Quarterly Report ended 30 September 2018 Stock Code:002242 Stock Abbreviation:Joyoung Report No:2018-054 Joyoung Co., Ltd Quarterly Report Ended 30 September 2018 1 Quarterly Report ended 30 September 2018 1. Important Statements The board of directors, the board of supervisors, directors, supervisors and senior executives of the company shall be liable for the authenticity, exactness and completeness of the report, promise that there are no false records, misleading statements or serious loophole, and promise to bear separate and joint legal liabilities. All directors have attended the board meeting to review this quarterly report. Xuning WANG, CEO of the company; Jiantiao QIU, CFO of the company, and Miao Miao, Chief Accountant of Accounting Institution, declared that the quarterly financial statements should be true, accurate and complete. 2 Quarterly Report ended 30 September 2018 2 .Company Profile (1) Key Accounting Data and Financial Indicators Whether the Company performed any retroactive adjustment or restatement of previous years' accounting data: □ Yes √ No 30 September 2018 31 December 2017 Flux (%) Total assets (RMB Yuan) 5,192,103,739.21 5,350,746,142.18 -2.96% Net assets attributable to shareholders of the 3,586,743,713.50 3,574,555,421.97 0.34% Company(RMB Yuan) Beginning of the year to the 2018 Q3 Flux (%) Flux (%) end of the reporting period Operating revenues (RMB Yuan) 1,798,543,653.86 0.08% 5,438,132,763.32 7.35% Net profits attributable to shareholders of the Company 199,167,030.05 12.28% 569,207,402.17 5.68% (RMB Yuan) Net profits attributable to shareholders of the Company 172,822,292.08 7.23% 465,341,354.08 -3.16% before non-recurring gains and losses (RMB Yuan) Net cash flow from operating activities (RMB Yuan) 194,875,852.20 8.93% 418,462,966.54 246.11% Basic earnings per share (RMB Yuan/share) 0.26 13.04% 0.74 5.71% Diluted earnings per share (RMB Yuan/share) 0.26 13.04% 0.74 5.71% Weighted average return on net assets 5.16% 0.63% 14.75% 0.25% Non-recurring items and amount Unit:RMB yuan Beginning of the year to the Item Notes end of the reporting period Gain or loss for disposal of non-current assets (including the write off of the provision for impairment of 12,719,572.17 assets) Government Grant included in the current profit and loss(closely related to the business of the 33,195,343.99 company, exclusive of the quota and quantitative grant according to the national uniform standards) The gain and loss on the changes in fair value and the disposal of the transaction financial assets and 9,986,735.05 liabilities(exclusive the effective hedging business related with the normal business of the company) Other Non-Operating income and expenses besides those mentioned above 2,004,212.08 The investment profit for disposal of subsidiary 76,790,880.60 - minus:impact on the income tax 30,774,397.26 impact on the Minority’s interests(after-tax) 56,298.54 Total 103,866,048.09 -- There was no such non-recurring items that should be reclassified to the recurring items, according to the “No.1 of the Explanatory note on corporate disclosure of publicly offerings – non-recurring gains and losses”. 3 Quarterly Report ended 30 September 2018 (2) Shareholders and Their Shareholdings at the End of Reporting Period (a) Total number of common shareholders and the preference shareholders that with resumed voting rights, as well as the list of the Top 10 common shareholders unit:share Total number of common shareholders at the end of Total number of preference shareholders with resumed 35,352 0 Reporting Period voting rights at the end of Reporting Period (if any) Top 10 common shareholders Shareholding Common Restricted Pledged or frozen shares Name Nature percentage share holding common share Status Number (%) quantity holding quantity Domestic Pledged 288,403,436 Shanghai Lihong New Technology non-state-owned 49.87% 382,751,496 Investment Co., Ltd. Frozen 0 corporation BILTING DEVELOPMENTS LIMITED Foreign corporation 16.93% 129,924,090 Central Huijin Investment Ltd State-owned corporation 4.99% 38,310,500 National Social Security Fund No.113 Other domestic investor 1.63% 12,535,271 Domestic Fei QIU 0.58% 4,453,100 individual China Resources Szitic Trust Co.,Ltd – No. Other domestic investor 0.55% 4,195,387 23 Trust Plans of Assembled Funds China Resources Szitic Trust Co.,Ltd – No. Other domestic investor 0.54% 4,167,400 13 Trust Plans of Assembled Funds National pension contributions Fund Other domestic investor 0.47% 3,593,061 No.1207 