香港交易及結算所有限公司及香港聯合交易所有限公司對本公告之內容概不負責，對其 準確性或完整性亦不發表任何聲明，並明確表示，概不會就因本公告全部或任何部分內 容而產生或因依賴該等內容而引致之任何損失承擔任何責任。 - 1 - 股東及本公司潛在投資者於買賣本公司股份或其他證券時務請審慎行事。 承董事會命 ASIA ENERGY LOGISTICS GROUP LIMITED 351 虧損情況改善 本公告乃由亞洲能源物流集團有限公司（「本公司」，連同其附屬公司統稱「本集團」）根據 香港聯合交易所有限公司證券上市規則（「上市規則」）第13.09(2)條及香港法例第571章證 券及期貨條例第XIVA部項下之內幕消息條文（定義見上市規則）作出。 本公司董事會（「董事會」）謹此知會本公司股東（「股東」）及潛在投資者，根據對目前董事 會可獲得之資料所作出之初步評估，預計截至二零二五年六月三十日止六個月來自持續 經營之虧損將約為15,000,000港元，而截至二零二四年六月三十日止同期持續經營之虧損 約為36,000,000港元。此改善乃主要由於(i)員工成本及其他經營開支減少及(ii)與二零二四 年同期比較，本公司於截至二零 ...

| 截至月份: | 2025年7月31日 | 狀態: 新提交 | | --- | --- | --- | | 致：香港交易及結算所有限公司 | | | | 公司名稱: | 亞洲能源物流集團有限公司 | | | 呈交日期: | 2025年8月4日 | | | I. 法定/註冊股本變動 不適用 | | | 股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 FF301 第 1 頁 共 10 頁 v 1.1.1 FF301 II. 已發行股份及/或庫存股份變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | 於香港聯交所上市 (註1) | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 00351 | 說明 | | | | | | | | | 已發行股份（不包括庫存股份）數目 | | 庫存股份數目 | | 已發行股份總數 | | | 上月底結存 | | | 1,994,975,244 | | 0 | | 1,994,975,244 | | 增加 / 減少 (-) | | | 0 ...

Financial Performance - The group recorded revenue of approximately HKD 36,101,000 for the shipping and logistics business, a decrease of about 27% compared to HKD 49,646,000 in the previous year[8]. - Gross profit for the shipping and logistics segment was approximately HKD 6,545,000, down about 72% from HKD 23,691,000 in the previous year[8]. - The telecommunications segment generated revenue of approximately HKD 5,801,000, a decrease of about 87% from HKD 44,982,000 in the previous year[9]. - The group reported a loss of approximately HKD 30,713,000 for the year, compared to a profit of HKD 11,132,000 in the previous year, representing an increase in loss of about 376%[19]. - Revenue from continuing operations was approximately HKD 48,142,000, down about 49% from HKD 94,628,000 in the previous year[19]. - The total revenue for the company was approximately 79,172,000 HKD in 2024, compared to 143,654,000 HKD in 2023[189]. Assets and Liabilities - As of December 31, 2024, the company held financial assets at fair value through profit or loss amounting to HKD 35,418,000, with a collateralized margin financing of HKD 1,932,000[26]. - The company reported cash and bank balances of approximately HKD 62,772,000 as of December 31, 2024, compared to HKD 14,517,000 in 2023[28]. - The company's total equity attributable to owners was approximately HKD 162,229,000 as of December 31, 2024, down from HKD 191,879,000 in 2023[28]. - As of December 31, 2024, the group had no bank loans or other borrowings[51]. - The company had no capital commitments as of December 31, 2024, consistent with the previous year[24]. Employee and Operational Metrics - The company had a total of 19 full-time employees as of December 31, 2024, down from 40 in 2023[31]. - Employee costs for the year ended December 31, 2024, were approximately HKD 21,100,000, compared to HKD 29,800,000 in 2023[31]. - The group’s dry bulk fleet has a total capacity of approximately 32,000 deadweight tons, consistent with the previous year[6]. Corporate Governance - The board consists of three executive directors, one non-executive director, and three independent non-executive directors[92]. - The company has established systems and procedures to ensure compliance with relevant laws and regulations affecting its operations[44]. - The company has adopted measures to ensure effective execution of contractual arrangements and compliance with them[80]. - The company has established a risk management and internal control system that complies with the Corporate Governance Code[136]. - The company has engaged an external auditor, Fu Rui Ma Ze, to audit its consolidated financial statements for the fiscal year ending December 31, 2024[86]. Sustainability and Environmental Impact - The company is committed to sustainable development and has adjusted its business strategy to focus on shipping and logistics operations, covering key performance indicators from its Hong Kong office and two owned vessels[167]. - The company aims to enhance its sustainability disclosures to align more closely with international sustainability standards in the coming years[165]. - The company prioritizes reducing and controlling gas and waste emissions, implementing policies and indicators to encourage waste reduction, recycling, and sustainable development[176]. - The total greenhouse gas emissions decreased by approximately 12% compared to the previous year, with total emissions amounting to 17,310.76 tons in 2024, down from 19,755.67 tons in 2023[187]. - The company has not violated any environmental protection laws, rules, or regulations during the reporting period[178]. Shareholder Relations - There were no interim dividends paid to shareholders for the year ending December 31, 2024, and the board does not recommend a final dividend for the same period[45]. - The company has maintained a public shareholding percentage exceeding 25% throughout the fiscal year[82]. - The board plans to recommend a dividend distribution of no less than 15% of the annual profit attributable to shareholders in the foreseeable future[160]. Risk Management - The company faces several risks related to the contractual arrangements, including potential non-compliance with Chinese laws and the possibility of losing rights to assets held by related parties[79]. - The company has not insured against the risks associated with the contractual arrangements and their proposed transactions[79]. - The interpretation and implementation of the newly enacted Foreign Investment Law may create uncertainties affecting the company's corporate structure and business operations[79].

