2018 THIRD QUARTERLY REPORT

Transcription

1 Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement. 上海復星醫藥 ( 集團 ) 股份有限公司 Shanghai Fosun Pharmaceutical (Group) Co., Ltd. * (a joint stock limited company incorporated in the People s Republic of China with limited liability) (Stock Code: 02196) 2018 THIRD QUARTERLY REPORT This announcement is made pursuant to Rule 13.09(2) and Rule 13.10B of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited and the Inside Information Provisions under Part XIVA of the Securities and Futures Ordinance (Cap. 571 of the Laws of Hong Kong). The following is the third quarterly report for 2018 of Shanghai Fosun Pharmaceutical (Group) Co., Ltd.* (the Company, together with its subsidiaries, collectively the Group ) (the 2018 Third Quarterly Report ). The financial report therein is prepared in accordance with the PRC Accounting Standards for Business Enterprises and has not been audited. By order of the Board Shanghai Fosun Pharmaceutical (Group) Co., Ltd.* Chen Qiyu Chairman Shanghai, the People s Republic of China 29 October 2018 As at the date of this announcement, the executive directors of the Company are Mr. Chen Qiyu, Mr. Yao Fang and Mr. Wu Yifang; the non-executive directors of the Company are Mr. Wang Qunbin, Mr. Wang Can, Ms. Mu Haining and Mr. Zhang Xueqing; and the independent non-executive directors of the Company are Mr. Cao Huimin, Mr. Jiang Xian, Dr. Wong Tin Yau Kelvin and Mr. Wai Shiu Kwan Danny. * for identification purposes only 1

2 1. IMPORTANT NOTICE 1.1 The board of directors (the Board ) and the supervisory committee (the Supervisory Committee ) of the Company and its directors, supervisors and senior management warrant that the 2018 Third Quarterly Report of the Group does not contain any false information, misleading statements or material omission and severally and jointly accept legal responsibility for the truthfulness, accuracy and completeness of the contents contained herein. 1.2 All directors of the Company attended the Board meeting to review the 2018 Third Quarterly Report of the Group. 1.3 Chen Qiyu, the person in charge of the Company, Guan Xiaohui, the Chief Financial Officer, and Chen Zhanyu, the Director of the Accounting Department (Accounting Officer) duly declare that they warrant the truthfulness, accuracy and completeness of the financial statements contained in the 2018 Third Quarterly Report of the Group. 1.4 The 2018 Third Quarterly Report of the Group has not been audited. 2

3 2. MAJOR FINANCIAL INFORMATION AND CHANGES IN SHAREHOLDERS OF THE GROUP 2.1 Major financial information Unit: Yuan Currency: RMB 30 September December 2017 Ratio of change (%) Total assets 68,512,820, ,971,008, Net assets attributable to shareholders of the listed company 28,529,784, ,326,868, Period-on-period Jan Sept 2018 Jan Sept 2017 change (%) Net cash flow generated from operating activities 2,087,826, ,723,341, Jan Sept 2018 Jan Sept 2017 Period-on-period change (%) Operating Revenue (note 1) 18,142,384, ,959,812, Net profit attributable to shareholders of the listed company (note 2) 2,094,152, ,419,266, Net profit attributable to shareholders of the listed company after deducting extraordinary gain or loss 1,591,668, ,855,559, Weighted average return on net assets (%) Decrease of 2.25 percentage points Basic earnings per share (RMB/share) Diluted earnings per share (RMB/share) Note 1: Note 2: The period-on-period increase in operating revenue was mainly due to the growth in the sales volume of major products and contribution of the new acquisitions of enterprises during 1 January 2018 to 30 September 2018 (the Reporting Period ). Excluding the impacts of the new acquisitions of enterprises in 2017 for comparison purposes and other factors, revenue would have increased by 21.99% on the same basis as compared to 2017; Net profit attributable to shareholders of the listed company recorded a period-on-period decrease mainly due to the increased input in investment in innovative R&D and improved business layout, the losses of some associates and joint ventures, and the increase in interest expenses: (1) The Group is currently in the massive input in R&D investments phase. A number of biopharmaceutical innovative drugs, such as monoclonal antibody, biosimilars and small molecular innovative drugs entered into the clinical research phase, and generic drugs and consistency evaluation further accelerated. During the Reporting Period, the total R&D expenses of the Group amounted to RMB1, million in total, representing an increase of RMB million or 59.13% as compared to the corresponding period of 2017; including the R&D expenses of the Group in the third quarter of 2018 reached to RMB million, representing an increase of RMB million or 69.65% as compared to the corresponding period last year. Meanwhile, the Group promoted innovative R&D through various ways, which included setting up innovation incubation platforms. During the Reporting Period, Fosun Lead (Shanghai) Healthcare Technology Co., Ltd.* ( 復星領智 ( 上海 ) 醫藥科技有限公司 ), Fosun Orinove Pharma Tech Inc.* ( 復星弘創 ( 蘇州 ) 醫藥科技有限公司 ), Novelstar Pharmaceuticals Inc. and other innovation incubation platforms have successively commenced operation. 3

