2013 the First Quarter Report of Yantai Changyu Pioneer Wine Co. Ltd. Yantai Changyu Pioneer Wine Co. Ltd. 2013 the First Quarter Report 2013-Ding02 April 2013 1 2013 the First Quarter Report of Yantai Changyu Pioneer Wine Co. Ltd. I. Important Notice, Contents and Definition The Board of Directors , the Board of Supervisors , directors, supervisors & senior management of the Company confirm that to the best of their knowledge and belief there are no unfaithful facts, significant omissions or misleading statements in this quarterly report, and collectively and individually accept full legal responsibility. Mr. Sun Liqiang (Chairman of the Company), Mr. Leng Bin (Person in charge of accounting) and Mr. Jiang Jianxun (Person in charge of accounting organ) assure the truthfulness, accuracy and completeness of the financial report in the quarterly report All the directors have personally attended the Board of Directors’ meeting for this quarterly report. 2 2013 the First Quarter Report of Yantai Changyu Pioneer Wine Co. Ltd. II、Key financial data and shareholders changes 1. Key financial data Whether the Company makes retroactive adjustments or restates the accounting data of previous fiscal years. □ Yes V No January to March January to March More or less than Item 2013 2012 last year(%) Business revenue (CNY) 1,848,564,099.00 1,912,443,670.00 -3.34% Net profit attributed to the shareholders of the listed 570,638,033.00 604,285,368.00 -5.57% company (CNY) Net profit attributed to the shareholders of the listed 568,038,508.00 601,182,076.00 -5.51% company after deducting the irregular profit and loss (CNY) Net cash flows from the 523,571,540.00 497,140,868.00 5.32% operating activities (CNY) Basic earnings per share 0.83 0.88 -5.68% (CNY) Diluted earnings per share 0.83 0.88 -5.68% (CNY) Return on net assets (%) 8.99% 11.08% -2.09% More or less than March 31st 2013 March 31st 2012 last year(%) Total assets (CNY) 8,517,740,827.00 8,123,134,580.00 4.86% Net Assets attributed to the shareholders of the listed 6,483,742,211.00 5,913,104,178.00 9.65% company (CNY) 3 2013 the First Quarter Report of Yantai Changyu Pioneer Wine Co. Ltd. Details of irregular profit and loss V Yes □ No Unit:CNY From beginning of year to Item end of report period Explaination Gain on disposal of non-current assets, including -383,787.00 - the reversal of accrued impairment provision Government grants credited in profit and loss - (except for those recurring government grants that are closely related to the entity's operation, 2,634,831.00 in line with related regulations and have proper basis of calculation) Other non-operating income and expenses 809,206.00 - Income tax effect 460,725.00 - Minority interest impact (after tax) 0.00 - Total 2,599,525.00 -- 2.The total number of the shareholders and top 10 shareholders with unrestricted shares at the end of the report period 46,567shareholders, including 35,537 Total number of shareholders shareholders with A shares, 11,030 shareholders with B shares The top 10 shareholders with unrestricted shares Pledged or Numb frozen Percenta er of Character of Shar Shar Name of Shareholders ge Shares held restric shareholders e e (%) ted statu statu shares s s Domestic non-state- YANTAI CHANGYU GROUP CO. LTD. 50.4% 345,473,856 0 - 0 owned legal person Foreign GAOLING FUND,L.P. 3.53% 24,176,997 0 - 0 shareholder GOVERNMENT OF SINGAPORE INV. Foreign CORP.- A/C "C" 2.64% 18,085,402 0 - 0 shareholder HTHK/CMG FSGUFP-CMG FIRST STATE Foreign CHINA GROWTH FD 2.47% 16,918,329 0 - 0 shareholder BBH BOS S/A FIDELITY FD - CHINA Foreign FOCUS FD 2.39% 16,358,534 0 - 0 shareholder Foreign VALUE PARTNERS CLASSIC FUND 0.97% 6,626,737 0 - 0 shareholder Foreign HTHK-MANULIFE CHINA VALUE FUND 0.93% 6,343,781 0 - 0 shareholder 4 2013 the First Quarter Report of Yantai Changyu Pioneer Wine Co. Ltd. GSIC A/C MONETARY AUTHORITY OF Foreign SINGAPORE 0.87% 5,957,159 0 - 0 shareholder Foreign UBS (LUXEMBOURG) S.A. 0.73% 5,026,899 0 - 0 shareholder BBH A/C VANGUARD EMERGING MARKETS Foreign STOCK INDEX FUND 0.69% 4,737,709 0 - 0 shareholder The top 10 shareholders with unrestricted shares Name of Shareholders Number of Type of share unrestricted Type of Amount shares held share until the end of the year YANTAI CHANGYU GROUP CO. LTD. 345,473,856 A share 345,473,856 GAOLING FUND,L.P. 24,176,997 B share 24,176,997 GOVERNMENT OF SINGAPORE INV. CORP.