Financial Performance - Revenue for the year ended December 31, 2024, was HKD 48,142,000, a decrease of 49.1% compared to HKD 94,628,000 in 2023[2] - Gross profit for the year was HKD 6,930,000, down 76.0% from HKD 28,863,000 in the previous year[2] - Loss from continuing operations before tax was HKD 52,423,000, compared to a loss of HKD 13,150,000 in 2023[3] - Total comprehensive loss for the year amounted to HKD 30,846,000, a significant decline from a comprehensive income of HKD 10,967,000 in the prior year[3] - Basic and diluted loss per share from continuing operations was HKD 2.60, compared to HKD 0.60 in the previous year[3] - The company reported a pre-tax loss from continuing operations of HKD 51,895,000 in 2024, compared to a loss of HKD 11,606,000 in 2023[40] - The basic and diluted loss per share for continuing operations was HKD (2.60) in 2024, compared to HKD (0.60) in 2023[40] - The group recorded a loss of approximately HKD 30,713,000, a decline of about 376% from a profit of HKD 11,132,000 in 2023[65] Assets and Liabilities - Non-current assets decreased to HKD 73,447,000 from HKD 147,712,000 in 2023, reflecting a reduction of 50.2%[4] - Current assets increased to HKD 99,248,000, up 37.4% from HKD 72,237,000 in the previous year[4] - Net current assets improved to HKD 90,537,000, compared to HKD 50,480,000 in 2023, indicating a 79.4% increase[4] - The company’s total liabilities decreased from HKD 26.874 million in 2023 to HKD 10.466 million in 2024, reflecting a significant reduction in financial obligations[26] - The total trade receivables decreased from HKD 22,383,000 in 2023 to HKD 15,651,000 in 2024[12] - The total trade payables decreased from HKD 9,739,000 in 2023 to HKD 5,349,000 in 2024[49] Cash Flow and Investments - The company reported a cash balance of HKD 62,772,000, significantly higher than HKD 14,517,000 in the previous year[4] - Cash inflow from operating activities was HKD 11,327,000 in 2024, down from HKD 23,031,000 in 2023[39] - The company completed the sale of a vessel for USD 9,500,000 (approximately HKD 74,100,000) on August 20, 2024, which is classified as discontinued operations[38] - Total revenue from discontinued operations was HKD 31,030,000 in 2024, down from HKD 49,026,000 in 2023[38] - The company reported total other income of HKD 1,772,000 in 2024, slightly down from HKD 1,775,000 in 2023[33] Segment Performance - The company reported segment revenue from external customers for the year ended December 31, 2023, totaling HKD 143.654 million, with the shipping and logistics segment contributing HKD 44.982 million and the telecommunications segment contributing HKD 49.646 million[24] - The company incurred a total loss of HKD 30.713 million for the year, with the shipping and logistics segment reporting a loss of HKD 3.158 million and the telecommunications segment reporting a loss of HKD 4.718 million[23] - Revenue from the shipping and logistics segment decreased from HKD 49,646,000 in 2023 to HKD 36,101,000 in 2024, a decline of approximately 27.5%[32] - Telecommunications service revenue dropped significantly from HKD 44,982,000 in 2023 to HKD 5,801,000 in 2024, representing a decrease of about 87.1%[32] - Gross profit in the shipping and logistics segment was approximately HKD 6,545,000, down about 72% from HKD 23,691,000 in the previous year[57] - Gross profit in the telecommunications segment was approximately HKD 371,000, down about 93% from HKD 5,172,000 in the previous year[58] - The e-commerce trade business recorded revenue of approximately HKD 6,240,000 and a gross profit of approximately HKD 13,000 during the year[59] Strategic Focus and Challenges - The company has incurred research and development costs of HKD 749,000, an increase from HKD 259,000 in 2023, indicating a focus on innovation[2] - The group has taken measures to reduce operating costs and maintain profitability in response to challenges in the shipping and logistics market due to new tariffs and geopolitical dynamics[61] - The telecommunications business faces significant challenges due to customer shifts towards other mobile applications for communication, impacting traditional SMS services[62] - The company’s segment performance indicates a need for strategic adjustments, particularly in the telecommunications and shipping segments, to improve profitability moving forward[22] - The group will continue to seek suitable investment opportunities that can create synergies with existing businesses and contribute positively[64] Compliance and Governance - The company adopted several new or revised Hong Kong Financial Reporting Standards, which did not have a significant impact on the consolidated financial statements[11][14][16][18][20] - The group has maintained compliance with applicable corporate governance codes and principles throughout the year[71] - There were no purchases, sales, or redemptions of the company's listed securities during the year[69] - The company did not recommend any dividends for the years ended December 31, 2024, and 2023[37] - The group had no capital commitments as of December 31, 2024[67]

Revenue and Profit Performance - Revenue from shipping and logistics business decreased by 17% to approximately HKD 20,432,000 compared to HKD 24,594,000 in the same period last year[5] - Gross profit from shipping and logistics business decreased by 76% to approximately HKD 2,488,000 compared to HKD 10,350,000 in the same period last year[5] - Revenue from telecommunications-related business decreased by 92% to approximately HKD 2,437,000 compared to HKD 29,129,000 in the same period last year[9] - Gross loss from telecommunications-related business was approximately HKD 52,000, compared to a gross profit of HKD 6,054,000 in the same period last year[9] - Total revenue from continuing operations decreased by 57% to approximately HKD 22,869,000 compared to HKD 53,723,000 in the same period last year[13] - Loss from continuing operations increased by 198% to approximately HKD 35,898,000 compared to HKD 12,059,000 in the same period last year[13] - Revenue for the six months ended June 30, 2024, was HK$22.869 million, a significant decrease from HK$53.723 million in the same period in 2023[39] - Gross profit for the period was HK$2.436 million, down from HK$16.404 million in 2023[39] - Loss from continuing operations before tax was HK$35.898 million, compared to a loss of HK$12.059 million in 2023[39] - Profit from discontinued operations was HK$13.686 million, slightly higher than HK$12.124 million in 2023[40] - Total comprehensive loss for the period was HK$22.272 million, compared to a loss of HK$408,000 in 2023[40] - Revenue from chartering decreased to HKD 20.432 million in 2024 from HKD 24.594 million in 2023, a decline of approximately 16.9%[51] - Telecommunications service revenue dropped significantly to HKD 2.437 million in 2024 from HKD 29.129 million in 2023, a decrease of approximately 91.6%[51] - Total revenue from continuing operations fell to HKD 22.869 million in 2024 from HKD 53.723 million in 2023, a decline of approximately 57.4%[51] - Other income decreased to HKD 363,000 in 2024 from HKD 1.135 million in 2023, a decline of approximately 68%[52] - The shipping and logistics segment (continuing operations) reported a loss of HKD 5.538 million in 2023[56] - The telecommunications-related business segment reported a profit of HKD 1.661 million in 2023[56] - Revenue from discontinued operations (shipping and logistics) was 24,779 thousand HKD in the first half of 2024, slightly higher than the 24,375 thousand HKD recorded in the same period of 2023[66] - The company reported a net loss attributable to owners of 35,370 thousand HKD from continuing operations in the first half of 2024, compared to a loss of 11,973 thousand HKD in the same period of 2023[67] Asset and Liability Changes - Cash and bank balances increased to HKD 15,182,000 as of June 30, 2024, compared to HKD 14,517,000 on December 31, 2023[14] - Net current assets rose to HKD 95,628,000 as of June 30, 2024, up from HKD 50,480,000 on December 31, 2023[14] - Current ratio improved to 419% as of June 30, 2024, compared to 332% on December 31, 2023[14] - Debt-to-equity ratio increased to 20% as of June 30, 2024, up from 14% on December 31, 2023[14] - The company holds listed equity investments with a fair value of HKD 24,504,000, representing approximately 12% of total assets as of June 30, 2024[16] - Total assets for continuing operations in shipping and logistics increased to HKD 81.232 million in 2024 from HKD 78.644 million in 2023[57] - Total assets for the telecommunications-related business increased to HKD 15.066 million in 2024 from