4 (2) An employee share incentive scheme was implemented by Shanghai Henlius Biotech Company Limited* ( 上海復宏漢霖生物技術股份有限公司 ) ( Shanghai Henlius ), a subsidiary of the Company. Expenses were charged in respect of such scheme during the Reporting Period, resulting in a total of RMB million in general and administration expenses as well as R&D expenses. (3) In addition, the Group brought in new technologies through investment. The joint ventures and associates established by the Group, such as Fosun Kite Biological Technology Co., Ltd.* ( 復星凱特生物科技有限公司 ) and Intuitive Surgical-Fosun Medical Technology (Shanghai) Co., Ltd* ( 直觀復星醫療器械技術 ( 上海 ) 有限公司 ), were still in the preliminary investment phase. The Group also invested in other projects, such as WeDoctor and Healthy Harmony Holdings, L.P., which still recorded operating loss. During the Reporting Period, though Sinopharm Industry Investment Co.,Ltd.* ( 國藥產業投資有限公司 ), an associate of the Group, recorded an increase in operating result, under the impact of the above factors, the profit share of the Group s joint ventures and associates decreased by RMB million as compared to the corresponding period of 2017, representing a decrease of 2.80% on the same basis. (4) With the increase in market interest rates and interest-bearing debts as well as other factors, the interest expenses of the Group increased by RMB million for the Reporting Period as compared to the corresponding period of

5 Extraordinary gain or loss items and amounts Unit: Yuan Currency: RMB Items Jul Sept 2018 Jan Sept 2018 Gain or loss on disposal of non-current assets 6,674, ,063, Government grant included in profit or loss for the current period (excluding government grant closely related to the Company s normal operation, and entitled in fixed amounts or quantities on a continuous basis according to national standards) 9,092, ,478, Profit or loss arising from changes in the fair value of holding held-for-trading financial assets and held-for-trading financial liabilities, and investment income from disposal of held-for-trading financial assets, held-for-trading financial liabilities and available-for-sale financial assets, except effective hedging business related to the Company s normal operations 169,778, ,855, Non-operating income and expenses other than those stated above 8,738, ,629, Impact on minority interests (after tax) 1,515, ,831, Effect of income tax 32,622, ,451, Total 142,670, ,484,

6 2.2 Total number of shareholders, the shareholding status of the Top 10 shareholders and the Top 10 tradable shareholders (or unrestricted shareholders) of the Company at the end of the Reporting Period Unit: Share Total number of shareholders 110,630 The shareholding status of the Top 10 shareholders Name of shareholders Shareholding at the end of the period Percentage (%) Number of restricted shares held Shares pledged or locked up Status Number Capacity SHANGHAI FOSUN HIGH TECHNOLOGY (GROUP) COMPANY LIMITED* 936,575, None 0 Domestic non-state owned legal entity HKSCC NOMINEES LIMITED (Note 1) 551,282, Unknown Unknown CHINA LIFE INSURANCE COMPANY LIMITED TRADITIONAL ORDINARY INSURANCE PRODUCT 005L CT001 SHANGHAI* 61,359, ,401,746 None 0 Other CHINA SECURITIES FINANCE CORPORATION LIMITED 38,576, None 0 Unknown HONG KONG SECURITIES CLEARING COMPANY LIMITED (Note 2) 24,376, None 0 Unknown CENTRAL HUIJIN ASSET MANAGEMENT LTD.* 24,067, None 0 State owned legal entity CHINA MERCHANTS BANK CO., LTD. ORIENTAL RED RUIFENG FLEXIBLE ALLOCATION MIXED SECURITIES INVESTMENT FUND (LOF)* TAIKANG LIFE INSURANCE CO., LTD. DIVIDEND INDIVIDUAL DIVIDEND 019L FH002 SHANGHAI* 19,332, None 0 Other 18,642, ,692,445 None 0 Other Huang Chongfu 14,247, None 0 Domestic individual ABU DHABI INVESTMENT AUTHORITY 13,965, None 0 Overseas legal entity 6

