of 243.39 million yuan, accounting for 5.73% of net assets, and actual gains of 1.00 million yuan for the period, effectively reducing exchange rate fluctuation risks; the company had no speculative derivative investments or use of raised funds - During the reporting period, the company had no securities investments, significant equity investments, or significant non-equity investments97 H1 2025 Derivative Investment Situation (Hedging) | Derivative Investment Type | Period-end Amount (10,000 yuan) | Proportion of Period-end Investment Amount to Company's Net Assets | | :--- | :--- | :--- | | Swaps | 24,339.24 | 5.73% | | Total | 24,339.24 | 5.73% | - The actual gains and losses for this reporting period (January-June 2025) amounted to 1.00 million yuan, effectively enhancing the company's ability to manage exchange rate fluctuation risks100 - The company had no speculative derivative investments or use of raised funds during the reporting period102103 Disposal of Significant Assets and Equity During the reporting period, the company did not dispose of any significant assets or equity - The company did not dispose of any significant assets during the reporting period104 - The company did not dispose of any significant equity during the reporting period105 Analysis of Major Holding and Associate Companies The company's main holding subsidiary, Zhiduo Investment (Hong Kong) Co., Ltd., has a registered capital of USD 291.93 million, total assets of 2.68 billion yuan, and a net profit of 92.34 million yuan; during the reporting period, the company deregistered Kashi Zhiyou Network Technology Co., Ltd. to optimize its industrial layout in internet-related fields H1 2025 Major Holding and Associate Companies | Company Name | Company Type | Main Business | Registered Capital | Total Assets (yuan) | Net Assets (yuan) | Operating Revenue (yuan) | Operating Profit (yuan) | Net Profit (yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Zhiduo Investment (Hong Kong) Co., Ltd. | Subsidiary | Investment and Asset Management, etc. | USD 291,928,651.00 | 2,677,784,706.31 | 2,373,265,544.44 | 718,040,822.97 | 116,203,826.30 | 92,336,176.30 | - During the reporting period, Kashi Zhiyou Network Technology Co., Ltd. was deregistered to optimize the company's industrial layout in internet-related fields107 Structured Entities Controlled by the Company During the reporting period, the company had no controlled structured entities - During the reporting period, the company had no controlled structured entities108 Risks Faced by the Company and Countermeasures The company faces risks such as intensified market competition, talent loss, macroeconomic fluctuations, market volatility from metaverse and AIGC concepts, and policy changes; the company addresses these risks by enhancing core competitiveness, improving compensation and incentive mechanisms, optimizing operations, actively exploring new technology applications, and strengthening compliance management - The company faces market competition risks, and will respond by enhancing core competitiveness, continuous innovation, and business expansion108 - The company faces personnel management and talent loss risks, and will respond by improving compensation and benefits, optimizing performance appraisal mechanisms, and strengthening corporate culture109 - The company faces macroeconomic fluctuation risks, and will respond by strengthening operational management, optimizing strategies, improving efficiency, reducing costs, and actively optimizing its internet media product matrix110 - The metaverse and AIGC concepts pose market volatility risks; the company will continuously monitor industry dynamics, develop metaverse businesses based on market conditions, and actively explore the possibilities of integrating AIGC technology with its operations and innovating business models111112 - The company faces policy change risks and will comply with local laws and regulations, establish internal management norms, ensure legal data sources and processing, and promptly adjust AIGC technology applications according to policy requirements113 Formulation and Implementation of Market Value Management System and Valuation Enhancement Plan During the reporting period, the company did not formulate a market value management system or disclose a valuation enhancement plan - The company did not formulate a market value management system