HKD 13.236 million in 2023[57] - Total consolidated assets decreased to HKD 204.248 million in 2024 from HKD 219.949 million in 2023[57] - Total liabilities increased to 33,445 thousand HKD as of June 30, 2024, up from 26,874 thousand HKD at the end of 2023, primarily driven by higher liabilities in the shipping and logistics segment (6,100 thousand HKD) and telecom-related business (6,508 thousand HKD)[59] - Non-current assets in Hong Kong decreased to 9,481 thousand HKD as of June 30, 2024, compared to 12,555 thousand HKD at the end of 2023, while non-current assets in China dropped significantly to 80 thousand HKD from 569 thousand HKD[60] - Non-current assets decreased to HK$78.635 million from HK$147.712 million at the end of 2023[42] - Cash and cash equivalents at the end of the period were HK$15.182 million, down from HK$19.190 million in 2023[45] - Trade and other receivables decreased to HK$19,046,000 as of June 30, 2024, from HK$22,383,000 as of December 31, 2023[72] - The company held HK$24,504,000 in listed securities as of June 30, 2024, compared to HK$35,418,000 as of December 31, 2023[76] - Trade payables increased to HK$5,884,000 as of June 30, 2024, from HK$2,409,000 as of December 31, 2023[77] - The company's vessel-related deposits decreased to HK$4,111,000 as of June 30, 2024, from HK$12,529,000 as of December 31, 2023[72] - The fair value of financial assets measured at fair value through profit or loss (Level 1) was HKD 24,504 thousand as of June 30, 2024, down from HKD 35,418 thousand as of December 31, 2023[87] Cash Flow and Financing Activities - Net cash generated from operating activities was HK$5.987 million, compared to a net cash outflow of HK$3.228 million in 2023[45] - Net cash used in investing activities was HK$3.802 million, compared to a net cash inflow of HK$3.711 million in 2023[45] - Net cash used in financing activities was HK$1.520 million, compared to a net cash inflow of HK$620,000 in 2023[45] - Net cash inflow from operating activities of discontinued operations increased to 846 thousand HKD in the first half of 2024, up from 678 thousand HKD in the same period of 2023[67] - The company had no outstanding margin financing as of June 30, 2024, compared to HK$1,932,000 as of December 31, 2023[75] - The imputed interest expense related to the 2020 convertible bonds was zero for the six months ended June 30, 2024, compared to HKD 1,908,000 for the same period in 2023[84] - Amounts payable to Dongyang, the ultimate holding company, increased to HKD 10,800,000 as of June 30, 2024, from HKD 7,000,000 as of December 31, 2023[85] Employee and Management Costs - Total number of full-time employees decreased to 17 as of June 30, 2024, compared to 40 on December 31, 2023[24] - Employee costs (including directors' remuneration) amounted to HKD 14,530,000 for the period ending June 30, 2024, compared to HKD 14,950,000 for the same period in 2023[24] - Employee costs, including director remuneration, increased to 14,530 thousand HKD in the first half of 2024, up from 14,950 thousand HKD in the same period of 2023[64] - The total remuneration for key management personnel (directors only) was HKD 2,865 thousand for the six months ended June 30, 2024, compared to HKD 2,508 thousand for the same period in 2023[83] - Consulting fees payable to Chuang Sheng Financial Public Relations Limited, beneficially owned by Mr. Ng Kin Sin, a director of several subsidiaries, amounted to HKD 300,000 for the six months ended June 30, 2024, down from HKD 360,000 in the same period in 2023[83] Shareholder and Equity Information - The company's total issued shares stood at 1,994,975,244 as of June 30, 2024[15] - Mr. Peng Yue holds 1,400,000,000 shares, representing approximately 70.18% of the issued shares through his controlled company, Dongyang Group Limited[30] - Dongyang Group Limited, as the beneficial owner, holds 1,400,000,000 shares, representing approximately 70.18% of the issued shares[32] - No share options were granted, exercised, canceled, or lapsed under the 2018 Share Option Scheme during the review period[34] - The company maintained sufficient public float during the six months ended June 30, 2024[37] - No listed securities of the company were purchased, sold, or redeemed by the company or any of its subsidiaries during the review period[38] - The company's issued and fully paid share capital remained at 1,994,975,244 shares as of June 30, 2024[81] Operational and Strategic Changes - The company agreed to sell a vessel for USD 9,500,000 (equivalent to HKD 74,100,000), with the transaction expected to be completed in August 2024[9][10] - The company will operate one dry bulk carrier after the sale of the vessel and has taken measures to reduce operating costs[11] - The company agreed to sell a vessel for USD 9,500,000 (equivalent to HKD 74,100,000) on May 23, 2024[18] - The company agreed to sell a vessel (M/V Clipper Panorama) for USD 9.5 million (approximately 74,100 thousand HKD), with delivery expected in August 2024[66] Other Financial and Operational Notes - The company has no contingent liabilities or capital commitments as of June 30, 2024[21][22] - Basic and diluted loss per share from continuing operations was 1.77 HK cents, compared to 0.64 HK cents in the same period last year[13] - Basic and diluted earnings per share from discontinued operations was 0.69 HK cents, compared to 0.65 HK cents in the same period last year[13] - Diluted loss per share for the six months ended June 30, 2024, was (1.77) HK cents, compared to (0.64) HK cents for the same period in 2023[70] - The company did not declare or pay any dividends for the six months ended June 30, 2024, and 2023[71] - Goodwill remained unchanged at HK$1,026,000 as of June 30, 2024, with no impairment losses recorded during the period[72] - The company's other receivables included HK$1,299,000 bearing interest at 10% per annum, due for repayment in October 2024[74] - Financial costs for continuing operations decreased to 263 thousand HKD in the first half of 2024, compared to 2,442 thousand HKD in the same period of 2023, mainly due to lower interest expenses on other borrowings and convertible bonds[62] - Depreciation of property, plant, and equipment for continuing operations totaled 2,457 thousand HKD in the first half of 2024, slightly higher than the 2,209 thousand HKD recorded in the same period of 2023[64] - Revenue from China in the telecom-related business declined sharply to 2,437 thousand HKD in the first half of 2024, down from 29,129 thousand HKD in the same period of 2023[61]

[Interim Results Announcement](index=1&type=section&id=Interim%20Results%20Announcement) This announcement presents the Group's financial performance and position for the interim period, highlighting key operational and financial metrics [Condensed Consolidated Statement of Comprehensive Income](index=2&type=section&id=Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income) For the six months ended June 30, 2024, the Group's revenue from continuing operations significantly decreased, leading to a substantial expansion of loss before tax; despite profit from discontinued operations, an overall comprehensive loss was recorded Condensed Consolidated Statement of Comprehensive Income | Metric | H1 2024 (HK$ thousand) | H1 2023 (HK$ thousand) (Restated) | | :--- | :--- | :--- | | Revenue (Continuing operations) | 22,869 | 53,723 | | Cost of services | (20,433) | (37,319) | | Gross profit | 2,436 | 16,404 | | Other income | 363 | 1,135 | | Employee costs | (14,530) | (14,950) | | Depreciation | (3,561) | (2,869) | | Legal and professional fees | (2,262) | (2,604) | | Motor vehicle expenses | (937) | (1,143) | | Other administrative and operating expenses | (6,230) | (7,540) | | Fair value changes of financial assets at FVTPL | (4,145) | 1,950 | | Loss on disposal of financial assets at FVTPL | (6,769) | – | | Finance costs | (263) | (2,442) | | Loss before tax from continuing operations | (35,898) | (12,059) | | Income tax expense | – | – | | Loss for the period from continuing operations | (35,898) | (12,059) | | Profit for the period from discontinued operations | 13,686 | 12,124 | | (Loss) Profit for the period | (22,212) | 65 | | Total comprehensive (loss) income for the period | (22,272) | (408) | - Revenue from continuing operations decreased by **57.4% year-on-year**, with gross profit decreasing by **85.2% year-on-year**[2](index=2&type=chunk) - Loss for the period from continuing operations expanded by **198.5% year-on-year**, primarily due to fair value changes and disposal losses of financial assets[2](index=2&type=chunk) - Profit for the period from discontinued operations