Dalian Refrigeration Co., Ltd.
QUARTERLY REPORT FOR FIRST QUARTER,
2019
April, 2019
DALIAN REFRIGERATION CO., LTD.QUARTERLY REPORT FOR FIRST QUARTER, 2019
§1 Important Notes1.1 The directors and the Board of Directors, the supervisors and the Supervisory Board, and Senior staffmembers of Dalian Refrigeration Co., Ltd. (hereinafter referred to as the Company) hereby confirm that there areno any important omissions, fictitious statements or serious misleading carried in this report, and shall take allresponsibilities, individual and/or joint, for the reality, accuracy and completeness of the whole contents.1.2 All the directors have attended this Board meeting of the Company.1.3 Chairman of the Board of Directors of the Company Mr. Ji Zhijian, Financial Majordomo Mr. Ma Yun, and thehead of Accounting Department Mrs. Mao Chunhua hereby confirm that the financial report of the quarterlyreport is true and complete.1.4 This report is written respectively in Chinese and in English. In the event of any discrepancy between the twoabove-mentioned versions, the Chinese version shall prevail.
§2 Company Profile2.1 Major accounting data and financial indexes
January-March, 2019 January-March, 2018
Increase/decrease compared
with previous yearOperating revenue
565,075,729.08
515,183,744.97
9.68%
Net profit attributable to shareholders of
listed companies
106,786,822.74
Net profit attributable to shareholders of
25,593,358.53
317.24%
Net profit belonging to the
shareholders of
shareholders oflisted companies after the deduction of
non-recurring profit and loss
16,426,346.23
| listed companies after the deduction of | |
24,307,838.37
-32.42%
Net cash flow from operating activities
-94,192,502.27
-117,217,303.00
19.64%
Basic earnings per share
0.125
0.03
316.67%
Diluted earnings per share
0.125
0.03
316.67%
Weighted average return on net asset yield
3.11%
0.75%
Increase 2.36 percentage points
March 31, 2019 December 31, 2018
Increase/decrease compared
with year beginningTotal assets
5,484,524,296.09
5,568,279,452.26
-1.50%
Owner's equity
attributable to shareholders of
listed companies
3,459,628,091.76
attributable to shareholders of
3,377,633,617.02
2.43%
Note : Net profit attributable to parent company increased significantly y-o-y, mainly due to (1)The Gain fromchange in fair value of Guotai Junan has been recorded into the current profit and loss,which is about 64.5 millionyuan;(2)During the reporting period, the Company's exchangeable corporate bondholders exchanged a total of8.3889 million shares, increasing the current investment income by about 40.57 million yuan.All profit above hasbeen recorded into the non-recurring gains and losses.
non-recurring gains and losses√ Applicable □ Inapplicable
Item of non-recurring gains and losses
Amount from beginning of year to the end of report
periodDisposal gains and losses of non-current asset-12,865.50
Government subsidies included in current profit or loss337,400.00
Disposal gains from investments on financial assets105,065,192.11
available for saleOther operating revenue or expense982,620.97
Income tax effect15,992,063.20
Minority shareholders’ gains and losses19,807.87
Total90,360,476.51
2.2 Total number and particulars of the shareholders by the end of the report period
Total shareholders at the end of report period60,697
Shareholding of top ten shareholdersName Nature Proportion
Totalnumber
Number ofshares with
salerestriction
Number ofpledged sharesor shares frozen
Dalian Bingshan Group Co., Ltd.
Domesticnon-state-owned legal
person
20.27%
170,916,934
SANYO ELECTRIC CO LTD Foreign legal person8.72%
73,503,150
Lin Zhenming Foreign natural person
0.76%
6,400,000
Wu An Domestic natural person
0.53%
4,500,000
Sun Huiming Domestic natural person
0.52%
4,384,079
BOCI SECURITIES LIMITED
Foreign legal person0.41%
3,471,602
Dalian industrial developmentinvestment Co., Ltd.
