Important Notice Important Notice The Board of Directors, Board of Supervisors, and all directors, supervisors, and senior management guarantee the truthfulness, accuracy, and completeness of this quarterly report - The Board of Directors, Board of Supervisors, and all directors, supervisors, and senior management guarantee the truthfulness, accuracy, and completeness of the quarterly report, assuming individual and joint legal liability3 - The company's legal representative, chief accounting officer, and head of the accounting department declare that the financial statements in the quarterly report are true, accurate, and complete4 Company Profile Key Accounting Data and Financial Indicators The company's total assets grew by 3.63% to CNY 3.95 billion, while net profit attributable to shareholders declined by 37.23% to CNY 114 million in the first three quarters Key Financial Data | Indicator | End of Reporting Period / YTD | End of Prior Year / Prior Year Period | Change | | :--- | :--- | :--- | :--- | | Balance Sheet | | | | | Total Assets (CNY) | 3,947,947,666.76 | 3,809,669,339.71 | 3.63% | | Net Assets Attributable to Shareholders (CNY) | 3,353,929,641.70 | 3,069,989,192.37 | 9.25% | | Income Statement (Q3) | | | | | Operating Revenue (CNY) | 222,168,660.92 | 280,859,634.60 | -20.90% | | Net Profit Attributable to Shareholders (CNY) | 40,835,754.70 | 45,599,660.03 | -10.45% | | Income Statement (YTD) | | | | | Operating Revenue (CNY) | 752,210,107.77 | 685,805,749.68 | 9.68% | | Net Profit Attributable to Shareholders (CNY) | 114,377,231.19 | 182,222,870.38 | -37.23% | | Net Profit Attributable to Shareholders (Non-recurring items deducted) (CNY) | 110,090,936.32 | 125,920,140.98 | -12.57% | | Cash Flow Statement (YTD) | | | | | Net Cash Flow from Operating Activities (CNY) | -76,044,732.92 | -93,231,916.38 | 18.43% | | Earnings Per Share (YTD) | | | | | Basic EPS (CNY/Share) | 0.14 | 0.22 | -36.36% | - Non-recurring gains and losses for the first three quarters totaled CNY 4.286 million, primarily from government subsidies and wealth management income89 Shareholder Information The company had 30,436 common shareholders, with top shareholders having a high proportion of their shares pledged - As of the end of the reporting period, the total number of common shareholders was 30,43610 Top 5 Shareholders | Shareholder Name | Shareholding Ratio | Number of Shares Held (Shares) | Pledged or Frozen Status | | :--- | :--- | :--- | :--- | | Hunan Tianhong Investment Group Co., Ltd. | 19.57% | 165,333,202 | Pledged 162,243,997 | | Yuan Xionggui | 6.54% | 55,232,139 | Pledged 42,395,893 | | Xiao Le | 4.31% | 36,400,000 | Pledged 36,399,997 | | Guojin Tianzhou Culture No. 1 Collective Asset Management Plan | 1.02% | 8,636,161 | - | | Cheng Renfeng | 1.01% | 8,527,382 | - | - Shareholder relationship disclosure: Hunan Tianhong Investment Group Co., Ltd. and Xiao Le are parties acting in concert; Guojin Tianzhou Culture No. 1 Collective Asset Management Plan is the company's first phase employee stock ownership plan; Yuan Xionggui and Zhangshu Yuyue Investment Management Center (Limited Partnership) are parties acting in concert11 Changes in Restricted Shares Total restricted shares increased from 59.12 million to 64.69 million, driven by new grants from the 2019 equity incentive plan Restricted Share Movement | Item | Restricted Shares at Beginning of Period | Released during the Period | Added during the Period | Restricted Shares at End of Period | | :--- | :--- | :--- | :--- | :--- | | Total (Shares) | 59,116,692 | 28,526,921 | 34,096,856 | 64,686,627 | - The increase in restricted shares was mainly due to the grant of 18.18 million restricted shares to non-executive employees and additional shares to senior management under the 2019 equity incentive plan1314 - The release of restricted shares was primarily due to the expiration of the lock-up period for post-IPO shares held by several shareholders on August 23, 201914 Significant Events Explanation of Significant Changes in Key Financial Data and Indicators Significant fluctuations occurred across financial metrics, driven by investment payments, procurement activities, and proceeds from employee stock incentives Analysis of Major Changes | Item | Change (%) | Reason for Change | | :--- | :--- | :--- | | Cash and Cash Equivalents | -39.33% | Primarily due to payments for investments | | Prepayments | 69.60% | Primarily due to an increase in procurement prepayments | | Inventories | 76.17% | Primarily due to an increase in inventory purchases | | Other Payables | -70.39% | Primarily due to payments for equity acquisitions | | Long-term Borrowings | 154.22% | Primarily due to new bank loans for the subsidiary Youai Network | | Other Comprehensive Income | 17212.90% | Primarily due to adjustments under new financial instrument standards | | Investment Income | -55.24% | Primarily due to a large investment gain from Youai Network's acquisition of Hainan Qiyu in the prior year period | | Net Cash Flow from Investing Activities | 63.10% | Primarily due to a year-over-year decrease in cash paid