increased by **12.9% year-on-year**[2](index=2&type=chunk) Basic and Diluted (Loss) Earnings Per Share | Metric | H1 2024 (HK cents) | H1 2023 (HK cents) (Restated) | | :--- | :--- | :--- | | Basic and diluted (loss) earnings per share – from continuing operations | (1.77) | (0.64) | | Basic and diluted (loss) earnings per share – from discontinued operations | 0.69 | 0.65 | | Basic and diluted (loss) earnings per share – total | (1.08) | 0.01 | [Condensed Consolidated Statement of Financial Position](index=4&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2024, the Group's total non-current assets significantly decreased, but net current assets increased, mainly due to the classification of a vessel as an asset held for sale, while total equity declined Condensed Consolidated Statement of Financial Position | Metric | June 30, 2024 (HK$ thousand) (Unaudited) | Dec 31, 2023 (HK$ thousand) (Audited) | | :--- | :--- | :--- | | **Non-current assets** | | | | Property, plant and equipment | 70,416 | 136,506 | | Intangible assets | 1,000 | 1,000 | | Right-of-use assets | 6,193 | 9,180 | | Goodwill | 1,026 | 1,026 | | **Total non-current assets** | 78,635 | 147,712 | | **Current assets** | | | | Trade and other receivables | 20,322 | 22,302 | | Financial assets at FVTPL | 24,504 | 35,418 | | Bank balances and cash | 15,182 | 14,517 | | Assets classified as held for sale | 65,605 | – | | **Total current assets** | 125,613 | 72,237 | | **Current liabilities** | | | | Trade and other payables | 15,666 | 9,739 | | Amount due to ultimate holding company | 10,800 | 7,000 | | Lease liabilities | 3,519 | 5,018 | | **Total current liabilities** | 29,985 | 21,757 | | **Net current assets** | 95,628 | 50,480 | | **Total assets less current liabilities** | 174,263 | 198,192 | | **Non-current liabilities** | | | | Lease liabilities | 3,460 | 5,117 | | **Net assets** | 170,803 | 193,075 | | **Total equity** | 170,803 | 193,075 | - Property, plant and equipment significantly decreased from **HK$136,506 thousand** to **HK$70,416 thousand**, primarily due to a vessel being classified as an asset held for sale[4](index=4&type=chunk)[20](index=20&type=chunk) - Assets classified as held for sale in current assets increased by **HK$65,605 thousand**[5](index=5&type=chunk)[20](index=20&type=chunk) - Net current assets increased from **HK$50,480 thousand** to **HK$95,628 thousand**, and the current ratio improved from **332%** to **419%**[5](index=5&type=chunk)[41](index=41&type=chunk)[42](index=42&type=chunk) - Total equity attributable to owners of the Company decreased from **HK$191,879 thousand** to **HK$170,141 thousand**[6](index=6&type=chunk)[41](index=41&type=chunk) [Notes to the Condensed Consolidated Interim Financial Statements](index=6&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Interim%20Financial%20Statements) This section details the basis of preparation, changes in accounting policies, revenue and expense composition, segment information, impact of discontinued operations, earnings per share calculation, dividend policy, receivables and payables, share capital changes, and related party transactions for the interim financial statements [Basis of Preparation](index=6&type=section&id=Basis%20of%20Preparation) The condensed consolidated interim financial statements are prepared in accordance with HKAS 34 and the Listing Rules, should be read with the 2023 annual consolidated financial statements, and involve judgments, estimates, and assumptions consistent with the annual statements - The condensed consolidated interim financial statements have been prepared in accordance with Hong Kong Accounting Standard 34 Interim Financial Reporting issued by the HKICPA and the applicable disclosure provisions of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited[7](index=7&type=chunk) - These statements should be read in conjunction with the Company's annual consolidated financial statements for the year ended December 31, 2023[7](index=7&type=chunk) - The significant judgments and estimates made in preparing these statements and their impact are consistent with those applied in the Company's consolidated financial statements for the year ended December 31, 2023[7](index=7&type=chunk) [Adoption of New/Revised HKFRSs](index=7&type=section&id=Adoption%20of%20New%2FRevised%20HKFRSs) The Group adopted several new/revised HKFRSs effective January 1, 2024, but these adoptions had no significant impact on the condensed consolidated interim financial statements - The Group first adopted new/revised HKFRSs effective January 1, 2024, including amendments related to classification of liabilities, non-current liabilities with covenants, classification of term loans by a borrower, supplier finance arrangements, and lease liabilities in a sale and leaseback transaction[8](index=8&type=chunk)[9](index=9&type=chunk) - The adoption of these amendments to HKFRSs had no significant impact on the Group's condensed consolidated interim financial statements[9](index=9&type=chunk) [Revenue](index=7&type=section&id=Revenue) Total revenue from continuing operations significantly decreased from **HK$53,723 thousand** in H1 2023 to **HK$22,869 thousand** in H1 2024, primarily due to a sharp decline in telecommunication services revenue Revenue Sources (Continuing Operations) | Revenue Source (Continuing operations) | H1 2024 (HK$ thousand) | H1 2023 (HK$ thousand) (Restated) | | :--- | :--- | :--- | | Charter hire income | 20,432 | 24,594 | | Telecommunication services income | 2,437 | 29,129 | | **Total Revenue** | 22,869 | 53,723 | - Telecommunication services income significantly decreased from **HK$29,129 thousand** to **HK$2,437 thousand**, a **91.6% decrease**[10](index=10&type=chunk) - Charter hire income decreased by **16.9% year-on-year**[10](index=10&type=chunk) [Other Income](index=8&type=section&id=Other%20Income) Other income from continuing operations decreased from **HK$1,135 thousand** in H1 2023 to **HK$363 thousand** in H1 2024, mainly due to reduced insurance claims and other subsidy income Other Income Sources (Continuing Operations) | Other Income Source (Continuing operations) | H1 2024 (HK$ thousand) | H1 2023 (HK$ thousand) (Restated) | | :--- | :--- | :--- | | Bank interest income | 56 | 15 | | Insurance claims | – | 126 | | Net exchange gain | 61 | – | | Other subsidy income | – | 566 | | Reimbursement from charterer | 74 | 184 | | Miscellaneous income | 172 | 244 | | **Total** | 363 | 1,135 | - Total other income decreased by **68% year-on-year**[11](index=11&type=chunk) [Segment Information](index=8&type=section&id=Segment%20Information) The Group's continuing operations comprise shipping and logistics and telecommunication-related businesses, with discontinued operations in shipping and logistics; in H1 2024, telecommunication-related revenue sharply declined to a loss, continuing shipping and logistics revenue and profit also significantly decreased, while discontinued operations recorded a profit - The Group's operating segments include continuing operations (shipping and logistics, telecommunication-related business) and discontinued operations (shipping and logistics)[12](index=12&type=chunk)[13](index=13&type=chunk) Segment Performance (H1 2024) | Metric (H1 2024) | Telecommunication-related Business (HK$ thousand) | Shipping and Logistics (Continuing Operations) (HK$ thousand) | Shipping and Logistics (Discontinued Operations) (HK$ thousand) | Total (HK$ thousand) | | :--- | :--- | :--- | :--- | :--- | | Segment revenue from external customers | 2,437 | 20,432 | 24,779 | 47,648 | | Segment (loss) profit | (2,277) | (14,221) | 13,686 | (2,812) | | Depreciation of property, plant and equipment | (32) | (1,881) | (2,235) | (4,148) | | Depreciation of right-of-use assets | (457) | (1,040) | – | (1,497) | | Finance costs | (6) | (16) | – | (22) | | Additions to property, plant and equipment | – | (3,802) | – | (3,802) | Segment Performance (H1 2023) | Metric (H1 2023) | Telecommunication-related Business (HK$ thousand) | Shipping and Logistics (Continuing Operations) (HK$ thousand) | Shipping and Logistics (Discontinued Operations) (HK$ thousand) | Total (HK$ thousand) | | :--- | :--- | :--- | :--- | :--- | | Segment revenue from external customers | 29,129 | 24,594 | 24,375 | 78,098 | | Segment profit (loss) | 1,661 | (5,538) | 12,124 | 8,247 | | Depreciation of property, plant and equipment | (18) | (2,191) | (2,291) | (4,500) | | Depreciation of right-of-use assets | (939) | (1,040) | – | (1,979) | | Finance costs | (53) | (65) | – | (118) | - Telecommunication-related business revenue decreased from **HK$29,129 thousand** to **HK$2,437 thousand**, with