Shares Code: 000869, 200869 Stock Abbreviation: Changyu A, Changyu B Notice No.: Final 2020-02
Yantai Changyu Pioneer Wine Co., Ltd.2020 First Quarter Report Main Body
I. Important Notice
The Company’s board of directors, board of supervisors, directors, supervisors and seniorexecutives guarantee the truthfulness, accuracy and completeness of contents contained in thisquarter report as well as no unfaithful facts, misleading statements or significant omissionsand undertake individual and collective legal liabilities.
All directors attended the board meeting for deliberating this quarter report.
Mr. Zhou Hongjiang (person in charge of the Company), Mr. Jiang Jianxun (person in chargeof accounting work), and Ms Guo Cuimei (person in charge of accounting institution andperson in charge of accounting) declare to assure the truthfulness, accuracy and completenessof the financial statement in this quarter report.
II、Corporate Information
1. Key accounting data and financial indicators
Whether the Company needs to make retroactive adjustments or restate the accounting data ofprevious fiscal years.
□ Yes ?No
| Item | This report period | The same period of last year | More or less than the same period of last year (%) |
| Operating revenue (CNY) | 800,586,544 | 1,667,424,758 | -51.99% |
| Net profit attributed to the shareholders of the listed company (CNY) | 233,129,459 | 456,381,471 | -48.92% |
| Net profit attributed to the shareholders of the listed company after deducting the irregular profit and loss (CNY) | 225,980,141 | 450,709,661 | -49.86% |
| Net cash flows from the operating activities (CNY) | -117,099,945 | 294,678,342 | -139.74% |
| Basic earnings per share (CNY) | 0.34 | 0.67 | -49.25% |
| Diluted earnings per share (CNY) | 0.34 | 0.67 | -49.25% |
| Weighted average for earning rate of the net assets | 2.24% | 4.75% | -2.51% |
| The end of this report period | The end of last year | More or less than the end of last year (%) | |
| Total assets (CNY) | 13,447,791,010 | 13,647,932,568 | -1.47% |
| Net Assets attributed to the shareholders of the listed company (CNY) | 10,534,302,179 | 10,308,910,198 | 2.19% |
Details of non-recurring gains and losses? Yes □ No
Unit：CNY
| Item | From beginning of year to end of report period | Explanation |
| Gain on disposal of non-current assets, including the reversal of accrued impairment provision | 0 | |
| Government grants credited in profit and loss (except for those recurring government grants that are closely related to the entity's operation, | 6,701,749 |
| in line with related regulations and have proper basis of calculation) | ||
| Other non-operating income and expenses | 2,697,448 | |
| Less: Income tax effect | 2,231,821 | |
| Minority interests effect(after-tax) | 18,058 | |
| Total | 7,149,318 | -- |
The reasons shall be made clear and definitely as to the non-recurring profit and loss that theCompany has defined by virtue of the Explanatory Announcement on Public Company’sInformation Disclosure No.1 - Non-recurring Profit and Loss and as to regarding the non-recurringprofit and loss as recurrent profit and loss as specified in the Explanatory Announcement on PublicCompany’s Information Disclosure No.1 –Non-recurring Profit and Loss.?Available ?Not availableThere is no situation that non-recurring profit and loss is defined and specified as recurrent profitand loss in accordance with the Explanatory Announcement on Public Company’s InformationDisclosure No.1 - Non-recurring Profit and Loss during the report period.