7 The shareholding status of the Top 10 unrestricted shareholders Number of Type and number of shares Name of the shareholders unrestricted tradable shares held Type Number SHANGHAI FOSUN HIGH TECHNOLOGY (GROUP) 936,575,490 RMB ordinary 936,575,490 COMPANY LIMITED* shares HKSCC NOMINEES LIMITED (Note 1) 551,282,448 Overseas listed 551,282,448 foreign shares CHINA SECURITIES FINANCE CORPORATION LIMITED 38,576,157 RMB ordinary 38,576,157 shares HONG KONG SECURITIES CLEARING COMPANY LIMITED 24,376,268 RMB ordinary 24,376,268 (Note 2) shares CENTRAL HUIJIN ASSET MANAGEMENT LTD.* 24,067,700 RMB ordinary 24,067,700 shares CHINA MERCHANTS BANK CO.,LTD. ORIENTAL RED 19,332,136 RMB ordinary 19,332,136 RUIFENG FLEXIBLE ALLOCATION MIXED SECURITIES INVESTMENT FUND (LOF)* shares Huang Chongfu 14,247,389 RMB ordinary 14,247,389 shares ABU DHABI INVESTMENT AUTHORITY 13,965,367 RMB ordinary shares 13,965,367 INDUSTRIAL AND COMMERCIAL BANK OF CHINA CO., LTD. ORIENTAL RED INDUSTRIAL UPGRADING FLEXIBLE ALLOCATION MIXED SECURITIES INVESTMENT FUND* CHINA LIFE INSURANCE COMPANY LIMITED DIVIDEND INDIVIDUAL DIVIDEND 005L FH002 SHANGHAI* Description of the related relationship or concerted action of the above shareholders Description of resumed voting rights and shareholdings of holders of preferred shares 13,278,006 RMB ordinary shares 13,278,006 12,833,859 RMB ordinary shares 12,833,859 Both CHINA MERCHANTS BANK CO., LTD. ORIENTAL RED RUIFENG FLEXIBLE ALLOCATION MIXED SECURITIES INVESTMENT FUND (LOF)* and INDUSTRIAL AND COMMERCIAL BANK OF CHINA CO., LTD. ORIENTAL RED INDUSTRIAL UPGRADING FLEXIBLE ALLOCATION MIXED SECURITIES INVESTMENT FUND* are funds managed by ORIENT SECURITIES ASSET MANAGEMENT COMPANY LIMITED*. The Company does not know if any related relationship or concerted action exists between the abovementioned other shareholders of tradable shares. Not applicable Note 1: Note 2: HKSCC NOMINEES LIMITED, i.e. Hong Kong Securities Clearing Company Nominees Limited, is holding shares on behalf of multiple clients (shares held by it at the end of the Reporting Period includes 14,703,500 H shares held by Shanghai Fosun High Tech (Group) Co., Ltd.* ( 上海復星高科技 ( 集團 ) 有限公司 ) through it, representing approximately 0.57% of the total share capital of the Company at the end of the Reporting Period); HONG KONG SECURITIES CLEARING COMPANY LIMITED is the nominee holder of the RMB ordinary shares under Shanghai-Hong Kong Stock Connect. 2.3 Total number of preferred shareholders, the shareholding status of the Top 10 preferred shareholders and the Top 10 unrestricted preferred shareholders of the Company at the end of the Reporting Period Not applicable 7

8 3. SIGNIFICANT EVENTS 3.1 Significant changes in major financial statement items and financial indicators of the Group and the reasons thereof (1) Balance Sheet Unit: Yuan Currency: RMB Balance Sheet Items 30 September December 2017 Ratio of change Reasons of changes Financial assets held for 655,340, Not Mainly due to that the Group began to implement the New trading Applicable Financial Instrument Accounting Standards during the Reporting Period, which classified the available-for-sale financial assets held at fair value into financial assets held for trading, and the impact of changes in the fair value of the financial assets in the current period Prepayments 454,255, ,400, % Mainly due to the increase in the prepayment of material and goods in stock during the Reporting Period Available-for-sale financial assets Other non-current financial assets Other equity instrument investments 2,673,249, % Mainly due to the inapplicability of available for sale financial assets after the adoption of the New Financial Instrument Accounting Standards during the Reporting Period 2,361,926, Not Applicable 207,878, Not Applicable Mainly due to that the Group began to implement the New Financial Instrument Accounting Standards during the Reporting Period, which classified the existing available-forsale financial assets into other non-current financial assets, and the changes in the fair value of the financial assets Mainly due to that the Group began to implement the New Financial Instrument Accounting Standards during the Reporting Period, which classified the existing available-forsale financial assets into other equity instrument investment, and the changes in the fair value of the financial assets Development 1,769,529, ,026,410, % Mainly due to the increased investment in research and expenditures development during the Reporting Period Long-term deferred expenditures 97,868, ,977, % Mainly due to the increase in leased property renovation projects during the Reporting Period Other non-current assets 1,345,068, ,496, % Mainly due to the increase in prepaid equity investment and prepayments for fixed assets during the Reporting Period Contract liabilities 642,409, Not Applicable Mainly due to that the Group began to implement the New Revenue Accounting Standards during the Reporting Period, and the contract consideration received was classified as contract liabilities Receipts in advance 527,263, % Mainly due to that the Group began to implement the New Revenue Accounting Standards during the Reporting Period, and the contract consideration received was classified into contract liabilities Other current liabilities 28,929, ,336, % Mainly due to that the Group began to implement the New Revenue Accounting Standards during the Reporting Period, and the reclassification of maintenance service income included in deferred income as contract liabilities Long-term loans 9,298,906, ,579,513, % Mainly due to that the refinancing of a 700 million USD bridge loan was completed in the third quarter of 2018, which converted the funds from short-term loans into long-term loans Bonds payable 2,543,349, ,235,381, % Mainly due to the five-year corporate bonds publicly offered by the Company in 2016 of RMB3 billion with the issuer s option to adjust the coupon rate and the investor s option to sell back at the end of the third year (4 March 2019). Such corporate bond balances are reclassified as non-current liabilities due within one year at the end of the Reporting Period Non-current liabilities due within one year 3,980,053, ,328, % Mainly due to the reclassification of the repurchase option corporate bonds with a scale of RMB3 billion during the Reporting Period and the increase in long-term loans due within one year 8

