The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. Announcement No.: 2013-54 October 2013 1 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. Section I Important Notice The Board of Directors (BOD), Board of Supervisors (BOS), directors, supervisors, and senior executives hereby guarantee that the data in the present report contain no false representation, misleading statements and serious omissions, and shall be severally and jointly liable for the authenticity, accuracy and completeness of the content. All directors attended the shareholders’ meeting examining this quarterly report. Mr. Zhu Baoguo, principal 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, accuracy and completeness of the Financial Report in this quarterly report. This third quarterlyl report is issued in Chinese and English versions. In case that there is any ambiguity in the interpretation of two versions, the Chinese version will prevail. 2 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. Section II Financial highlights and Shareholder Changes I. Financial highlights Are there any retrospective adjustments or restatement of accounting data for previous reporting years due to the changes of accounting policies? □ Yes √ No Increase or decrease End of this report period End of previous year compared with end of previous year (%) Total assets (RMB Yuan) 6,508,786,889.25 5,633,753,961.14 15.53% Net asset attributable to the shareholders of listed company 3,237,077,032.09 3,008,015,808.63 7.62% (RMB Yuan) Increase or decrease Increase or compared with same Year beginning to decrease compared This report period period of previous end of report period with same period of year (%) previous year (%) Total operating income(RMB Yuan) 1,071,097,691.06 4.60% 3,233,359,513.46 11.15% Net profit attributable to shareholders of listed 119,424,573.63 3.91% 378,734,988.27 10.22% company(RMB Yuan) Net profit attributable to shareholders of listed company 113,996,740.15 2.77% 362,377,911.49 10.28% after deduction of non-recurring profit and loss (RMB Yuan) Net cash flows from operating -- -- 352,630,802.56 -33.37% activities (RMB Yuan) Basic profit per share (RMB 0.40 2.56% 1.28 10.34% Yuan/share) Diluted profit per share (RMB 0.40 2.56% 1.28 10.34% Yuan/share) Weighed yield rate of net asset Down0.17 Up 0.10 percentage 3.76% 12.03% (%) percentage points points The items and amounts of non-recurring profit and loss √ Applicable □ Not applicable. Unit: (RMB) Yuan Item Amount from the year Note 3 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. beginning to end of report period Profit and loss in disposal of non-current assets (including the -333,171.11 written-off part of already withdrawn depreciation reserves) Governmental allowance accrued to the current profit and loss, except those that are closely related to the normal operation businesses of company, and are continuously granted based on 28,172,403.96 the certain standard quota or certain quantity in accordance with the uniform national standards Except the effective hedge business related to the normal operation business of the company, the profit and loss in the Profit and loss from the changes of fair values caused by the holding of tradable financial changes of fair values -1,788,681.11 assets and tradable financial liabilities as well as the investment caused by the tradable returns in disposal of tradable financial assets, tradable financial financial assets. liabilities and saleable financial assets Other net non-operating income and payment except the above 1,050,343.30 items Minus: effect of income tax 5,621,453.27 Effect of the minority of shareholders’ equities (after the taxation) 5,122,364.99 Total 16,357,076.78 -- For the non-recurring profit and loss items that the company has defined in accordance the No. 1 Explanatory Announcement about Information Disclosure of Companies Making Public Offering of Securities – Non-recurring Profit and Loss as well as the non-recurring profit and loss items listed by the No. 1 Explanatory Announcement about Information Disclosure of Companies Making Public Offering of Securities – Non-recurring Profit and Loss that are defined as the recurring profit and loss items by, please specify the reasons: □ Applicable √ Not applicable. II. Table about total quantity of all shareholders and shareholding particulars of top ten shareholders at the end of report period Unit: share Total quantity of shareholders at The shareholder quantity amounted to 17,940 (including 6,038 B-share holders) the end of report period Shares held by top ten shareholders Quantity of Shares for the Shareholding Shareholder Quantity of shares with mortgage or freezing Shareholder name percentage nature shares trading Share (%) Quantity restriction status Joincare Pharmaceutical Group Domestic 26.21% 77,510,167 Industry Co., Ltd non-state-owned 4 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. legal person TOP SINO INDUSTRIES Foreign legal 17.13% 50,660,052 50,660,052 LIMITED SHENZHEN A/C person Foreign legal GAOLING FUND,L.P. 3.64% 10,767,777 10,767,777 person First Shanghai Securities Co., Foreign legal 3.53% 10,444,157 10,106,560 Ltd person Industrial and Commercial Bank of China- Bosera Finely-selected Others 2.96% 8,748,287 Stock Securities Investment Fund Mortgage Guangzhou Begol Trading State-owned 2.05% 6,059,428 6,059,428 and 6,059,428 Corporation legal person freezing Domestic Shenzhen Haibin non-state-owned 1.99% 5,892,943 Pharmaceutical Co., Ltd legal person Agricultural Bank of China- Greatwall