2. The total number of shareholders and top 10 shareholders at the end of the report period
1) The number of the common shareholders and preferred shareholders with recovered voting
power as well as the shareholding of top 10 shareholders
Unit:share
| Total number of common shareholders at the end of report period | The total is 45,626, including 26,635 A shares and 18,991 B shares | Total number of preferred shareholders with recovered voting power at the end of report period (if have) | 0 | ||||
| Shareholding of top 10 shareholders | |||||||
| Name of Shareholders | Character of shareholders | Percentage (%) | Shares held | Number of restricted shares | Pledged or frozen | ||
| Share status | Amount | ||||||
| YANTAI CHANGYU GROUP COMPANY LIMITED | Domestic non-state-owned legal person | 50.40% | 345,473,856 | ||||
| GAOLING FUND, L.P. | Foreign legal person | 3.08% | 21,090,219 | ||||
| CHINA SECURITIES FINANCE CORP | State-owned legal person | 2.25% | 15,440,794 | ||||
| BBH BOS S/A FIDELITY FD - CHINA FOCUS FD | Foreign legal person | 2.22% | 15,241,826 | ||||
| SHENWAN HONGYUAN SECURITIES(HONGKONG) LIMITED | Foreign legal person | 1.20% | 8,239,333 | ||||
| HONG KONG SECURITIES | Foreign legal | 1.05% | 7,166,916 | ||||
| CLEARING COMPANY LIMITED (HKSCC) | person | ||||||
| FIDELITY PURITAN TRUST: FIDELITY SERIES INTRINSIC OPPORTUNITIES FUND | Foreign legal person | 0.93% | 6,350,762 | ||||
| GUOTAI JUNAN SECURITIES(HONGKONG) LIMITED | Foreign legal person | 0.70% | 4,805,756 | ||||
| CENTRAL HUIJIN ASSET MANAGEMENT LTD. | State-owned legal person | 0.69% | 4,761,200 | ||||
| HAITONG INTERNATIONAL SECURITIES COMPANY LIMITED-ACCOUNT CLIENT | Foreign legal person | 0.56% | 3,815,587 | ||||
| Shareholding of top 10 shareholders with unrestricted shares | |||||||
| Name of Shareholders | Number of unrestricted shares held | Type of share | |||||
| Type of share | Amount | ||||||
| YANTAI CHANGYU GROUP COMPANY LIMITED | 345,473,856 | A share | 345,473,856 | ||||
| GAOLING FUND,L.P. | 21,090,219 | B share | 21,090,219 | ||||
| CHINA SECURITIES FINANCE CORP | 15,440,794 | A share | 15,440,794 | ||||
| BBH BOS S/A FIDELITY FD - CHINA FOCUS FD | 15,241,826 | B share | 15,241,826 | ||||
| SHENWAN HONGYUAN SECURITIES(HONGKONG) LIMITED | 8,239,333 | B share | 8,239,333 | ||||
| HONG KONG SECURITIES CLEARING COMPANY LIMITED (HKSCC) | 7,166,916 | A share | 7,166,916 | ||||
| FIDELITY PURITAN TRUST: FIDELITY SERIES INTRINSIC OPPORTUNITIES FUND | 6,350,762 | B share | 6,350,762 | ||||
| GUOTAI JUNAN SECURITIES(HONGKONG) LIMITED | 4,805,756 | B share | 4,805,756 | ||||
| CENTRAL HUIJIN ASSET MANAGEMENT LTD. | 4,761,200 | A share | 4,761,200 | ||||
| HAITONG INTERNATIONAL SECURITIES COMPANY LIMITED-ACCOUNT CLIENT | 3,815,587 | B share | 3,815,587 | ||||
| The explanation for the associated relationship and accordant action of the top 10 shareholders | Among the top 10 shareholders, Yantai Changyu Group Company Limited has no associated relationship or accordant action relationship with the other 9 listed shareholders, and the relationship among the other shareholders is unknown. | ||||||
| Explanation for the top 10 common shareholders who involved in financing activities and stock trading business(if any) | No | ||||||
Whether or not the Company’s top 10 common shareholders and top 10 common shareholderswith unrestricted shares promise to buy back trading during the report period? Yes ?No
There are no top 10 common shareholders and top 10 common shareholders with unrestricted sharesin the Company promise to buy back trading during the report period.
2) The table of the total number of the preferred shareholders and the shareholding status of the top
10 preferred shareholders
?Available ?Not available
III 、Major Issue
1. Situation and reason of change in major financial data and financial index during thereport period
?Available ?Not available
At the end of the report period, advance receipt in the consolidated financial statements decreasedby 100% compared with the beginning of the year, mainly because the Company began toimplement the "Accounting Standard for Business Enterprises No. 14-Revenue" revised and issuedby the Ministry of Finance in 2017 since January 1
st, 2020 and during the report period advancesreceived from customers for purchases were confirmed to be contract liabilities and tax payable;other payable decreased by 27.74% compared with the beginning of the year, which is mainly dueto the decline in advertising fees payable and the payable of investment projects funds.Compared with the same period of last year, the total operating income in the consolidated financialstatements in this reporting period decreased by 51.99%, the operating income decreased by 51.99%,net profit decreased by 48.73%, cash received from selling commodities and providing laborservices decreased by 49.60%, the sub-total cash outflow from operating activities decreased by
28.17%, and the net cash flow from operating activities decreased by 139.74%, which were mainlydue to the decreased product sales and sales revenue seriously influenced by the COVID-19epidemic; total operating cost and operating cost decreased by 53% and 50.7% respectively, mainlydue to the decline in sales volume; the sales expenses decreased by 68.55%, mainly due to thecompany’s decreased marketing activities that were severely affected by the COVID-19 epidemic;the financial expenses increased by 193.12%, mainly due to the bank loans discount received in thesame period of last year but no in this report period.