- A/C "C" 18,085,402 B share 18,085,402 HTHK/CMG FSGUFP-CMG FIRST STATE CHINA GROWTH FD 16,918,329 B share 16,918,329 BBH BOS S/A FIDELITY FD - CHINA FOCUS FD 16,358,534 B share 16,358,534 VALUE PARTNERS CLASSIC FUND 6,626,737 B share 6,626,737 HTHK-MANULIFE CHINA VALUE FUND 6,343,781 B share 6,343,781 GSIC A/C MONETARY AUTHORITY OF SINGAPORE 5,957,159 B share 5,957,159 UBS (LUXEMBOURG) S.A. 5,026,899 B share 5,026,899 BBH A/C VANGUARD EMERGING MARKETS STOCK INDEX FUND 4,737,709 B share 4,737,709 Among the top 10 shareholders, Yantai Changyu Group The explanation for the associated Company Limited has no associated relationship or accordant relationship and accordant action action relationship with the other 9 listed shareholders, and the of the top 10 shareholders relationship among the other shareholders is unknown. Explanation for the shareholders who involved in financing No activities and stock trading business(if yes) 5 2013 the First Quarter Report of Yantai Changyu Pioneer Wine Co. Ltd. III Major Issues 1. The great changes and reasons on main accountant data and financial index Item At 31 March At 31 December Changes % Reasons for changes 2013 2012 Note receivable 258,449,493.00 92,635,701.00 179.00% Mainly due to the growth on bank acceptances from the clients Advance money 79,627,992.00 44,294,482.00 79.77% Mainly due to the growth of prepayment for raw material purchase Other receivables 39,239,441.00 28,462,945.00 37.86% Mainly due to the growth of prepayment for construction Non-current 93,189,768.00 150,945,000.00 -38.26% Mainly due to the decrease of the trust liabilities due plan payment due within 1 year and within 1 year its interest Item Three months ended Three months ended Changes % Reasons for changes 31 March 2013 31 March 2012 Business cost 517,458,892.00 483,121,287.00 7.11% Mainly due to the increase of the raw material and packaging expenses 67,841,905.00 82,064,961.00 -17.33% Mainly due to decreasing of Management afforestation expenses expenses -10,456,523.00 -12,168,537.00 -14.07% Mainly due to the decrease of interest Financial expenses income Cash from return 4,828,930.00 12,800,291.00 -62.27% Mainly due to the decrease of on investments interests income for term deposit over 3 month Cash from return 4,828,930.00 12,800,291.00 -62.27% Mainly due to the decrease of on interests interests income for term deposit over 3 month Cash paid for 317,116,506.00 90,999,893.00 248.48% Mainly due to the growth of term investment deposits over 3 month Term deposits 317,116,506.00 90,999,893.00 248.48% Mainly due to the growth of term over 3 months deposits over 3 month Cash outflows 468,702,345.00 239,057,141.00 96.06% Mainly due to the growth of term from investing deposits over 3 month activities Net cash flows -303,381,237.00 -226,201,750.00 -34.12% Mainly due to the growth of term from investing deposits over 3 month activities 6 2013 the First Quarter Report of Yantai Changyu Pioneer Wine Co. Ltd. 2. The commitments of the Company or shareholders of the Company holding more than 5% in the report period or until the report period Commitment Commitment Commitment Commitment Commitments Implementation party content time period Has been Commitments at share reform - - - - fulfilled Commitments made in - - - - - acquisition report or equity changes report Commitments at asset - - - - - restructuring Commitments at the initial - - - - - public offering or refinancing Yantai Intra-industry Commitments made to the Changyu competition 18th May Has been minority shareholders of the Forever Group Co. 1997 performing Company Ltd. Commitment under timely YES implementation or not Specific reasons of not completing the implementation - and the next step Whether or not to have commitments at leading to intra- NO industry competition and related party transaction Solution period for the - commitments Solution method - Fulfillment of the commitments - 3. Operating performance’s forecast