9 (2) Income Statement Unit: Yuan Currency: RMB Income Statement Items Jan Sept 2018 Jan Sept 2017 Ratio of change Reasons of changes Operating revenue 18,142,384, ,959,812, % Mainly due to the growth in the sales volume of major products and contribution of the new acquisitions of enterprises during the Reporting Period Operating costs 7,570,324, ,392,104, % Mainly due to the growth in the sales volume of major products and contribution of the new acquisitions of enterprises during the Reporting Period Selling and distribution expenses 5,961,359, ,827,121, % Mainly due to the adjustments to the sales model of certain products, market expansion in new and recent products, the growth in sales of major products and the new acquisitions of enterprises during the Reporting Period General and administrative expenses Research and development expenses 1,608,430, ,165,649, % Mainly due to the new acquisitions of enterprises and the amortisation of revaluation of the newly acquired enterprises during the Reporting Period 1,114,194, ,167, % Mainly due to the further increase in the R&D investment in biosimilars, innovative biopharmaceutical drugs and small molecular innovative drugs, and focused investment in consistency evaluation during the Reporting Period Finance costs 494,570, ,697, % Mainly due to the impacts of increased market interest rates and interest-bearing debts as well as other factors during the Reporting Period Assets impairment losses 31,199, ,173, % Mainly due to the Group began to implement the New Financial Instrument Accounting Standards during the Reporting Period, which stipulated that the provision for the impairment of receivables is calculated based on the expected credit loss model and reclassified as credit impairment losses Credit impairment losses 22,913, Not Applicable Mainly due to the Group began to implement the New Financial Instrument Accounting Standards during the Reporting Period, which stipulated that the provision for the impairment of receivables is calculated based on the expected credit loss model and reclassified as credit impairment losses Other gains 129,096, ,854, % Mainly due to the increase of the government grants received during the Reporting Period Investment income 1,156,571, ,744,771, % Mainly due to less gains from disposal of equity and assets during the Reporting Period as compared with the corresponding period of the previous year, and the decrease of profit shared from the associates and joint ventures during the Reporting Period Gains from changes in fair value 341,302, ,965, ,752.39% Mainly due to the changes in the fair value of financial assets held after the Group s implementation of the New Financial Instrument Accounting Standards during the Reporting Period Gains from disposal of assets 720, ,678, % Mainly due to the loss from disposal of fixed assets during the Reporting Period Other comprehensive income, net of tax 532,197, ,315, % Mainly due to the increase in foreign currency translation difference arising from fluctuations in foreign currency exchange rates 9

10 (3) Statement of Cash Flow Unit: Yuan Currency: RMB Statement of Cash Flow Items Jan Sept 2018 Jan Sept 2017 Net cash flow generated from investing activities Net cash flow generated from financing activities Effects of exchange rate fluctuations on cash and cash equivalents Ratio of change Reasons of changes 4,338,289, ,451,631, % Mainly due to the increase in cash paid for external investments during the Reporting Period 2,710,770, ,665,875, % Mainly due to the fund reserved for the acquisition of Gland Pharma Limited during the corresponding period last year 31,014, ,972, % Mainly due to the exchange rate fluctuations during the Reporting Period 3.2 Analysis and explanation of the progress, impact and solution of major events 1. On 3 July 2018, the Company was notified by its controlling shareholder, Shanghai Fosun High Tech (Group) Co., Ltd.* ( 上海復星高科技 ( 集團 ) 有限公司 ) ( Fosun High Tech ), in writing that Fosun High Tech (and/or through parties acting in concert) proposed to increase its shareholding in the Company (including A shares and/or H shares) via the trading system of the Shanghai Stock Exchange (including Shanghai-Hong Kong Stock Connect) from 3 July 2018 to 2 July 2019, if and where appropriate, for an aggregate amount of not less than RMB100 million, and the increased shareholding percentage in aggregate shall not exceed 2% of the total issued shares of the Company on 3 July 2018 (i.e. the total issued shares before the placing of H shares, 2,495,060,895 shares, the same for below). The specific plan for the shareholding increase (including but not limited to the specific amount and shares of the shareholding increase) will depend on the market conditions and the movement of the share price of the Company. As at the end of the Reporting Period, Fosun High Tech acquired a total of 4,714,500 H shares of the Company in an aggregate amount of approximately RMB million (where the Hong Kong dollars to Renminbi exchange rate is calculated based on the middle exchange rate for Hong Kong dollars to Renminbi as announced by the People s Bank of China on the date of the relevant shareholding increases) since the implementation of the plan for shareholding increase, representing approximately 0.19% of the total issued shares of the Company as at 3 July Pursuant to the Approval on the Issuance of Additional Overseas Listed Foreign Shares by Shanghai Fosun Pharmaceutical (Group) Co., Ltd. ( 關於核准上海復星醫藥 ( 集團 ) 股份有限公司增發境外上市外資股的批覆 ) (Zheng Jian Xu Ke [2018] No. 802) issued by the China Securities Regulatory Commission (the CSRC ), an aggregate of 68,000,000 new H shares have been successfully allotted and issued by the Company at the placing price of HK$38.20 per share to no less than six placees on 26 July 2018, with the net proceeds of approximately HK$2, million. Upon completion of the placing of H shares, the number of total issued shares of the Company has increased from 2,495,060,895 shares to 2,563,060,895 shares, where the number of total issued H Shares has increased from 483,940,500 shares to 551,940,500 shares, and the number of issued A shares remains unchanged as 2,011,120,395 shares. 10