2. Analysis explanation of major issue’s process, influence and solution
?Available ?Not availableImplementation progress of share repurchase?Available ?Not availableImplementation progress of reducing or repurchasing shares by the way of centralized bidding?Available ?Not available
3. The commitments that the Company’s actual controllers, shareholders, related parties,
purchasers, the Company and other related parties do not implement completelyexceeding the time limit within report period?Available ?Not available
| Commitments | Commitment Party | Commitment Type | Commitment content | Commitment time | Commitment period | Implementation |
| Commitments at | - | － |
| share reform | ||||||
| Commitments made in acquisition report or equity changes report | - | - | - | - | ||
| Commitments at asset restructuring | - | - | - | - | ||
| Commitments at the initial public offering or refinancing | Yantai Changyu Group Co., Ltd. | Solve horizontalcompetition | Non-horizontal competition | 1997.05.18 | Permanent | Has been fulfilling the commitment |
| Yantai Changyu Group Co., Ltd. | Define the use of trademark use fee | According to Trademark License Contract, the annual trademark use fee of trademarks including “张裕” (Changyu) paid by the Company to Yantai Changyu Group Co., Ltd. should be mainly used by Yantai Changyu Group Co., Ltd. to publicize trademarks including “张裕” (Changyu) and contractual products. | 1997.05.18 | 1997.05.18 to 2019.04.04 | According to Trademark License Contract, the annual trademark use fee charged by Yantai Changyu Group Co., Ltd. should be mainly used to publicize trademarks including “张裕” (Changyu) and contractual products. Except the period from 2013 to 2017 when Yantai Changyu Group Co., Ltd. didn’t strictly fulfill the commitment, Yantai Changyu Group Co., Ltd. has been fulfilling the commitment. | |
| Equity incentive commitments | ||||||
| Commitments | Yantai | The | Has been fulfilling |
| made to the minority shareholders of the Company | Changyu Group Co., Ltd. | Compensating unredeemedcommitment | CNY231,768,615 that was not used for publicity of trademarks and contract products as promised will be offset by the four-year trademark use fee from 2019 to 2022. If insufficient, the shortfall would be filled in one time in 2023. If there is any excess, the excess portion of the trademark use fee would be collected from the year with excess occurrence. | 2019.04.04 | 2019.04.04 to 2023.12.31 | the commitment |
| Commitment under timely implementation or not | No | |||||
| For commitments that exceed the time limit and are not completed, specific reasons of not completing the implementation and the next step | According to Trademark License Contract (hereafter referred to as “this Contract”), Changyu Group promised that the annual trademark use fee paid by the Company to Changyu Group would be mainly used by Changyu Group to publicize these trademarks and contractual products. However, the above-mentioned "mainly" is not a specific number. During the implementation process, due to inconsistent understanding, it is easy to cause divergence and leads to problems. From 2013 to 2017, Changyu Group collected a total of CNY420,883,902 trademark use fee, of which 51% was used to publicize trademarks including Changyu and contract products with amount of CNY214,650,790. The amount has been used to publicize trademarks including Changyu and contract products is CNY50,025,181, with a balance of CNY164,625,609. In 2018 and 2019, the trademark use fee collected of 2017 and 2018 is CNY155,623,907, of which 51% is used to publicize trademarks including Changyu and contract products with amount of CNY79,368,193. The amount has been used to publicize trademarks including Changyu and contract products is CNY12,225,187, with a balance of CNY67,143,006. | |||||
4. Situation of security investment
?Available ?Not availableThere is no security investment during the report period.
5. Entrusted Investment
?Available ?Not availableThere is no entrusted investment during the report period.
6. Situation of derivative investment
?Available ?Not availableThere is no derivative investment during the report period.
7. The activities registration form of receptions, communication and interview etc. duringthe report period?Available ?Not availableThere are no activities of receptions, communication and interview etc. during the report period.
8. Situation of illegal external guarantee
?Available ?Not availableThere is no illegal external guarantee during the report period.
9. Situation of non-operating fund occupation of controlling shareholders and related parties?Available ?Not availableThere is no non-operating fund occupation of controlling shareholders and related parties during thereport period.
Yantai Changyu Pioneer Wine Co., Ltd.
Board of DirectorsApril 29
th
, 2020