丽珠医药集团股份有限公司 2013 年第一季度报告全文
Livzon Pharmaceutical Group Inc.
2013 First Quarterly Report
Announcement No.: 2013-20
April 2013
丽珠医药集团股份有限公司 2013 年第一季度报告全文
Section I Important Notice
The Board of Directors (BOD), Board of Supervisors (BOS), directors, supervisors and senior executives
hereby guarantee that the data in this quarterly report contain no false representation, misleading
statements and serious omissions, and shall be severally and jointly liable for the contents.
Mr. Zhu Baoguo, Chairman of the company, Mr. An Ning, the principal in charge of accounting, and Ms.
Si Yanxia, the principal of the Accounting Department hereby declare: We guarantee the authenticity and
completeness of the financial statements in this quarterly report.
All directors were personally present in the meeting of Board of Director examining this quarterly report.
This report is made both in Chinese and English; in case there is any contraction between the Chinese
and English versions, the Chinese version shall prevail.
丽珠医药集团股份有限公司 2013 年第一季度报告全文
Section II Main Financial Data and shareholder changes
I. Main financial data
Whether there are retrospective adjustments or descriptions of financial data in previous years in this report period.
□ Yes √ No
Increase or
decrease
January to March January to March
compared with
2013 2012
same period of
previous year (%)
Total profit(RMB Yuan) 1,055,640,495.32 892,862,698.79 18.23%
Net profit attributable to the shareholders of listed
146,739,417.67 117,291,231.12 25.11%
companies (RMB Yuan)
Net profit attributable to the shareholders of listed
companies after deduction of non-recurring profit and 138,769,476.59 109,667,397.10 26.54%
loss(RMB Yuan)
Net cash flows from operating activities (RMB Yuan) 48,651,126.55 133,979,956.38 -63.69%
Basic profit per share (RMB Yuan per share) 0.50 0.40 25.00%
Diluted profit per share (RMB Yuan per share) 0.50 0.40 25.00%
Up 0.72 percenta
Weighted average yield rate of net assets (%) 4.76% 4.04%
ge points
Increase or
decrease
March 31, 2013 March 31, 2012 compared with
end of previous
year (%)
Total assets (RMB Yuan) 5,959,089,293.50 5,633,753,961.14 5.77%
Net asset per share attributable to the shareholders of
3,154,805,304.99 3,008,015,808.63 4.88%
listed companies(RMB Yuan)
Non-recurring profit and loss items and amounts
√ Applicable □ Inapplicable
Unit: RMB Yuan
Amount from year
Non-recurring profit and loss items beginning to end of Note (if applicable)
report period
Profit and loss in disposal of non-current assets 4,747.38
Governmental allowance accrued to the current profit and loss, 6,082,200.68 All governmental
丽珠医药集团股份有限公司 2013 年第一季度报告全文
except those that are closely related to the normal operation allowances received by
businesses of company, comply with the national policies, and are the Company
continuously granted based on the certain standard quota or certain
quantity
Except the effective hedge business related to the normal operation
business of the company, the profit and loss in the changes of fair
values caused by the holding of tradable financial assets and tradable Returns from securitie
1,861,677.94
financial liabilities as well as the investment returns in disposal of s investment
tradable financial assets, tradable financial liabilities and saleable
financial assets
Other net non-operating income and payment except the above items 1,079,528.10
Subtotal 9,018,659.34
Minus: Effect of the minority of shareholders’ equities 955.97
Effect of income tax 1,049,674.23
Total 7,969,941.08 -
II. Total quantity of shareholders and shareholding particulars of top ten
shareholders at the end of report period
Unit: share
Total quantity of shareholders at the end of
17,543(including 6,045 B-share holders)
report period
Shares held by top ten shareholders
Total quantity Shares for
Shareholdi Total
Shareholder of shares with the
Shareholder name (full name) ng shareholding
nature trading mortgage or
percentage quantity
restriction freezing
Domestic
Joincare Pharmaceutical Group
non-state-owne 26.21% 77,510,167 0
Industry Co., Ltd
d legal person
Foreign legal
Tiancheng Industry Co., Ltd 17.13% 50,660,052 50,660,052
person
Foreign legal
First Shanghai Securities Co., Ltd 3.66% 10,838,198 10,106,560
person
Foreign legal
GAOLING FUND,L.P. 3.64% 10,767,777 10,767,777
person
Bank of China – Harvest Study Fine
Stock-type Securities Investment Others 2.47% 7,312,201 0