11 3. Pursuant to the Approval on the Public Issuance of Corporate Bonds to Qualified Investors by Shanghai Fosun Pharmaceutical (Group) Co., Ltd. ( 關於核准上海復星醫藥 ( 集團 ) 股份有限公司向合格投資者公開發行公司債券的批覆 ) (Zheng Jian Xu Ke [2018] No. 265) issued by the CSRC, the Company has completed the Public Issuance of Corporate Bonds (First Tranche) to Qualified Investors in 2018 by Shanghai Fosun Pharmaceutical (Group) Co., Ltd. (the Current Tranche of Bonds ) on 15 August 2018 in the total amount of RMB1.3 billion with the coupon rate at 5.10%. The listing date of the Current Tranche of Bonds was 27 August On 27 August 2018, the proposals in relation to the postponement of certain fund-raising investment projects was approved at the 70th meeting of the seventh session of the Board and the 5th meeting of the seventh session of the Supervisory Committee in At which, it was resolved to approve that the scheduled date of the recombinant human insulin and analogue (raw materials and preparations) industrialization project ( 重組人胰島素及類似物產業化 ( 原料 + 製劑 ) 項目 ), one of the fund-raising investment projects under the non-public issuance of A shares in 2010, was delayed to December On 27 September 2018, the proposal in relation to the withdrawal of the application for the listing of Shanghai Henlius, a subsidiary of the Company, on the National Equities Exchange and Quotations System (the NEEQ ) and the proposals related to the overseas listing were approved at the 71th meeting of the seventh session of the Board of the Company. It was resolved to approve the withdrawal of the application of Shanghai Henlius for the listing on the NEEQ and the proposed spin-off and the public issuance of overseas listed foreign shares (H shares) on the Main Board of The Stock Exchange of Hong Kong Limited (the Stock Exchange ). The spin-off and overseas listing of Shanghai Henlius are subject to, among others, the approval at the general meetings of the Company and Shanghai Henlius, and the approval by the CSRC and the Stock Exchange. 3.3 Failure to perform undertakings during the Reporting Period Not applicable 3.4 Warning on any potential loss in the accumulated net profit for the period from the beginning of the year to the end of the next reporting period or any material changes in the accumulated net profit as compared with the corresponding period of the previous year and the reasons thereof Not applicable Shanghai Fosun Pharmaceutical (Group) Co., Ltd.* Legal Representative: Chen Qiyu 29 October

12 4. APPENDICES 4.1 Financial statements Consolidated balance sheet 30 September 2018 Prepared by: Shanghai Fosun Pharmaceutical (Group) Co., Ltd.* Unit: Yuan Currency: RMB Type of audit: Unaudited Items 30 September December 2017 Current assets: Cash and bank balances 7,415,294, ,248,867, Financial assets at fair value through profit or loss 219,326, Financial assets held for trading 655,340, Bills and trade receivable 4,311,662, ,825,549, Including: Bills receivable 660,400, ,011, Trade receivable 3,651,261, ,247,537, Prepayments 454,255, ,400, Other receivables 489,023, ,527, Including: Interest receivable 17,742, ,809, Dividends receivable 16,904, ,369, Inventories 3,040,400, ,750,516, Non-current assets due within one year Other current assets 298,113, ,300, Total current assets 16,664,091, ,056,487, Non-current assets: Available-for-sale financial assets 2,673,249, Long-term equity investments 21,054,115, ,450,575, Other equity instrument investments 207,878, Other non-current financial assets 2,361,926, Fixed assets 6,679,164, ,556,004, Construction in progress 2,111,458, ,759,865, Intangible assets 7,305,388, ,248,134, Development expenditures 1,769,529, ,026,410, Goodwill 8,758,270, ,464,284, Long-term deferred expenditures 97,868, ,977, Deferred tax assets 158,058, ,523, Other non-current assets 1,345,068, ,496, Total non-current assets 51,848,728, ,914,521, Total assets 68,512,820, ,971,008,

13 Consolidated balance sheet (Continued) 30 September 2018 Items 30 September December 2017 Current liabilities: Short-term loans 7,432,400, ,714,866, Bills and trade payable 2,110,312, ,781,883, Receipts in advance 527,263, Contract liabilities 642,409, Wages payable 473,945, ,830, Tax payable 457,077, ,072, Other payables 2,631,829, ,696,890, Including: Interest payable 124,838, ,944, Dividends payable 17,878, ,813, Non-current liabilities due within one year 3,980,053, ,328, Other current liabilities 28,929, ,336, Total current liabilities 17,756,959, ,600,472, Non-current liabilities: Long-term loans 9,298,906, ,579,513, Bonds payable 2,543,349, ,235,381, Long-term payables 617,386, ,338, Deferred income 362,267, ,135, Deferred tax liabilities 2,942,714, ,981,149, Other non-current liabilities 1,967,566, ,859,563, Total non-current liabilities 17,732,190, ,629,082, Total liabilities 35,489,149, ,229,554, Equity: Paid-in capital (or share capital) 2,563,060, ,495,131, Capital reserve 11,680,969, ,078,267, Less: treasury shares 8,784, ,523, Other comprehensive income 238,208, ,452, Surplus reserve 2,254,974, ,254,974, Unappropriated profits 12,277,772, ,111,565, Total equity attributable to the owners of the Parent company 28,529,784, ,326,868, Non-controlling interests 4,493,886, ,414,585, Total equity 33,023,670, ,741,453, Total liabilities and equity 68,512,820, ,971,008, Director of Legal Representative: Chief Financial Officer: the Accounting Department: Chen Qiyu Guan Xiaohui Chen Zhanyu 13