for January to June in 2013 Warning and explanation for the estimation on the possible loss of cumulative net profit in the period from the beginning of this year to the end of the next report period or the great change comparing with same period of last year. □ Yes V No 4. The Company’s Receptions, Studies and Visits during report period Reception Reception place Reception Visitor Main topic and date way material provided Meeting room Field Yinhua Fund, Huatai current business 2013.01.16 7 2013 the First Quarter Report of Yantai Changyu Pioneer Wine Co. Ltd. of the Company survey Securities operation situation and Meeting room Field China international other issues of the Company survey capital(HK) 2013.01.17 ) company, First State Investments (HK) Meeting room Field Marshall Wace LLP 2013.01.18 of the Company survey Meeting room Field ChinaAMC, Ping An Asset 2013.03.06 of the Company survey Management Co. Ltd. , Haitong Securities Meeting room Field GIC.Swiss bank Corporation 2013.03.14 of the Company survey 8 Ⅳ Financial Statements 1.、Financial statements 1)、Consolidated balance sheet Yantai Changyu Pioneer Wine Co. Ltd. Unit: CNY Item At 31 March 2013 At 31 December 2012 Current assets: Monetary fund 2,604,496,665.00 2,227,470,828.00 Notes receivable 258,449,493.00 92,635,701.00 Account receivable 160,393,733.00 135,217,384.00 Advance money 79,627,992.00 44,294,482.00 Interest receivable 9,334,042.00 7,215,854.00 Other account receivable 39,239,441.00 28,462,945.00 Inventories 1,954,596,024.00 2,268,621,441.00 Total current assets 5,106,137,390.00 4,803,918,635.00 Non-current assets: Long-term equity investment 5,000,000.00 5,000,000.00 Fixed assets 1,853,572,149.00 1,823,983,721.00 Construction in progress 912,674,493.00 832,828,689.00 Biological assets for production 44,832,924.00 39,681,580.00 Intangible assets 277,877,827.00 278,293,922.00 Long-term deferred expenses 164,606,003.00 160,871,860.00 Assets of deferred income tax 128,499,321.00 150,376,138.00 Other non-current assets 24,540,720.00 28,180,035.00 Total non-current assets 3,411,603,437.00 3,319,215,945.00 Total assets 8,517,740,827.00 8,123,134,580.00 Current liabilities: Accounts payable 346,900,296.00 324,881,168.00 Advance money 351,338,606.00 450,172,253.00 Wage payable 134,933,865.00 140,484,927.00 Tax payable 366,166,519.00 444,084,576.00 Other accounts payable 514,934,120.00 470,650,111.00 Non-current liabilities due 93,189,768.00 150,945,000.00 within one year Other current liabilities 7,857,701.00 8,090,382.00 Total current liabilities 1,815,320,875.00 1,989,308,417.00 Non-current liabilities: Liabilities of deferred income 5,336,115.00 5,336,115.00 9 tax Other non-current liabilities 66,960,617.00 69,004,861.00 Total non-current liabilities 72,296,732.00 74,340,976.00 Total liabilities 1,887,617,607.00 2,063,649,393.00 Shareholder rights and interests: Capital stock 685,464,000.00 685,464,000.00 Capital reserve 562,139,042.00 562,139,042.00 Surplus reserve 342,732,000.00 342,732,000.00 Undistributed profit 4,893,407,169.00 4,322,769,136.00 Total shareholder rights and 6,483,742,211.00 5,913,104,178.00 interests of parent company Minority shareholder rights and 146,381,009.00 146,381,009.00 interests Total shareholder rights and 6,630,123,220.00 6,059,485,187.00 interests Liabilities and total shareholders’ 8,517,740,827.00 8,123,134,580.00 rights and interests Legal representative:Sun Liqiang Person in charge of accounting: Leng Bin Person in charge of accounting organ: Jiang Jianxun 10 2)、Balance sheet of parent company Yantai Changyu Pioneer Wine Co. Ltd. Unit: CNY Item At 31 March 2013 At 31 December 2012 Current assets: Monetary fund 1,491,037,160.00 1,090,260,851.00 Notes receivable 119,755,899.00 1,450,000.00 Account receivable 1,778,692.00 710,080.00 Advance money 51,933,354.00 26,131,908.00 Interest receivalbe 9,334,042.00 7,215,854.00 Dividend receivable 961,075,226.00 993,614,383.00 Other account receivable 2,287,861,413.00 2,194,219,753.00 Inventories 773,347,249.00 893,442,758.00 Total current assets 5,696,123,035.00 5,207,045,587.00 Non-current assets: Long-term equity investment 1,010,192,893.00 1,006,492,893.00 