Fund
Industrial and Commercial Bank of
China- Harvest Strategic Growth Others 2.39% 7,071,617 0
Mixed Securities Investment Fund
Agricultural Bank of China – Penghua
power growth mixed securities Others 2.33% 6,900,000 0
investment funds
Industrial and Commercial Bank of Others 2.10% 6,219,462 0
丽珠医药集团股份有限公司 2013 年第一季度报告全文
China- E-fund Value Growth Mix
Securities Investment Fund
Guangzhou Begol Trading State-owned Mortgaged
2.05% 6,059,428 6,059,428
Corporation legal person and frozen
Domestic
Shenzhen Haibin Pharmaceutical Co.,
non-state-owne 1.99% 5,892,943 0
Ltd
d legal person
Shareholding particulars of top ten shareholders without trading restriction
Quantity of
Shareholder name shares without Share type Quantity
trading restriction
RMB common
Joincare Pharmaceutical Group Industry Co., Ltd 77,510,167 77,510,167
share
Bank of China – Harvest Study Fine Stock-type Securities RMB common
7,312,201 7,312,201
Investment Fund share
Industrial and Commercial Bank of China- Harvest Strategic RMB common
7,071,617 7,071,617
Growth Mixed Securities Investment Fund share
Agricultural Bank of China – Penghua power growth mixed RMB common
6,900,000 6,900,000
securities investment funds share
Industrial and Commercial Bank of China- E-fund Value Growth RMB common
6,219,462 6,219,462
Mix Securities Investment Fund share
RMB common
Shenzhen Haibin Pharmaceutical Co., Ltd 5,892,943 5,892,943
share
Agricultural Bank of China- Greatwall Anxin Return Mixed RMB common
5,500,000 5,500,000
Securities Investment Fund share
Agricultural Bank of China- Invesco Greatwall Domestic Needs RMB common
5,047,614 5,047,614
Growth No. 2 Stock-type Securities Investment Fund share
Bank of Communications – Greatwall Jiufu Core Growth RMB common
3,950,000 3,950,000
Stock-type Securities Investment Fund（LOF） share
Agricultural Bank of China- Invesco Greatwall Domestic Needs RMB common
3,390,237 3,390,237
Growth Open Securities Investment Fund share
①On January 2, 2004, Joincare Pharmaceutical Group Industry Co., Ltd (hereinafter called as “Joincare”)
and Guangzhou Begol Trading Corporation (hereinafter called as “Begol”) signed the Agreement on Equity
Transfer and Custody and the Agreement on Equity Mortgage, in which Guangzhou Begol Trading
Corporation directly transferred, custodized and mortgaged 6,059,428 domestic legal person shares of our
company to Joincare;②Tiancheng Industry Co., Ltd and Shenzhen Haibin Pharmaceutical Co., Ltd are the
Descripti
subcompanies directly or indirectly held 100% by Joincare;③Industrial and Commercial Bank of China-
on of
Harvest Strategic Growth Mixed Securities Investment Fund and Bank of China – Harvest Study Fine
concerted
Stock-type Securities Investment Fund belong to Harvest Fund Management Co., Ltd. ④Agricultural Bank of
action of
China- Greatwall Anxin Return Mixed Securities Investment Fund and Bank of Communications – Greatwall
above
Jiufu Core Growth Stock-type Securities Investment Fund (LOF) belongs to Greatwall Fund Management
sharehold
Co., Ltd; ⑤ Agricultural Bank of China- Invesco Greatwall Domestic Needs Growth No. 2 Stock-type
ers:
Securities Investment Fund and Agricultural Bank of China- Invesco Greatwall Domestic Needs Growth
Open Securities Investment Fund belongs to Invesco Great Wall Fund Management Company Limited; ⑥
The Company does not know whether there are any relations between the above shareholders or whether
they belong to the persons acting in concert stated in the Management Measures about Takeover of Listed
Companies.
Note: In accordance with the commitments separately made by Tiancheng Industry Co., Ltd, GAOLING FUND,L.P. and
SUNRISE PALACE LIMITED (First Shanghai Securities Co., Ltd holds 10,106,560 B-shares of the company on
behalf of it) at the time of implementing the transfer from B share to H share, by the end of this report period,
the shares has the trading restriction.
丽珠医药集团股份有限公司 2013 年第一季度报告全文
Section III Major Events
I. Particulars and reasons for key changes of main accounting statement items and
financial indexes during the report period
√ Applicable □ Inapplicable
1. Huge changes of balance sheet items and reasons
Item Amount at the
Amount at the
beginning of Increase or
end of period Reasons for changes
period (RMB decrease
(RMB Yuan)
Yuan)
Tradable financial 13,881,715.22 59,319,616.94 -76.60% During the report period, the company sold
assets the stocks.
