Important Notice This section confirms the accuracy and completeness of the quarterly report by the company's management and board - The company's Board of Directors, Supervisory Board, and all senior management guarantee the truthfulness, accuracy, and completeness of this quarterly report, assuming corresponding legal responsibilities3 - Company负责人 Chi Yanming, Chief Accountant Liu Shunli, and Head of Accounting Department Zhang Ying declare the truthfulness, accuracy, and completeness of the financial statements in this quarterly report4 Company Profile This section provides an overview of the company's key financial data, shareholder structure, and restricted share movements Key Accounting Data and Financial Indicators As of Q3 2019, total assets decreased by 3.17% from year-end, while year-to-date revenue grew 20.52% and net profit attributable to shareholders surged 687.09%, despite Q3 revenue and net profit declining by 23.15% and 68.34% respectively Key Financial Indicators for Q3 2019 | Indicator | Year-to-Date (RMB) | YoY Change | Current Period (Q3) (RMB) | YoY Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 1,324,978,276.59 | 20.52% | 422,239,511.94 | -23.15% | | Net Profit Attributable to Shareholders | 59,518,974.83 | 687.09% | 20,357,871.96 | -68.34% | | Net Profit Excluding Non-Recurring Items | 60,948,779.68 | 1,125.79% | 23,553,513.31 | -64.28% | | Net Cash Flow from Operating Activities | -17,599,061.47 | 94.77% | -- | -- | | Basic Earnings Per Share (RMB/share) | 0.0685 | 687.36% | 0.0234 | -68.25% | | Total Assets (vs. prior year-end) | 7,120,860,250.67 | -3.17% | | | - Year-to-date non-recurring gains and losses totaled -1.43 million RMB, primarily due to non-current asset disposal losses and government subsidies8 Shareholder Information As of the reporting period end, the company had 41,696 common shareholders, with the top two, Chi Yanming and Dou Xin, holding 15.84% and 6.00% respectively, with some shares pledged Top Five Shareholders' Holdings | Shareholder Name | Holding Percentage | Number of Shares Held | Number of Pledged Shares | | :--- | :--- | :--- | :--- | | Chi Yanming | 15.84% | 137,559,929 | 97,246,199 | | Dou Xin | 6.00% | 52,122,062 | 9,410,234 | | Shang Huazhong | 2.81% | 24,377,533 | 8,800,000 | | Zhang Min | 2.13% | 18,483,120 | - | | Wang Bangwen | 1.88% | 16,306,985 | - | Changes in Restricted Shares During the reporting period, the company's total restricted shares increased from 141 million to 152 million, mainly due to partial解除限售 for Wang Bangwen and new executive lock-up shares for Dou Xin and Wang Bangwen - During the reporting period, the company's total restricted shares increased by approximately 10.45 million shares, reaching 151,526,267 shares at period-end14 Significant Events This section details major financial data changes, progress on key initiatives, and compliance with commitments Significant Changes in Key Financial Data and Reasons The company's financial position significantly changed due to M&A and financing, with cash decreasing by 54.10% for equity payments, while short-term and long-term borrowings surged by 96.65% and 148.71% respectively to support acquisitions and business growth Balance Sheet and Income Statement Key Item Changes | Item | Change Percentage | Reason for Change | | :--- | :--- | :--- | | Monetary Funds | -54.10% | Primarily due to equity payments made in the current period | | Short-term Borrowings | 96.65% | Primarily due to new short-term loans from Bank of China in the current period | | Long-term Borrowings | 148.71% | Primarily due to new long-term loans from Bank of China in the current period | | Other Payables | -38.22% | Primarily due to payment for the acquisition of Chinese Future in the current period | | Financial Expenses | 71.28% | Due to increased financing scale in the current period | | Investment Income | -100.00% or more | Due to losses from associates in the current period | Cash Flow Statement Key Item Changes | Item | Change Percentage | Reason for Change | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | 94.77% | Primarily due to significant growth in 2C education business and divestment of some security businesses | | Net Cash Flow from Investing Activities | 178.70% | Primarily due to equity payments for the acquisition of Chinese Future | | Net Cash Flow from Financing Activities | 98.06% | Primarily due to new Bank of China financing projects and repayment of corporate bonds in the current period | Progress of Significant Events The company's core education business expanded to 366 learning centers by Q3 2019, while it completed annual interest payment and a 300 million RMB put option exercise for its "17 Lisi 01" bond, with the