during the reporting period114 - The company did not disclose a valuation enhancement plan during the reporting period114 Implementation of '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 plan - The company did not disclose an announcement regarding the 'Quality and Return Dual Enhancement' action plan during the reporting period114 Corporate Governance, Environment, and Society Changes in Directors, Supervisors, and Senior Management During the reporting period, there were no changes in the company's directors, supervisors, or senior management; specific details can be found in the 2024 annual report - There were no changes in the company's directors, supervisors, or senior management during the reporting period115 Profit Distribution and Capital Reserve Conversion to Share Capital in 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 period116 Implementation of Company Equity Incentive Plans, Employee Stock Ownership Plans, or Other Employee Incentive Measures During the reporting period, the company had no equity incentive plans, employee stock ownership plans, or other employee incentive measures, nor their implementation - The company had no equity incentive plans, employee stock ownership plans, or other employee incentive measures, nor their implementation during the reporting period117 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 law118 Social Responsibility The company actively fulfills its social responsibilities, encompassing shareholder returns, integrity and compliance, investor relations management, information disclosure, operating performance, corporate governance, and social responsibility; it has established a stable profit distribution policy, strictly adheres to laws and regulations, enhances investor communication through platforms like 'Hudongyi,' and promptly discloses information; the company is committed to internet technology development and services, optimizing resource integration for sustainable development, and has built a scientific and effective governance structure while actively assuming responsibilities towards investors, employees, and society - The company has established a stable profit distribution policy, prioritizing cash dividends to actively reward investors118 - The company complies with laws and regulations, operates compliantly, strictly fulfills information disclosure obligations, and strengthens investor relations management through platforms like 'Hudongyi'118 - The company is committed to internet search, big data, AI, blockchain, and other technological fields, developing and providing internet products and services, optimizing and integrating internal resources, and developing proprietary brands, data technology, blockchain, and metaverse businesses119 - The company has established a scientific, effective, and clearly defined governance structure, with the shareholders' meeting, board of directors, supervisory board, and management performing their respective duties to ensure standardized operations119 - The company integrates corporate social responsibility into its development strategy and operational management, actively assuming responsibilities towards investors, employees, and all other stakeholders120 Significant Matters Commitments Fulfilled and Unfulfilled by the Company's Actual Controller, Shareholders, Related Parties, Acquirers, and Other Committed Parties During and as of the End of the Reporting Period During the reporting period, the company had share lock-up commitments made during asset restructuring and commitments regarding horizontal competition, related-party transactions, and fund occupation, all of which were ongoing and not overdue or unfulfilled - Shanghai Jinyao Investment Holding Co., Ltd. and Shanghai Yijin Network Technology Co., Ltd.'s share lock-up commitments made during asset restructuring, with a commitment period of 5 years, are currently being fulfilled122123 - Zhiduo Group Co., Ltd.'s commitments regarding horizontal competition, related-party transactions, and fund occupation, with a long-term commitment period, are currently being fulfilled123124125 Non-operating Fund Occupation by Controlling Shareholders and Other Related Parties During the reporting period, there was no non-operating fund occupation by controlling shareholders or other related parties of the listed company - During the reporting period, there was no non-operating