Anxin Return Mixed Others 1.86% 5,500,000 Securities Investment Fund Bank of Communications - Bosera New Growth Stock-type Others 1.85% 5,464,326 Securities Investment Fund Industrial and Commercial Bank of China- E-fund Value Growth Others 1.83% 5,400,000 Mix Securities Investment Fund Shareholding particulars of top ten shareholders without trading restriction Quantity of shares without Share type Shareholder name trading restriction Share type Quantity RMB common Joincare Pharmaceutical Group Industry Co., Ltd 77,510,167 77,510,167 share Industrial and Commercial Bank of China- Bosera RMB common 8,748,287 8,748,287 Finely-selected Stock 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 RMB common 5,500,000 5,500,000 Mixed Securities Investment Fund share Bank of Communications - Bosera New Growth RMB common 5,464,326 5,464,326 Stock-type Securities Investment Fund share Industrial and Commercial Bank of China- E-fund 5,400,000 RMB common 5,400,000 5 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. Value Growth Mix Securities Investment Fund share Agricultural Bank of China – Penghua power growth RMB common 3,800,000 3,800,000 mixed securities investment funds share Industrial and Commercial Bank of China- Harvest RMB common 3,796,891 3,796,891 Strategic Growth Mixed Securities Investment Fund share RMB common Columbia University 3,317,433 3,317,433 share China Construction Bank – Greatwall Consumption RMB common 2,878,296 2,878,296 Value-added Stock-type Securities Investment Fund share ①On January 2, 2004, Joincare Pharmaceutical Group Industry Co., Ltd (hereinafter called as the “Joincare”), Guangzhou Begol Trading Corporation (hereinafter called as the “Begol”) and Zhuhai Lishi Investment Co., Ltd signed the Agreement on Equity Transfer, Custody and Mortgage. Joincare and Guangzhou Begol Trading Corporation 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; ② the above TOP SINO INDUSTRIES LIMITED SHENZHEN A/C and Shenzhen Haibin Pharmaceutical Co., Ltd are the subcompanies directly or indirectly held 100% by Joincare; ③ the managers of Industrial Description of relationship or concerted action and Commercial Bank of China- Bosera Finely-selected Stock between above shareholders: Securities Investment Fund and Bank of Communications - Bosera New Growth Stock-type Securities Investment Fund are Greatwall Fund Management Co., Ltd; ④the managers of Agricultural Bank of China- Greatwall Anxin Return Mixed Securities Investment Fund and China Construction Bank – Greatwall Consumption Value-added Stock-type Securities Investment Fund are Harvest Fund Management Co., Ltd; except the above information, the Company does not know whether there are other relations between the top ten shareholders, or between top ten tradable shareholders without trading restriction, or top ten tradable shareholders without trading restriction and top ten shareholders or whether they belong to the persons acting in concert stated in the Management Measures about Takeover of Listed Companies. Note: TOP SINO INDUSTRIES LIMITED SHENZHEN A/C is the English name of Tiancheng Industry Co., Ltd. Have the company shareholders reached an agreement about repurchase transaction during the report period? □ Yes √ No 6 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. Section III Major Events I. Great changes and reasons of main financial statement items and financial indexes of the Company Unit: (RMB) Yuan Increase Items in the Balance September 30, December 31, or Reasons for changes Sheet 2013 2012 decrease (%) Tradable financial The main cause is the sales of part of 9,164,160.31 59,319,616.94 -84.55% assets tradable financial assets. The main cause is the increase of Notes receivable 181,942,920.98 112,482,782.18 61.75% settlement of sales volume by the bank acceptance bills. The main cause is the increase of investments in Ningxia Livzon Industry Engineering under 1,636,265,970.55 1,028,769,050.48 59.05% Park project and the relocation project construction of new factory of Livzon Pharmaceutical Factory. The main cause is the increase of Notes payable 372,798,618.20 283,581,118.89 31.46% settlement with suppliers by the notes The main cause is the increase of Deposit receivable 55,414,624.94 37,950,040.42 46.02% sales volume received in advance. The main cause is the repayment of Other current liabilities - 400,000,000.00 -100.00% due short-term financing of RMB 400 million Yuan. The main cause is the increase of long-term financing in order to meet Long-term loan 149,900,000.00 700,000.00 21314.29% the fund demands of project construction and technical improvement, etc. The main cause is the issuing of Bonds payable 400,000,000.00 - medium-term notes of RMB 400 million Yuan. Increase January to January to or Profit and loss items Reasons for changes September 2013 September 2012 decrease (%) Returns from the The main causes are the decrease of -3,528,802.13 4,800,246.93 -173.51% changes of fair values tradable financial assets as well as 7 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. the effect of changes of fair values of tradable financial assets at the end of report period. The main causes are the enhancement of performances of Investment returns 3,810,605.58 1,668,506.76 128.38% associated enterprises as well as the increase of investment returns calculated by the equity method. The main cause is the increase of Non-operating incomes 30,631,134.1000 15,945,423.03 92.10% governmental allowances accrued to the current profit and loss. Increase