Company code: Shenzhen Sea Star Technology Co.Ltd(002137) company abbreviation: Shenzhen Sea Star Technology Co.Ltd(002137)
Shenzhen Sea Star Technology Co.Ltd(002137)
2021 goodwill impairment test report
1、 Whether to conduct impairment test √ yes □ No 2. Whether to obtain the evaluation report for the purpose of financial report in the impairment test √ yes □ no
Asset group name appraisal institution appraiser appraisal report no. appraisal value type appraisal result
Merge Shanghai Shunwei advertising
The recoverable amount of Zhonglian asset appraisal group Han Xiaowei and Hao Junhu Zhonglian pingbao Zi [2022] formed by Communication Co., Ltd. shall not be less than 3.37 million yuan
Chengxiang Co., Ltd. No. 1214 including goodwill
Related asset group
The recoverable amount of Xue Li and Zhang Shilin Zhongfeng pingbao Zi (2022) of Beijing Zhongfeng assets appraisal of yizhilian Co., Ltd. is 1049200 yuan
Company Limited No. 40025
3、 Are there any signs of impairment
Whether the asset group name has impairment trace remarks whether to withdraw impairment remarks impairment basis remarks
as
Merge Shanghai shunweiguang
Other signs of impairment reported to China Communications Co., Ltd. are special evaluation reports
Relevant asset groups including goodwill formed
Other signs of impairment of yizhilian Co., Ltd. are special evaluation reports
IV. allocation of goodwill of the company
Unit: Yuan
Asset group name asset group or asset group asset group or asset group asset group or asset group goodwill allocation method to allocate the original value of goodwill
Determination method of composition of contract book amount of contract
An asset group is an asset that an enterprise can
Merge Shanghai Shun advertising into the smallest asset group recognized by the asset group
For the combination of fixed assets and use rights formed by Communication Co., Ltd., the cash generated by it is 302928094, which does not need to be apportioned. The related assets including goodwill and the apportioned goodwill inflow shall be basically independent
Related assets are incorporated in other assets or
Asset group. Asset group should
When cash inflows are created by
Relevant asset composition.
An asset group is an asset that an enterprise can
Minimum asset group recognized
Cash directly attributable to asset portfolio
All assets and related inflow of yizhilian Co., Ltd. shall be basically independent of 104730362, and there is no need to apportion 227264538 company’s liabilities to other assets or
Asset group. Asset group should
When cash inflows are created by
Relevant asset composition.
Whether the determination method of asset group or combination of asset groups is different from that of previous years □ yes √ no v. goodwill impairment test process 1. Important assumptions and reasons
1、 Relevant asset groups including goodwill formed by merging Shanghai Shunwei Advertising Communication Co., Ltd
(I) general assumptions
The methods used in goodwill impairment test usually involve transaction hypothesis, open market hypothesis and asset going concern hypothesis.
1. Asset going concern assumption
It is assumed that the assets will continue to operate and continue to be used according to the current purpose, mode of use, scale, frequency and environment, or on the basis of changes. (II) special assumptions
1. There will be no major changes in the country’s current macroeconomic, financial and industrial policies.
2. There is no significant change in the socio-economic environment and the implemented tax, tax rate and other policies.
3. The future operation and management team shall be responsible and continue to maintain the existing operation and management mode.
4. The management mode, sales channels, industry experience and other unidentifiable assets related to goodwill can continue to play a role, and other assets can continue to be used through renewal or addition.
5. The influence of possible inflation factors in the future is not considered in the values of various parameters of this assessment.
6. It is assumed that the cash inflow after the benchmark date is the year-end inflow and the cash outflow is the year-end outflow.
7. When using the income method to evaluate the fair value of relevant asset groups containing goodwill, it is assumed that the current use of relevant asset groups containing goodwill is the best use.
8. The impact of natural forces and other force majeure factors, and the possible impact of special transaction methods on the evaluation conclusion are not considered.
