阿尔特(300825) - 2022 Q4 - 年度财报

Important Notice, Table of Contents, and Definitions This section provides crucial disclaimers, outlines the report structure, and defines key terms for clarity Important Notice The company's board, supervisory board, and senior management guarantee the report's accuracy and completeness, disclaiming any misleading statements - Company management assures the truthfulness, accuracy, and completeness of the report content, assuming corresponding legal responsibilities[3] - The company plans no cash dividends, bonus shares, or capital reserve conversions to share capital for 2022[15] Definitions This chapter defines key terms used throughout the report, including company abbreviations, major partners, regulatory bodies, and the reporting period - The reporting period is defined as January 1, 2022, to December 31, 2022[8] Company Profile and Key Financial Indicators This section presents the company's fundamental information and a summary of its key financial performance metrics for the reporting period Company Information This chapter provides essential company details, including its name, stock code, legal representative, addresses, contact information, and official disclosure channels | Item | Information | | :--- | :--- | | Stock Abbreviation | ART | | Stock Code | 300825 | | Legal Representative | Xuan Qiwu | | Registered Address | 9th Floor, Building 11, No. 7 Courtyard, Liangshuihe 2nd Street, Beijing Economic-Technological Development Area, Beijing | | Information Disclosure Website | Cninfo (www.cninfo.com.cn) | Key Accounting Data and Financial Indicators In 2022, the company experienced a significant performance decline, with revenue dropping by 25.56% to RMB 947.14 million and net profit attributable to shareholders falling by 60.62% to RMB 80.88 million | Key Financial Indicators | 2022 | 2021 | YoY Change | | :--- | :--- | :--- | :--- | | Operating Revenue (RMB) | 947,136,760.38 | 1,272,277,551.86 | -25.56% | | Net Profit Attributable to Shareholders (RMB) | 80,875,393.83 | 205,360,226.29 | -60.62% | | Net Cash Flow from Operating Activities (RMB) | 47,721,800.31 | 182,052,014.30 | -73.79% | | Basic Earnings Per Share (RMB/share) | 0.1643 | 0.4419 | -62.82% | | Weighted Average Return on Net Assets | 3.28% | 12.03% | -8.75% | | Total Assets (RMB) | 3,335,426,285.55 | 3,416,135,457.86 | -2.36% | Quarterly Key Financial Indicators The company's 2022 quarterly performance showed significant fluctuations, with Q2 being the peak for revenue and profit, while Q4 recorded a loss | Indicator (RMB) | Q1 | Q2 | Q3 | Q4 | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 211,524,210.38 | 298,915,104.50 | 167,565,052.01 | 269,132,393.49 | | Net Profit Attributable to Shareholders | 25,975,581.32 | 51,234,980.57 | 17,041,532.16 | -13,376,700.22 | | Net Profit Attributable to Shareholders (Excluding Non-recurring Items) | 25,600,208.29 | 59,770,152.77 | 28,101,804.82 | -24,900,351.22 | Non-Recurring Gains and Losses and Amounts The company's net non-recurring loss for the reporting period was RMB -7.70 million, primarily due to a RMB -23.76 million loss from changes in fair value of financial assets | Item | 2022 Amount (RMB) | 2021 Amount (RMB) | | :--- | :--- | :--- | | Disposal gains/losses on non-current assets | -1,431,549.35 | -1,241,039.53 | | Government grants recognized in current profit/loss | 9,224,836.41 | 18,843,093.86 | | Debt restructuring gains/losses | 8,174,435.84 | -2,911,807.60 | | Fair value changes of financial assets/liabilities held for trading | -23,761,076.55 | 0.00 | | Total | -7,696,420.83 | 15,620,986.80 | Management Discussion and Analysis This section provides an in-depth analysis of the company's operational performance, financial condition, and future outlook Industry Overview and Company Position In 2022, China's automotive industry maintained slight growth, with new energy vehicles experiencing explosive growth and the company solidifying its leading position as a full-stack R&D provider - In 2022, China's new energy vehicle production and sales reached 7.058 million and 6.887 million units respectively, growing over 90% year-on-year, with a market share of 25.6%[95] - The company is China's first A-share listed independent full-stack automotive R&D solution provider, pioneering "turnkey" vehicle R&D services and engine/powertrain R&D and manufacturing[85] - The company possesses globally pioneering electromagnetic DHT R&D and production technology, is one of the few domestic enterprises capable of independently selling V6 engines, and has proactively deployed in SOA developer platforms and skateboard chassis[85] Main Business and Operating Model The company's core business encompasses full-process vehicle and platform R&D, core component R&D and manufacturing, and