January to January to or Cash flow statements Reasons for changes September 2013 September 2012 decrease (%) Other cash received The main cause is the decrease of related to operating 129,964,431.85 193,038,701.95 -32.67% governmental allowance incomes activities received in this year. The main cause is the increase of cash Cash received from 46,725,339.60 1,979,144.92 2260.89% received from the sales of part of disposal of investments tradable financial assets. Net cash received from The main cause is the decrease of disposal of fixed assets, 153,808.00 315,123.60 -51.19% cash received from disposal of assets intangible assets and in this year. other long-term assets The main cause is the cash received Other cash received from the banks in releasing the related to investment 3,860,000.00 - deposits for due letter of credit and activities bank acceptance bills. The main cause is that the group Cash paid to acquire purchased the equities in previous - 75,766,298.43 -100.00% investments year, but it has not made any purchase in this year. The main cause is the cash paid to the Other cash paid related 5,400,000.00 - banks as the deposits for letter of to investment activities credit and bank acceptance bills. The main cause is the increase of Cash received from 49,000,000.00 investments in Dankang Company by investors - Joincare. The main cause is the increase of Cash from loans 890,630,519.37 502,257,886.64 77.33% bank loans. Other cash received The main cause is that the group related to financing - 13,250,000.00 -100.00% received the released funds of HKD activities loans in previous year, but it has not 8 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. received any funds in this year. The main cause is the increase of Repayments of loans 992,072,044.60 620,250,531.16 59.95% repayment to bank loans. The main cause is that the group paid Other cash payments the formality fee for issuing of related to financing - 1,600,000.00 -100.00% securities in same period of previous activities year, but it has not paid any fees in this year. II. Analysis and particulars of major events, their effects and resolutions Description of major events Disclosure date Search index about disclosure website of temporary reports th On January 30, 2013, the 14 meeting of The disclosure document: Announcement about th th th the 7 Board of Directors examined and resolutions passed in the 14 meeting of the 7 Board of approved that, the company intends to Directors of Livzon Pharmaceutical Group Inc. change the listing place of domestically (No. :2013-06); Livzon Pharmaceutical Group Inc. January 31, listed foreign shares (B-shares) and list changes the listing place of domestically listed foreign 2013 and trade them in on the Main Board of shares (B-shares) and list and trade them in on the Main Hongkong Stock Exchange by the mode Board of Hongkong Stock Exchange by the mode of of introduction. introduction; disclosure website: Juchao website (http://www.cninfo.com.cn/) The development of above events is described as follows: 1.On February 20, 2013, the 2013 first temporary shareholders’ meeting of Livzon Pharmaceutical Group Inc. examined and passed relevant proposals including Livzon Pharmaceutical Group Inc. changes the listing place of domestically listed foreign shares (B-shares) and list and trade them in on the Main Board of Hongkong Stock Exchange by the mode of introduction; 2. On April 15, 2013, the company received the Acceptance Notice About Administrative Licensing Application to China Securities Regulatory Commission (130242) issued by China securities regulatory commission: 3. On June 3, 2013, the company submitted to the Hong Kong stock exchange the A1 (A1 Submission) - the company Livzon Pharmaceutical Group Inc. changes the listing place of domestically listed foreign shares (B-shares) and list and trade them on the Main Board of Hongkong Stock Exchange by the mode of introduction, and officially received the acceptance letter issued by Hong Kong stock exchange on June 6, 2013; 4. On September 29, 2013, the company received from China Securities Regulatory Commission the Reply about Approval of the Listing of Livzon Pharmaceutical Group Inc. on the Main Board of Hong Kong Stock Exchange (Zheng Jian Xu Ke [2013] No. 1248) regarding the application of the company Livzon Pharmaceutical Group Inc. changing the listing place of domestically listed foreign shares (B-shares) and listing and trading them on the Main Board of Hongkong Stock Exchange by the mode of introduction, and the reply approved that the company transferred the existing 111,993,354 domestically listed foreign shares to the overseas listed foreign shares and be traded on the main board of Hong Kong Stock Exchange; The affair that the domestically listed foreign shares of the company will be listed and traded on the Main Board of Hongkong Stock Exchange by the mode of introduction needs a hearing held by the listing committee of Hong Kong Stock 9 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. Exchange, and the question about whether the final approval can be given by Hongkong Stock Exchange is still uncertain. III. Commitments that the company and shareholders holding over 5% of total shares have made that occurred in this period or that occurred in previous period but have extended to this report period 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 Companies’ Transfer of Joincare Perform Original Shares Released from Trading Restrictions Pharma based ([2008] No. 15 announcement) issued