363,355,912.72 207,180,789.68 75.38% The advance payment of equipment
Advance payment increases.
Rewards paid to The company pays the double salaries and
52,035,765.80 74,462,512.02 -30.12%
the staffs performance rewards to staffs.
Interests payable 14,493,409.73 10,454,004.86 38.64% The withdrawn loan interests increase.
150,700,000.00 700,000.00 21428.57% During the report period, the bank loans
Long-term loans increase by RMB 150 million Yuan.
2. Huge changes of profit statement items and reasons for such changes
Item Amount in this Amount in Change Reasons for changes
period (RMB previous rate
Yuan) period (RMB
Yuan)
During the report period, the company reduced
Loss of asset
3,185,704.22 5,836,757.42 -45.42% the bad debt reserve and depreciation loss of
depreciation
inventory.
Profits from the
changes of fair 1,006,067.22 4,971,946.09 -79.77% During the report period, the company reduced
values the securities investment.
During the report period, the company sold the
Investment returns 2,162,744.23 347,088.76 523.11%
tradable financial assets.
Non-operating During the report period, the governmental
7,291,019.38 2,612,890.25 179.04%
income allowance incomes increased.
丽珠医药集团股份有限公司 2013 年第一季度报告全文
3. Huge changes of cash flow sheet items and reasons
Item Amount in this Amount in Change Reasons for changes
period (RMB previous period rate
Yuan) (RMB Yuan)
The salaries (including the performance
Cash paid to and on
86,826,827.95 33.80% rewards of company) paid to staffs
behalf of employees 116,178,068.57
increased.
After the decrease of securities
Cash received from investments, the dividend incomes
343,750.00 1,116,870.13 -69.22%
investment returns received by company decreased
correspondingly.
The circulation cycle of accounts
Net cash flow from
48,651,126.55 -63.69% receivable increased and the settlement
operating activities 133,979,956.38
mode of incomes changed.
During the report period, the bank loans
Cash from loans 207,224,195.44 24,405,000.00 749.11%
increased by RMB 150 million Yuan.
During the same period of previous year,
Repayments of loans 96,454,960.94 224,405,000.00 -57.02% the company paid the short-term
financing bonds of RMB 200 million Yuan
In the past year, the reagent company
Cash paid for distribution paid the dividends to the minority of
of dividends, profits and 6,349,152.63 21,688,903.53 -70.73% shareholders in the profit distribution,
repayment of interests and the group paid the interests of
short-term financing bonds.
Effect of foreign
exchange fluctuation on
-97,877.24 343,127.13 -128.53% The RMB appreciation increased hugely.
cash and cash
equivalents
II. Development and effect of important matters and analysis of resolution plans
Disclosure Searching index of temporary reports in the
Summary of important matters
date disclosure website
On January 30, 2013, the 14th meeting Disclosure document: Announcement about resolutions
of seventh Board of Directors examined passed in the 2013 first temporary shareholders’ meeting
and agreed that, the company proposed to of of Livzon Pharmaceutical Group Inc.(announcement
change the listing place of No.: 2013-06), and Listing Location Change and Listing
domestically-listed shares for foreign January 31, & Trading Plan of Domestically Listed Shares for Foreign
investors (B shares) and list and trade in 2013 Investors of Livzon Pharmaceutical Group Inc. by way of
the main board of Hongkong Stock Introduction on the Main Board of the Hongkong Stock
Exchange Limited in the mode of Exchange Limited; The website publishing the
introduction. announcement: Juchao
Website(http://www.cninfo.com.cn/)
Remarks: all above matters have been examined and passed by relevant shareholders’ meetings of company. By the end
of report period, the matters have not been completed. The company will, based on the development of matters and in
accordance with relevant requirements, timely perform the disclosure obligations and the investors should pay attention
to them.