segment profit turning into a loss of **HK$2,277 thousand** from a profit of **HK$1,661 thousand**[13](index=13&type=chunk)[14](index=14&type=chunk) - Continuing shipping and logistics business revenue decreased from **HK$24,594 thousand** to **HK$20,432 thousand**, and segment loss expanded from **HK$5,538 thousand** to **HK$14,221 thousand**[13](index=13&type=chunk)[14](index=14&type=chunk) - Discontinued shipping and logistics business revenue slightly increased, with segment profit rising from **HK$12,124 thousand** to **HK$13,686 thousand**[13](index=13&type=chunk)[14](index=14&type=chunk) Segment Assets and Liabilities | Asset/Liability | June 30, 2024 (HK$ thousand) | Dec 31, 2023 (HK$ thousand) (Restated) | | :--- | :--- | :--- | | **Segment Assets** | | | | Continuing operations - Shipping and logistics | 81,232 | 78,644 | | Continuing operations - Telecommunication-related business | 15,066 | 13,236 | | Discontinued operations - Shipping and logistics | 72,029 | 77,040 | | **Total Segment Assets** | 168,327 | 168,920 | | Unallocated corporate assets | 35,921 | 51,029 | | **Total Consolidated Assets** | 204,248 | 219,949 | | **Segment Liabilities** | | | | Continuing operations - Shipping and logistics | 6,100 | 4,173 | | Continuing operations - Telecommunication-related business | 6,508 | 2,343 | | Discontinued operations - Shipping and logistics | 948 | 1,415 | | **Total Segment Liabilities** | 13,556 | 7,931 | | Other unallocated corporate liabilities | 19,889 | 18,943 | | **Total Consolidated Liabilities** | 33,445 | 26,874 | - Revenue from telecommunication-related business primarily originated from China, amounting to **HK$2,437 thousand** in H1 2024, a significant decrease from **HK$29,129 thousand** in H1 2023[15](index=15&type=chunk) Major Customer Revenue | Major Customer Revenue | H1 2024 (HK$ thousand) | H1 2023 (HK$ thousand) (Restated) | | :--- | :--- | :--- | | Customer A (Shipping and logistics segment, continuing operations) | 20,432 | 24,594 | | Customer B (Telecommunication-related business) | Not applicable | 10,784 | | Customer C (Telecommunication-related business) | Not applicable | 7,899 | | Customer A (Shipping and logistics segment, discontinued operations) | 24,779 | 24,375 | - In H1 2024, revenue from Customer B and Customer C accounted for less than **10%** of the Group's total revenue[16](index=16&type=chunk) [Finance Costs](index=12&type=section&id=Finance%20Costs) Finance costs from continuing operations significantly decreased from **HK$2,442 thousand** in H1 2023 to **HK$263 thousand** in H1 2024, primarily due to the absence of interest on 2020 convertible bonds Finance Costs Sources (Continuing Operations) | Finance Cost Source (Continuing operations) | H1 2024 (HK$ thousand) | H1 2023 (HK$ thousand) | | :--- | :--- | :--- | | Interest on other borrowings | 30 | 368 | | Interest on 2020 convertible bonds | – | 1,908 | | Interest on lease liabilities | 233 | 166 | | **Total** | 263 | 2,442 | - Interest on 2020 convertible bonds was **zero** in H1 2024, compared to **HK$1,908 thousand** in H1 2023[17](index=17&type=chunk) [Loss before tax from continuing operations](index=13&type=section&id=Loss%20before%20tax%20from%20continuing%20operations) This section lists the main expense items contributing to the loss before tax from continuing operations, including depreciation and employee costs Expense Items (Continuing Operations) | Expense Item (Continuing operations) | H1 2024 (HK$ thousand) | H1 2023 (HK$ thousand) (Restated) | | :--- | :--- | :--- | | Depreciation of property, plant and equipment | 2,457 | 2,209 | | Depreciation of right-of-use assets | 2,985 | 2,851 | | Employee costs (including directors' emoluments) | 14,530 | 14,950 | | - Employee benefits expense | 14,129 | 13,946 | | - Contributions to defined contribution retirement plans | 401 | 1,004 | - Depreciation of property, plant and equipment slightly increased year-on-year, while employee costs slightly decreased[18](index=18&type=chunk) [Income Tax](index=14&type=section&id=Income%20Tax) The Group's profit tax rates are **16.5%** in Hong Kong and **25%** in China, with no income tax provision made due to no estimated taxable profits or tax losses during the reporting period - Hong Kong profits tax rate is **16.5%**, and China corporate income tax rate is **25%**[19](index=19&type=chunk) - No income tax provision was made for the six months ended June 30, 2024 and 2023, as the Group's entities had no estimated taxable profits or incurred tax losses during these periods[19](index=19&type=chunk) [Discontinued Operations](index=14&type=section&id=Discontinued%20Operations) The Group agreed to sell the M/V Clipper Panorama vessel for **US$9.5 million** (approximately **HK$74.1 million**), expected to complete in August 2024, with its results classified as discontinued operations and recording a profit during the period - An indirect wholly-owned subsidiary of the Company agreed to sell a vessel (M/V Clipper Panorama) for a cash consideration of **US$9,500,000** (approximately **HK$74,100,000**)[20](index=20&type=chunk) - The vessel has been classified as "assets classified as held for sale" under current assets and is expected to be delivered in August 2024[20](index=20&type=chunk) - The disposal of the vessel constitutes discontinued operations, and the related results have been restated[21](index=21&type=chunk) Discontinued Operations Performance | Metric (Discontinued Operations) | H1 2024 (HK$ thousand) | H1 2023 (HK$ thousand) | | :--- | :--- | :--- | | Revenue | 24,779 | 24,375 | | Cost of services | (11,153) | (12,436) | | Other income | 187 | 224 | | Operating costs | (127) | (39) | | Profit before tax | 13,686 | 12,124 | | Tax | – | – | | Profit for the period from discontinued operations | 13,686 | 12,124 | | Net cash inflow from operating activities | 846 | 678 | [Earnings (Loss) per Share](index=16&type=section&id=Earnings%20%28Loss%29%20per%20Share) This section presents basic and diluted (loss) earnings per share for continuing and discontinued operations, showing an expanded loss per share for continuing operations and a slight increase in earnings per share for discontinued operations (Loss) Profit Attributable to Owners of the Company | Metric | H1 2024 (HK$ thousand) | H1 2023 (HK$ thousand) (Restated) | | :--- | :--- | :--- | | (Loss) Profit attributable to owners of the Company – from continuing operations | (35,370) | (11,973) | | (Loss) Profit attributable to owners of the Company – from discontinued operations | 13,686 | 12,124 | (Loss) Earnings Per Share | Metric | H1 2024 (HK cents) | H1 2023 (HK cents) (Restated) | | :--- | :--- | :--- | | (Loss) earnings per share – Continuing operations | (1.77) | (0.64) | | (Loss) earnings per share – Discontinued operations | 0.69 | 0.65 | | (Loss) earnings per share – Total | (1.08) | 0.01 | - For the six months ended June 30, 2024, diluted (loss) earnings per share were consistent with basic (loss) earnings per share, as there were no potential dilutive ordinary shares outstanding during the period[24](index=24&type=chunk) [Dividends](index=17&type=section&id=Dividends) The Company neither paid nor declared dividends for the six months ended June 30, 2024 and 2023, and the Directors do not recommend any dividend payment - The Company neither paid nor declared any dividends for the six months ended June 30, 2024 and 2023[25](index=25&type=chunk) - The Directors do not recommend the payment of any dividend for the six months ended June 30, 2024 and 2023[25](index=25&type=chunk) [Trade and Other Receivables](index=17&type=section&id=Trade%20and%20Other%20Receivables) As of June 30, 2024, total trade and other receivables decreased to **HK$20,322 thousand** from **HK$22,302 thousand** on December 31, 2023, with all trade receivables aged within **30 to 90 days** Trade and Other Receivables Breakdown | Receivables Category | June 30, 2024 (HK$ thousand) (Unaudited) | Dec 31, 2023 (HK$ thousand) (Audited) | | :--- | :--- | :--- | | Trade receivables | 1,276 | 2,921 | | - Receivables for charter hire income | 12 | – | | - Receivables for service income | 1,264 | 2,921 | | Other receivables | 19,046 | 19,381 | | - Other accounts receivable | 6,700 | 6,928 | | - Deposits | 7,180 | 1,719 | | - Deposits for vessel operations | 4,111 | 12,529 | | - Prepayments | 1,055 | 1,207 | | **Total** | 20,322 | 22,302 | - All trade receivables are aged within **30 to 90 days** based on invoice date[27](index=27&type=chunk) - Deposits for vessel operations significantly decreased from **HK$12,529 thousand** to **HK$4,111 thousand**[26](index=26&type=chunk) [Trade and Other Payables](index=18&type=section&id=Trade%20and%20Other%20Payables) As