by China Decembe Other commitments to ceutical Long-ter on Securities Regulatory Commission. r 17, medium and small Group m actual (2) Joincare plans to reduce its tradable shares of 2008 shareholders of Industry situatio Livzon Group whose trading restriction has been company Co., Ltd n released through the competing price trading system in the stock exchange in the future and the reduced 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. Tianche From January 9, 2012 to January 8, 2013, Tiancheng January The 6 months ng Industry Co., Ltd., a wholly owned subsidiary of the 8, 2013 performa 10 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. Industry controlling shareholder of company Joincare, increase nce is Co., Ltd the quantity of B shares through the centralized complete competition mode in Shenzhen Stock Exchange trading d. system, and made the following commitments after the completion of implementation: after the completion of this share increase, the lock-up period of share-holding is 6 months from the completion date of the share increase. While planning to perform the transfer project from B-shares to H-shares, Tiancheng Industry Co., Ltd signed a following letter of commitment: in the Until the conditions that the third party arranged by Livzon Group impleme provides the Company with a cash option about the ntation transfer from B-shares to H-shares, with respect to the plan 50,660,052 B shares of Livzon Group that the about Tianche During Company currently holds, the Company agreed to transfer ng January the waive the exercise of such cash option, and agreed to from Industry 25, 2013 performa continue to hold and retain these shares to the date B-share Co., Ltd nce when they are changed to H Shares in accordance with to this plan and are listed and traded n the Hongkong H-share Stock Exchange, and from the date of signing of the is letter of commitment to the completion of the complet implementation of this plan, the Company will not ed. purchase or sell the shares of Livzon Group (including A-shares and B-shares). Have the commitments been Yes duly performed? Reason for failure to perform them and next Inapplicable plans IV. Forecast about operation performance in 2013 Warning and relevant reasons for the forecast that the accumulative net profit from the beginning of 2013 to the end of next report period may suffer from any loss or have any great changes over the same period of previous year □ Applicable √ Not applicable. V. Securities Investments Sec Securiti Securities Initial Holding Sharehol Holding Sharehol Book Profit and Accountin Shar uriti es abbreviati investment quantity at ding quantity ding Values at loss during g e es Code on amount the percenta at the percenta the end the report calculatio sourc 11 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. Typ (RMB Yuan) beginning ge at the end of ge at the of period period n subject e e of period beginnin period end of (RMB (share) g of (share) period Yuan) period (%) (%) Purc hase Saleable Stoc Kunlun 1,000,00 8,594,71 -2,338,637. from 00135 4,267,542.24 1,000,000 financial k Energy 0 0.80 92 the assets mark et Purc hase Saleable Fun Penghua 569,449. from 206001 150,000.00 619,573 619,573 52,168.05 financial d Fund 51 the assets mark et 1,619,57 9,164,16 -2,286,469. Total 4,417,542.24 1,619,573 -- -- -- -- 3 0.31 87 Shareholding particulars of other listed companies √ Applicable □ Not applicable. Securitie Securities Initial Percentag Book value Profit Changes s code abbreviation investment e of total at the end of and of owners’ capital shares of this period loss equities Accountin this durin during the g Share Company g the report calculatio source repor period n subject t (RMB perio Yuan) d Bank of Saleable Share 2,450,179.0 349,183.4 601328 Communicatio 0.0025% 6,528,212.70 financial participatio 0 - 7 ns assets n Huadong Saleable Share 370,813.9 000963 Medicine Co., 0.0211% 4,019,440.10 financial participatio 39,851.86 - 5 Ltd assets n Total 2,490,030.8 10,547,652.8 719,997.4 6 0 - 2 12 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. VI. Investments in derivative products □ Applicable √ Not applicable. VII. List of Activities in which the Company receives the investigation, communication and interview, etc during the report period Reception date Reception Reception Objects Discussion topics and provided materials Type of objects place mode They inquired about the operation status of company and development details Telephone Individual about transfer from B-share to H-share, July 4, 2013 Company office communica Individual investor and the company answered them based tion on actual situation, and did not provide any written data. They inquired about the implementation Telephone details of 2012 annual profit distribution Individual July 23, 2013 Company office communica Individual plan, and the company answered them investor tion based on actual situation, and did not provide any written data. They inquired about the details about Telephone t2013 third temporary shareholders’ Individual August 12, 2013 Company office communica Individual meeting, and the company answered investor tion them based on actual situation, and did not provide any data. They inquired about the operation status of company in the first half of 2013 and Telephone Individual development details about transfer from August 29, 2013 Company office communica Individual investor B-share to H-share, and the company tion answered them in details, and did not provide any data. They inquired