Domesticnon-state-owned legal
person
0.40%
3,406,725
Xue Hong Domestic natural person
0.35%
2,940,000
Chen Naisheng Domestic natural person
0.27%
2,311,330
Chen Xiaoyue Domestic natural person
0.26%
2,210,000
Particulars about shares held by the top ten negotiable shareholders not subject to conditional sales
Name of shareholder EORP (shares) TypeDalian Bingshan Group Co., Ltd.170,916,934
ASANYO ELECTRIC CO LTD73,503,150
BLin Zhenming6,400,000
BWu An4,500,000
BSun Huiming4,384,079
B
BOCI SECURITIES LIMITED
3,471,602
BDalian industrial development investment co. LTD3,406,725
AXue Hong2,940,000
BChen Naisheng2,311,330
AChen Xiaoyue2,210,000
ANotes to the associated relationship and uniform actions ofthe above shareholders
Dalian Bingshan Group Co., Ltd. had the associationrelationship with Sanyo Electric Co., Ltd. among theabove shareholders. Sanyo Electric Co., Ltd. holds26.6% of Dalian Bingshan Group Co., Ltd.'s equity.
§3 Important Matters3.1 Major changes in main financial items and indexes, and description of the cause√ Applicable □ Inapplicable1. Monetary fund decreased significantly compared with the year-beginning, mainly due to the payment for the termination ofthe restricted stock incentive plan of 2016 .2. Other current assets decreased significantly compared with the year-beginning, mainly due to the change of excess VAT paid.
3. Construction in progress increased significantly compared with the year-beginning, mainly due to the investment in Intelligentmanufacturing project and the R22 reduction project.4. Employee compensation payable decreased significantly compared with the year-beginning, mainly due to the payment ofprovision employee compensation of last period-end during the reporting period.5. Tax payable increased significantly compared with the year-beginning, mainly due to the increase of VAT payable and incometax payable.6. Other accounts payable decreased significantly compared with the year-beginning, mainly due to the termination of therestricted stock incentive plan of 2016.7. Bonds payable decreased significantly compared with the year-beginning, mainly due to the exchangeable bonds holdersexchange shares centrally during the reporting period.8. Other comprehensive income decreased significantly compared with the year-beginning, mainly due to according to the newfinancial instrument standard, the Company adjusted the net profit and loss of Guotai Jun ‘an stock market value to retainedprofit at the beginning of the period.9. Assets impairment loss increased significantly y-o-y, mainly due to the provision for bad debts increased.10. Gain from investment increased significantly y-o-y, mainly due to the investment income of the Company's exchangeablebonds exchange .
3.2 Important Progress and the analysis of the influence and solution□Applicable√InapplicableProgress of share buybacks□Applicable√InapplicableProgress of share buybacks in the way of centralized bidding for reduction□Applicable√Inapplicable3.3 Commitments of the Company or its shareholders, actual controller and other related parties in the reportingperiod or carried to the reporting period□ Applicable √ Inapplicable3.4 Precautions on forecasting that by the beginning of year till the end of the next report period, the accumulatednet profit may be turned into loss or change greatly compared with that in the same period of the last year, anddescription of the cause□ Applicable √ Inapplicable3.5 The securities investment√Applicable □Inapplicable
The amount sold in the current period is the amount of the exchangeable bondholder's exchange shares during the reporting period.
3.6 Derivative investment□ Applicable √ Inapplicable3.7 Table of investigation, communication, interview received□ Applicable √ Inapplicable3.8 Violation of external guaranty□ Applicable √ Inapplicable3.9 Non-operation capital occupation by holding shareholders and their related parties in the listed company□ Applicable √ Inapplicable
Type ofsecurities
StockCode
Short
theStock
Form of
Initial cost of
investment
AccountingMeasurement
Model
Begin Book
value
Fair ValueChange Gainsand Losses in
the Current
Period
Accumu
latedFairValueChangeInclude
d inEquity
Curre
ntPurchase
Current Sale
Gains andlosses duringthe reporting
period
Final Book value
Account
ingsubjects
Source
| Source |
| of funds |
Stock 601211
GuotaiJunan
15,710,008.00
Measuring at
fair value
369,195,071.40
64,497,437.84
0.00
0.00
150,999,966.00
64,497,437.84
316,556,661.20
Othernon-curr
ent
assets
| financial | |
Ownfund
Total 15,710,008.00
-- 369,195,071.40
64,497,437.84
0.00
0.00
150,999,966.00
64,497,437.84
316,556,661.20
-- --
§4 Financial Report (attached)Not audited.