National pension contributions Fund Other domestic investor 0.43% 3,285,710 No.1005 Bank of China-Dacheng preferred mixed Other domestic investor 0.41% 3,122,836 securities investment fund(LOF) Top 10 shareholders of unrestricted in terms of sale Share amount of Type Name unrestricted in terms of s Type amount ale Shanghai Lihong New Technology Investment Co., Ltd. 382,751,496 RMB common stocks 382,751,496 BILTING DEVELOPMENTS LIMITED 129,924,090 RMB common stocks 129,924,090 Central Huijin Investment Ltd 38,310,500 RMB common stocks 38,310,500 National Social Security Fund No.113 12,535,271 RMB common stocks 12,535,271 Fei QIU 4,453,100 RMB common stocks 4,453,100 China Resources Szitic Trust Co.,Ltd – No. 23 Trust Plans of Assembled Funds 4,195,387 RMB common stocks 4,195,387 China Resources Szitic Trust Co.,Ltd – No. 13 Trust Plans of Assembled Funds 4,167,400 RMB common stocks 4,167,400 National pension contributions Fund No.1207 3,593,061 RMB common stocks 3,593,061 National pension contributions Fund No.1005 3,285,710 RMB common stocks 3,285,710 4 Quarterly Report ended 30 September 2018 Bank of China-Dacheng preferred mixed securities investment fund(LOF) 3,122,836 RMB common stocks 3,122,836 The Company is unaware of whether there are related or Related or acting-in-concert parties among shareholders above acting-in-concert parties among shareholders above, which is defined by the “Regulation Act of List Companies’ Acquisition”. Explanation on the top 10 common shareholders participating in securities N/A margin trading (if any) The company's top 10 common shareholders and the top 10 common shareholders with unrestricted in terms of sale hadn’t engage in the agreed repurchase transactions during the reporting period. (b) The total amount of the preference shareholders and the top 10 preference shareholders □ available √ not available 5 Quarterly Report ended 30 September 2018 3 .Important matters (1) The situation and the reasons for the fluctuation of the main financial data and index during the reporting period Beginning of the Beginning of the year to the end of year to the end of Items Flux(%) Notes the September the September 2018 2017 Due to the exchange earnings from the Financial expenses-net -16,077,864.78 1,672,253.28 -1061.45% fluctuations in exchange rate Due to the decrease in the amount of assets impairment loss 12,166,788.52 17,763,765.61 -31.51% impairment on the basis of the group's bad debt policy. Due to the disposal of Joyoung Suzhou Investment income 131,355,402.02 50,305,148.26 161.12% company and the dividends from joint ventures including:Investment income 39,720,292.24 24,733,193.38 60.60% Due to the dividends from joint ventures from joint ventures Due to the government's compensation to Assets disposal income 12,719,572.17 220,917.58 5657.61% the land and building on ground in Zhangqiu, Shandong. Due to the increase in the loss of fixed minus:Non-operating expenses 6,374,674.57 4,730,091.13 34.77% assets in the reporting period. Due to the new subsidiary: SharkNinja Minority interests -3,853,695.47 15,218,188.03 -125.32% (China) is still at a loss. Due to the increased conversion differences Other comprehensive income, -2,274,842.44 -217,107.98 -947.79% in Foreign currency from the fluctuations in net of tax exchange rate Total comprehensive income Due to the new subsidiary: SharkNinja -3,853,695.47 15,218,188.03 -125.32% attributable to minority interests (China) is still at a loss. Cash received relating to other 119,993,601.19 88,392,420.13 35.75% Due to the increase of the deposit. operating activities Due to the increase in advertising expense Cash paid relating to other 887,214,704.65 645,668,246.04 37.41% and terminal upgrading and transformation operating activities costs. Due to the sales increase in the current Net cash flows from operating 418,462,966.54 120,905,521.88 246.11% period, resulting in an increase in cash activities inflows. Cash received from returns on 76,010,375.74 28,059,804.44 170.89% Due to the dividends from joint ventures investments 6 Quarterly Report ended 30 September 2018 Net cash received from Due to the government's compensation to disposal of fixed assets, 47,390,251.34 1,470,270.00 3123.23% the land and building on ground in Zhangqiu, intangible assets and other Shandong. long-term assets Net cash received from Due to the disposal of Joyoung Suzhou disposal of subsidiaries and 103,683,299.35 6,800,000.00 1424.75% company other business units Cash received relating to