天和防务(300397) - 2019 Q3 - 季度财报

Part I Important Notice This section confirms the truthfulness, accuracy, and completeness of the quarterly report, with all directors attending the review and key personnel guaranteeing financial statement integrity Important Notice The Board of Directors, Supervisory Board, and senior management guarantee the quarterly report's truthfulness, accuracy, and completeness, with all directors and key financial personnel affirming the financial statements - The Board of Directors, Supervisory Board, and senior management guarantee the truthfulness, accuracy, and completeness of the quarterly report, assuming individual and joint legal responsibility[3] - All directors attended the Board of Directors meeting to review this quarterly report[4] - Company head He Zenglin, chief accountant Peng Hua, and head of accounting department Wei Yufen declare that the financial statements in the quarterly report are true, accurate, and complete[4] Part II Company Profile This section details the company's key financial performance, shareholder structure, and changes in restricted shares during the reporting period I. Key Accounting Data and Financial Indicators The company reported significant year-on-year growth in total assets, net assets, operating revenue, and net profit, alongside improved basic earnings per share and detailed non-recurring gains and losses Key Accounting Data and Financial Indicators (As of September 30, 2019) | Indicator | End of Reporting Period/Year-to-Date (CNY) | End of Prior Year/Prior Period (CNY) | Change (%) | | :--- | :--- | :--- | :--- | | Balance Sheet Items | | | | | Total Assets | 1,605,362,930.85 | 1,400,525,683.44 | 14.63% | | Net Assets Attributable to Shareholders of Listed Company | 1,103,963,715.97 | 1,050,212,822.15 | 5.12% | | Income Statement Items | | | | | Operating Revenue (Year-to-Date) | 572,808,203.83 | 141,094,217.77 | 305.98% | | Net Profit Attributable to Shareholders of Listed Company (Year-to-Date) | 54,352,826.77 | -73,445,692.12 | 174.00% | | Net Profit Attributable to Shareholders of Listed Company (Excluding Non-Recurring Gains and Losses, Year-to-Date) | 40,387,579.51 | -80,470,171.00 | 150.25% | | Net Cash Flow from Operating Activities (Year-to-Date) | 1,356,371.05 | -233,077,044.11 | 100.58% | | Basic Earnings Per Share (Year-to-Date) | 0.2265 | -0.3060 | 174.02% | | Weighted Average Return on Net Assets (Year-to-Date) | 5.05% | -7.20% | 11.25% | Non-Recurring Gains and Losses (Year-to-Date) | Item | Amount (CNY) | Description | | :--- | :--- | :--- | | Gains/Losses on Disposal of Non-Current Assets | -88,398.51 | | | Government Grants Recognized in Current Profit/Loss | 4,917,002.25 | Primarily government subsidies received, recognized as other income according to accounting standards | | Gains/Losses from Entrusted Investments or Asset Management | 1,490,574.98 | Primarily income from wealth management products purchased from banks | | Reversal of Impairment Provisions for Receivables and Contract Assets Subject to Separate Impairment Testing | 10,847,225.25 | Reversal of impairment provisions for accounts receivable previously subject to separate impairment testing | | Other Non-Operating Income and Expenses Apart from the Above | 428,963.68 | | | Less: Income Tax Impact | 2,887,361.97 | | | Impact on Minority Interests (After Tax) | 743,058.42 | | II. Total Number of Shareholders and Top Ten Shareholders' Holdings at Period-End As of the reporting period end, the company had 29,821 common shareholders, with controlling shareholders holding significant pledged shares, and related party relationships disclosed - Total number of common shareholders at the end of the reporting period: 29,821[11] Top 10 Shareholders' Holdings (As of September 30, 2019) | Shareholder Name | Shareholder Nature | Shareholding (%) | Number of Shares Held | Number of Restricted Shares Held | Pledged or Frozen Shares (Number) | | :--- | :--- | :--- | :--- | :--- | :--- | | He Zenglin | Domestic Natural Person | 37.09% | 89,006,500 | 73,253,175 | Pledged 86,694,000 | | Liu Danying | Domestic Natural Person | 4.67% | 11,203,200 | 8,731,800 | Pledged 10,392,400 | | Zhang Jianfei | Domestic Natural Person | 1.33% | 3,201,473 | 0 | - | | Wu Hongwei | Domestic Natural Person | 1.22% | 2,920,000 | 0 | - | | Nie Xinyong | Domestic Natural Person | 1.17% | 