fund occupation by controlling shareholders or other related parties of the listed company126 Illegal External Guarantees During the reporting period, the company had no illegal external guarantees - The company had no illegal external guarantees during the reporting period127 Appointment and Dismissal of Accounting Firms The company's semi-annual financial report was unaudited - The company's semi-annual financial report was unaudited128 Board of Directors' and Supervisory Board's Explanations on the Accounting Firm's 'Non-Standard Audit Report' for This Period During the reporting period, there were no explanations from the board of directors or supervisory board regarding the accounting firm's 'non-standard audit report' for this period - During the reporting period, there were no explanations from the board of directors or supervisory board regarding the accounting firm's 'non-standard audit report' for this period129 Board of Directors' Explanations on the 'Non-Standard Audit Report' for the Previous Year During the reporting period, there were no explanations from the board of directors regarding the 'non-standard audit report' for the previous year - During the reporting period, there were no explanations from the board of directors regarding the 'non-standard audit report' for the previous year129 Bankruptcy and Reorganization Matters During the reporting period, the company had no bankruptcy and reorganization matters - The company had no bankruptcy and reorganization matters during the reporting period129 Litigation Matters During the reporting period, the company had no significant litigation or arbitration matters, but was involved in multiple other lawsuits, including advertising service fee disputes with Wuhan Qingfeng Deyu Network Technology Co., Ltd., Shenzhen Binhai Shengyang E-commerce Co., Ltd., Hainan Hanfeng Technology Co., Ltd., and Suning.com Group Co., Ltd., as well as disputes over shareholder interest damage liability with Xintian Shian and director's breach of duty with Lan Jia; some cases have been closed or entered bankruptcy proceedings, while others are still pending or in execution - The company had no significant litigation or arbitration matters during the reporting period130 - The advertising service fee dispute with Wuhan Qingfeng Deyu Network Technology Co., Ltd., involving 12.52 million yuan, has been closed, with the claim declared and a transfer agreement reached130131 - The advertising service fee dispute with Shenzhen Binhai Shengyang E-commerce Co., Ltd., involving 45.22 million yuan, has entered bankruptcy proceedings, with claims declared and partial distribution received131132 - The advertising service fee dispute with Hainan Hanfeng Technology Co., Ltd., involving 16.68 million yuan, has been adjudicated, the defendant failed to comply with the judgment, compulsory enforcement has been applied for, and the defendant has entered bankruptcy proceedings132 - The advertising service fee dispute with Suning.com Group Co., Ltd., involving 27.58 million yuan, resulted in a first-instance victory, upheld on second appeal, and is currently in the enforcement application stage132133 - The dispute with Xintian Shian regarding shareholder interest damage liability, involving 35 million yuan, resulted in a first-instance judgment ordering Zhiduo Shares to pay 6.5 million yuan; the company has appealed, and the second-instance judgment is pending133 - The dispute with Lan Jia concerning a director's breach of diligence and loyalty duties, involving 10 million yuan, resulted in a first-instance judgment rejecting all of Zhiduo Shares' claims, which was upheld on second appeal133 - The dispute with Wuhan Jidu Automobile Service Co., Ltd. regarding a Baidu network promotion service framework contract, involving 28.74 million yuan, resulted in a first-instance judgment fully supporting the company's claims and confirming Jidu Technology, its parent company, bears joint liability134 - The information service entrustment contract dispute with Beijing Dajia Internet Information Technology Co., Ltd., involving 107.50 million yuan, has been accepted by the court, awaiting case number assignment and judge135 Penalties and Rectification During the reporting period, the company had no penalties or rectification situations - The company had no penalties or rectification situations during the reporting period137 Integrity Status