Note: The adjustment of financial statementsNew Financial Instruments Standards, New Income Standards and New Leasing Standards for the FirstImplementation Relevant to Financial Statements at the Beginning of the Year√Applicable □Inapplicable
| Before adjustment | After adjustment |
Consolidated Balance Sheet 31-Dec-2018 Consolidated Balance Sheet 1-Jan-2019Finance asset held available for sales
382,186,729.99
Other non-current financial assets 382,186,729.99
Other comprehensive income 296,909,965.55
Other comprehensive income 2,501,459.77
Retained profit 764,859,288.45
Retained profit 1,059,267,794.23
Balance sheet of parent company 31-Dec-2018 Balance sheet of parent company 1-Jan-2019Finance asset held available for sales
380,771,587.49
Othe non-current financial assets 380,771,587.49
Other comprehensive income 295,947,864.88
Other comprehensive income 1,539,359.10
Retained profit 640,251,261.47
Retained profit 934,659,767.25
According to the new financial instrument criteria, the original item of " Finance asset held available for sales " isadjusted to "other non-current financial assets"; Adjust the amount of other comprehensive income294,408,505.78 yuan, and adjust the amount of retained profit 294,408,505.78 yuan.
Board of Directors of Dalian Refrigeration Co., Ltd.
April 20, 2019
BALANCE SHEET
Prepared by Dalian Refrigeration Co., Ltd. March 31, 2019 Unit: RMB Yuan
Items
31-Mar-2019 31-Dec-2018Consolidation
Parent Company
Consolidation
Parent Company
Current assets:
Monetary funds209,941,012.92
71,894,007.89
343,026,485.11
186,976,185.10
Financial assets which are measured by fair value andwhich changes are recorded in current profit and loss
Derivative financial assets
Transaction financial assets
Notes receivable&Accounts receivable1,375,799,499.08
589,951,642.17
1,278,838,632.86
482,389,295.25
Notes receivable148,786,229.10
65,906,701.69
171,292,044.56
63,673,648.65
Accounts receivable1,227,013,269.98
524,044,940.48
1,107,546,588.30
418,715,646.60
Accounts in advance152,421,203.21
53,121,720.19
158,405,300.50
69,577,538.44
Other receivables52,283,388.09
15,020,565.37
48,508,755.15
14,003,269.34
Interest receivables
318,886.12
318,886.12
Dividend receivable
33,450.00
Inventories441,703,966.17
194,904,326.29
450,195,300.53
194,747,632.08
Assets held for sale
Non-current asset due within one year
Other current assets4,156,546.78
112,871.30
18,266,589.12
8,056,055.09
Total current assets2,236,305,616.25
925,005,133.21
2,297,241,063.27
955,749,975.30
Non-current assets:
Finance asset held available for sales
382,186,729.99
380,771,587.49
Held-to-maturity investment
Long-term account receivable
Long-term equity investment1,654,219,138.55
2,236,966,467.66
1,619,693,570.97
2,201,953,842.42
Other Non-current financial assets
| 329,548,319.79 | 328,133,177.29 |
Investment property99,092,566.72
110,211,634.07
100,338,241.99
111,421,702.70
Fixed assets943,173,246.32
716,071,336.95
953,298,058.11
725,516,578.53
Construction in progress27,170,405.13
26,534,676.14
19,796,212.82
18,010,457.61
Engineering material
Disposal of fixed asset
Productive biological asset
Oil and gas asset
Intangible assets145,546,361.30
69,477,696.79
147,018,592.71
70,049,323.57
Expense on Research and Development
Goodwill1,750,799.49
1,750,799.49
Long-term expenses to be apportioned12,471,030.78
10,871,582.46
12,873,428.19
11,244,777.00
Deferred income tax asset35,246,811.76
4,358,721.03
34,082,754.72
4,303,943.48
Other non-current asset
Total non-current asset3,248,218,417.89
3,502,625,030.44
3,271,038,388.99
3,523,272,212.80
Total assets5,484,524,034.14
4,427,630,163.65
5,568,279,452.26
4,479,022,188.10
Current liabilities:
