盈方微(000670) - 2020 Q4 - 年度财报

Important Notice, Table of Contents, and Definitions This section provides the company's assurance on report accuracy and outlines the 2020 profit distribution plan - The company's board of directors, supervisory board, and senior management guarantee the truthfulness, accuracy, and completeness of this annual report, free from false records, misleading statements, or major omissions[4] - The company's 2020 profit distribution plan is to not distribute cash dividends, bonus shares, or convert capital reserves into share capital[6] Company Profile and Key Financial Indicators This chapter presents the company's basic information and key financial indicators, detailing the fundamental improvement in FY2020 with explosive revenue growth and profitability turnaround driven by major asset restructuring and electronic component distribution, alongside retrospective adjustments for prior accounting errors Company Basic Information Overview of the company's basic information, with stock abbreviation “*ST Yingfang” indicating special treatment due to abnormal financial status, and the addition of electronic component distribution as a main business after a major asset restructuring in 2020 | Item | Information | | :--- | :--- | | Stock Abbreviation | *ST Yingfang | | Stock Code | 000670 | | Chinese Name | Yingfang Microelectronics Co., Ltd. | | Legal Representative | Zhang Yun | | Main Business Change | After completing major asset restructuring in 2020, new electronic component distribution business added | Key Accounting Data and Financial Indicators In 2020, the company's financial condition fundamentally improved, with revenue growing by 16,849.85% to approximately 700 million yuan and net profit attributable to shareholders turning profitable at 13.05 million yuan, while total assets increased significantly by 2,424.72%, primarily due to new business consolidation from major asset restructuring and retrospective adjustments for prior accounting errors Key Financial Indicators for 2020 | Indicator | 2020 | 2019 (Adjusted) | YoY Change | | :--- | :--- | :--- | :--- | | Operating Revenue (Yuan) | 699,966,125.52 | 4,129,630.93 | 16,849.85% | | Net Profit Attributable to Shareholders of Listed Company (Yuan) | 13,048,572.57 | -206,113,476.37 | 106.33% | | Net Profit Attributable to Shareholders of Listed Company (Excluding Non-recurring Gains and Losses) (Yuan) | 8,077,950.87 | -205,714,738.52 | 103.93% | | Net Cash Flow from Operating Activities (Yuan) | -99,790,350.47 | -26,005,033.49 | -283.73% | | Basic Earnings Per Share (Yuan/Share) | 0.0160 | -0.2524 | 106.34% | | Total Assets (Yuan) | 1,468,419,837.16 | 58,161,668.17 | 2,424.72% | | Net Assets Attributable to Shareholders of Listed Company (Yuan) | 15,769,789.16 | -23,790,940.09 | 166.28% | - The company retrospectively adjusted historical financial data due to prior accounting error corrections[22] Key Quarterly Financial Indicators for 2020 (Unit: Yuan) | Indicator | Q1 | Q2 | Q3 | Q4 | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 0.00 | 900,858.68 | 58,179,573.55 | 640,885,693.29 | | Net Profit Attributable to Shareholders of Listed Company | -1,025,160.79 | -6,335,295.13 | 5,706,405.02 | 14,702,623.47 | Company Business Overview This chapter describes the company's dual-main business model after the 2020 major asset restructuring, encompassing integrated circuit chip design and sales, and the newly added electronic component distribution business, while also analyzing the company's core competencies in technology, supplier and customer relationships, brand, supply chain services, and talent Main Business and Operating Model The company operates a dual-main business model, with its integrated circuit business following a Fabless model focused on smart image processor chip design and sales, while its electronic component distribution business provides product distribution, technical support, and supply chain services for active and passive components across various fields including mobile phones, IoT, and automotive electronics - During the reporting period, the company completed a major asset restructuring, transforming its main business into a dual-main business model of integrated circuit chip design and sales, and electronic component distribution[31] - The integrated circuit business adopts a Fabless (fabless) model, focusing on chip design and software development, with manufacturing, packaging, and testing outsourced[32] - The electronic component distribution business acts as an agent for products from multiple well-known domestic and international original manufacturers, with application areas including mobile phones, network communications, IoT, and automotive electronics[33] Analysis of Core Competencies The company's core competencies span multiple areas: technological expertise in SoC chip design and software development; strong market relationships with renowned suppliers and customers like Goodix, Samsung, and Xiaomi; a prominent brand presence through its subsidiary Huaxinke, ranked among top domestic distributors; flexible supply chain management and rapid response capabilities; and an experienced core management team - Technological Advantage: The company has deep expertise in SoC chip design and supporting software development, holding multiple software copyrights and patents[40] - Supplier and Customer Advantage: Established close cooperative relationships with industry leaders such as Goodix Technology, Samsung Electronics, Xiaomi, and Wingtech Technology[41] - Brand Advantage: Subsidiary Huaxinke ranked 15th in the “2019 China Electronic Component Distributors TOP35” list, indicating high industry recognition[42] Management Discussion and Analysis