new energy intelligent platform development, operating on a project-based R&D and build-to-order production model - The company's core business comprises three segments: vehicle and platform R&D (including skateboard chassis), core component R&D and manufacturing (electromagnetic DHT, V6 engines, etc.), and new energy intelligent platform development (SOA architecture, intelligent driving, intelligent control, intelligent cockpit platforms)[88][64] - The company adopts a project manager-led R&D model, a "build-to-order with appropriate inventory" production model, and a marketing model that includes bidding, negotiated procurement, and a unique "forward-looking R&D reserve promotion" approach[73][75][90] Main Products and Core Advantages | Main Product | Core Advantage | Application | | :--- | :--- | :--- | | Electromagnetic DHT | Compact structure, low cost, high efficiency, low noise | Hybrid electric vehicles | | Electromagnetic Clutch Module | Low cost, fast response, simple structure, low power loss | Integrated into DHT systems | | Four-in-One Powertrain | Highly integrated (motor, reducer, domain controller, heat exchanger), uses flat-wire oil-cooled motors and SiC power devices | A-C segment new energy vehicles | | V6 Engine | All-aluminum lightweight, twin-turbocharged, powerful, meets National 6b emissions | High-end off-road vehicles, minibuses, range-extended trucks, etc | Core Competitiveness Analysis The company's core competitiveness stems from its leading technical strength, high-caliber talent pool, comprehensive business layout, and significant operational achievements - Technical Strength: The company possesses core technologies across the entire automotive R&D value chain, holding 1,312 patents (including 51 invention patents) and 48 copyrights as of the reporting period, with an annual patent growth rate of 49.94%[60] - Talent Team: As of the reporting period, the company has 2,160 employees, with technical personnel accounting for 78.24% and those with bachelor's degrees or higher accounting for 73.47%; the SDV domain team has grown to nearly 500 people[79] - Business Layout: The company is one of the few independent enterprises in China capable of covering the entire automotive development value chain, offering full-process services from R&D to prototyping, forming a "R&D + Manufacturing" dual-driven model[80][396] - Operational Achievements: The company has successfully developed nearly 400 vehicle models for over 80 clients, including XPeng G3, Hozon NETA series, Enovate ME7, Hongqi H5/HS5/HS7, and Dongfeng Honda e:NS1[399][411][412] Main Business Analysis In 2022, the company's total revenue decreased by 25.56% to RMB 947.14 million, and net profit fell by 60.62% to RMB 80.88 million, primarily due to a significant decline in R&D design services, despite strong growth in core component sales Revenue Composition (RMB) | Revenue Composition (RMB) | 2022 | 2021 | YoY Change | | :--- | :--- | :--- | :--- | | Total Operating Revenue | 947,136,760.38 | 1,272,277,551.86 | -25.56% | | By Industry | | | | | Professional Technical Services | 817,494,702.77 | 1,205,376,241.52 | -32.18% | | Manufacturing | 129,642,057.61 | 66,901,310.34 | 93.78% | | By Product | | | | | New Energy Vehicle Design | 690,140,947.04 | 1,009,670,750.90 | -31.65% | | Fuel Vehicle Design | 123,547,471.72 | 187,438,692.53 | -34.09% | | Core Components | 128,600,605.59 | 64,476,479.08 | 99.45% | - R&D business revenue significantly declined due to factors such as personnel mobility restrictions and client project slowdowns; as of the reporting period, the order backlog was approximately RMB 2.01 billion, a relatively low level in recent years[415] - Core component business experienced rapid growth, primarily driven by the mass production and deployment of the self-developed electromagnetic DHT product for SAIC-GM-Wuling hybrid models starting in July 2022[428][94] - The company's R&D investment continued to increase, reaching RMB 192 million in 2022, a 27.08% year-on-year increase, with its proportion of operating revenue rising to 20.32%[444][483] Analysis of Assets and Liabilities As of the end of 2022, the company's total assets were RMB 3.34 billion, a slight decrease of 2.36% from the beginning of the year, with notable changes in financial assets, inventory, and contract liabilities Key Asset and Liability Items (RMB) | Key Asset and Liability Items (RMB) | 2022 Year-End | 2022 Year-Beginning | Explanation of Change | | :--- | :--- | :--- | :--- | | Financial Assets Held for Trading | 299,049,623.21 | 823,974,026.35 | Primarily due to maturity and redemption of wealth management products | | Inventories | 453,663,506.87 | 324,392,309.23 | Increased business scale and higher inventory preparation | | Long-term Equity Investments | 134,405,863.18 | 58,699,703.96 | Increase in external investments | | Intangible Assets | 223,817,692.90 | 148,265,305.04 | Increase in capitalized R&D expenditures | | Contract Liabilities | 99,709,007.90 | 18,586,409.48 | Increase in advance payments from customers for projects | Analysis of Investment Status During the reporting period, the company actively pursued strategic investments, including acquiring a significant stake in a Japanese listed company and increasing its investment in an associated new energy vehicle technology firm - Through its wholly-owned subsidiary ART Japan, the company invested RMB 16.4 million to acquire a 33.04% stake in Japanese listed company YAMATO, becoming its largest shareholder, aiming to expand into international markets[506] - The company increased its capital contribution by RMB 50 million to its associated company, Shenzhen Gecko New Energy Vehicle Technology Co., Ltd., raising its stake to 12.75%, to deepen its presence in the new energy vehicle sector[506][384] - Raised funds were utilized as planned, with multiple projects, including the "Advanced Industrialization R&D Project," progressing, though some experienced slight delays due to supply chain and external environmental factors[517][529] Outlook on Company's Future Development The company's future strategy focuses on three key directions: global expansion through "technology + supply chain," cost reduction through high-value products, and digital transformation via new technologies, while actively managing market and talent risks - Core future development strategies: 1. Empowering Chinese and international clients with a "technology + supply chain" model to expand overseas markets; 2. Launching more cost-effective products to promote industry cost reduction and efficiency improvement; 3. Investing in new technologies to drive automotive digital and intelligent transformation[106][540][541] - 2023 Operating Plan: Increase market promotion efforts, seize opportunities in the booming hybrid market to enhance core component market share, and maintain high R&D investment to ensure technological leadership[542][565][566] - The company faces key risks including automotive industry policy and market fluctuations, intensifying market competition, talent loss, and risks related to technology leakage and R&D falling short of expectations[545][132][567][134][135] Corporate Governance This section details the company's governance structure, internal controls, and compliance with relevant laws and regulations Overview of Corporate Governance During the reporting period, the company continuously improved its corporate governance structure and internal control systems in strict compliance with relevant laws and regulations, maintaining independence from its controlling shareholder - The company's corporate governance status complies with regulations such as the "Guidelines for Corporate Governance of Listed Companies" and shows no significant discrepancies with laws, administrative regulations, or CSRC rules[138][122] - The company maintains independence in its operations, personnel, assets, organization, and finance, possessing complete autonomous operating capabilities[141][578][599][580] Directors, Supervisors, Senior Management, and Employees During the reporting period, the company experienced changes in its board, supervisory board, and senior management, while maintaining a stable and highly skilled workforce with a significant proportion of technical personnel - During the reporting period, several directors, supervisors, and the board secretary experienced changes in their appointments or departures[128][167][168] Employee Composition | Employee Category | Number (Persons) | Percentage | | :--- | :--- | :--- | | Total Employees | 2,160 | 100% | | Technical Personnel | 1,690 | 78.24% | | Production Personnel | 210 | 9.72% | | Administrative Personnel | 196 | 9.07% | | Financial Personnel | 34 | 1.57% | | Sales Personnel | 30 | 1.39% | Profit Distribution and Incentive Measures For the 2022 fiscal year, the company decided against cash dividends, bonus shares, or capital reserve conversions, primarily due to substantial share repurchases treated as cash distributions, while continuing to advance equity incentive and employee stock ownership plans - The company's 2022 profit distribution proposal is a "three-no" policy, primarily considering the RMB 199.55 million used for share repurchases with self-owned funds during the year, which is treated as a cash dividend[220][232] - The company completed the second tranche of its 2020 restricted stock incentive plan, with a total of 3,785,625 shares vested[233][234] - The company implemented its first employee stock ownership plan, involving 349 employees holding 9,765,000 shares, accounting