2,810,134 | 0 | - | | Zhang Faqun | Domestic Natural Person | 1.09% | 2,624,600 | 1,968,450 | - | | Lu Yanlong | Domestic Natural Person | 1.00% | 2,400,000 | 0 | - | | Wang Jian | Domestic Natural Person | 0.89% | 2,142,797 | 0 | Pledged 2,142,700 | | Weng Renyuan | Domestic Natural Person | 0.84% | 2,010,500 | 0 | - | | Guo Wang | Domestic Natural Person | 0.59% | 1,418,000 | 0 | - | - The company's controlling shareholder and actual controller, Mr. He Zenglin, and Ms. Liu Danying are a married couple, and Mr. Zhang Faqun is a director and deputy general manager of the company[12] III. Changes in Restricted Shares At the end of the reporting period, the company's total restricted shares amounted to 85,998,875, primarily comprising shares locked by directors and senior executives, with specific unlocking schedules Changes in Restricted Shares (As of September 30, 2019) | Shareholder Name | Restricted Shares at Beginning of Period | Restricted Shares Unlocked This Period | Restricted Shares Increased This Period | Restricted Shares at End of Period | Reason for Restriction | Proposed Unlocking Date | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | He Zenglin | 73,253,175 | 0 | 0 | 73,253,175 | Director/Senior Executive Locked Shares | 25% of shares held at year-end unlocked at the beginning of each year | | Liu Danying | 8,731,800 | 0 | 0 | 8,731,800 | Quasi-Senior Executive Locked Shares | 25% of shares held at year-end unlocked at the beginning of each year | | Zhang Faqun | 1,968,450 | 0 | 0 | 1,968,450 | Director/Senior Executive Locked Shares | 25% of shares held at year-end unlocked at the beginning of each year | | Chen Jianfeng | 120,150 | 0 | 0 | 120,150 | Director Locked Shares | 25% of shares held at year-end unlocked at the beginning of each year | | He Zengyong | 102,600 | 0 | 0 | 102,600 | Quasi-Senior Executive Locked Shares | 25% of shares held at year-end unlocked at the beginning of each year | | Wang Baohua | 822,150 | 0 | 274,050 | 1,096,200 | Senior Executive Locked Shares Due to Expiry of Term | Locked for 6 months from resignation date, then unlocked | | Zhang Guanrang | 105,300 | 0 | 35,100 | 140,400 | Senior Executive Locked Shares Due to Expiry of Term | Locked for 6 months from resignation date, then unlocked | | Wang Shuanzhu | 341,700 | 0 | 113,900 | 455,600 | Senior Executive Locked Shares Due to Expiry of Term | Locked for 6 months from resignation date, then unlocked | | Zhang Lei | 19,575 | 0 | 6,525 | 26,100 | Supervisor Locked Shares Due to Expiry of Term | Locked for 6 months from resignation date, then unlocked | | Wang Zhenping | 104,400 | 0 | 0 | 104,400 | Resigned Senior Executive Locked Shares | Within the original term and 6 months after its expiry, the number of shares transferred annually shall not exceed 25% of the company shares held | | Total | 85,569,300 | 0 | 429,575 | 85,998,875 | -- | -- | Part III Significant Events This section outlines major financial data changes, progress on significant projects, unfulfilled commitments, cash dividend policy, and warnings regarding cumulative net profit I. Significant Changes in Key Financial Data and Indicators During the Reporting Period and Reasons The company experienced substantial changes in balance sheet, income statement, and cash flow items, driven by asset acquisitions, revenue growth from 5G and military products, and new accounting standards Significant Changes in Balance Sheet Items and Reasons (As of September 30, 2019 vs. December 31, 2018) | Item | September 30, 2019 (CNY) | December 31, 2018 (CNY) | Change (%) | Explanation | | :--- | :--- | :--- | :--- | :--- | | Cash and Cash Equivalents | 92,281,741.54 | 195,912,986.75 | -52.90% | Due to increased purchases of fixed assets and other long-term assets | | Financial Assets Held for Trading | 2,500,000.00 | N/A | N/A | Reclassification of floating-rate wealth management products under new financial instrument standards | | Accounts Receivable | 320,883,393.51 | 165,633,495.24 | 93.73% | Increase in receivables due to increased revenue | | Inventories | 245,773,544.05 | 184,955,783.77 | 32.88% | Increase in raw materials required due to capacity enhancement and increase in goods dispatched | | Development Expenditures | 12,754,469.57 | 4,007,575.21 | 218.26% | R&D projects obtaining patents and achieving technological transformation, capitalized | | Taxes Payable | 22,972,649.43 | 3,681,253.07 | 524.04% | Increase in corporate income tax payable due to increased net profit | Significant Changes in Income Statement Items and Reasons (January-September 2019 vs. January-September 2018) | Item | January-September 2019 (CNY) | January-September 2018 (CNY) | Change (%) | Explanation | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 572,808,203.83 | 141,094,217.77 | 305.98% | Due to increased communication electronics revenue from 5G products and military product revenue | | Net Profit Attributable to Shareholders of Listed Company | 54,352,826.77 | -73,445,692.12 | 174.00% | | | Credit Impairment Losses | -3,165,073.45 | N/A | N/A | Reporting of financial asset impairment provisions under new financial instrument standards | | Asset Impairment Losses | 0 | -27,308,645.31 | -100.00% | Reversal of impairment provisions for accounts receivable previously subject to separate impairment testing | | Income Tax Expense | 17,428,579.74 | -15,028,106.83 | 215.97% | Due to increased net profit | Significant Changes in Cash Flow Statement Items and Reasons (January-September 2019 vs. January-September 2018) | Item | January-September 2019 (CNY) | January-September 2018 (CNY) | Change (%) | Explanation | | :--- | :--- | :--- | :--- | :--- | | Cash Received from Sales of Goods and Services | 388,614,127.82 | 140,070,705.96 | 177.44% | Increase in sales collections | | Cash Received from Disposal of Investments | 216,223,856.65 | 1,601,700,000.00 | -86.50% | Due to decreased redemption of wealth management products | | Cash Paid for Acquisition of Fixed Assets, Intangible Assets, and Other Long-Term Assets | 99,514,481.73 | 74,629,547.08 | 33.34% | Payment for land acquisition | II. Progress, Impact, and Solutions for Significant Events The company is actively developing the 'Xigaoxin Tianhe Defense Phase II - 5G Communication Industrial Park Project,' having secured land parcels and progressing with subsequent administrative procedures - The company's Board of Directors on February 27, 2019, and the Shareholders' Meeting on March 15, 2019, approved the 'Proposal on Proposed Investment and Construction of Xigaoxin Tianhe Defense Phase II - 5G Communication Industrial Park Project'[21] - The project has a planned land area of approximately 260 mu and a total investment of CNY 1,699.81 million[21] - As of now, on August 29, 2019, the company successfully bid for two land parcels for the project for CNY 85.04 million and signed a 'State-Owned Construction Land Use Rights Transfer Contract' with the Xi'an Natural Resources and Planning Bureau[21] III. Unfulfilled Commitments During the reporting period, there were no overdue unfulfilled commitments by the company's actual controller, shareholders, related parties, acquirers, or the company itself - During the reporting period, there were no overdue unfulfilled commitments by the company's actual controller, shareholders, related parties, acquirers, or the company itself[22] IV. Execution of Cash Dividend Policy The company did not implement a cash dividend policy during the reporting period - The company did not implement a cash dividend policy during the reporting period[23] V. Warning of Significant Changes in Cumulative Net Profit The company has not issued a warning regarding potential cumulative net profit losses or significant changes compared to the prior year-end for the period from the beginning of the year to the end of the next reporting period - The company has not issued a warning regarding potential cumulative net profit losses or significant changes compared to the prior year-end for the period from the beginning of the year to the end of the next reporting period[23] VI. Irregular External Guarantees During the reporting period, the company had no irregular external guarantees - The company had no irregular external guarantees during the reporting period[23] VII. Non-Operating Fund Occupation by Controlling Shareholder and Related Parties During the reporting period, there was no non-operating occupation of funds by the controlling shareholder or its related parties from the listed company - During the reporting period, there was no non-operating occupation of funds by the controlling shareholder or its related parties from the listed company[24] Part IV Financial Statements This section