Fixed assets 362,801,127.00 354,789,743.00 Construction in progress 29,669,375.00 24,640,660.00 Biological assets for production 21,401,996.00 16,866,437.00 Intangible assets 80,952,138.00 81,512,908.00 Assets of deferred income tax 16,144,349.00 19,517,202.00 Other non-current assets 2,416,037.00 2,502,630.00 Total non-current assets 1,523,577,915.00 1,506,322,473.00 Total assets 7,219,700,950.00 6,713,368,060.00 11 Current liabilities: Accounts payable 184,676,541.00 164,815,117.00 Wage payable 65,835,611.00 80,144,533.00 Tax payable 17,397,086.00 17,995,089.00 Other accounts payable 1,903,547,963.00 1,432,464,297.00 Other current liabilities 1,856,335.00 1,856,337.00 Total current liabilities 2,173,313,536.00 1,697,275,373.00 Non-current liabilities: Other non-current liabilities 19,440,935.00 19,905,019.00 Total non-current liabilities 19,440,935.00 19,905,019.00 Total liabilities 2,192,754,471.00 1,717,180,392.00 Shareholder rights and interests: Capital stock 685,464,000.00 685,464,000.00 Capital reserve 557,222,454.00 557,222,454.00 Surplus reserve 342,732,000.00 342,732,000.00 Undistributed profit 3,441,528,025.00 3,410,769,214.00 Total shareholder rights and 5,026,946,479.00 4,996,187,668.00 interests Liabilities and total shareholders’ 7,219,700,950.00 6,713,368,060.00 rights and interests Legal representative:Sun Liqiang Person in charge of accounting: Leng Bin Person in charge of accounting organ: Jiang Jianxun 12 3)、Consolidated profit statement Yantai Changyu Pioneer Wine Co. Ltd. Unit: CNY Three months ended 31 March Three months ended 31 Item 2013 March 2012 1. Business income 1,848,564,099.00 1,912,443,670.00 Business income 1,848,564,099.00 1,912,443,670.00 2.Business cost 1,092,515,575.00 1,109,714,521.00 Business cost 517,458,892.00 483,121,287.00 Business tax and associate charges 86,211,150.00 89,023,294.00 Sales expenses 431,460,151.00 467,673,517.00 Management expenses 67,841,905.00 82,064,961.00 Financial expenses -10,456,523.00 -12,168,537.00 3. Operating profit 756,048,524.00 802,729,149.00 Add: Non-operating income 3,476,652.00 5,465,391.00 Less: non-operating expenditures 416,401.00 1,419,796.00 4. Total profit 759,108,775.00 806,774,744.00 Less: income tax expenses 188,470,742.00 202,489,376.00 5. Net profit 570,638,033.00 604,285,368.00 Net profit of parent company's owners 570,638,033.00 604,285,368.00 6. EPS -- -- Basic EPS 0.83 0.88 Diluted EPS 0.83 0.88 7. Other comprehensive income 8. Comprehensive income 570,638,033.00 604,285,368.00 Comprehensive income of parent company 570,638,033.00 604,285,368.00 Legal representative:Sun Liqiang Person in charge of accounting: Leng Bin Person in charge of accounting organ: Jiang Jianxun 13 4)、Profit statement of parent company Yantai Changyu Pioneer Wine Co. Ltd. Unit: CNY Three months ended 31 March Three months ended 31 Item 2013 March 2012 1. Business income 450,311,216.00 404,260,334.00 Less: business cost 365,031,211.00 331,806,568.00 Business tax and associate charges 42,167,365.00 39,229,753.00 Management expenses 25,580,417.00 25,141,469.00 Financial expenses -7,863,208.00 -12,559,844.00 Investment profit (loss is listed with "-") 11,140,442.00 2. Operating profit 36,535,873.00 20,642,389.00 Add: Non-operating income 607,700.00 591,179.00 Less: non-operating expenditures 1,402,751.00 3. Total profit 37,143,573.00 19,830,817.00 Less: income tax expenses 6,384,762.00 5,044,707.00 4. Net profit 30,758,811.00 14,786,110.00 5. EPS -- -- Basic EPS 0.04 0.02 Diluted EPS 0.04 0.02 6. Other comprehensive income 7. Comprehensive income 30,758,811.00 14,786,110.00 Legal representative:Sun Liqiang Person in charge of accounting: Leng Bin Person in charge of accounting organ: Jiang Jianxun 5)、Consolidated cash flow statement Yantai Changyu Pioneer Wine Co. Ltd. Unit: CNY Three months ended 31 Three months ended 31 Item March 2013 March 2012 1. Cash flows from operating activities: Cash received from sales of goods and rending of 1,880,180,100.00 2,146,275,218.00 services Tax refund received 2,677,946.00 5,987,075.00 Other cash received related to operating activities 29,742,440.00 44,629,783.00 Subtotal of cash flows of operating activities 