of the Company, its Controlling Shareholders, and Actual Controllers During the reporting period, there were no integrity issues concerning the company, its controlling shareholders, or actual controllers - During the reporting period, there were no integrity issues concerning the company, its controlling shareholders, or actual controllers138 Significant Related-Party Transactions During the reporting period, the company engaged in daily operating related-party transactions for goods procurement, service acceptance, and sales, as well as related-party debt and credit; key transactions included purchasing audio accessories from Guoguang Electric and leasing properties from Zhiduo Group; all related-party receivables were repaid this period, and the company also had accounts receivable factoring business with Guoguang Electric H1 2025 Related-Party Transactions for Purchase and Sale of Goods, Provision and Acceptance of Services | Related Party | Related Transaction Content | Amount Incurred This Period (yuan) | Approved Transaction Limit (10,000 yuan) | Exceeded Transaction Limit | Amount Incurred Last Period (yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | | Guoguang Electric Co., Ltd. | Purchase of Audio/Accessories | 4,923,735.75 | 2,000 | No | 7,658,733.10 | | Suzhou Yuemeng Information Technology Co., Ltd. | Service Procurement | 1,872,782.03 | | No | | | Guangzhou Guoguang Smart Electronic Industrial Park | Expense Procurement | 6,045.49 | | No | | | Chuanjian International Brand Management (Beijing) Co., Ltd. | Service Procurement | 76,000.00 | 10 | No | | | Guoguang Electric Co., Ltd. | Sale of Raw Materials | 27,846.72 | | No | 945,292.58 | | Guangzhou Guoguang Smart Electronic Industrial Park Co., Ltd. | Sale of Audio Equipment | 9,716.81 | | No | | H1 2025 Related-Party Leases (as Lessee) | Lessor Name | Type of Leased Asset | Amount Incurred This Period (yuan) | | :--- | :--- | :--- | | Zhiduo Group Co., Ltd. | Buildings and Structures | 734,172.15 | | Guoguang Electric Co., Ltd. | Buildings and Structures | 11,726.10 | | Guangzhou Guoguang Smart Electronic Industrial Park Co., Ltd. | Buildings and Structures | 2,495.41 | - During the reporting period, the opening balance of receivables from other related parties and their affiliated enterprises to the company was 49.09 million yuan, all of which have been repaid this period144 - The company has accounts receivable factoring business with Guoguang Electric, with 56.04 million yuan incurred this period145 H1 2025 Related-Party Receivables | Item Name | Related Party | Period-end Balance (yuan) | Bad Debt Provision (yuan) | Beginning Balance (yuan) | Bad Debt Provision (yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | | Accounts Receivable | Guoguang Electric Co., Ltd. | 12,283,264.90 | 184,248.97 | 39,690,987.41 | 595,364.81 | | Accounts Receivable | Wuzhou Guoguang Technology Development Co., Ltd. | 2,668,804.38 | 40,032.08 | 10,593,917.93 | 158,908.77 | | Accounts Receivable | Guoguang Electric Co., Ltd. | 2,559,314.55 | | 2,527,847.76 | 33,615.57 | | Accounts Receivable | Guoguang Electric (Shenzhen) Co., Ltd. | 21,706.08 | | | | | Other Receivables | Guangzhou Guoguang Smart Electronic Industrial Park Co., Ltd. | | | 1,200.00 | 6.00 | | Other Receivables | Other | | | 49,094,200.00 | | H1 2025 Related-Party Payables | Item Name | Related Party | Period-end Book Balance (yuan) | Beginning Book Balance (yuan) | | :--- | :--- | :--- | :--- | | Accounts Payable | Guoguang Electric Co., Ltd. | 3,798,283.14 | 3,927,908.56 | | Other Payables | Zhiduo Group Co., Ltd. | 285,677.15 | | | Accounts Payable | Fujian Zhiduo Technology Co., Ltd. | | 825.41 | | Contract Liabilities | Shanghai Yiyan Information Technology Co., Ltd. | 1,146.90 | 1,146.90 | Significant Contracts and Their Performance The company has equity trusteeship, property leases, and significant guarantee matters; 77.2185% equity of Fujian Zhiduo Technology Co., Ltd. is entrusted to the company for management; the company leases office space from Zhiduo Group Co., Ltd. with total rent not exceeding 17 million yuan; the company provides several joint liability guarantees for its wholly-owned subsidiaries, with an approved total guarantee amount of 833.46 million yuan and an actual outstanding guarantee balance of 67.82 million yuan, accounting for 1.60% of the company's net assets; the current period's entrusted