丽珠医药集团股份有限公司 2013 年第一季度报告全文
III. Commitments that are made by the company or shareholders holding over 5% of
total shares during the report period or continued to the report period
√Applicable □Inapplicable
Commitm Commitm Performa
Commitments Principal Commitment content
ent date ent period nce
Commitments about
/
share reform
Commitments in the
purchase report or
/
equity change
reports
Commitments at the
time of asset /
restructuring
Commitments at the
time of first public /
issuing or refinancing
The controlling shareholder Joincare made the
following commitments while handling the restriction
release of shares with trading restriction:
1. When Joincare transfers its tradable shares of
Livzon Group whose trading restriction has been
released, it will strictly comply with the relevant
regulations of the Guiding Opinions on the Listed
Joincare Perform
Companies’ Transfer of Original Shares Released from
Pharma based
Trading Restrictions ([2008] No. 15 announcement) Decembe
ceutical Long-ter on
issued by China Securities Regulatory Commission. r 17,
Group m actual
(2) Joincare plans to reduce its tradable shares of 2008
Other commitments to Industry situatio
Livzon Group whose trading restriction has been
medium and small Co., Ltd n
released through the competing price trading system in
shareholders of
the stock exchange in the future and the reduced
company
quantity of shares amounts to over 5% within 6 months
from the first reduction, then Joincare will disclose the
reminder announcement about the selling affairs via
Livzon Group in 2 trading days before the first
reduction.
From January 9, 2012 to January 8, 2013, Tiancheng
Tianche Industry Co., Ltd, the wholly-funded subcompany of
Being
ng controlling shareholder Joincare, increased the January
6 months performe
Industry tradable B-shares of Livzon Group by the mode of 8, 2013
d
Co., Ltd central price competition through the competing price
trading system in Shenzhen Stock Exchange. After the
丽珠医药集团股份有限公司 2013 年第一季度报告全文
implementation, Tiancheng Industry Co., Ltd made the
following commitment: after this increase, the locking
period of increased shares is 6 months from the
completion date of such increase.
While planing to implement the B-to-H project of the
Company, Tiancheng Industry Co., Ltd signed the
following letter of commitment: in the condition that the To the
third-party arranged by Livzon Group provides the cash date
option to the Company in terms of the B-to-H matters, when the
regarding 50,660,052 B shares of Livzon Group held by B-to-H
Tianche the Company, the Company agreed to waive the program
Being
ng exercise of such cash option, and agreed to continue to January of
performe
Industry hold and retain such shares until the shares are 25, 2013 company
d
Co., Ltd changed to H Shares in accordance with this program is
and listed on the Main Board of Hongkong Stock completel
Exchange and traded, and from the date of signing of y
the letter of commitment to the date of completion of implemen
the implementation of this program, the Company will ted.
not purchase or sell the shares of Livzon Group
(including A shares and B shares).
Whether the
commitments are Yes
timely performed
Actual reasons for
failure to perform them Inapplicable
and next plans
Whether any
commitments have
been made regarding
the industry None
competition and
associated transaction
problems
Solution period of
Inapplicable
commitments
Solution mode Inapplicable
Performance of
Inapplicable
commitments
IV. Forecast of operation performances for January to June 2013
Warning and reasons of forecasting that the accumulative net profit from year beginning to end of next report period may
be the loss or change hugely compared with same period of previous year.
丽珠医药集团股份有限公司 2013 年第一季度报告全文
□Applicable √Inapplicable
V. Securities investment
√ Applicable □ Inapplicable
Initial Percentag Profit and
Holding
Holding e in total Accounti
Secu Securi Securities investment quantity at Book value loss during
quantity at securities ng Share
the at the end of
rities ties abbreviatio amount the end of investment the report
beginning period (RMB calculatio source
Type Code n (RMB period at the end period
of period Yuan)
(Share) of period n subject
Yuan) (Share) (RMB Yuan)
(%)
Tradable Purchase
Stoc Kunlun 4,326,582.2 13,324,905.0
00135 1,500,000 1,000,000 95.99% financial from the
k Energy 4 0 258,947.20
assets market
Tradable Purchase
20600 Penghua
Fund 619,573 619,573 556,810.22 4.01% 17,286.09 financial from the
1 Fund 150,000.00
assets market
Other securities
investment at the end of - - - - - - - -
this period
Sold Securities 1,585,444.6
investment during the - - - - - -
5
report period
4,476,582.2 13,881,715.2 1,861,677.9
Total 2,119,573 1,619,573 100% - -
4 2 4
Remarks: for the securities investment and the investments in H-share market, the relevant amount has been converted
to RMB for calculation at the exchange rate at the end of report period; the profit and loss during the report period means
the effect of this investment on the consolidated net profit of company during the report period.