for 1.95% of the total share capital[250] Internal Control During the reporting period, the company established and effectively implemented a sound internal control system in accordance with relevant regulations, with no significant internal control deficiencies identified - The company has largely established and effectively implemented a sound internal control system, with no significant internal control deficiencies identified during the reporting period[241] Environmental and Social Responsibility This section outlines the company's commitment to environmental protection and its efforts in fulfilling social responsibilities towards stakeholders Environmental and Social Responsibility Performance The company is not a key polluting entity and actively fulfills its social responsibilities by protecting the rights of shareholders, employees, customers, and suppliers - The company and its subsidiaries are not classified as key polluting entities by environmental protection authorities and had no significant environmental issues during the reporting period[260][247] - The company protects investor rights through compliant information disclosure and diverse communication channels; safeguards employee rights by adhering to labor laws and improving compensation, benefits, and training systems; and maintains customer and supplier rights by establishing a comprehensive quality management system[281][282][263] Significant Matters This section details the company's fulfillment of commitments, significant related-party transactions, and major contracts or other important events during the reporting period Fulfillment of Commitments During the reporting period, the company and relevant parties strictly fulfilled their commitments made during initial public offerings or refinancing, with no breaches observed - The company's actual controllers, shareholders, and related parties strictly fulfilled or are currently fulfilling various commitments during the reporting period, including share lock-up, reduction, avoidance of horizontal competition, and share price stabilization[267] Significant Related-Party Transactions During the reporting period, the company engaged in routine related-party transactions totaling approximately RMB 38.05 million, primarily for automotive design services and energy/building procurement, all within annual estimated limits Related-Party Transactions (RMB) | Related Party | Type of Related Transaction | Content of Related Transaction | Amount (RMB million) | | :--- | :--- | :--- | :--- | | ASTEC | Acceptance of Services | Automotive Design Services | 7.414 | | ART Enterprise Management | Acceptance of Services | Building Services | 13.9167 | | ART Enterprise Management | Purchase of Goods | Energy Supply | 3.0661 | | ART Digital Technology | Acceptance of Services | Automotive Design Services | 12.5226 | - The company, along with Chairman Xuan Qiwu, jointly invested in establishing Gecko Technology and increased its capital, aiming to strategically position itself in the new energy vehicle sector[384] - The company obtained comprehensive credit lines from multiple banks, with actual controllers Mr. Xuan Qiwu and Ms. Liu Jian providing gratuitous personal joint and several liability guarantees[366][400][368] Significant Contracts and Other Major Matters During the reporting period, the company signed several significant contracts, including a DHT transmission assembly supply agreement with SAIC-GM-Wuling and vehicle development services for international brands, alongside strategic cooperation agreements with CATL and Gecko Technology - The DHT transmission assembly supply contract with SAIC-GM-Wuling is being fulfilled normally, with RMB 65.29 million in sales revenue recognized in the current period[454] - A contract for new energy vehicle-related entrusted business worth RMB 453 million was signed with an international automotive brand manufacturer, with RMB 155 million in revenue recognized in the current period[454] - Strategic cooperation framework agreements were signed with CATL and Gecko Technology to collaborate on skateboard chassis, new energy vehicle business, and battery swap services[1158] Share Changes and Shareholder Information This section details changes in the company's share capital and provides an overview of its shareholder structure during the reporting period Share Changes During the reporting period, the company's total share capital increased from 332 million shares to 501 million shares, primarily due to a capital reserve to share capital transfer and the vesting of equity incentives - The company's total share capital increased from 331,754,472 shares at the beginning of the year to 501,417,333 shares at the end of the year[1198] - The main reasons for the share increase were: 