wealth management amount and outstanding balance are both 602.63 million yuan, with no overdue unrecovered amounts - The company entrusted 77.2185% equity of Fujian Zhiduo Technology Co., Ltd. to the company for management149 - The company leases office space from Zhiduo Group Co., Ltd. for the period from January 1, 2025, to December 31, 2025, with total rent not exceeding 17 million yuan152 H1 2025 Company Guarantees for Subsidiaries | Guaranteed Party Name | Guarantee Limit (10,000 yuan) | Actual Guarantee Amount (10,000 yuan) | Guarantee Period | Fulfilled | | :--- | :--- | :--- | :--- | :--- | | Shanghai Zhiduo Yifu Information Technology Co., Ltd., Tibet Yifu Advertising Co., Ltd., Shanghai Youying Advertising Co., Ltd. | 10,000 | 10,000 | Three years after the expiration of the main debt performance period | Yes | | Shanghai Zhiduo Yifu Information Technology Co., Ltd., Tibet Yifu Advertising Co., Ltd., Shanghai Youying Advertising Co., Ltd. | 33,340.1 | 33,340.21 | Three years from the expiration of the debt performance period arising under the "Cooperation Agreement" | No | | Shanghai Zhiduo Yifu Information Technology Co., Ltd., Tibet Yifu Advertising Co., Ltd., Shanghai Youying Advertising Co., Ltd., Guangzhou Zhiduo Yifu Information Network Co., Ltd. | 40,006.06 | 40,006.06 | Three years from the expiration of the debt performance period arising under the "Cooperation Agreement" | No | - As of the end of the reporting period, the total approved guarantee limit for subsidiaries was 833.46 million yuan, with an actual outstanding guarantee balance of 67.82 million yuan, accounting for 1.60% of the company's net assets155 H1 2025 Entrusted Wealth Management | Specific Type | Source of Entrusted Wealth Management Funds | Amount of Entrusted Wealth Management Incurred (10,000 yuan) | Outstanding Balance (10,000 yuan) | Overdue Unrecovered Amount (10,000 yuan) | | :--- | :--- | :--- | :--- | :--- | | Bank Wealth Management Products | Own Funds | 60,263 | 60,263 | 0 | Explanation of Other Significant Matters During the reporting period, a portion of the company's shares held by Zhiduo Group Co., Ltd., an acting party of the controlling shareholder, were judicially frozen, totaling 13.36 million shares, representing 16.09% of its holdings and 1.06% of the company's total share capital; additionally, the company disclosed multiple announcements concerning changes in subsidiary business scope, annual general meeting resolutions, entrusted wealth management, and accounting policy changes - A portion of the company's shares held by Zhiduo Group Co., Ltd., an acting party of the controlling shareholder, were judicially frozen by the Beijing Xicheng District People's Court, totaling 13,364,865 shares, representing 16.09% of its holdings and 1.06% of the company's total share capital159 - The company disclosed multiple announcements, including changes in subsidiary business scope, annual general meeting resolutions, entrusted wealth management, accounting policy changes, and correction and retrospective adjustment of prior period accounting errors160161 Significant Matters of Company Subsidiaries The company's board of directors approved the liquidation proposal for its overseas subsidiary, Position Mobile Ltd SEZC (PM Company); PM Company's minority shareholder, TIC Company, had repeatedly applied to the Cayman Court for liquidation and appointment of provisional liquidators, all of which were rejected; the court is expected to hear TIC Company's liquidation application in Q4 2025 - The company's board of directors approved the liquidation of its overseas subsidiary, Position Mobile Ltd SEZC (PM Company)162 - PM Company's minority shareholder, Technology Investment Consortium LLC (TIC Company), had repeatedly applied to the Cayman Court for liquidation and appointment of provisional liquidators, all of which were rejected162 - The court is expected to hear TIC Company's liquidation application in Q4 2025162 Share Changes and Shareholder Information Share Change Situation During the reporting period, the company's total share capital remained unchanged at 1,265,289,215 shares; restricted shares decreased by 150 shares, while unrestricted shares increased by 150 shares, primarily due to changes in executive lock-up shares H1 2025 Share Change Situation | Share Type | Quantity Before Change (shares) | Proportion Before Change | Increase/Decrease