about the development Telephone details about transfer from B-share to September 17, Individual Company office communica Individual H-share, and the company answered 2013 investor tion them based on actual situation, and did not provide any written data. 13 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. Section IV Financial Statement I. Financial Statement 1. Consolidated Balance Sheet Prepared by: Livzon Pharmaceutical Group Inc. Unit: (RMB) Yuan Item Balance at the end of period Balance at the beginning of year Current assets: Currency capital 1,057,071,437.94 1,221,332,802.40 Tradable financial assets 9,164,160.31 59,319,616.94 Notes receivable 181,942,920.98 112,482,782.18 Accounts receivable 912,010,559.51 774,021,470.88 Advance money 231,393,588.27 207,180,789.68 Interests receivable Dividend receivable Other accounts receivable 65,909,288.04 53,040,257.13 Purchase of resold financial assets Inventory 640,081,664.36 546,497,999.53 Non-current assets due within one year Other current assets Total of current assets 3,097,573,619.41 2,973,875,718.74 Non-current assets: Issuing of entrusted loans and advance money Saleable financial assets 10,547,652.80 10,612,859.66 Investment held to the maturity date Long-term accounts receivable Long-term equity investment 123,031,687.95 120,961,203.38 Real estate for Investment Fixed assets 1,248,362,193.30 1,127,285,485.37 Engineering under construction 1,636,265,970.55 1,028,769,050.48 Engineering goods 2,008,814.04 1,623,576.06 Liquidation of fixed assets 14 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. Production biology assets Oil and gas assets Intangible assets 227,689,561.03 205,129,693.66 Development expenses 1,510,153.51 Goodwill 103,040,497.85 103,040,497.85 Long-term deferred and prepaid expenses 16,442,287.66 17,785,870.45 Assets with deferred income taxes 43,824,604.66 43,159,851.98 Other non-current assets Subtotal of non-current assets 3,411,213,269.84 2,659,878,242.40 Total of assets 6,508,786,889.25 5,633,753,961.14 Current liabilities: Short-term loans 681,931,195.20 536,169,502.91 Tradable financial liabilities Notes payable 372,798,618.20 283,581,118.89 Accounts payable 382,408,641.29 311,814,060.41 Deposit receivable 55,414,624.94 37,950,040.42 Payroll payable 66,858,460.22 74,462,512.02 Tax payable 81,943,917.83 96,658,310.36 Interests payable 11,280,270.92 10,454,004.86 Dividend payable 2,531,984.46 2,531,984.46 Other accounts payable 751,582,981.30 622,164,203.12 Non-current liabilities due within one year 400,000.00 400,000.00 Other current liabilities 400,000,000.00 Total of current liabilities 2,407,150,694.36 2,376,185,737.45 Non-current liabilities Long-term loan 149,900,000.00 700,000.00 Bonds payable 400,000,000.00 Long-term accounts payable Special accounts payable Anticipation liability Liabilities with the deferred income taxes 2,827,124.19 2,576,489.15 Other non-current liabilities 68,304,937.50 74,172,485.90 Subtotal of non-current liabilities 621,032,061.69 77,448,975.05 Total of liabilities 3,028,182,756.05 2,453,634,712.50 15 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. Owners' equity (or shareholders’ equities): Paid-up capital (or share capital) 295,721,852.00 295,721,852.00 Capital reserve 219,054,779.84 219,110,205.68 Minus: treasury share Special reserve Surplus reserve 490,319,036.90 490,319,036.90 General risk reserve Undistributed profit 2,254,222,904.85 2,023,348,842.58 Conversion margin in foreign currency statement -22,241,541.50 -20,484,128.53 Subtotal of equities attributable to the owners of 3,237,077,032.09 3,008,015,808.63 parent company Equities of the minority of shareholders 243,527,101.11 172,103,440.01 Subtotal of owners’ equities 3,480,604,133.20 3,180,119,248.64 Total of liabilities and owners’ equities 6,508,786,889.25 5,633,753,961.14 Legal representative:Zhu Baoguo Principal of the Financial Department: An Ning Principal of the Accounting Department: Si Yanxia 2. Balance Sheet of Parent Company Prepared by: Livzon Pharmaceutical Group Inc. Unit: (RMB) Yuan Item Balance at the end of period Balance at the beginning of year Current assets: Currency capital 932,965,251.61 1,140,415,395.77 Tradable financial assets Notes receivable 85,646,375.56 18,838,299.32 Accounts receivable 471,821,187.37 356,944,182.17 Advance money 19,974,228.94 11,947,252.36 Interests receivable Dividend receivable Other accounts receivable 839,216,867.58 672,875,015.59 Inventory 86,140,592.23 80,003,596.83 Non-current assets due within one year Other current assets Total of current assets 2,435,764,503.29 2,281,023,742.04 16 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. Non-current assets: Saleable financial assets 10,547,652.80 10,612,859.66 Investment held to the maturity date Long-term accounts receivable Long-term equity investment 1,711,460,502.16 1,660,096,199.25 Real estate for Investment Fixed assets 86,941,465.35 89,894,096.64 Engineering under construction Engineering goods Liquidation of fixed assets Production biology assets Oil and gas assets Intangible assets 31,617,790.19 33,297,100.50 Development expenses 1,289,662.78 Goodwill Long-term deferred and prepaid expenses Assets with deferred income taxes 14,142,053.92 13,899,260.85 Other non-current assets Subtotal of non-current assets 1,854,709,464.42 1,809,089,179.68 Total of assets 4,290,473,967.71 4,090,112,921.72 Current liabilities: Short-term loans 551,900,515.20 403,190,102.91 Tradable financial liabilities Notes payable 657,216,167.48 565,951,118.89 Accounts payable 183,064,968.25 