1,912,600,486.00 2,196,892,076.00 Cash paid for goods and services 324,388,078.00 433,187,773.00 Cash paid to and on behalf of employees 127,239,528.00 131,779,247.00 Cash paid for taxes and expenses 592,896,642.00 751,723,834.00 14 Other cash paid related to operating activities 344,504,698.00 383,060,354.00 Sub-total of cash outflows of operating activities 1,389,028,946.00 1,699,751,208.00 Net cash flow from operating activities 523,571,540.00 497,140,868.00 2. Cash flow from investing activities: Cash received from return of investment 160,492,178.00 Fixed deposit with the term of over 3 months 160,492,178.00 Cash received from obtaining investment profit 4,828,930.00 12,800,291.00 Cash received from interest income 4,828,930.00 12,800,291.00 Net cash received from disposal of fixed assets, 55,100.00 intangible assets and other long-term assets Subtotal of cash flows of investment activities 165,321,108.00 12,855,391.00 Cash paid to acquire fixed assets, intangible assets and 151,585,839.00 148,057,248.00 other long-term assets Cash paid to the investment 317,116,506.00 90,999,893.00 Fixed deposit with the term of over 3 months 317,116,506.00 90,999,893.00 Subtotal of cash outflows of investment activities 468,702,345.00 239,057,141.00 Net cash flow from investing activites -303,381,237.00 -226,201,750.00 3. Cash flow from financing activites 4. Influences of exchange rate fluctuation on cash and cash equivalents 5. Net Increase in cash and cash equivalents 220,190,303.00 270,939,118.00 Add: balance at the beginning of the period of cash and 1,562,294,026.00 1,256,517,873.00 cash equivalents 6.Balance at the end of the period of cash and cash 1,782,484,329.00 1,527,456,991.00 equivalents Legal representative:Sun Liqiang Person in charge of accounting: Leng Bin Person in charge of accounting organ: Jiang Jianxun 6)、Cash flow statement of parent company Yantai Changyu Pioneer Wine Co. Ltd. Unit: CNY Three months ended 31 Three months ended 31 Item March 2013 March 2012 1. Cash flows from operating activities: Cash received from sales of goods and rending of 326,567,470.00 473,515,732.00 services Tax refund received 823,678.00 1,270,642.00 Other cash received related to operating activities 494,987,939.00 652,498,777.00 Subtotal of cash flows of operating activities 822,379,087.00 1,127,285,151.00 Cash paid for goods and services 183,385,689.00 254,307,853.00 Cash paid to and on behalf of employees 46,179,369.00 48,627,342.00 Cash paid for taxes and expenses 100,551,494.00 137,093,345.00 15 Other cash paid related to operating activities 121,640,167.00 82,972,445.00 Sub-total of cash outflows of operating activities 451,756,719.00 523,000,985.00 Net cash flow from operating activities 370,622,368.00 604,284,166.00 2. Cash flow from investing activities: Cash received from return of investment 160,492,178.00 Fixed deposit with the term of over 3 months 160,492,178.00 Cash received from obtaining investment profit 48,508,529.00 52,187,841.00 Cash received from interest income 4,828,930.00 12,800,291.00 Subtotal of cash flows of investment activities 209,000,707.00 52,187,841.00 Cash paid to acquire fixed assets, intangible assets and 14,865,794.00 24,017,000.00 other long-term assets Cash paid to the investment 320,816,506.00 90,999,893.00 Fixed deposit with the term of over 3 months 317,116,506.00 90,999,893.00 Subtotal of cash outflows of investment activities 335,682,300.00 115,016,893.00 Net cash flow from investing activites -126,681,593.00 -62,829,052.00 3. Cash flow from financing activites 4. Influences of exchange rate fluctuation on cash and cash equivalents 5. Net Increase in cash and cash equivalents 243,940,775.00 541,455,114.00 Add: balance at the beginning of the period of cash and 425,084,049.00 296,735,240.00 cash equivalents 6.Balance at the end of the period of cash and cash 669,024,824.00 838,190,354.00 equivalents Legal representative:Sun Liqiang Person in charge of accounting: Leng Bin Person in charge of accounting organ: Jiang Jianxun 2、Audit report Whether the 1st quarter report has been audited or not □ Yes √ No. Yantai Changyu Pioneer Wine Co. Ltd. Board of Directors 2013.04.26 16