This core chapter of the annual report details the company's 2020 operating results, business transformation, and future outlook, highlighting a fundamental operational turnaround and return to profitability achieved through successful major asset restructuring, which divested stagnant businesses and injected high-quality electronic component distribution assets amidst a stock suspension, further analyzing main business, financial condition, investment activities, asset sales, and future strategies and risks Annual Operating Overview 2020 marked a transformative year for the company, as it successfully restored its going concern ability by divesting stagnant assets and entering the electronic component distribution sector through a major asset restructuring amidst stock suspension, achieving a 16,849.85% year-over-year increase in operating revenue and a 106.33% increase in net profit attributable to shareholders, turning losses into profits - In 2020, the company successfully implemented a major asset restructuring, divesting stagnant assets and injecting electronic component distribution business, putting operations back on track[46][49] Key Performance Indicators for 2020 | Indicator | Amount (10k Yuan) | YoY Growth | | :--- | :--- | :--- | | Operating Revenue | 69,996.61 | 16,849.85% | | Net Profit Attributable to Shareholders of Listed Company | 1,304.86 | 106.33% | - The company properly implemented prior accounting error corrections and recovered relevant performance compensation differences, effectively resolving historical issues[46][51] Main Business Analysis This section details the financial performance of the company's main businesses, noting significant changes in balance sheet and income statement items due to the consolidation of Huaxinke and World Style, with electronic component distribution becoming the absolute revenue pillar, accounting for 99.74% of total revenue, and high concentration among the top five customers and suppliers, while R&D investment significantly decreased due to the pandemic and business structure changes Operating Revenue Composition for 2020 | Business Segment | Revenue Amount (Yuan) | Proportion of Operating Revenue | | :--- | :--- | :--- | | Electronic Component Distribution Business | 698,163,931.62 | 99.74% | | Integrated Circuit Design and Sales Business | 1,802,193.90 | 0.26% | | Total | 699,966,125.52 | 100% | - The top five customers accounted for 79.77% of total annual sales, and the top five suppliers accounted for 93.69% of total annual purchases, indicating high customer and supplier concentration[68][69] - R&D investment amounted to 4.72 million yuan, a year-over-year decrease of 62.88%, primarily due to slowed R&D progress affected by the pandemic and a significant increase in main business revenue[72] - Net cash flow from operating activities was -99.79 million yuan, a significant difference from the 27.79 million yuan net profit, mainly because some supplier purchases had no credit period, leading to a decrease in accounts payable and an increase in cash outflow[73][76] Analysis of Assets and Liabilities As of year-end 2020, total assets significantly increased to 1.47 billion yuan, primarily comprising accounts receivable (36.81%) and goodwill from acquisitions, while short-term borrowings notably rose to 355 million yuan, with 361 million yuan in restricted assets, mainly pledged cash and factored accounts receivable Major Asset Composition as of Year-End 2020 | Asset Item | Amount (Yuan) | Proportion of Total Assets | | :--- | :--- | :--- | | Cash and Equivalents | 318,527,939.07 | 21.69% | | Accounts Receivable | 540,552,099.03 | 36.81% | | Goodwill | 454,564,147.76 | 30.95% | | Inventory | 87,509,946.62 | 5.96% | - As of the end of the reporting period, the company had 361 million yuan in restricted assets, primarily consisting of pledged cash and equivalents (229 million yuan) and factored accounts receivable (131 million yuan)[83] Investment Status During the reporting period, the company's most significant investment was the 601 million yuan cash acquisition of a 51% stake in Huaxinke and WORLD STYLE, successfully entering the electronic component distribution sector, with the transaction counterparties committing to a cumulative non-recurring net profit of no less than 330 million yuan for the target companies from 2020-2022 Significant Equity Investment Details | Investee Company | Investment Method | Investment Amount (Yuan) | Shareholding Ratio | Business | | :--- | :--- | :--- | :--- | :--- | | Huaxinke and WORLD STYLE | Acquisition | 600,666,700.00 | 51.00% | Electronic Product Technology Development and Sales | Significant Asset and Equity Sales The company sold 100% equity and related claims of its wholly-owned subsidiary Daikun Technology to related party Shaoxing Shunyuan for 61,401 yuan, divesting the long-stagnant data center business and optimizing the company's asset structure - The company sold its 100% equity in Daikun Technology and related claims to related party Shaoxing Shunyuan for 61,401 yuan, divesting the stagnant data center business[91][93] Outlook on the Company's Future Development The company is optimistic about integrated circuit industry opportunities driven by domestic substitution, with future strategy focusing on independent chip R&D and distribution business expansion for synergistic effects, planning to delve into IoT chips, expand distribution market share, and pursue acquisition of the remaining 49% equity in Huaxinke and World Style in 2021 to achieve stock relisting, while acknowledging risks such as the pandemic, high customer concentration, goodwill impairment, and delisting - Future Development Strategy: Adhere to independent chip R&D, expand SoC chip