117,634,591.39 Deposit receivable 10,347,671.77 7,154,698.64 Payroll payable 15,222,749.58 24,141,017.37 Tax payable 45,630,288.27 24,119,667.76 Interests payable 10,420,823.75 9,058,796.48 Dividend payable 20,174.46 20,174.46 Other accounts payable 962,211,687.24 1,042,693,215.88 Non-current liabilities due within one year Other current liabilities 400,000,000.00 Total of current liabilities 2,436,035,046.00 2,593,963,383.78 17 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. Non-current liabilities Long-term loan Bonds payable 400,000,000.00 Long-term accounts payable Special accounts payable Anticipation liability Liabilities with the deferred income taxes 1,208,643.31 1,218,424.33 Other non-current liabilities 6,360,398.37 9,311,879.60 Subtotal of non-current liabilities 407,569,041.68 10,530,303.93 Total of liabilities 2,843,604,087.68 2,604,493,687.71 Owners' equity (or shareholders’ equities): Paid-up capital (or share capital) 295,721,852.00 295,721,852.00 Capital reserve 339,063,718.66 339,119,144.50 Minus: treasury share Special reserve Surplus reserve 285,355,983.32 285,355,983.32 General risk reserve Undistributed profit 526,728,326.05 565,422,254.19 Conversion margin in foreign currency statement Subtotal of owners’ equities 1,446,869,880.03 1,485,619,234.01 Total of liabilities and owners’ equities 4,290,473,967.71 4,090,112,921.72 Legal representative:Zhu Baoguo Principal of the Financial Department: An Ning Principal of the Accounting Department: Si Yanxia 3. Consolidated Profit statement in this report period Prepared by: Livzon Pharmaceutical Group Inc. Unit: (RMB) Yuan Item Amount in this period Amount in previous period I. Total operating income 1,071,097,691.06 1,024,017,114.12 Including: operating income 1,071,097,691.06 1,024,017,114.12 II. Total operating cost 929,637,492.82 886,983,260.25 Including: operating cost 355,685,496.77 395,932,474.47 Operating tax and surtax 14,155,981.46 16,166,042.36 Sales expense 449,060,580.12 388,588,598.71 18 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. Management expense 107,486,496.42 82,212,107.88 Financial expense -151,931.11 -801,453.78 Loss from asset depreciation 3,400,869.16 4,885,490.61 Plus: returns from the changes of fair values (the -2,286,469.87 2,685,743.04 loss is listed beginning with “-”). Investment returns (the loss is listed beginning with 723,630.82 -62,961.81 “-”). Including: the investment returns from the 361,633.57 1,017,790.33 associated enterprises and joint enterprises III. Operating profit (the loss is listed beginning with 139,897,359.19 139,656,635.10 “-”) Plus : non-operating income 15,592,338.71 3,385,329.24 Minus: non-operating payments 279,134.37 1,688,605.08 Including: loss in the disposal of non-current assets 373,888.38 1,512,404.12 IV. Total profit (the loss is listed beginning with “-”) 155,210,563.53 141,353,359.26 Minus: income tax expense 26,230,987.29 23,044,579.35 V. Net profit (the loss is listed beginning with “-”) 128,979,576.24 118,308,779.91 Net profit attributable to the owners of parent 119,424,573.63 114,925,845.48 company Profit and loss of the minority of shareholders 9,555,002.61 3,382,934.43 VI. Profit per share: -- -- (I) Basic profit per share 0.40 0.39 (II) Diluted profit per share 0.40 0.39 VII. Other comprehensive gains 237,308.30 -1,523,140.49 VIII. Total of comprehensive gains 129,216,884.54 116,785,639.42 Total of comprehensive gains attributable to the 119,692,119.52 113,402,704.99 owners of parent company Total of comprehensive gains attributable to the 9,524,765.02 3,382,934.43 minority of shareholders Legal representative:Zhu Baoguo Principal of the Financial Department: An Ning Principal of the Accounting Department: Si Yanxia 4. Profit statement of parent company in this report period Prepared by: Livzon Pharmaceutical Group Inc. Unit: (RMB) Yuan 19 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. Item Amount in this period Amount in previous period I. Total operating income 561,701,330.18 471,436,667.27 Minus: operating cost 205,471,530.24 209,389,748.05 Operating tax and surtax 6,732,113.73 5,723,238.46 Sales expense 268,072,036.25 215,296,438.44 Management expense 30,848,679.82 29,788,566.10 Financial expense -2,301,228.42 887,374.45 Loss from asset depreciation 1,940,643.10 1,984,531.88 Investment returns (the loss is listed beginning with 488,331.94 -1,040,040.68 “-”). Including: the investment returns from the 123,966.58 43,028.21 associated enterprises and joint enterprises II. Operating profit (the loss is listed beginning with 51,425,887.40 7,326,729.21 “-”) Plus : non-operating income 808,779.29 709,580.12 Minus: non-operating payments 19,597.73 32,175.50 Including: loss in the disposal of non-current assets 2,175.50 III. Total profit (the loss is listed beginning with “-”) 52,215,068.96 8,004,133.83 Minus: income tax expense 5,141,282.60 333,474.97 IV. Net profit (the loss is listed beginning with “-”) 47,073,786.36 7,670,658.86 V. Profit per share: -- -- VI. Other comprehensive gains 611,997.82 -26,680.83 VII. Total of comprehensive gains 47,685,784.18 7,643,978.03 Legal representative:Zhu Baoguo Principal of the Financial Department: An Ning Principal of the Accounting Department: Si Yanxia 5. Consolidated Profit Statement from year beginning to the end of report period Prepared by: Livzon Pharmaceutical Group Inc. Unit: (RMB) Yuan Item Amount in this period Amount in previous period I. Total operating income 3,233,359,513.46 2,909,014,289.56 Including: operating income 3,233,359,513.46 