presents the company's consolidated and parent company financial statements, including balance sheets, income statements, and cash flow statements, along with explanations for accounting adjustments I. Financial Statements This section provides the company's consolidated and parent company balance sheets, income statements, and cash flow statements for the current period and year-to-date, detailing financial position, operating results, and cash flows 1. Consolidated Balance Sheet Consolidated Balance Sheet Key Data (As of September 30, 2019) | Item | September 30, 2019 (CNY) | December 31, 2018 (CNY) | | :--- | :--- | :--- | | Total Current Assets | 789,316,806.58 | 652,103,166.57 | | Total Non-Current Assets | 816,046,124.27 | 748,422,516.87 | | Total Assets | 1,605,362,930.85 | 1,400,525,683.44 | | Total Current Liabilities | 361,527,902.49 | 247,638,348.50 | | Total Non-Current Liabilities | 31,735,060.46 | 33,939,240.43 | | Total Liabilities | 393,262,962.95 | 281,577,588.93 | | Total Equity Attributable to Parent Company Shareholders | 1,103,963,715.97 | 1,050,212,822.15 | | Minority Interests | 108,136,251.93 | 68,735,272.36 | | Total Equity | 1,212,099,967.90 | 1,118,948,094.51 | | Total Liabilities and Equity | 1,605,362,930.85 | 1,400,525,683.44 | 2. Parent Company Balance Sheet Parent Company Balance Sheet Key Data (As of September 30, 2019) | Item | September 30, 2019 (CNY) | December 31, 2018 (CNY) | | :--- | :--- | :--- | | Total Current Assets | 83,861,949.61 | 613,583,595.26 | | Total Non-Current Assets | 988,794,468.46 | 419,208,947.55 | | Total Assets | 1,072,656,418.07 | 1,032,792,542.81 | | Total Current Liabilities | 80,671,242.94 | 26,969,715.54 | | Total Non-Current Liabilities | 20,804,950.54 | 21,579,950.51 | | Total Liabilities | 101,476,193.48 | 48,549,666.05 | | Total Equity | 971,180,224.59 | 984,242,876.76 | | Total Liabilities and Equity | 1,072,656,418.07 | 1,032,792,542.81 | 3. Consolidated Income Statement for the Current Period Consolidated Income Statement Key Data for the Current Period (Q3 2019) | Item | Amount for Current Period (CNY) | Amount for Prior Period (CNY) | | :--- | :--- | :--- | | Total Operating Revenue | 217,497,093.84 | 59,482,986.20 | | Total Operating Costs | 179,078,061.07 | 84,271,182.37 | | Operating Profit | 37,105,505.31 | -24,221,718.07 | | Total Profit | 37,645,481.68 | -24,419,659.42 | | Net Profit | 31,108,605.56 | -19,867,625.36 | | Net Profit Attributable to Parent Company Shareholders | 10,276,932.06 | -20,964,092.19 | | Minority Interest Income/Loss | 20,831,673.50 | 1,096,466.83 | | Basic Earnings Per Share | 0.0428 | -0.0874 | | Diluted Earnings Per Share | 0.0428 | -0.0874 | 4. Parent Company Income Statement for the Current Period Parent Company Income Statement Key Data for the Current Period (Q3 2019) | Item | Amount for Current Period (CNY) | Amount for Prior Period (CNY) | | :--- | :--- | :--- | | Operating Revenue | 517,948.94 | 6,618,808.37 | | Operating Profit | -5,874,838.53 | -7,824,413.21 | | Total Profit | -5,190,677.57 | -7,859,751.21 | | Net Profit | -3,495,983.20 | -5,314,017.20 | | Net Profit from Continuing Operations | -3,495,983.20 | -5,314,017.20 | | Total Comprehensive Income | -3,495,983.20 | -5,314,017.20 | 5. Consolidated Income Statement Year-to-Date Consolidated Income Statement Key Data Year-to-Date (January-September 2019) | Item | Amount for Current Period (CNY) | Amount for Prior Period (CNY) | | :--- | :--- | :--- | | Total Operating Revenue | 572,808,203.83 | 141,094,217.77 | | Total Operating Costs | 468,366,818.13 | 208,575,007.56 | | Operating Profit | 110,753,422.40 | -84,672,793.12 | | Total Profit | 111,182,386.08 | -84,871,483.81 | | Net Profit | 93,753,806.34 | -69,843,376.98 | | Net Profit Attributable to Parent Company Shareholders | 54,352,826.77 | -73,445,692.12 | | Minority Interest Income/Loss | 39,400,979.57 | 3,602,315.14 | | Basic Earnings Per Share | 0.2265 | -0.3060 | | Diluted Earnings Per Share | 0.2265 | -0.3060 | 6. Parent Company Income Statement Year-to-Date Parent Company Income Statement Key Data Year-to-Date (January-September 2019) | Item | Amount for Current Period (CNY) | Amount for Prior Period (CNY) | | :--- | :--- | :--- | | Operating Revenue | 887,751.96 | 10,330,531.53 | | Operating Profit | -18,952,056.44 | -14,049,184.86 | | Total Profit | -18,272,107.48 | -14,095,331.12 | | Net Profit | -13,062,652.17 | -9,332,669.71 | | Net Profit from Continuing Operations | -13,062,652.17 | -9,332,669.71 | | Total Comprehensive Income | -13,062,652.17 | -9,332,669.71 | 7. Consolidated Cash Flow Statement Year-to-Date Consolidated Cash Flow Statement Key Data Year-to-Date (January-September 2019) | Item | Amount for Current Period (CNY) | Amount for Prior Period (CNY) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | 1,356,371.05 | -233,077,044.11 | | Net Cash Flow from Investing Activities | -107,205,677.99 | -1,779,260.25 | | Net Cash Flow from Financing Activities | 1,048,192.99 | 16,738,497.62 | | Net Increase in Cash and Cash Equivalents | -104,801,113.95 | -218,117,806.74 | | Cash and Cash Equivalents at Period-End | 16,749,052.44 | 61,618,056.57 | 8. Parent Company Cash Flow Statement Year-to-Date Parent Company Cash Flow Statement Key Data Year-to-Date (January-September 2019) | Item | Amount for Current Period (CNY) | Amount for Prior Period (CNY) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | 47,192,525.76 | -188,911,068.52 | | Net Cash Flow from Investing Activities | -96,704,357.28 | 3,896,322.52 | | Net Cash Flow from Financing Activities | 0 | 0 | | Net Increase in Cash and Cash Equivalents | -49,511,831.52 | -185,014,746.00 | | Cash and Cash Equivalents at Period-End | 8,931,298.46 | 36,563,521.92 | II. Explanation of Financial Statement Adjustments This section details the company's financial statement adjustments effective January 1, 2019, under new financial instrument standards, primarily involving reclassification and measurement of financial assets - The company adjusted relevant financial statement items upon adopting new financial instrument standards effective January 1, 2019[60] - Notes receivable of CNY 42,921,506.94 were reclassified to receivables financing, changing from amortized cost measurement to fair value measurement[64] - Other current assets of CNY 17,400,000.00 were reclassified to financial assets held for trading, changing from amortized cost measurement to fair value measurement[65] - The company reclassified equity investments held for over one year totaling CNY 35,057,380.00 as 'Other Non-Current Financial Assets,' and non-trading equity investments totaling CNY 6,000,000.00 as 'Other Equity Instruments Investments'[66] 1. Adjustments to Financial Statements at the Beginning of the Year Due to New Financial Instrument Standards This subsection details the reclassification and measurement changes for financial assets on the consolidated and parent company balance sheets as of January 1, 2019, due to the adoption of new financial instrument standards Consolidated Balance Sheet Adjustments (January 1, 2019) | Item | December 31, 2018 (CNY) | January 1, 2019 (CNY) | Adjustment Amount (CNY) | | :--- | :--- | :--- | :--- | | Financial Assets Held for Trading | 0 | 17,400,000.00 | 17,400,000.00 | | Notes Receivable | 42,921,506.94 | 0 | -42,921,506.94 | | Receivables Financing | 0 | 42,921,506.94 | 42,921,506.94 | | Other Current Assets | 29,366,960.09 | 11,966,960.09 | -17,400,000.00 | | Available-for-Sale Financial Assets | 41,057,380.00 | 0 | -41,057,380.00 | | Other Equity Instruments Investments | 0 | 6,000,000.00 | 6,000,000.00 | | Other Non-Current Financial Assets | 0 | 35,057,380.00 | 35,057,380.00 | Parent Company Balance Sheet Adjustments (January 1, 2019) | Item | December 31, 2018 (CNY) | January 1, 2019 (CNY) | Adjustment Amount (CNY) | | :--- | :--- | :--- | :--- | | Financial Assets Held for Trading | 0 | 13,400,000.00 | 13,400,000.00 | | Other Current Assets | 19,161,122.35 | 5,761,122.35 | -13,400,000.00 | | Available-for-Sale Financial Assets | 41,057,380.00 | 0 | -41,057,380.00 | | Other Equity Instruments Investments | 0 | 6,000,000.00 | 6,000,000.00 | | Other Non-Current Financial Assets | 0 | 35,057,380.00 | 35,057,380.00 | 2. Explanation of Retrospective Adjustments for New Financial Instrument/Lease Standards The company did not retrospectively adjust prior comparative data for the new financial instrument or lease standards effective from 2019 - The company did not retrospectively adjust prior comparative data for the new financial instrument or lease standards effective from 2019[73] III. Audit Report The company's third-quarter report is unaudited - The company's third-quarter report is unaudited[73]