in This Change (shares) | Quantity After Change (shares) | Proportion After Change | | :--- | :--- | :--- | :--- | :--- | :--- | | I. Restricted Shares | 760,833 | 0.06% | -150 | 760,683 | 0.06% | | Of which: Shares Held by Domestic Natural Persons | 150 | 0.00% | -150 | 0 | 0.00% | | II. Unrestricted Shares | 1,264,528,382 | 99.94% | 150 | 1,264,528,532 | 99.94% | | Of which: RMB Ordinary Shares | 1,264,528,382 | 99.94% | 150 | 1,264,528,532 | 99.94% | | III. Total Shares | 1,265,289,215 | 100.00% | 0 | 1,265,289,215 | 100.00% | - The reason for the share change was a change in executive lock-up shares, decreasing by 150 shares165 H1 2025 Restricted Share Change Situation | Shareholder Name | Beginning Restricted Share Count (shares) | Shares Released from Restriction This Period (shares) | Shares Added to Restriction This Period (shares) | Period-end Restricted Share Count (shares) | Reason for Restriction | | :--- | :--- | :--- | :--- | :--- | :--- | | Liu Guangfei | 150 | 150 | 0 | 0 | Executive Lock-up Shares | | Total | 150 | 150 | 0 | 0 | | Securities Issuance and Listing During the reporting period, the company had no securities issuance or listing activities - The company had no securities issuance or listing activities during the reporting period168 Number of Shareholders and Shareholding Structure As of the end of the reporting period, the company had 123,868 ordinary shareholders; among the top ten shareholders, Beijing Zhiduo Depu Equity Investment Center (Limited Partnership) held 16.52%, and Zhiduo Group Co., Ltd. held 6.57% with a portion of its shares frozen; the company's dedicated share repurchase account held 12.48 million shares, accounting for 0.99% of the total share capital - As of the end of the reporting period, the total number of ordinary shareholders was 123,868169 H1 2025 Shareholding of Shareholders Holding 5% or More or Top 10 Shareholders | Shareholder Name | Shareholder Nature | Shareholding Proportion | Period-end Shareholding (shares) | Number of Unrestricted Shares Held (shares) | Pledge, Mark, or Freeze Status | | :--- | :--- | :--- | :--- | :--- | :--- | | Beijing Zhiduo Depu Equity Investment Center (Limited Partnership) | Domestic Non-state-owned Legal Person | 16.52% | 208,966,338 | 208,966,338 | Not applicable | | Zhiduo Group Co., Ltd. | Domestic Non-state-owned Legal Person | 6.57% | 83,088,573 | 83,088,573 | Frozen 13,364,865 shares | | Lhasa Economic and Technological Development Zone Zhiheng Consulting Co., Ltd. | Domestic Non-state-owned Legal Person | 1.76% | 22,245,967 | 22,245,967 | Not applicable | | Lu Qiang | Domestic Natural Person | 1.09% | 13,741,200 | 13,741,200 | Not applicable | | Hong Kong Securities Clearing Company Limited | Overseas Legal Person | 0.81% | 10,273,698 | 10,273,698 | Not applicable | | China Merchants Bank Co., Ltd. - Southern CSI 1000 ETF | Other | 0.74% | 9,349,439 | 9,349,439 | Not applicable | | Zhang Gangping | Domestic Natural Person | 0.54% | 6,835,681 | 6,835,681 | Not applicable | | Li Hong | Domestic Natural Person | 0.52% | 6,587,100 | 6,587,100 | Not applicable | | China Merchants Bank Co., Ltd. - Huaxia CSI 1000 ETF | Other | 0.44% | 5,510,200 | 5,510,200 | Not applicable | | Industrial and Commercial Bank of China Co., Ltd. - GF CSI 1000 ETF | Other | 0.35% | 4,423,100 | 4,423,100 | Not applicable | - Zhiduo Group Co., Ltd. and Lhasa Economic and Technological Development Zone Zhiheng Consulting Co., Ltd. are acting parties in concert with the company's controlling shareholder, Beijing Zhiduo Depu Equity Investment Center (Limited Partnership)170 - As of June 30, 2025, the company's dedicated share repurchase account held 12,480,601 shares, accounting for 0.99% of the total share capital170 Changes in Shareholdings of Directors, Supervisors, and Senior Management During the reporting period, there were no changes in the shareholdings of the company's directors, supervisors, or senior management; specific details can be found in the 2024 annual report - There were no changes in the shareholdings of the company's directors, supervisors, or senior management during the reporting period173 Changes in Controlling Shareholder or Actual Controller During the reporting period, neither the company's controlling shareholder nor its actual controller changed - The company's controlling shareholder did not change during the reporting period174 - The company's actual