Short-term loans270,000,000.00
250,000,000.00
250,000,000.00
250,000,000.00
Financial liabilities which are measured by fair valueand which changes are recorded in current profit andloss
Derivative financial liabilities
Transaction financial liabilities
Notes payable and Accounts payable1,153,682,791.77
434,080,197.75
1,132,891,095.19
412,799,816.79
Accounts received in advance90,924,216.15
28,465,007.34
122,151,101.00
29,579,144.85
Wage payable10,096,643.38
1,654,620.17
31,856,136.59
7,376,290.42
Taxes payable34,729,883.70
24,231,419.28
13,608,212.32
3,399,150.12
Other accounts payable32,589,226.09
6,137,434.21
63,313,958.43
30,439,931.10
Interest payable216,664.93
216,664.93
1,369,527.78
1,369,527.78
Dividend payable533,156.00
533,156.00
533,156.00
533,156.00
Liabilities held for sale
Non-current liabilities due within one year2,293,332.08
2,999,574.93
Other current liabilities
Total current liabilities1,594,316,093.17
744,568,678.75
1,616,820,078.46
733,594,333.28
Non-current liabilities:
Long-term loans177,610,335.66
160,000,000.00
160,000,000.00
160,000,000.00
Bonds payable25,000,034.00
25,000,034.00
176,000,000.00
176,000,000.00
Preferred stock
Perpetual bond
Long-term account payable1,532,949.94
1,532,949.94
Long-term wage payable
Special Payable
Anticipation liabilities
Deferred income101,994,603.65
59,676,911.69
103,542,093.79
60,907,828.40
Deferred income tax liabilities45,250,831.33
45,250,831.33
51,954,442.22
51,954,442.22
Other non-current liabilities
Total non-current liabilities351,388,520.58
289,927,543.02
493,029,485.95
448,862,270.62
Total liabilities1,945,704,613.75
1,034,496,221.77
2,109,849,564.41
1,182,456,603.90
Shareholders’ equity
Share capital843,212,507.00
843,212,507.00
855,434,087.00
855,434,087.00
Other equity instruments
Preferred stock
Perpetual bond
Capital public reserve726,768,468.00
771,270,562.83
760,365,342.00
804,867,436.83
Less: Treasury stock
21,026,106.00
21,026,106.00
Other comprehensive income2,501,459.77
1,539,359.10
296,909,965.55
295,947,864.88
Special preparation
Surplus public reserve721,091,040.02
721,091,040.02
721,091,040.02
721,091,040.02
Generic risk reserve
Retained profit1,166,054,626.47
1,056,020,472.93
764,859,288.45
640,251,261.47
Total owner’s equity attributable to parent company3,459,628,101.26
3,393,133,941.88
3,377,633,617.02
3,296,565,584.20
Minority interests79,191,319.13
80,796,270.83
Total owner’s equity3,538,819,420.39
3,393,133,941.88
3,458,429,887.85
3,296,565,584.20
Total liabilities and shareholder’s equity5,484,524,034.14
4,427,630,163.65
5,568,279,452.26
4,479,022,188.10
Legal Representative: Ji Zhijian Chief Financial Official: Ma Yun Person in Charge of Accounting Organization: Mao Chunhua
INCOME STATEMENT
Prepared by Dalian Refrigeration Co., Ltd. January-March, 2019 Unit: RMB Yuan
Items
January-March, 2019 January-March, 2018Consolidation
Parent Company
Consolidation
Parent Company
I. Total sales565,075,729.08
187,665,804.78
515,183,744.97
180,020,669.02
Including: Mainly operating income
553,275,988.57
178,128,672.23
505,677,469.36
173,154,990.37
Other operating income11,799,740.51
9,537,132.55
9,506,275.61
6,865,678.65
II. Total operating cost
587,621,855.44
194,686,339.31
509,898,926.11
182,066,309.20
Including: Operating cost489,840,572.83
165,187,241.26
423,905,884.12
159,122,415.64
Mainly Operating cost482,538,506.00
158,657,243.21
419,479,072.32
155,568,616.97
Other operating cost
7,302,066.83
6,529,998.05
4,426,811.80
3,553,798.67
Taxes and associate charges4,933,219.41
2,499,744.46
4,569,447.66
2,298,420.18
Selling and distribution expenses
27,191,351.97
117,823.03
23,648,268.09
226,199.11
Administrative expenses44,989,946.11
17,738,863.49