other Due to the reduction of the expired financial 1,085,000,000.00 2,485,200,000.00 -56.34% investing activities products inflows during the current period. Sub-total of cash inflows from Due to the reduction of the expired financial 1,320,469,218.58 2,521,530,074.44 -47.63% investment activities products inflows during the current period. Cash paid to acquire fixed Due to the purchase of real estate in the assets, intangible assets and 128,722,563.33 23,421,108.72 449.60% current period. other long-term assets Cash paid relating to other Due to the reduction of the purchasing 955,000,000.00 2,325,000,000.00 -58.92% investing activities financial products during the current period. Sub-total of cash outflows from Due to the reduction of the purchasing 1,134,215,571.58 2,396,339,419.10 -52.67% investment activities financial products. Net cash flows from investing Due to the dividends from joint ventures and 186,253,647.00 125,190,655.34 48.78% activities disposal of subsidiary. Due to the acquisition 51% shareholders of Cash received from capital SharkNinja (China) in current period, 24,500,000.00 800,000.00 2962.50% contributions resulting in an increase in minority shareholder input. There is no bills discounting this reporting Cash received relating to other 4,800,000.00 34,531,627.07 -86.10% period, and the company received the equity financing activities incentive funds from employees Cash payments for distribution Due to the distribution of dividends for of dividends, profits or interest 533,757,728.00 23,140,000.00 2206.65% common stock this period. expenses including:Cash payments for distribution of dividends, profits There is no distributing dividends to minority 0.00 23,140,000.00 -100.00% or interest expenses to minority shareholders during the current period. interest in Subsidiary Sub-total of cash outflows from Due to the distribution of dividends for 697,850,546.96 193,844,078.42 260.01% financing activities common stock this period. Net cash flows from financing Due to the distribution of dividends for -668,550,546.96 -158,512,451.35 -321.77% activities common stock this period. Effect of foreign exchange rate Due to the exchange earnings from the changes on cash and cash 13,698,259.12 -8,095,356.37 269.21% fluctuations in exchange rate equivalents Net increase in cash and cash -50,135,674.30 79,488,369.50 -163.07% Due to the distribution of dividends for 7 Quarterly Report ended 30 September 2018 equivalents common stock this period, and the reduction of expired financial products inflows Items 30 September 2018 31 December 2017 Flux(%) Notes due to the increase in sales during the Accounts receivable 223,988,506.26 128,531,167.00 74.27% current period Advances to suppliers 103,261,227.74 7,337,681.34 1307.27% Due to advance payment to Suppliers. Due to the increase in business reserve Other receivables 50,326,845.18 29,848,168.74 68.61% funds. Due to the mature of several financial Other current assets 211,373,728.42 368,656,744.17 -42.66% products at the end of the reporting period. Construction in progress 1,117,378.41 568,244.33 96.64% Due to the increase in construction projects. Due to the amortization cost of the marketing Long-term prepaid expenses 21,291,880.11 406,875.00 5133.03% fee. Due to the increase in sales resulted in an Advances from customers 279,844,114.18 181,961,910.25 53.79% increase in advance. Due to the paid the last year’s annual bonus Payroll payments 35,616,573.98 190,215,056.41 -81.28% during this period. Taxes Payable 38,863,458.21 148,228,320.54 -73.78% Due to the tax payment in this period. Because the company should book the Current portion of non-current liabilities according to the equity incentive 1,440,000.00 - 100.0% liabilities plan, the balance is the mature amount at the end of 2018. Due to the normal amortization of the Other non-current liabilities 3,028,571.41 5,274,285.70 -42.58% company's outstanding earnings during the current period. Due to the normal amortization of the Total non-current liabilities 3,792,033.92 6,095,807.25 -37.79% company's outstanding earnings during the current period. Because the company grant the treasury minus:treasury stock 8,211,947.03 64,941,904.13 -87.35% stock to employee this period. Due to the increased conversion differences Other comprehensive income -5,386,562.03 -3,111,719.59 -73.11% in Foreign currency from the fluctuations in exchange rate Due to the acquisition 51% shareholders of Minority interests 28,308,574.20 7,662,269.67 269.45% SharkNinja (China) in current period, resulting in an increase in minorities’ interest. (2) Analysis of the progress of important matters and their impact and Solutions (a) On February 14, 2018, the company received a letter from the majority shareholder, Shanghai Lihong Company, in which Shanghai Lihong Company will increase the company’s shares with its own and self-financed funds by means of centralized bidding transactions from the secondary market. The cumulative amount of the increased shares is not less than 8 Quarterly Report ended 30 September 2018 1% and no more than 2% of the company's total equity. For details, please refer to the report of 2018-008 and 2018-041 on Cninfo website. (b) In February 2018, the company signed the Investment Cooperation Framework Agreement with Shark Ninja (Hong Kong) Company Limited. The company intends to acquire 51% shareholders of Shark Ninja (China) Technology Co., Ltd, a subsidiary of Shark Ninja (Hong Kong) Company that located in mainland China. In April 2018, the 8th meeting of the 4th Board of Directors of the company examined and approved the "Proposal on the Acquisition of 51% Equity of Shark Ninja (China) Technology Co., Ltd and Related Transactions ", and agreed the company use its own capital of RMB12.495 million to complete the acquisition. In July 2018, the two parts signed the agreement on equity transfer. In August 2018, the company registered the change with the industry and Commerce Administration authorities. For details, please refer to the announcement of 2018-007, 2018-018 and 2018-043 on Cninfo website. Overview of important matters Date of disclosure website index for the report disclosure Shanghai Lihong Company Please refer to Announcement about increasing the company’s shareholders by controlling 22 February 2018 increased the company’s shareholders on Cninfo website. shares, which is the Please refer to Announcement about the progress of increasing the company’s 11 June 2018 controlling shareholders shareholders by controlling shareholders on Cninfo website. Please refer to Announcement about the signing of the Investment Cooperation Framework 9 February 2018 Agreement on Cninfo website. The company acquire 51% Please refer to Acquisition of 51% Equity of Shark Ninja (China) Technology Co., Ltd and shareholders of Shark Ninja 21 April 2018 Related Transactions on Cninfo website. (China) Technology Co., Ltd Please refer to the progress of the acquisition of 51% equity of Shark Ninja (China) 11 July 2018 Technology Co., Ltd on Cninfo website. (3) Commitments made by the actual controller, shareholders, related parties, purchasers and other relevant parties that have not been fulfilled the correspondent promise within the reporting period There is no such cases during the reporting period. (4) Forecast operating performance in 2018 Projected business performance in 2018:The net profit attributable to shareholders of listed companies is positive and does not belong to the situation of turning losses into profits. Net profit margin attributable to shareholders of the company in 2018 -20.00% To 20.00% Net profit fluctuation attributable to shareholders of the company in 55,113.50 To 82,670.24 2018 (RMB Ten thousand Yuan) Net profit attributable to shareholders of the company in 2017 (RMB 68,891.87 Ten thousand Yuan) Against the backdrop of rising production costs and fierce competition in the industry, the company will continue to adhere to the "value marketing" Reasons for fluctuation in performance and innovate to introduce the new products with more "high value, high quality, high face value", while insist on brand promotion and channel construction, and devote itself to enhance brand value and profitability. 9 Quarterly Report ended 30 September 2018 (5) Financial assets measured at fair value □ available √ not available (6) Illegal external guarantee None (7) The Non-operating funds occupation of the controlling shareholders and its related parties None (8) Trust Investment None. (9) Registration forms for research, communication and interviews during the reporting period. Date Reception method Reception Object Type Basic information index Please refer to the company’s activity record for investor relationships 24 August 2018 On site institution on 24 August 2018 on Cninfo website. 18 September 2018 On site institution Please refer to the company’s activity record for investor relationships 19 September 2018 On site institution on 18 and 19 September 2018 on Cninfo website. 10