2,909,014,289.56 Interests income Earned premium Handling fees and commission incomes 20 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. II. Total operating cost 2,785,220,718.38 2,493,758,176.28 Including: operating cost 1,164,524,632.27 1,144,684,910.76 Interests payments Operating tax and surtax 41,375,251.54 40,442,078.86 Sales expense 1,274,180,388.48 1,062,612,062.72 Management expense 296,657,719.29 239,848,812.08 Financial expense -10,948,720.19 -11,860,825.07 Loss from asset depreciation 19,431,446.99 18,031,136.93 Plus: returns from the changes of fair values (the -3,528,802.13 4,800,246.94 loss is listed beginning with “-”). Investment returns (the loss is listed beginning with 3,810,605.58 1,668,506.76 “-”). Including: the investment returns from the 2,070,484.56 1,159,724.22 associated enterprises and joint enterprises Profits form currency exchange (the loss is listed beginning with “-”) III. Operating profit (the loss is listed beginning with 448,420,598.53 421,724,866.98 “-”) Plus : non-operating income 30,631,134.10 15,945,423.03 Minus: non-operating payments 1,741,557.95 1,913,000.47 Including: loss in the disposal of non-current assets 378,508.43 1,712,449.65 IV. Total profit (the loss is listed beginning with “-”) 477,310,174.68 435,757,289.54 Minus: income tax expense 78,654,954.54 70,716,571.44 V. Net profit (the loss is listed beginning with “-”) 398,655,220.14 365,040,718.10 Including: net profit of merged party before the merger Net profit attributable to the owners of parent 378,734,988.27 343,630,861.87 company Profit and loss of the minority of shareholders 19,920,231.87 21,409,856.23 VI. Profit per share: -- -- (I) Basic profit per share 1.28 1.16 (II) Diluted profit per share 1.28 1.16 VII. Other comprehensive gains -1,812,838.80 -758,679.51 VIII. Total of comprehensive gains 396,842,381.34 364,282,038.59 Total of comprehensive gains attributable to the 376,957,528.92 342,872,182.36 owners of parent company 21 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. Total of comprehensive gains attributable to the 19,884,852.42 21,409,856.23 minority of shareholders Legal representative:Zhu Baoguo Principal of the Financial Department: An Ning Principal of the Accounting Department: Si Yanxia 6. Profit statement of parent company from year beginning to the end of this report period Prepared by: Livzon Pharmaceutical Group Inc. Unit: (RMB) Yuan Item Amount in this period Amount in previous period I. Total operating income 1,573,266,002.03 1,330,394,470.97 Minus: operating cost 621,512,847.93 618,489,681.40 Operating tax and surtax 18,720,658.02 15,007,084.06 Sales expense 722,735,176.19 578,787,562.33 Management expense 99,362,732.22 78,844,140.80 Financial expense -12,572,593.44 -1,050,434.13 Loss from asset depreciation 4,526,766.03 11,596,805.04 Plus: returns from the changes of fair values (the loss is listed beginning with “-”). Investment returns (the loss is listed beginning with “-”). Including: the investment returns from the 364,302.91 -732,296.10 associated enterprises and joint enterprises II. Operating profit (the loss is listed beginning with 120,052,833.35 79,171,682.18 “-”) Plus : non-operating income 4,955,607.50 1,921,939.59 Minus: non-operating payments 1,134,580.78 51,495.58 Including: loss in the disposal of non-current assets 4,620.05 4,133.00 III. Total profit (the loss is listed beginning with “-”) 123,873,860.07 81,042,126.19 Minus: income tax expense 14,706,862.21 2,772,376.79 IV. Net profit (the loss is listed beginning with “-”) 109,166,997.86 78,269,749.40 V. Profit per share: -- -- (I) Basic profit per share (II) Diluted profit per share VI. Other comprehensive gains -55,425.83 329,360.84 VII. Total of comprehensive gains 109,111,572.03 78,599,110.24 22 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. Legal representative:Zhu Baoguo Principal of the Financial Department: An Ning Principal of the Accounting Department: Si Yanxia 7. Consolidated Cash Flow Statement from year beginning to the end of report period Prepared by: Livzon Pharmaceutical Group Inc. Unit: (RMB) Yuan Item Amount in this period Amount in previous period I. Cash flows from operating activities Cash received from sales of goods or rendering of 3,227,364,226.96 2,979,324,386.94 services Net increase from disposal of tradable financial assets Tax refunding 12,652,412.75 15,341,233.91 Other cash received related to operating activities 127,951,785.53 193,038,701.95 Subtotal of cash inflow from the operating activities 3,367,968,425.24 3,187,704,322.80 Cash paid for purchase of goods or receiving of 829,328,377.58 742,838,101.48 services Cash paid to and on behalf of employees 285,246,906.79 234,507,204.82 Tax payments 467,995,209.93 429,747,964.16 Other cashes paid to operating activities 1,432,767,128.38 1,251,391,775.83 Subtotal of cash outflow from operating activities 3,015,337,622.68 2,658,485,046.29 Net cash flow from operating activities 352,630,802.56 529,219,276.51 II. Cash flow from investment activities: Cash received from disposal of investments 46,725,339.60 1,979,144.92 Cash received from investment returns 892,281.75 1,033,253.97 Net cash received from disposal of fixed assets, 153,808.00 315,123.60 intangible assets and other long-term assets Net cash amount received from the disposal of subcompanies and other business units Other cash received related to investment activities 3,860,000.00 Subtotal of cash inflow from the investment 51,631,429.35 3,327,522.49 activities Cash paid to acquire and construct