42,168,653.90
16,436,280.69
R&D expenses11,557,843.31
6,485,982.26
11,274,154.05
6,768,294.36
Financial expense
3,897,660.31
2,291,501.17
5,199,059.85
1,594,855.68
Including:interest expense2,914,151.60
2,141,926.06
3,849,983.65
2,836,958.28
interest income
317,613.19
149,671.39
1,595,022.14
1,491,796.32
Assets impairment loss5,211,261.50
365,183.64
-866,541.56
-4,380,156.46
Add:Other income1,695,599.00
328,499.15
Gain/(loss) from investment
75,093,258.98
77,580,316.64
21,067,648.84
21,586,188.56
Including: income from investment onaffiliated enterprise and jointly enterprise
34,525,567.58
35,012,625.24
20,767,648.84
21,286,188.56
Gain/(loss) from change in fair value64,497,437.84
64,497,437.84
Exchange gains
Gain/(loss) from asset disposal
-12,865.50
-12,865.50
15,166.64
19,145.40
III. Operating profit118,727,303.96
135,044,354.45
26,696,133.49
19,559,693.78
Add: non-business income
1,579,118.31
0.07
1,685,340.09
500.07
Including:Gain form non-current assetsdisposal
Less: non-business expense
73,431.34
60,000.00
120,347.46
80,000.00
Including:Loss form non-current assetsdisposal
IV. Total profit120,232,990.93
134,984,354.52
28,261,126.12
19,480,193.85
Less: Income tax
15,051,119.89
13,623,658.34
2,589,476.69
439,653.28
V. Net profit105,181,871.04
121,360,696.18
25,671,649.43
19,040,540.57
(I) Net profit from continuous operation
(II)Net profit from discontinuing operation
Net profit attributable to parent company106,786,822.74
121,360,696.18
25,593,358.53
19,040,540.57
Minority shareholders’gains and losses
-1,604,951.70
78,290.90
VI. After-tax net amount of othercomprehensive incomes
-33,629,728.70
-33,629,728.70
After-tax net amount of other comprehensiveincomes attributable to owners of theCompany
-33,629,728.70
-33,629,728.70
(I) Other comprehensive incomes that will notbe reclassified into gains and losses
1. Changes in net liabilities or assets with adefined benefit plan upon re-measurement
2. Enjoyable shares in other comprehensiveincomes in invests that cannot be reclassifiedinto gains and losses under the equity method
(II) Other comprehensive incomes that will bereclassified into gains and losses
-33,629,728.70
-33,629,728.70
1. Enjoyable shares in other comprehensive
gains and losses under the equity method
| incomes in invests that will be reclassified into |
2. Gains and losses on fair value changes ofavailable-for-sale financial assets
-33,629,728.70
-33,629,728.70
3. Gains and losses on reclassifyingheld-to-maturity investments intoavailable-for-sale financial assets
4. Effective hedging gains and losses on cashflows
5. Foreign-currency financial statementtranslation difference
6.Others
……
After-tax net amount of other comprehensiveincomes attributable to minority shareholders
VII Total comprehensive income105,181,871.04
121,360,696.18
-7,958,079.27
-14,589,188.13
| Total comprehensive in | come attributable to |
parent company
106,786,822.74
121,360,696.18
-8,036,370.17
-14,589,188.13
minority shareholders
-1,604,951.70
Total comprehensive income attributable to
78,290.90
VIII. Earnings per share
(I) basic earnings per share
0.125
0.03
(II) diluted earnings per share0.125
0.03
Legal Representative: Ji Zhijian Chief Financial Official: Ma Yun Person in Charge of Accounting Organization: Mao Chunhua
CASH FLOW STATEMENT
Prepared by Dalian Refrigeration Co., Ltd. January -March, 2019 Unit: RMB Yuan
Items
January -March, 2019 January -March, 2018Consolidation
Parent Company
Consolidation
Parent Company
I. Cash flows arising from operating activities:
providing labor services
284,070,695.49
Cash received from selling commodities and
81,980,694.01
234,680,891.94
87,595,028.58
Write-back of tax received3,542,775.88