remaining bond's coupon rate adjusted to 7.80% - As of September 30, 2019, the company's learning center network continued to expand, with 144 directly operated and 222 franchised learning centers, serving a cumulative 94,460 student enrollments18 - The company completed annual interest payment for its '17 Lisi 01' bond and redeemed 3 million units (300 million RMB) based on the put option, with the remaining 200,000 units having their coupon rate adjusted from 7.45% to 7.80%1920 Other Matters During the reporting period, the company had no overdue unfulfilled commitments, unexecuted cash dividend policies, illegal external guarantees, or non-operating fund occupation by controlling shareholders - During the reporting period, the company had no overdue unfulfilled commitments, illegal guarantees, or controlling shareholder fund occupation issues222425 Financial Statements This section presents the company's consolidated financial statements, including the balance sheet, income statement, and cash flow statement, along with explanations for adjustments Key Financial Statements The financial statements reflect the company's strategic transformation and M&A expansion, showing significant changes in asset-liability structure due to financing and acquisition payments, with overall high growth in revenue and profit year-to-date despite a Q3 decline Consolidated Balance Sheet As of September 30, 2019, total assets were 7.121 billion RMB, a 3.17% decrease from year-start, with total liabilities at 3.623 billion RMB and net assets attributable to shareholders at 3.361 billion RMB Consolidated Balance Sheet Key Items (Unit: RMB) | Item | September 30, 2019 | December 31, 2018 | Change | | :--- | :--- | :--- | :--- | | Total Assets | 7,120,860,250.67 | 7,354,026,127.03 | -3.17% | | Total Liabilities | 3,623,265,769.77 | 3,907,125,188.12 | -7.27% | | Total Equity Attributable to Parent Company Owners | 3,360,703,164.28 | 3,298,544,207.73 | 1.88% | Consolidated Income Statement For the first three quarters of 2019, the company achieved 1.325 billion RMB in revenue, up 20.52%, and 59.52 million RMB in net profit attributable to parent, up 687.09%, driven by education business consolidation, despite a Q3 revenue decline of 23.15% to 422.24 million RMB and net profit decline of 68.34% to 20.36 million RMB Consolidated Income Statement Key Items (Year-to-Date) | Item | Jan-Sep 2019 (RMB) | Jan-Sep 2018 (RMB) | YoY Change | | :--- | :--- | :--- | :--- | | Total Operating Revenue | 1,324,978,276.59 | 1,099,382,209.85 | 20.52% | | Operating Profit | 50,902,839.27 | 14,961,928.15 | 240.22% | | Net Profit Attributable to Parent Company Owners | 59,518,974.83 | 7,561,928.49 | 687.09% | | Basic Earnings Per Share (RMB/share) | 0.0685 | 0.0087 | 687.36% | Consolidated Income Statement Key Items (Third Quarter) | Item | Q3 2019 (RMB) | Q3 2018 (RMB) | YoY Change | | :--- | :--- | :--- | :--- | | Total Operating Revenue | 422,239,511.94 | 549,463,430.35 | -23.15% | | Operating Profit | 26,843,791.92 | 84,347,687.60 | -68.18% | | Net Profit Attributable to Parent Company Owners | 20,357,871.96 | 64,293,463.39 | -68.34% | Consolidated Cash Flow Statement In the first three quarters of 2019, operating cash flow improved significantly to -17.60 million RMB from -337 million RMB year-over-year, with net cash outflow from investing activities at 639 million RMB for M&A, and net cash inflow from financing activities at 482 million RMB from new bank borrowings Consolidated Cash Flow Statement Summary (Jan-Sep 2019) | Item | Amount (RMB) | | :--- | :--- | | Net Cash Flow from Operating Activities | -17,599,061.47 | | Net Cash Flow from Investing Activities | -638,820,454.26 | | Net Cash Flow from Financing Activities | 482,320,869.01 | | Net Increase in Cash and Cash Equivalents | -174,138,539.73 | Explanation of Financial Statement Adjustments Effective January 1, 2019, the company adopted new financial instrument standards, reclassifying "available-for-sale financial assets" to "other equity instrument investments" and adjusting "other comprehensive income" and "retained earnings," with no impact on total assets or net assets - Due to the adoption of new financial instrument standards, the company reclassified 406 million RMB of 'available-for-sale financial assets' to 'other equity instrument investments' at the beginning of the year, transferring accumulated fair value changes from other comprehensive income to retained earnings, resulting in a 36.6 million RMB increase in retained earnings and a 36.6 million RMB decrease in other comprehensive income6365 Audit Report The company's 2019 third-quarter report is unaudited - This quarterly report is unaudited70
*ST豆神(300010) - 2019 Q3 - 季度财报