applications in IoT smart imaging; simultaneously intensify efforts in chip distribution business development to form a synergistic effect between design and distribution[101] - Key operating plans for 2021 include: 1) Developing consumer-grade IoT chips; 2) Expanding distribution product lines to enter smart home and new energy vehicle sectors; 3) Advancing the acquisition of the remaining 49% equity in Huaxinke and World Style; 4) Striving for stock relisting[102][103][104] - Key risks faced by the company include: high customer and supplier concentration (top five customers account for 79.77% of sales, top five suppliers account for 93.69% of purchases), goodwill impairment risk (goodwill book value of 455 million yuan), accounts receivable recovery risk (accounts receivable account for 36.81% of total assets), and stock delisting risk[106][107][108] Significant Matters This chapter discloses various significant matters during the reporting period, including the company's decision not to distribute profits due to continuous losses, detailed fulfillment of commitments made by relevant parties in share reform and asset restructuring, particularly the recovery of 2015 performance compensation differences, the over-fulfillment of 2020 performance commitments by newly acquired subsidiaries Huaxinke and WORLD STYLE, and the ongoing efforts to relist the company's stock, which has been suspended since April 7, 2020 Profit Distribution Status Given the company's severe accumulated losses from prior years, despite achieving profitability in 2020, its cumulative undistributed profits remain negative, thus not meeting dividend conditions; consequently, the company proposes no profit distribution or capital reserve conversion to share capital for 2020 - The company has not distributed cash dividends, bonus shares, or converted capital reserves into share capital in the past three years (2018-2020)[115][117][119] Fulfillment of Commitments This section details the fulfillment status of various commitments made by company shareholders and transaction counterparties in significant events like share reform and asset restructuring, notably the completion of the 2015 performance compensation difference recovery due to prior accounting error corrections, partly advanced by the largest shareholder, and the over-fulfillment of the 2020 performance target by newly acquired Huaxinke and WORLD STYLE, which achieved 112.88 million yuan in performance against a 90 million yuan commitment - The 2015 performance compensation difference, resulting from accounting error corrections, has been fulfilled by the original committing parties and partly advanced by the largest shareholder, Shunyuan Investment[121][148] 2020 Performance Commitment Fulfillment Status (Unit: 10k Yuan) | Committing Party | Forecasted Performance | Actual Performance | Fulfillment Status | | :--- | :--- | :--- | :--- | | Huaxinke and WORLD STYLE | 9,000 | 11,288.28 | Over-fulfilled | Changes in Consolidation Scope In 2020, the company's consolidation scope underwent significant changes, adding 8 companies including Shenzhen Huaxinke, World Style, and their subsidiaries through acquisitions, reducing 2 companies like Shanghai Daikun Technology and INFOTM,INC. due to sales, and establishing 2 new subsidiaries - Eight new subsidiaries were added due to acquisitions, including Shenzhen Huaxinke Technology Co., Ltd. and World Style Technology Holdings Limited and their subsidiaries[155] - Two subsidiaries were removed due to sales: Shanghai Daikun Technology Development Co., Ltd. and INFOTM,INC.[155] Explanation of Other Significant Matters This section outlines other significant matters during the year, including the suspension of the company's stock trading since April 7, 2020, with ongoing efforts for relisting; completion of prior accounting error corrections and related performance compensation recovery; successful implementation of major asset purchases and sales; and disclosure of plans to issue shares in 2021 to acquire the remaining equity of the target companies - The company's stock was suspended from listing on April 7, 2020, due to continuous losses for three consecutive years from 2017-2019[191] - The company has completed a major asset restructuring, acquiring a 51% equity stake in Huaxinke and WORLD STYLE, and selling 100% equity in Daikun Technology[194] - The company plans to issue shares to acquire the remaining 49% equity in Huaxinke and WORLD STYLE, and raise supporting funds[195] Share Changes and Shareholder Information This chapter discloses the company's share capital structure and shareholder information, noting no change in total share capital during the reporting period, but minor shifts between restricted and unrestricted shares due to judicial auctions and executive departures, with a dispersed equity structure, no controlling shareholder or actual controller, and Zhejiang Shunyuan Enterprise Management Co., Ltd. as the largest shareholder holding 15.19% Share Change Status During the reporting period, the company's total share capital of 816,627,360 shares remained unchanged, while restricted shares decreased by 1,148,804 shares due to judicial auctions and executive departures, with a corresponding increase in unrestricted shares Share Change Status | Share Type | Quantity Before Change | Quantity After Change | Reason for Change | | :--- | :--- | :--- | :--- | | Restricted Shares | 215,956,628 | 214,807,824 | Judicial Auction and Executive Departure Unlocking | | Unrestricted Shares | 600,670,732 | 601,819,536 | Corresponding Increase | | Total Share Capital | 816,627,360 | 816,627,360 | No Change | Shareholder and Actual Controller Information As of the end of the reporting period, the