14 Balance Sheet of the Parent Company 30 September 2018 Prepared by: Shanghai Fosun Pharmaceutical (Group) Co., Ltd.* Unit: Yuan Currency: RMB Type of audit: Unaudited Items 30 September December 2017 Current assets: Cash and bank balances 610,269, ,541, Financial assets held for trading Bills and trade receivable Including: Bills receivable Trade receivable Prepayments Other receivables 8,196,322, ,554,504, Including: Interest receivable 282,489, ,347, Dividends receivable 23,871, ,457, Inventories Non-current assets due within one year 1,804,000, ,300,000, Other current assets 38,570, ,000, Total current assets 10,649,162, ,611,045, Non-current assets: Available-for-sale financial assets 294,585, Long-term equity investments 21,367,556, ,916,905, Other equity instrument investments 21,535, Other non-current financial assets 217,628, Fixed assets 6,494, ,124, Construction in progress 1,170, Intangible assets 2,017, ,986, Development expenditures Goodwill Long-term deferred expenditures Deferred tax assets Other non-current assets 5,009,152, ,951,362, Total non-current assets 26,625,556, ,171,964, Total assets 37,274,718, ,783,010,

15 Balance Sheet of the Parent Company (Continued) 30 September 2018 Items 30 September December 2017 Current liabilities: Short-term loans 4,459,000, ,495,000, Bills and trade payable Receipts in advance Contract liabilities Wages payable 105,995, ,134, Tax payable 35,539, ,421, Other payables 1,414,372, ,002,284, Including: Interest payable 116,349, ,400, Dividends payable 1,010, , Non-current liabilities due within one year 3,768,601, ,889, Other current liabilities 5,313, ,313, Total current liabilities 9,788,822, ,147,043, Non-current liabilities: Long-term loans 66,740, ,591, Bonds payable 2,543,349, ,235,381, Long-term payables Deferred income 625, , Deferred tax liabilities 1,151,018, ,151,018, Other non-current liabilities Total non-current liabilities 3,761,733, ,222,842, Total liabilities 13,550,556, ,369,885, Equity: Share capital 2,563,060, ,495,131, Capital reserve 13,992,516, ,845,268, Less: treasury shares 8,784, ,523, Other comprehensive income 209,125, ,368, Surplus reserve 1,247,565, ,247,565, Unappropriated profits 6,138,929, ,929,051, Total equity 23,724,162, ,413,124, Total liabilities and equity 37,274,718, ,783,010, Director of Legal Representative: Chief Financial Officer: the Accounting Department: Chen Qiyu Guan Xiaohui Chen Zhanyu 15

16 Consolidated Income Statement January September 2018 Prepared by: Shanghai Fosun Pharmaceutical (Group) Co., Ltd.* Unit: Yuan Currency: RMB Type of audit: Unaudited Items July Sept 2018 July Sept 2017 Jan Sept 2018 Jan Sept 2017 I. Total operating revenue 6,283,385, ,606,790, ,142,384, ,959,812, Including: Operating revenue 6,283,385, ,606,790, ,142,384, ,959,812, II. Total operating costs 6,018,072, ,210,855, ,988,474, ,689,674, Including: Operating costs 2,624,459, ,820,211, ,570,324, ,392,104, Tax and surcharges 65,311, ,911, ,482, ,761, Selling and distribution expenses 2,156,969, ,544,076, ,961,359, ,827,121, General and Administrative expenses 598,132, ,506, ,608,430, ,165,649, Research and development expenses 405,212, ,847, ,114,194, ,167, Finance costs 142,874, ,649, ,570, ,697, Including: Interest expenses 238,066, ,238, ,536, ,259, Interest income 54,089, ,974, ,163, ,943, Asset impairment losses 11,293, ,653, ,199, ,173, Credit impairment losses 13,819, ,913, Plus: Other gains 28,459, ,189, ,096, ,854, Investment income ( indicating loss) 309,370, ,198, ,156,571, ,744,771, Including: Investment income from associates and joint ventures 275,274, ,011, ,033, ,011,390, Gains from changes in fair value ( indicating loss) 136,653, ,527, ,302, ,965, Gains from disposal of assets ( indicating loss) 1,776, ,740, , ,678, III. Operating profit ( indicating loss) 741,571, ,590, ,780,159, ,111,408, Plus: Non-operating revenue 4,696, ,736, ,582, ,261, Less: Non-operating expenses 14,635, ,614, ,412, ,793, IV. Total profit ( indicating total loss) 731,633, ,712, ,769,329, ,116,876, Less: Income tax expenses 130,548, ,989, ,293, ,534, V. Net profit ( indicating net loss) 601,084, ,723, ,339,036, ,757,342, (i) Classification according to the continuity of operation 1. Net profit from continuing operation ( indicating net loss) 601,084, ,723, ,339,036, ,757,342, Net profit from discontinued operation ( indicating net loss) (ii) Classification according to ownership 1. Net profit attributable to the owners of the Parent company 533,681, ,207, ,094,152, ,419,266, Profit and loss attributable to noncontrolling interests 67,403, ,515, ,884, ,075,