controller did not change during the reporting period174 Preferred Share Information During the reporting period, the company had no preferred shares - The company had no preferred shares during the reporting period175 Bond-Related Information During the reporting period, the company had no bond-related information - The company had no bond-related information during the reporting period177 Financial Report Audit Report The company's semi-annual financial report was unaudited - The company's semi-annual financial report was unaudited179 Financial Statements This chapter provides the company's H1 2025 consolidated and parent company balance sheets, income statements, cash flow statements, and statements of changes in owners' equity, comprehensively presenting the company's financial position, operating results, and cash flow - This chapter includes the consolidated balance sheet, parent company balance sheet, consolidated income statement, parent company income statement, consolidated cash flow statement, parent company cash flow statement, consolidated statement of changes in owners' equity, and parent company statement of changes in owners' equity180184188192195197200207 Company Basic Information The company, formerly Henan Sida Electronic Instrument Co., Ltd., underwent multiple equity changes and capital increases, rebranding as Zhiduo Technology Co., Ltd. in 2016; its registered capital is currently 1,265,289,215 yuan; operating in the internet and related services industry, its main businesses include internet media, digital marketing, and other services; these financial statements were approved by the board of directors on August 26, 2025 - The company, formerly Henan Sida Electronic Instrument Co., Ltd., was renamed Zhiduo Technology Co., Ltd. in 2016213216 - The company's registered capital is currently 1,265,289,215 yuan221 - The company operates in the internet and related services industry, primarily engaged in internet media, digital marketing, and other businesses222 - These financial statements were approved for issuance by the company's board of directors on August 26, 2025223 Basis of Financial Statement Preparation The company's financial statements are prepared on a going concern basis, with recognition and measurement performed according to the Enterprise Accounting Standards and related regulations issued by the Ministry of Finance; the company has sufficient working capital and is expected to continue operating for at least 12 months from the approval date of these financial statements - The company prepares its financial statements on a going concern basis, recognizing and measuring transactions and events in accordance with the 'Basic Standards for Enterprise Accounting Standards' and specific accounting standards, application guidelines, interpretations, and other relevant regulations issued by the Ministry of Finance224 - The company has sufficient working capital and is expected to continue operating for a foreseeable future period of not less than 12 months from the approval date of these financial statements225 Significant Accounting Policies and Estimates This chapter details the significant accounting policies and estimates followed by the company in preparing its financial statements, covering compliance with Enterprise Accounting Standards, accounting period, operating cycle, functional currency, materiality, business combinations, consolidated financial statement preparation, joint arrangements, cash and cash equivalents, foreign currency transactions, financial instruments, impairment provisions for receivables, receivables financing, inventories, assets held for sale, long-term equity investments, fixed assets, borrowing costs, right-of-use assets, intangible assets, impairment of long-term assets, long-term deferred expenses, contract liabilities, employee compensation, derivative financial instruments, lease liabilities, provisions, share-based payments, revenue, contract costs, government grants, income tax, and leases - The financial statements prepared by the company comply with the requirements of Enterprise Accounting Standards, truly and completely reflecting the company's financial position, operating results, and cash flows228 - The company classifies financial assets into those measured at amortized cost, at fair value through other comprehensive income, and at fair valu
智度股份(000676) - 2025 Q2 - 季度财报