company had 66,665 shareholders, with a dispersed equity structure and no controlling shareholder or actual controller, and Zhejiang Shunyuan Enterprise Management Co., Ltd. as the largest shareholder holding 15.19% - The company's equity structure is dispersed, with no controlling shareholder or actual controller[211][213] Top Three Shareholders' Shareholding | Shareholder Name | Number of Shares Held | Shareholding Ratio | | :--- | :--- | :--- | | Shanghai Shunyuan Enterprise Investment Development Co., Ltd. | 124,022,984 | 15.19% | | Orient Securities Co., Ltd. | 69,000,000 | 8.45% | | Huarong Securities Co., Ltd. | 37,259,600 | 4.56% | Directors, Supervisors, Senior Management, and Employees This chapter outlines the composition, background, and compensation of the company's directors, supervisors, and senior management, noting stability in personnel during the reporting period, with no changes, and a total of 136 employees at year-end, predominantly sales and technical staff Changes in Shareholdings of Directors, Supervisors, and Senior Management During the reporting period, none of the company's current directors, supervisors, or senior management held company shares, nor were there any changes in their shareholdings - At the beginning and end of the reporting period, all directors, supervisors, and senior management held 0 shares[222] Employee Information As of the end of the reporting period, the company had 136 active employees, with sales personnel being the largest group at 58, followed by technical staff at 34, and 58 employees holding bachelor's degrees or higher, accounting for 42.6% of the total Employee Professional Composition | Professional Composition | Number of People (Persons) | | :--- | :--- | | Sales Personnel | 58 | | Technical Personnel | 34 | | Financial Personnel | 17 | | Administrative Personnel | 27 | | Total | 136 | Corporate Governance This chapter describes the company's governance structure and internal controls, asserting compliance with relevant laws and regulations and independence from its largest shareholder in business, personnel, assets, organization, and finance, with both the board's self-assessment and the accounting firm's internal control audit report concluding that the company maintained effective internal controls over financial reporting in all material respects as of December 31, 2020, with no material weaknesses found Basic Status of Corporate Governance The company continuously improves its corporate governance structure in accordance with relevant laws and regulations to ensure orderly business operations, maintaining independence from its largest shareholder in personnel, assets, finance, organization, and business, with no horizontal competition - The actual status of the company's corporate governance does not materially differ from the normative documents on corporate governance issued by the China Securities Regulatory Commission[242] - The company maintains independence from its largest shareholder in business, personnel, assets, organization, and finance, possessing independent operating capabilities[244][245] Internal Control Status The company conducted a self-assessment of internal controls, and Tianjian Certified Public Accountants issued an internal control audit report, both concluding that as of year-end 2020, the company maintained effective internal controls over financial reporting in all material respects, with no material weaknesses found in financial or non-financial reporting - Both the internal control evaluation report and the internal control audit report found no material weaknesses in financial or non-financial reporting[254][255] - The accounting firm issued a standard unqualified audit opinion on the company's internal controls over financial reporting[255] Financial Report This chapter includes the audit report issued by Tianjian Certified Public Accountants and the company's 2020 consolidated and parent company financial statements, with the audit report providing a standard unqualified opinion but highlighting four key audit matters: revenue recognition, impairment of accounts receivable, impairment of goodwill, and recognition of provisions, reflecting the auditor's focus on these high-risk areas Audit Report Tianjian Certified Public Accountants issued a standard unqualified audit opinion on the company's 2020 financial statements, emphasizing four Key Audit Matters (KAMs): revenue recognition, impairment of accounts receivable, impairment of goodwill, and recognition of provisions, which were the most significant areas during the audit - Tianjian Certified Public Accountants issued a standard unqualified audit opinion[259][260] - Key Audit Matters include: - Revenue Recognition: Due to operating revenue being a key performance indicator, there is an inherent risk of improper recognition by management - Impairment of Accounts Receivable: Accounts receivable are material in amount, and impairment provision involves significant management judgment - Impairment of Goodwill: Goodwill is material in amount, and impairment testing involves significant management judgment - Recognition of Provisions: Pending litigation involves material amounts, and judgment regarding outcomes and impacts involves significant management judgment[262] Reference Documents Catalog This chapter lists documents available for reference, including signed financial statements, original audit reports, and all publicly disclosed documents and announcements from the reporting period - This chapter lists documents available for reference, including signed financial statements, original audit reports, and original copies of all publicly disclosed documents and announcements from the reporting period[628]