1. Capital reserve transfer to share capital of 165,877,236 shares; 2. New shares from equity incentive vesting totaling 3,785,625 shares[1200][1201] Shareholder Information As of the end of 2022, the company had 22,062 common shareholders, with ART (Beijing) Investment Consulting Co., Ltd. as the controlling shareholder and Xuan Qiwu and Liu Jian as the actual controllers Top Ten Shareholders | Shareholder Name | Shareholding Percentage | Number of Shares Held | | :--- | :--- | :--- | | ART (Beijing) Investment Consulting Co., Ltd. | 13.48% | 67,579,530 | | Jiaxing Junwen Yinbao Investment Partnership (Limited Partnership) | 4.64% | 23,289,157 | | Jiangsu Yueda Investment Co., Ltd. | 2.74% | 13,763,651 | | Lin Ling | 2.67% | 13,375,500 | | ART Automotive Technology Co., Ltd. - First Employee Stock Ownership Plan | 1.95% | 9,765,000 | - The company's controlling shareholder is ART (Beijing) Investment Consulting Co., Ltd., and the actual controllers are Mr. Xuan Qiwu and Ms. Liu Jian[1255][1258] Preferred Shares Information This section confirms the absence of preferred shares during the reporting period Preferred Shares Status The company had no preferred shares during the reporting period[1299] Bond Information This section confirms the absence of bond-related matters during the reporting period Bond Status The company had no bond-related matters during the reporting period[930] Financial Report This section presents the company's audited financial statements, including the audit report, detailed financial tables, and comprehensive notes to the financial statements Audit Report Lixin Certified Public Accountants (Special General Partnership) issued a standard unqualified audit opinion on the company's 2022 financial statements, confirming their fair presentation in accordance with accounting standards - The auditing firm is Lixin Certified Public Accountants, which issued a standard unqualified audit opinion[933] - A key audit matter was "Revenue Recognition from Contracts," due to its significance as a key performance indicator and the inherent risk of management manipulating revenue recognition timing[937][940] Financial Statements The financial statements provide a detailed overview of the company's financial position and performance for 2022, showing total assets of RMB 3.34 billion and net profit attributable to shareholders of RMB 80.88 million Consolidated Balance Sheet Key Items (RMB) | Item | 2022-12-31 | 2021-12-31 | | :--- | :--- | :--- | | Total Assets | 3,335,426,285.55 | 3,416,135,457.86 | | Total Liabilities | 818,681,560.80 | 676,869,799.40 | | Total Equity Attributable to Parent Company Shareholders | 2,426,564,491.28 | 2,516,786,264.00 | | Total Shareholders' Equity | 2,516,744,724.75 | 2,739,265,658.46 | Consolidated Income Statement Key Items (RMB) | Item | 2022 Annual | 2021 Annual | | :--- | :--- | :--- | | I. Total Operating Revenue | 947,136,760.38 | 1,272,277,551.86 | | II. Total Operating Costs | 852,827,951.36 | 1,064,619,328.50 | | III. Operating Profit | 88,230,160.39 | 215,221,198.50 | | IV. Total Profit | 88,708,214.14 | 213,717,151.59 | | V. Net Profit | 65,636,581.53 | 197,792,249.05 | | Net Profit Attributable to Parent Company Shareholders | 80,875,393.83 | 205,360,226.29 | Consolidated Cash Flow Statement Key Items (RMB) | Item | 2022 Annual | 2021 Annual | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | 47,721,800.31 | 182,052,014.30 | | Net Cash Flow from Investing Activities | 115,402,219.60 | -327,963,838.47 | | Net Cash Flow from Financing Activities | -170,877,398.68 | 725,306,356.89 | | Net Increase in Cash and Cash Equivalents | -7,440,298.09 | 578,302,035.93 | | Cash and Cash Equivalents at End of Period | 708,137,268.40 | 715,577,566.49 | Notes to Financial Statements The notes to the financial statements provide detailed explanations of the company's accounting policies, estimates, and significant items, ensuring transparency and compliance with accounting standards - Revenue Recognition Policy: The company recognizes revenue when customers obtain control of related goods or services; for service contracts performed over a period (e.g., automotive design), revenue is recognized based on performance progress, while for goods sales, it's recognized at the point of control transfer[995][1011] - R&D Expenditure Accounting Policy: Internal R&D project expenditures are divided into research and development phases; research phase expenditures are expensed, while development phase expenditures are capitalized upon meeting five conditions, including technical feasibility[883][884][887] - Tax Incentives: The company and several subsidiaries are recognized as high-tech enterprises, enjoying a 15% corporate income tax preferential rate during the reporting period[1054][1060][1061]