3,340,686.50
activities
7,857,373.35
Other cash received concerning operating
1,158,866.54
14,176,990.93
3,619,053.46
| Subtotal of cash | inflow arising from operating |
activities
295,470,844.72
83,139,560.55
252,198,569.37
91,214,082.04
receiving labor service
226,160,305.96
Cash paid for purchasing commodities and
98,322,285.24
186,514,869.99
111,441,564.06
Cash paid to/for staff and workers111,727,370.94
36,960,571.65
112,992,030.52
41,872,999.01
Taxes paid
20,084,355.47
5,057,595.98
32,738,439.61
2,527,993.35
Other cash paid concerning operating activities
31,691,314.62
5,099,217.08
37,170,532.25
3,716,271.65
Subtotal of cash outflow
| Subtotal of cash outflow | arising from |
operating activities
389,663,346.99
145,439,669.95
369,415,872.37
159,558,828.07
Net cash flows arising from operating activities
-94,192,502.27
-62,300,109.40
-117,217,303.00
-68,344,746.03
II. Cash flows arising from investing activities:
Cash received from recovering investment
Cash received from investment income33,450.00
333,450.00
300,000.00
intangible and other long-term assets
460,000.00
Net cash received from disposal of fixed,
460,000.00
1,892,374.11
| Net cash r | eceived from disposal of subsidiaries |
and other units
activities
Other cash received concerning investing
76,000,000.00
76,000,000.00
activities
493,450.00
Subtotal of cash inflow from investing
460,000.00
78,225,824.11
76,300,000.00
| Cash paid for | purchasing fixed, intangible and |
other long-term assets
4,951,109.06
2,380,864.45
77,208,918.11
70,448,645.50
Cash paid for investment
4,327,733.43
| Net cash | paid for achievement | of subsidiaries |
and other business units
Other cash paid concerning investing activities
activities
4,951,109.06
Subtotal of cash outflow from investing
2,380,864.45
81,536,651.54
70,448,645.50
Net cash flows arising from investing activities
-4,457,659.06
-1,920,864.45
-3,310,827.43
5,851,354.50
III. Cash flows arising from financing
activities
III. Cash flows arising from financing
Cash received from absorbing investment
minority shareholders' equity investment bysubsidiaries
| Including: Cash received from absorbing | ||||||||
Cash received from loans188,410,100.00
130,000,000.00
9,040,000.00
Cash received from issuing bonds
activities
38,323,050.64
Other cash received concerning financing
30,116,287.80
activities
226,733,150.64
Subtotal of cash inflow from financing
130,000,000.00
39,156,287.80
Cash paid for settling debts
169,838,295.15
130,000,000.00
17,810,100.00
or interest paying
3,755,722.29
Cash paid for dividend and profit distributing
3,294,788.91
4,431,888.96
3,216,043.81
| Including: dividends or profit paid by |
subsidiaries to minority shareholders
Other cash paid concerning financing activities
59,402,310.07
47,566,389.36
10,774,088.89
2,279,264.40
Subtotal of cash outflow from financing
activities
232,996,327.51
Subtotal of cash outflow from financing
180,861,178.27
33,016,077.85
5,495,308.21
Net cash flows arising from financing activities
-6,263,176.87
-50,861,178.27
6,140,209.95
-5,495,308.21
IV. Influence on cash due to fluctuation in
exchange rate
-320,169.19
IV. Influence on cash due to fluctuation in
-25.09
-1,411,497.70
-686.11
V. Net increase of cash and cash equivalents-105,233,507.39
-115,082,177.21
-115,799,418.18
-67,989,385.85
the period -begin
304,703,434.47
Add: Balance of cash and cash equivalents at
186,976,185.10
364,693,406.31
234,655,092.14
period–end
199,469,927.08
VI. Balance of cash and cash equivalents at the
71,894,007.89
248,893,988.13
166,665,706.29
Legal Representative: Ji Zhijian Chief Financial Official: Ma Yun Person in Charge of Accounting Organization: Mao Chunhua