9. The mortgage and guarantee that the asset group may undertake in the future are not considered.
10. The property right holder and the management of the appraisal object can implement the future business plan as scheduled. If the actual operation of the enterprise deviates from the business plan, the property right holder shall appoint the management in time to take corresponding remedial measures to make up for the deviation.
11. Relevant asset groups with goodwill can expand their business according to the plan, and the channel and business qualification of the asset group can be sustained and stable; The income sources of the asset group are mainly digital integrated marketing and precision and effect marketing. In the future operation period, its main business structure, revenue and cost composition, sales strategy and cost control of future business will remain in its current state. The changes in operating capacity, business scale, business structure and other conditions that may be caused by changes in management, business strategy, additional investment and business environment in the future are not considered, although such changes are likely to occur, that is, this appraisal is based on the continuous improvement of the production and operation capacity, business scale and business model of the appraisal object on the benchmark date.
12. In the future operation period of the appraisal object, the expenses of each period of the asset group will not change significantly on the current basis, and the change trend in recent years will continue.
13. The current appraisal assumes that the basic information and financial information provided by the client and the asset group related to goodwill are true, accurate and complete.
14. The appraisal scope is only subject to the appraisal declaration form of the client and the relevant asset group with goodwill, and does not consider the contingent assets and contingent liabilities that may exist outside the list provided by the client and the relevant asset group with goodwill.
When the above conditions change, the evaluation results will generally become invalid. 2、 Asset group of yizhilian Co., Ltd
In the process of evaluation, we follow the following evaluation assumptions; If the appraisal assumption is not tenable, it will have a significant impact on the appraisal conclusion.
1. Orderly transaction hypothesis: orderly transaction refers to the transaction in which relevant assets or liabilities have customary market activities in a period of time before the measurement date.
2. Assumption of going concern: the assumption of going concern refers to the assumption that the assets / asset groups entrusted to be appraised will be used normally and continuously according to the purpose and mode of use on the base date, and there will be no unforeseen factors that make them unable to operate continuously. The valuation method, parameters and basis will be determined accordingly.
3. There will be no major changes in the current relevant national laws and regulations and the national macroeconomic situation, and there will be no unforeseen major changes in the external economic environment such as interest rate, exchange rate, tax benchmark, tax rate and policy collection fees;
4. It is assumed that the company has no other human force majeure and unforeseen factors that have a significant adverse impact on the enterprise on the basis of the existing management mode and management level; 5. The relevant basic data and financial data provided by the acquired party and the client are true, accurate and complete;
6. The scope of the appraisal is only subject to the appraisal declaration form provided by the client and the acquired party;
7. The current appraisal assumes that the enterprise obtains net cash flow evenly within the year.
In case of any event inconsistent with the above assumptions, the appraisal results will generally become invalid. 2. Book value of overall asset group or asset group combination
Unit: Yuan
Asset groups belonging to shareholders of the parent company or asset groups belonging to minority shareholders, asset groups containing goodwill, book value of goodwill, book value of goodwill, book value of all goodwill and book value of other assets or combination of asset groups
Merge Shanghai Shunwei advertising
The relevant asset group including goodwill formed by Communication Co., Ltd. is 12597731390 0.001259773139030292809412900659484
Yi Zhilian Co., Ltd. 227264538 0. Sichuan Crun Co.Ltd(002272) 64538104730362331994900 company 3. Recoverable amount (1) net amount after fair value minus disposal expenses √ applicable □ not applicable
Unit: Yuan
Asset group name fair value hierarchy fair value acquisition method fair value disposal expenses net amount of fair value minus disposal expenses
Based on book net assets
Future cash flow discount
The current and recent financing price of the third level of yizhilian Co., Ltd. is 104916021 0.00104916021 division and estimated by market multiplier method
Fair value calculation
value
Whether the above information is inconsistent with previous periods □ yes √ no other description □ applicable √ not applicable (2) present value of estimated future net cash flow √ applicable □ not applicable
Unit: Yuan
Asset group name forecast period business forecast period profit forecast period net stable period business stable period profit