fixed assets, 727,691,800.27 669,948,180.40 intangible assets and other long-term assets Cash paid to acquire investments 75,766,298.43 Net increase from the mortgage loan 23 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. Net cash amount paid to acquire the subcompanies and other operating units Other cash paid related to investment activities 5,400,000.00 Subtotal of cash outflow from investment activities 733,091,800.27 745,714,478.83 Net amount of cash flow received from the -681,460,370.92 -742,386,956.34 investment activities III. Cash flow from financing activities: Cash received from investors 49,000,000.00 Including: cash received from the investment of 49,000,000.00 minority of shareholders in the subcompanies Cash from loans 890,630,519.37 502,257,886.64 Cash received from the issuing of bonds 400,000,000.00 400,000,000.00 Other cash received related to financing activities 13,250,000.00 Subtotal of cash inflow from the financing activities 1,339,630,519.37 915,507,886.64 Repayments of loans 992,072,044.60 620,250,531.16 Cash paid for distribution of dividends, profits and 182,581,502.72 199,049,650.22 repayment of interests Including: the dividends and profits paid to the minority of shareholders by the subcompanies Other cash payments related to financing activities 1,600,000.00 Sub-total of cash outflow from the financing 1,174,653,547.32 820,900,181.38 activities Net cash flow from financing activities 164,976,972.05 94,607,705.26 IV. Effect of foreign exchange fluctuation on cash -654,024.48 1,237,771.65 and cash equivalents V. Net increase of cash and cash equivalents -164,506,620.79 -117,322,202.92 Plus: Balance of cash and cash equivalents at the 1,178,636,300.52 1,432,175,794.78 beginning of the period VI Balance of cash and cash equivalents at the end 1,014,129,679.73 1,314,853,591.86 of the period Legal representative:Zhu Baoguo Principal of the Financial Department: An Ning Principal of the Accounting Department: Si Yanxia 8. Cash Flow Statement of Parent Company from year beginning to the end of report period Prepared by: Livzon Pharmaceutical Group Inc. Unit: (RMB) Yuan 24 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. Item Amount in this period Amount in previous period I. Cash flows from operating activities Cash received from sales of goods or rendering of 1,588,718,737.36 1,359,174,946.52 services Tax refunding Other cash received related to operating activities 68,640,448.63 233,975,884.89 Subtotal of cash inflow from the operating activities 1,657,359,185.99 1,593,150,831.41 Cash paid for purchase of goods or receiving of 668,163,378.69 571,235,760.39 services Cash paid to and on behalf of employees 61,750,294.46 56,116,061.68 Tax payments 174,016,114.15 132,879,456.76 Other cashes paid to operating activities 725,821,264.72 791,906,389.61 Subtotal of cash outflow from operating activities 1,629,751,052.02 1,552,137,668.44 Net cash flow from operating activities 27,608,133.97 41,013,162.97 II. Cash flow from investment activities: Cash received from disposal of investments Cash received from investment returns 708,115.36 151,818.90 Net cash received from disposal of fixed assets, 73,000.00 168,000.00 intangible assets and other long-term assets Net cash amount received from the disposal of subcompanies and other business units Other cash received related to investment activities 52,115,596.80 Subtotal of cash inflow from the investment 781,115.36 52,435,415.70 activities Cash paid to acquire and construct fixed assets, 18,068,956.71 13,976,887.82 intangible assets and other long-term assets Cash paid to acquire investments 51,000,000.00 75,766,298.43 Net cash amount paid to acquire the subcompanies and other operating units Other cash paid related to investment activities Subtotal of cash outflow from investment activities 69,068,956.71 89,743,186.25 Net amount of cash flow received from the -68,287,841.35 -37,307,770.55 investment activities III. Cash flow from financing activities: Cash received from investors Cash from loans 610,126,709.37 477,852,886.64 25 The 2013 Third Quarterly Report of Livzon Pharmaceutical Group Inc. Loans from subcompanies 152,286,120.93 Cash received from the issuing of bonds 400,000,000.00 400,000,000.00 Other cash received related to financing activities Subtotal of cash inflow from the financing activities 1,162,412,830.30 877,852,886.64 Repayments of loans 851,359,055.40 559,848,551.16 Cash paid for distribution of dividends, profits and 172,040,161.73 191,663,827.91 repayment of interests Other cash payments related to financing activities 297,359,165.91 1,600,000.00 Loans paid to subcompanies 201,119,907.85 Sub-total of cash outflow from the financing 1,320,758,383.04 954,232,286.92 activities Net cash flow from financing activities -158,345,552.74 -76,379,400.28 IV. Effect of foreign exchange fluctuation on cash -237,533.55 308,151.43 and cash equivalents V. Net increase of cash and cash equivalents -199,262,793.67 -72,365,856.43 Plus: Balance of cash and cash equivalents at the 1,099,218,893.89 1,306,877,982.24 beginning of the period VI Balance of cash and cash equivalents at the end 899,956,100.22 1,234,512,125.81 of the period Legal representative:Zhu Baoguo Principal of the Financial Department: An Ning Principal of the Accounting Department: Si Yanxia II. Auditing report Have this third quarterly financial report been audited? □ Yes √ No This third quarterly financial report has not been audited. Livzon Pharmaceutical Group Inc. Chairman: Zhu Baoguo October 28, 2013 26