17 Consolidated Income Statement (Continued) January September 2018 Items July Sept 2018 July Sept 2017 Jan Sept 2018 Jan Sept 2017 VI. Other comprehensive income, net of tax 122,010, ,667, ,197, ,315, Other comprehensive income attributable to the owners of the Parent company, net of tax 173,180, ,247, ,964, ,314, (i) Other comprehensive income not reclassified subsequently to profit or loss 3,756, ,521, Changes as a result of remeasurement of net defined benefit plan liability or asset 2. Share of the other comprehensive income of the investee accounted for using equity method which will not be reclassified subsequently to profit or loss 3. Changes in fair value of other equity instrument investments 3,756, ,521, Changes in fair value of credit risk (ii) Other comprehensive income reclassified subsequently to profit or loss 176,937, ,247, ,443, ,314, Share of the other comprehensive income of the investee accounted for using equity method which will be reclassified subsequently to profit or loss 22,492, ,693, ,149, ,054, Gain or loss arising from changes in fair value of available-for-sale financial assets 40,061, ,916, Financial assets reclassified into other comprehensive income 4. Provision for credit impairment losses of other debt instruments 5. Hedging reserve for cash flow 6. Difference in translation of foreign currency 199,429, ,507, ,592, ,656, Other comprehensive income attributable to non-controlling interests, net of tax 51,169, ,420, ,767, ,001, VII.Total comprehensive income 479,073, ,055, ,806,839, ,557,026, Total comprehensive income attributable to the owners of the Parent company 360,501, ,960, ,522,187, ,231,952, Total comprehensive income attributable to non-controlling interests 118,572, ,095, ,651, ,074, VIII. Earnings per share: (i) basic earnings per share (yuan/share) (ii) diluted earnings per share (yuan/share) Director of Legal Representative: Chief Financial Officer: the Accounting Department: Chen Qiyu Guan Xiaohui Chen Zhanyu 17

18 Income Statement of the Parent Company January September 2018 Prepared by: Shanghai Fosun Pharmaceutical (Group) Co., Ltd.* Unit: Yuan Currency: RMB Type of audit: Unaudited Items July Sept 2018 July Sept 2017 Jan Sept 2018 Jan Sept 2017 I. Operating revenue 9, , Less: Operating costs Tax and surcharges 45, , ,456, Selling and distribution expenses General and Administrative expenses 72,278, ,846, ,588, ,223, Research and development expenses Finance costs 29,794, ,651, ,043, ,833, Including: Interest expenses 120,916, ,383, ,017, ,675, Interest income 101,566, ,307, ,631, ,516, Asset impairment losses Credit impairment losses Plus: Other gains 75, , , , Investment income ( indicating loss) 409,853, ,864, ,328,284, ,387,040, Including: Investment income from associates and joint ventures 389,199, ,668, ,156,577, ,119,443, Gains on net exposure hedges ( indicating loss) Gains from changes in fair value ( indicating loss) 66,221, ,531, Gains from disposal of property ( indicating loss) ,357, ,357, II. Operating profit ( indicating loss) 374,076, ,752, ,189,374, ,193,595, Plus: Non-operating revenue Less: Non-operating expenses III. Total profit ( indicating total loss) 374,076, ,752, ,189,374, ,193,595, Less: Income tax expenses IV. Net profit ( indicating net loss) 374,076, ,752, ,189,374, ,193,595, (i) Net profit from continuing operation ( indicating net loss) 374,076, ,752, ,189,374, ,193,595, (ii) Net profit from discontinued operation ( indicating net loss) 18

19 Income Statement of the Parent Company (Continued) January September 2018 Items July Sept 2018 July Sept 2017 Jan Sept 2018 Jan Sept 2017 V. Other comprehensive income, net of tax 1,596, ,769, ,534, ,960, (i) Other comprehensive income not reclassified subsequently to profit or loss 1,264, ,409, Changes as a result of remeasurement of net defined benefit plan liability or asset 2. Share of the other comprehensive income of the investee accounted for using equity method which will not be reclassified subsequently to profit or loss 3. Changes in fair value of other equity instrument investments 1,264, ,409, Changes in fair value of credit risk (ii) Other comprehensive income reclassified subsequently to profit or loss 332, ,769, , ,960, Share of the other comprehensive income of the investee accounted for using equity method which will be reclassified subsequently to profit or loss 332, ,712, , ,643, Gain or loss arising from changes in fair value of available-for-sale financial assets 36,057, ,316, Financial assets reclassified into other comprehensive income 4. Provision for credit impairment losses of other debt instruments 5. Hedging reserve for cash flow 6. Difference in translation of foreign currency VI. Total comprehensive income 375,672, ,982, ,073,839, ,058,634, VII.Earnings per share: (i) basic earnings per share (yuan/share) (ii) diluted earnings per share (yuan/share) Director of Legal Representative: Chief Financial Officer: the Accounting Department: Chen Qiyu Guan Xiaohui Chen Zhanyu 19