for investments | | Net Cash Flow from Financing Activities | 496.15% | Primarily due to the receipt of funds from the employee restricted stock incentive plan | Progress of Significant Events The company completed the initial grant registration for its 2019 stock option and restricted stock incentive plan - In June 2019, the company approved the proposal to change the use of repurchased shares and the 2019 stock option and restricted stock incentive plan21 - The grant date for the incentive plan was July 1, 2019; ultimately, 19.59 million stock options (exercise price CNY 4.10/share) were granted to 68 participants and 19.08 million restricted shares (grant price CNY 2.05/share) were granted to 71 participants212223 Commitments, Risks, and Other Matters The company reports no overdue commitments, highlights the risk of goodwill impairment, and confirms no irregular guarantees or fund misappropriation - There were no overdue unfulfilled commitments from related parties during the reporting period24 - The company warns of goodwill impairment risk, which could significantly impact 2019 operating results if acquired companies underperform25 - There were no irregular external guarantees or non-operating fund occupation by the controlling shareholder during the reporting period2627 Financial Statements Financial Statements This section presents the consolidated and parent company financial statements as of September 30, 2019, reflecting the company's financial position and performance Consolidated Balance Sheet Total assets reached CNY 3.95 billion, with a significant goodwill balance of CNY 1.69 billion and a low debt-to-asset ratio Key Balance Sheet Items | Item | Sep 30, 2019 (CNY) | Dec 31, 2018 (CNY) | Change | | :--- | :--- | :--- | :--- | | Total Assets | 3,947,947,666.76 | 3,809,669,339.71 | +3.63% | | Cash and Cash Equivalents | 346,772,901.82 | 571,591,532.38 | -39.33% | | Goodwill | 1,687,999,802.62 | 1,687,999,802.62 | 0.00% | | Total Liabilities | 519,207,025.74 | 646,797,500.94 | -19.73% | | Accounts Payable | 286,816,551.48 | 334,616,335.68 | -14.28% | | Total Equity | 3,428,740,641.02 | 3,162,871,838.77 | +8.41% | | Equity Attributable to Parent Company | 3,353,929,641.70 | 3,069,989,192.37 | +9.25% | Consolidated Income Statement Q3 revenue and net profit declined year-over-year, and the nine-month net profit fell sharply due to a high base of prior-year investment income Income Statement (Q3 2019) | Item (Q3) | Current Period (CNY) | Prior Period (CNY) | YoY Change | | :--- | :--- | :--- | :--- | | Total Operating Revenue | 222,168,660.92 | 280,859,634.60 | -20.90% | | Total Operating Costs | 202,431,077.26 | 242,887,552.77 | -16.66% | | Operating Profit | 44,433,149.14 | 56,806,006.25 | -21.78% | | Net Profit Attributable to Parent Company Owners | 40,835,754.70 | 45,599,660.03 | -10.45% | Income Statement (YTD 2019) | Item (YTD) | Current Period (CNY) | Prior Period (CNY) | YoY Change | | :--- | :--- | :--- | :--- | | Total Operating Revenue | 752,210,107.77 | 685,805,749.68 | +9.68% | | Investment Income | 46,023,892.78 | 102,820,289.20 | -55.24% | | Operating Profit | 120,763,741.07 | 187,731,898.00 | -35.67% | | Net Profit Attributable to Parent Company Owners | 114,377,231.19 | 182,222,870.38 | -37.23% | | Basic Earnings Per Share | 0.14 | 0.22 | -36.36% | Consolidated Cash Flow Statement Operating cash outflow improved, investing outflow decreased, and financing inflow turned positive, resulting in a period-end cash balance of CNY 347 million Cash Flow Statement (YTD 2019) | Item (YTD) | Current Period (CNY) | Prior Period (CNY) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | -76,044,732.92 | -93,231,916.38 | | Net Cash Flow from Investing Activities | -181,226,362.95 | -491,102,882.15 | | Net Cash Flow from Financing Activities | 34,542,867.41 | -8,719,718.14 | | Net Increase in Cash and Cash Equivalents | -221,818,630.56 | -591,992,389.87 | | Cash and Cash Equivalents at End of Period | 346,772,901.82 | 346,048,951.28 | Explanation of Financial Statement Adjustments The company adopted new financial instrument standards from January 1, 2019, reclassifying assets and adjusting opening retained earnings and other comprehensive income - The company implemented new financial instrument standards from January 1, 2019, reclassifying and remeasuring financial instruments without restating prior period comparative data68 Opening Balance Sheet Adjustments (Consolidated) | Adjustment Item (Consolidated) | Pre-adjustment (2018-12-31) | Post-adjustment (2019-01-01) | Adjustment Amount | | :--- | :--- | :--- | :--- | | Trading Financial Assets | 0 | 173,570,444.00 | +173,570,444.00 | | Available-for-sale Financial Assets | 335,249,806.46 | 0 | -335,249,806.46 | | Other Equity Instrument Investments | 0 | 281,679,362.46 | +281,679,362.46 | | Other Comprehensive Income | 710,413.37 | 120,710,413.37 | +120,000,000.00 | | Retained Earnings | -465,255,498.76 | -462,477,132.05 | +2,778,366.71 | Audit Report The company's third quarter 2019 report is unaudited - The third quarter report is unaudited74
天舟文化(300148) - 2019 Q3 - 季度财报