Shareholding particulars of other listed companies
Unit: RMB Yuan
Securi Secur Initial Percentage Book value at
ties ities investment of total the end of this Profit and Change of Accountin
code abbre capital shares of period loss during owners’ equity g Sour
viatio this the report during the calculatio ce
n Company period report period n subject
Bank Shar
of Saleable e
60132
Com 0.0025% 7,150,670.19 - -349,183.47 financial parti
8 2,450,179.00
munic assets cipat
ations ion
丽珠医药集团股份有限公司 2013 年第一季度报告全文
Huad
Shar
ong
Saleable e
00096 Medic
39,851.86 0.0211% 3,915,062.84 - 802,056.84 financial parti
3 ine
assets cipat
Co.,
ion
Ltd
Total 11,065,733.03 452,873.37 - -
2,490,030.86
Purchasing or selling particulars of the shares of other listed companies during the report period
Holding
quantity at Purchasing Selling quantity Holding Capitals used Capitals
for received from Investment
Securities the quantity of of shares quantity at
purchasing selling the returns(RMB
name beginning shares during during the the end of the shares shares (RMB Yuan)
of period the report report period period (RMB Yuan) Yuan)
(Share) period (share) (share) (Share)
Rainbow
group 5,016,000 - 5,016,000 - - 1,816,320.57 -3,964,521.05
Kunlun
Energy 1,500,000 - 500,000 1,000,000 - 6,879,923.83 4,726,211.17
China
National
Offshore Oil
Corporation 560,000 - 560,000 - - 7,345,028.24 4,708,361.49
Baili
International 428,000 428,000 - - 5,999,102.80 3,842,299.57
Phoenix -10,650,691.4
Island 2,570,317 - 2,570,317 - - 8,624,042.92 5
Shenzhen
International 17,000,000 - 17,000,000 - - 11,828,557.74 2,518,730.78
Sinotrans
Shipping 260,500 - 260,500 - - 447,629.29 -1,293,197.73
China Railway
Engineering
Group Co. 314,000 - 314,000 - - 1,235,527.03 -245,433.99
China Railway
Construction
Corporation 114,000 - 114,000 - - 861,358.85 -133,925.85
Total 27,762,817 - 26,762,817 1,000,000 - 45,037,491.27 -492,167.06
丽珠医药集团股份有限公司 2013 年第一季度报告全文
VI. Derivative investment
□Applicable √Inapplicable
VII. Activities that the Company receives the investigation, communication and
interview, etc
Reception date Reception Reception Objects
Object type Discussion topics and provided materials
place mode
Inquire about the suspension matters; the
Telephone company described the planning of major
Headquarter Individual
January 7, 2013 communic Individuals events, and the trading will be timely resumed
s investors
ation when the result comes out; no any document
materials are provided.
Inquire about the details of B-to-H program of the
Telephone
Headquarter Individual company; the company answered based on the
February 1, 2013 communic Individuals
s investors announcement contents; no any document
ation
materials are provided.
Inquire about the operating status and B-to-H
Telephone
Headquarter Individual development of the company, and the company
March 4, 2013 communic Individuals
s investors answered based on the actual situation; no any
ation
document materials are provided.
丽珠医药集团股份有限公司 2013 年第一季度报告全文
Section IV Financial Statements
I. Financial statements
1. Balance sheet
Prepared by: Livzon Pharmaceutical Group Inc. 2013-3-31 Unit: RMB Yuan
Legal person representative: Zhu Baoguo Principal of the Financial Department: An Ning Principal of the
Accounting Department: Si Yanxia
丽珠医药集团股份有限公司 2013 年第一季度报告全文
2、 Balance sheet (continued)
Prepared by: Livzon Pharmaceutical Group Inc. 2013-3-31 Unit: RMB Yuan
Legal person representative: Zhu Baoguo Principal of the Financial Department: An Ning
Principal of the Accounting Department: Si Yanxia
丽珠医药集团股份有限公司 2013 年第一季度报告全文
3、 Profit Statement
Prepared by: Livzon Pharmaceutical Group Inc. January to March 2013 Unit: RMB Yuan
Legal person representative: Zhu Baoguo Principal of the Financial Department: An Ning
Principal of the Accounting Department: Si Yanxia
丽珠医药集团股份有限公司 2013 年第一季度报告全文
4、Cash flow statement
Prepared by: Livzon Pharmaceutical Group Inc. 2013-3-31 Unit: RMB Yuan
Legal person representative: Zhu Baoguo Principal of the Financial Department: An Ning Principal of the
Accounting Department: Si Yanxia
丽珠医药集团股份有限公司 2013 年第一季度报告全文
II. Auditing Report
Whether the first quarterly report has been audited
□Applicable √Inapplicable
Livzon Pharmaceutical Group Inc.
Chairman: Zhu Baoguo
April 19, 2013