20 Consolidated Statement of Cash Flow January September 2018 Prepared by: Shanghai Fosun Pharmaceutical (Group) Co., Ltd.* Unit: Yuan Currency: RMB Type of audit: Unaudited Items Jan Sept 2018 Jan Sept 2017 I. Cash flow generated from operating activities: Cash received from sale of goods and rendering of services 20,097,929, ,964,117, Refund of taxes and levies 219,724, ,585, Other cash received relating to operating activities 405,858, ,116, Sub-total of cash inflow generated from operating activities 20,723,513, ,230,819, Cash paid for purchasing goods and receiving services 7,945,500, ,976,666, Cash paid to and on behalf of employees 2,868,329, ,083,892, Cash paid for all types of taxes 1,974,454, ,436,613, Other cash paid relating to operating activities 5,847,402, ,010,305, Sub-total of cash outflow generated from operating activities 18,635,686, ,507,477, Net cash flow generated from operating activities 2,087,826, ,723,341, II. Cash flow generated from investing activities: Cash received from disposal of investments 600,426, ,659, Cash received from returns on investments 83,808, ,245, Net cash received from disposal of fixed assets, intangible assets and other long-term assets 9,290, ,935, Net cash received from disposal of subsidiaries and other operating segments Other cash received relating to investing activities 230,377, ,885, Sub-total of cash inflow generated from investing activities 923,903, ,862,725, Cash paid for acquisition of fixed assets, intangible assets and other long-term assets 2,399,855, ,570,776, Cash paid for investments 2,351,951, ,131,171, Net cash paid for acquisition of subsidiaries and other operating segments 338,075, ,636, Other cash paid relating to investing activities 172,311, ,772, Sub-total of cash outflow generated from investing activities 5,262,193, ,314,356, Net cash flow generated from investing activities 4,338,289, ,451,631,

21 Consolidated Statement of Cash Flow (Continued) January September 2018 Items Jan Sept 2018 Jan Sept 2017 III.Cash flow generated from financing activities: Cash received from capital contribution 3,749,775, ,863,684, Including: cash received by subsidiaries from investments of noncontrolling interests 1,525,201, ,397, Cash received from borrowings 7,656,218, ,660,577, Cash received from issuing bonds 1,300,000, ,244,375, Other cash received relating to financing activities 176,630, ,894, Sub-total of cash inflow generated from financing activities 12,882,624, ,066,531, Cash paid for debts settlement 6,603,405, ,392,990, Cash paid for the distribution of dividends, profits or interest 1,750,487, ,464,523, Including: dividends and profits paid by subsidiaries to non-controlling interests 187,760, ,702, Other cash paid relating to financing activities 1,817,960, ,141, Sub-total of cash outflow generated from financing activities 10,171,854, ,400,655, Net cash flow generated from financing activities 2,710,770, ,665,875, IV. Effects of exchange rate fluctuations on cash and cash equivalents 31,014, ,972, V. Net increase of cash and cash equivalents 429,292, ,797,613, Plus: Opening balance of cash and cash equivalents 6,350,319, ,538,036, VI. Closing balance of cash and cash equivalents 6,779,611, ,335,649, Director of Legal Representative: Chief Financial Officer: the Accounting Department: Chen Qiyu Guan Xiaohui Chen Zhanyu 21

22 Statement of Cash Flow of the Parent Company January September 2018 Prepared by: Shanghai Fosun Pharmaceutical (Group) Co., Ltd.* Unit: Yuan Currency: RMB Type of audit: Unaudited Items Jan Sept 2018 Jan Sept 2017 I. Cash flow generated from operating activities: Cash received from sale of goods and rendering of services 300, Refund of taxes and levies Other cash received relating to operating activities 154,188, ,832, Sub-total of cash inflow generated from operating activities 154,188, ,132, Cash paid for purchasing goods and receiving services Cash paid to and on behalf of employees 212,751, ,490, Cash paid for all types of taxes 15,825, ,761, Other cash paid relating to operating activities 141,856, ,535, Sub-total of cash outflow generated from operating activities 370,433, ,787, Net cash flow generated from operating activities 216,245, ,345, II. Cash flow generated from investing activities: Cash received from disposal of investments 213,535, ,846, Cash received from returns on investments 55,717, ,039, Net cash received from disposal of fixed assets, intangible assets and other long-term assets 63, ,928, Net cash received from disposal of subsidiaries and other operating segments Other cash received relating to investing activities Sub-total of cash inflow generated from investing activities 269,316, ,814, Cash paid for acquisition of fixed assets, intangible assets and other long-term assets 1,727, Cash paid for investments 394,612, ,612,397, Net cash paid for acquisition of subsidiaries and other operating segments Other cash paid relating to investing activities Sub-total of cash outflow generated from investing activities 396,340, ,612,397, Net cash flow generated from investing activities 127,024, ,582,

23 Statement of Cash Flow of the Parent Company (Continued) January September 2018 Items Jan Sept 2018 Jan Sept 2017 III.Cash flow generated from financing activities: Cash received from capital contribution 2,224,574, ,037,286, Cash received from borrowings 5,609,000, ,791,848, Cash received from issuing bonds 1,300,000, ,244,375, Other cash received relating to financing activities 4,568,750, ,838,728, Sub-total of cash inflow generated from financing activities 13,702,324, ,912,238, Cash paid for debts settlement 4,101,524, ,519,025, Cash paid for the distribution of dividends, profits or interest 1,319,245, ,168,119, Other cash paid relating to financing activities 7,967,617, ,777,078, Sub-total of cash outflow generated from financing activities 13,388,386, ,464,223, Net cash flow generated from financing activities 313,938, ,448,014, IV. Effects of exchange rate fluctuations on cash and cash equivalents 16,059, ,193, V. Net increase of cash and cash equivalents 13,271, ,584, Plus: Opening balance of cash and cash equivalents 254,541, ,573, VI. Closing balance of cash and cash equivalents 241,269, ,099,157, Director of Legal Representative: Chief Financial Officer: the Accounting Department: Chen Qiyu Guan Xiaohui Chen Zhanyu 23

24 4.2 Audited Report Not applicable 24