of June 30, 2024, total trade and other payables increased to **HK$15,666 thousand** from **HK$9,739 thousand** on December 31, 2023, with trade payables generally having credit terms within **90 days** and aged within **30 days** Trade and Other Payables Breakdown | Payables Category | June 30, 2024 (HK$ thousand) (Unaudited) | Dec 31, 2023 (HK$ thousand) (Audited) | | :--- | :--- | :--- | | Trade payables | 5,884 | 2,409 | | Other payables | 9,782 | 7,330 | | - Accrued expenses and other payables | 7,441 | 3,774 | | - Receipts in advance | 2,341 | 1,624 | | - Other borrowings from a regulated securities broker | – | 1,932 | | **Total** | 15,666 | 9,739 | - Trade payables increased from **HK$2,409 thousand** to **HK$5,884 thousand**[30](index=30&type=chunk) - Other borrowings from a regulated securities broker became **zero**, compared to **HK$1,932 thousand** on December 31, 2023, which was secured by Hong Kong listed securities with a fair value of **HK$35,418 thousand**[30](index=30&type=chunk)[31](index=31&type=chunk) [Amount due to ultimate holding company](index=19&type=section&id=Amount%20due%20to%20ultimate%20holding%20company) As of June 30, 2024, the amount due to ultimate holding company Dongyang increased to **HK$10,800 thousand** from **HK$7,000 thousand** on December 31, 2023, being unsecured, interest-free, and repayable within one year - The amount due to the ultimate holding company is **HK$10,800 thousand** (December 31, 2023: **HK$7,000 thousand**)[35](index=35&type=chunk) - This amount is unsecured, interest-free, and repayable within one year[32](index=32&type=chunk) [Share Capital](index=19&type=section&id=Share%20Capital) As of June 30, 2024, the Company's total issued and fully paid share capital was **HK$1,981,158 thousand**, comprising **1,994,975,244 shares**, consistent with December 31, 2023 Share Capital Movement | Share Capital Movement | June 30, 2024 (Number of Shares) | June 30, 2024 (HK$ thousand) | Dec 31, 2023 (Number of Shares) | Dec 31, 2023 (HK$ thousand) | | :--- | :--- | :--- | :--- | :--- | | At beginning/end of period | 1,994,975,244 | 1,981,158 | 1,694,975,244 | 1,906,379 | | Conversion of 2020 convertible bonds | – | – | 300,000,000 | 74,779 | | At end of period/year | 1,994,975,244 | 1,981,158 | 1,994,975,244 | 1,981,158 | - In 2023, **300,000,000 shares** were issued due to the conversion of 2020 convertible bonds[33](index=33&type=chunk) [Related Party Transactions and Balances](index=20&type=section&id=Related%20Party%20Transactions%20and%20Balances) This section discloses significant related party transactions, including key management personnel remuneration, consulting fees, convertible bond interest, and amounts due to the ultimate holding company, all exempt under Listing Rules Key Management Personnel Remuneration (Directors) | Key Management Personnel Remuneration (Directors) | H1 2024 (HK$ thousand) | H1 2023 (HK$ thousand) | | :--- | :--- | :--- | | Salaries and other benefits | 2,847 | 2,490 | | Contributions to defined contribution retirement plans | 18 | 18 | | **Total** | 2,865 | 2,508 | - Consulting fees payable to Grand Ascent Financial Public Relations Limited (beneficially owned by Mr. Ng Kin, a director of certain subsidiaries of the Company) amounted to **HK$300,000** (H1 2023: **HK$360,000**)[35](index=35&type=chunk) - Imputed interest expense related to the 2020 convertible bonds was **zero** (H1 2023: **HK$1,908,000**), received by the ultimate holding company Dongyang[35](index=35&type=chunk) - The amount due to Dongyang (the Company's ultimate holding company) was **HK$10,800,000** (December 31, 2023: **HK$7,000,000**)[35](index=35&type=chunk) - The disclosed related party transactions constitute connected transactions exempt from reporting, announcement, and independent shareholders' approval requirements under the Listing Rules[35](index=35&type=chunk) [Management Discussion and Analysis](index=21&type=section&id=Management%20Discussion%20and%20Analysis) This section reviews the Group's performance in shipping and logistics and telecommunication-related businesses, discusses future market challenges and opportunities, and details financial position, liquidity, significant investments, and employee information [Business Review](index=21&type=section&id=Business%20Review) The Group primarily operates in shipping and logistics and China's telecommunication-related businesses; continuing shipping and logistics revenue and gross profit declined due to dry-docking and increased maintenance, while telecommunication-related revenue and gross profit sharply fell due to weak domestic consumption and client cost controls; discontinued operations involve a vessel sale - The Group primarily engages in shipping and logistics business and telecommunication-related business in China[36](index=36&type=chunk) - Revenue from continuing shipping and logistics business was approximately **HK$20,432,000**, a year-on-year decrease of approximately **17%**; gross profit was approximately **HK$2,488,000**, a year-on-year decrease of approximately **76%**, mainly due to loss of charter hire income during dry-docking and increased maintenance[36](index=36&type=chunk) - Telecommunication-related business revenue was approximately **HK$2,437,000**, a year-on-year decrease of approximately **92%**; gross loss was approximately **HK$52,000** (compared to a gross profit of approximately **HK$6,054,000** in the same period last year), primarily affected by weak domestic consumption and client cost controls, especially for 5G communication network solutions[37](index=37&type=chunk) - Discontinued operations involve the sale of a vessel for a consideration of **US$9,500,000** (approximately **HK$74,100,000**), expected to be completed in August 2024[38](index=38&type=chunk) [Outlook](index=22&type=section&id=Outlook) The Group expects shipping and logistics to contribute positively post-vessel sale, despite global economic slowdown and geopolitical risks in the shipping industry; telecommunication-related business faces severe challenges amid China's slow economic recovery, prompting cautious business development and new client exploration - Following the completion of the vessel sale, the Group will operate one dry bulk vessel and has entered into a new charter contract with the charterer at a significantly lower rate than before; the Group has taken measures to reduce operating costs, and the shipping and logistics business is expected to continue to generate positive contributions in the coming year[38](index=38&type=chunk) - The shipping industry faces challenges such as potentially weaker-than-expected global economic growth and geopolitical developments (Red Sea crisis and Ukraine war); the Company will closely monitor market conditions and seek acquisition opportunities[38](index=38&type=chunk) - China's economic recovery continues to slow, with decreasing exports, weak investment, sluggish domestic consumption recovery, and an intensifying real estate crisis, leading to an expected challenging overall business environment in China in 2024, posing further obstacles for the telecommunication business[39](index=39&type=chunk) - The Company will cautiously advance the development of its telecommunication business and actively explore new customer segments; the Directors will continue to seek suitable investment opportunities to generate synergistic benefits and positive contributions[39](index=39&type=chunk)[40](index=40&type=chunk) [Financial Review](index=23&type=section&id=Financial%20Review) The Group's continuing operations revenue decreased by approximately **57% year-on-year**, with loss increasing by approximately **198% year-on-year**, mainly due to charter hire income loss, weak telecom market, financial asset disposal losses, and fair value changes, leading to an expanded loss per share - Unaudited revenue from continuing operations was approximately **HK$22,869,000**, a decrease of approximately **57%** compared to the same period in 2023[41](index=41&type=chunk) - Loss from continuing operations was approximately **HK$35,898,000**, an increase of approximately **198%** compared to the same period in 2023[41](index=41&type=chunk) - The increase in loss was primarily due to decreased revenue, loss on disposal of financial assets at fair value through profit or loss, and fair value changes of financial assets at fair value through profit or loss[41](index=41&type=chunk) - Basic and diluted loss per share from continuing operations was **1.77 HK cents** (2023: **0.64 HK cents**), and basic and diluted earnings per share from discontinued operations was **0.69 HK cents** (2023: **0.65 HK cents**)[41](index=41&type=chunk) [Financial Resources, Liquidity and Gearing Ratio](index=23&type=section&id=Financial%20Resources%2C%20Liquidity%20and%20Gearing%20Ratio) As of June 30, 2024, the Group's cash and bank balances increased, net current assets and current ratio significantly improved, but the gearing ratio rose Financial Metrics | Metric | June 30, 2024 (HK$ thousand) | Dec 31, 2023 (HK$ thousand) | | :--- | :--- | :--- | | Cash and bank balances | 15,182 | 14,517 | | Other borrowings from a regulated securities broker | – | 1,932 | | Total equity attributable to owners of the Company | 170,141 | 191,879 | | Net current assets | 95,628 | 50,480 | | Current ratio | 419% | 332% | | Gearing ratio | 20% | 14% | - The current ratio significantly improved from **332%** to **419%**, indicating a notable improvement in liquidity[42](index=42&type=chunk) - The gearing ratio increased from **14%** to **20%**[42](index=42&type=chunk) [Share Capital](index=24&type=section&id=Share%20Capital) As of June 30, 2024, the total number of issued shares of the Company was **1,994,975,244** - As of June 30, 2024, the total number of issued shares was **1,994,975,244**[42](index=42&type=chunk) [Significant Investments Held, Material Acquisitions and Disposals of Subsidiaries and Future Plans for Material Investments or Capital Assets](index=24&type=section&id=Significant%20Investments%20Held%2C%20Material%20Acquisitions%20and%20Disposals%20of%20Subsidiaries%20and%20Future%20Plans%20for%20Material%20Investments%20or%20Capital%20Assets) The Group holds a listed equity investment portfolio of approximately **HK$24,504 thousand**, representing about **12%** of total assets, and has agreed to sell a vessel; no other significant investments, acquisitions, disposals, or authorized future investment plans were made during the period - As of June 30, 2024, financial assets at fair value through profit or loss included a portfolio of listed equity investments with a fair value of approximately **HK$24,504,000**, representing approximately **12%** of the Group's total assets[42](index=42&type=chunk) - The Group has agreed to sell a vessel for a consideration of **US$9,500,000** (approximately **HK$74,100,000**)[43](index=43&type=chunk) - Other than the above disclosures, no other significant investments were held, nor were there any material acquisitions or disposals of subsidiaries during the review period, and the Board had no authorized plans for any material investments or additions to capital assets[43](index=43&type=chunk) [Pledge of Assets and Contingent Liabilities](index=25&type=section&id=Pledge%20of%20Assets%20and%20Contingent%20Liabilities) As of June 30, 2024, the Group had no pledged assets or contingent liabilities, differing from the asset pledge situation on December 31, 2023 - As of June 30, 2024, the Group had no pledged assets[44](index=44&type=chunk) - As of December 31, 2023, financial assets at fair value through profit or loss of **HK$35,418,000** were pledged as collateral for margin financing of **HK$1,932,000**[44](index=44&type=chunk) - As of June 30, 2024, the Group had no contingent liabilities[44](index=44&type=chunk) [Capital Commitments](index=25&type=section&id=Capital%20Commitments) As of June 30, 2024, the Group had no capital commitments - As of June 30, 2024, the Group had no capital commitments[45](index=45&type=chunk) [Foreign Exchange Fluctuation Risk](index=25&type=section&id=Foreign%20Exchange%20Fluctuation%20Risk) The Group's assets, liabilities, and transactions are primarily denominated in functional currencies, resulting in very low foreign exchange fluctuation risk, with no hedging instruments employed - The Group's assets, liabilities, and transactions are primarily denominated in the functional currency of the business operations involved, thus not exposed to significant risks arising from foreign exchange rate fluctuations[46](index=46&type=chunk) - The Directors believe that the Group's foreign exchange risk is very low, and therefore no hedging instruments or other hedging methods have been adopted[46](index=46&type=chunk) [Employees](index=25&type=section&id=Employees) As of June 30, 2024, the Group's full-time employees decreased to **17**, with employee costs around **HK$14,530,000**; remuneration is based on duties, experience, and market practice, with a share option scheme (no outstanding options) and retirement benefit plans in place - As of June 30, 2024, the Group had **17** full-time employees in Hong Kong and China (December 31, 2023: **40** employees)[47](index=47&type=chunk) - The Group's employee costs (including directors' emoluments) for the review period were approximately **HK$14,530,000** (June 30, 2023: approximately **HK$14,950,000**)[47](index=47&type=chunk) - The Group determines employee remuneration based on duties, work experience, and prevailing market practices, and has a share option scheme, but there were no outstanding share options as of June 30, 2024[47](index=47&type=chunk) [Corporate Governance](index=26&type=section&id=Corporate%20Governance) The Company is committed to high corporate governance standards, complying with the Corporate Governance Code, except for the CEO position vacant since March 2009; Directors confirm adherence to the Model Code for Securities Transactions by Directors of Listed Issuers and maintain sufficient public float [Compliance with Corporate Governance Code](index=26&type=section&id=Compliance%20with%20Corporate%20Governance%20Code) The Company consistently complies with the Corporate Governance Code, except for the CEO position vacant since March 2009, with duties performed by other executive directors; the Board will review and appoint a suitable candidate in due course - The Company has consistently complied with the Corporate Governance Code, except for the situation described in Code Provision C.2.1[48](index=48&type=chunk) - The position of Chief Executive Officer of the Company has been vacant since March 2009, with its duties performed by other executive directors of the Company, which has had no material impact on the Group's operations[48](index=48&type=chunk) - The Board will review its current structure from time to time and appoint a Chief Executive Officer to fill the vacancy when appropriate[48](index=48&type=chunk) [Compliance with Model Code for Securities Transactions by Directors of Listed Issuers](index=26&type=section&id=Compliance%20with%20Model%20Code%20for%20Securities%20Transactions%20by%20Directors%20of%20Listed%20Issuers) Following inquiries with all Directors, they confirmed compliance with the Model Code for Securities Transactions by Directors of Listed Issuers throughout the review period - The Company has adopted the Model Code as its code of conduct for Directors' dealings in the Company's securities[49](index=49&type=chunk) - Following specific inquiries with all Directors, all Directors confirmed their compliance with the Model Code throughout the review period[49](index=49&type=chunk) [Sufficiency of Public Float](index=26&type=section&id=Sufficiency%20of%20Public%20Float) Based on available public information and Directors' knowledge, the Company maintained a sufficient public float for the six months ended June 30, 2024, and up to the announcement date - For the six months ended June 30, 2024, and up to the date of this announcement, the Company maintained a sufficient public float[50](index=50&type=chunk) [Other Information](index=27&type=section&id=Other%20Information) This section includes the review of interim results, trading of the Company's listed securities, publication information for the interim report, a glossary, and the list of Board members [Review of Interim Results](index=27&type=section&id=Review%20of%20Interim%20Results) The Group's unaudited condensed consolidated interim results for the six months ended June 30, 2024, have been reviewed by the Audit Committee, with no disagreements noted regarding the accounting treatments used in preparing the condensed consolidated interim financial statements - The Group's unaudited condensed consolidated interim results for the six months ended June 30, 2024, have been reviewed by the Audit Committee[51](index=51&type=chunk) - The Audit Committee expressed no disagreement with the accounting treatments adopted in the preparation of the condensed consolidated interim financial statements[51](index=51&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=27&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%27s%20Listed%20Securities) During the review period, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities - During the review period, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[52](index=52&type=chunk) [Publication of Interim Results and Interim Report](index=27&type=section&id=Publication%20of%20Interim%20Results%20and%20Interim%20Report) This announcement is published on the HKEXnews website and the Company's website; the interim report for the six months ended June 30, 2024, will be dispatched to shareholders and uploaded to the aforementioned websites in due course - This announcement is published on the HKEXnews website (http://www.hkexnews.hk) and the Company's website (https://www.aelg.com.hk)[53](index=53&type=chunk) - The Company's interim report for the six months ended June 30, 2024, will be dispatched to the Company's shareholders and uploaded to the aforementioned websites for inspection in due course[53](index=53&type=chunk) [Glossary](index=27&type=section&id=Glossary) This section provides definitions of key terms used in the report to aid reader comprehension [Board Information](index=29&type=section&id=Board%20Information) This section lists the Board of Directors members as of the announcement date, including executive, non-executive, and independent non-executive directors - As of the date of this announcement, the executive directors of the Company are Mr. Peng Yue (Chairman) and Mr. Sun Peng; the non-executive director is Ms. Liu Siyuan; and the independent non-executive directors are Mr. Wu Guanyun, Mr. Wong Cheuk Pun, and Mr. Han Mingsheng[55](index=55&type=chunk)

Financial Performance - The group recorded revenue of approximately HKD 143,654,000 for the year, an increase of about 35% compared to HKD 106,533,000 in the previous year[18]. - The shipping and logistics segment generated revenue of approximately HKD 98,672,000, a 46% increase from HKD 67,567,000 in the previous year, with a gross profit of approximately HKD 47,669,000, up 193%[9]. - The telecommunications segment reported revenue of approximately HKD 44,982,000, a 15% increase from HKD 38,966,000 in the previous year, with a gross profit of approximately HKD 5,172,000, up 102%[10]. - The group achieved a profit of approximately HKD 11,132,000, a significant turnaround from a loss of HKD 58,899,000 in the previous year, marking an increase of about 119%[18]. - Basic and diluted earnings per share were HKD 0.66, compared to a loss of HKD 0.0334 per share in the previous year[19]. Shareholder Information - As of December 31, 2023, the group had issued 1,994,975,244 shares, an increase from 1,694,975,244 shares in the previous year[24]. - The largest customer accounted for approximately 68.7% of the group's revenue, while the top five customers represented 92.6% of total revenue[55]. - The company had no reserves available for distribution to shareholders as of December 31, 2023[50]. - The board has adopted a dividend policy that links dividend payments to the company's performance, with a guideline that the payout ratio should not exceed 50% of the annual profit[170]. Financial Position - Financial assets measured at fair value through profit or loss amounted to approximately HKD 35,418,000, up from HKD 19,301,000 in the previous year[27]. - Cash and bank balance is approximately HKD 14,517,000, down from HKD 18,087,000 in 2022[29]. - Total equity attributable to owners is approximately HKD 191,879,000, an increase from HKD 134,804,000 in 2022[29]. - Current ratio is approximately 332%, significantly up from 82% in 2022[29]. - Debt-to-equity ratio is approximately 14%, down from 51% in 2022[29]. Employee Information - Employee costs for the year amounted to approximately HKD 29,800,000, compared to HKD 25,400,000 in 2022[32]. - The group had 40 full-time employees as of December 31, 2023, down from 54 in 2022[32]. - The company is committed to providing quality services, ensuring a safe working environment for employees, and promoting sustainable development[100]. - The company encourages employee participation in continuous education and professional training to support career development[186]. Corporate Governance - The board consists of three executive directors and three independent non-executive directors, ensuring a balanced governance structure[101]. - The company has established a risk management and internal control system that complies with the corporate governance code, with no significant risks identified during the fiscal year ending December 31, 2023[146]. - The company has established multiple ongoing agreements with related parties as part of its general and daily business operations, which constitute continuing connected transactions under the listing rules[82]. - The independent non-executive directors have confirmed that the contract arrangements were established on normal commercial terms and are fair and reasonable to the shareholders[84]. - The company has maintained compliance with applicable corporate governance codes and principles throughout the fiscal year ending December 31, 2023[98]. Environmental and Social Responsibility - The company is committed to environmental sustainability and has adopted green policies in its operations[33]. - The company emphasizes sustainable development in its environmental, social, and governance initiatives[173]. - The company aims to reduce energy consumption and carbon emissions, managing greenhouse gas emissions and other pollutants effectively[196]. - The company has established policies and procedures for its vessels' operations, ensuring compliance with international safety and pollution prevention standards[193]. - The company actively monitors vessel equipment performance to minimize exhaust emissions and conducts regular maintenance to reduce air pollution[200]. Risk Management - The company has established a comprehensive internal control system to ensure compliance with laws and regulations[184]. - The company has taken measures to ensure compliance with the contract arrangements, including annual reviews by the board[89]. - The company is subject to potential risks related to the contract arrangements, including regulatory changes and operational control issues[88]. - The company has acknowledged the potential economic risks arising from operational difficulties of its associated entities[88]. Board Activities - The company held 16 board meetings and 1 annual general meeting during the review period, with high attendance rates among directors[108]. - The Audit Committee held 7 meetings during the review year, with all members attending all meetings[128]. - The Nomination Committee conducted 2 meetings in the review year, with full attendance from all members[132]. - The remuneration committee consists of three independent non-executive directors, all of whom attended 100% of the meetings held during the year[134]. Future Outlook - The existing charter contracts are set to expire in mid-2024, with management expecting new charter rates to be lower than current rates[14]. - The group will continue to seek suitable investment opportunities that can create synergies with existing businesses and contribute positively[16]. - The company has adjusted its business strategy to focus on sustainable development, particularly in the shipping and logistics sectors[180].

Financial Performance - The company reported a basic and diluted earnings per share of HKD 0.66 for 2023, recovering from a loss of HKD 3.34 per share in 2022[10]. - The company recorded a profit of approximately HKD 11,132,000 for the year, a significant improvement of about 119% from a loss of HKD 58,899,000 in 2022[61]. - Total comprehensive income for the year was HKD 10,967,000, compared to a loss of HKD 60,816,000 in the prior year, reflecting improved financial performance[105]. - Gross profit for the year was HKD 52,841,000, up from HKD 18,808,000 in the previous year, indicating a significant increase in profitability[103]. - The company’s liquidity ratio (current assets to current liabilities) was approximately 332% in 2023, compared to 82% in 2022[77]. Revenue Growth - The company reported revenue of HKD 143,654,000 for the year ended December 31, 2023, compared to HKD 106,533,000 in 2022, representing a growth of approximately 35%[103]. - Revenue from telecommunications-related business in China increased to HKD 44,982,000 in 2023 from HKD 38,966,000 in 2022, reflecting a growth of approximately 25.9%[3]. - Major customer A in the shipping and logistics segment generated revenue of HKD 98,672,000 in 2023, up from HKD 67,567,000 in 2022, representing a growth of approximately 46.1%[5]. - The group recorded total revenue of approximately HKD 98,672,000 for the shipping and logistics segment, an increase of about 46% compared to HKD 67,567,000 in 2022[23]. - The telecommunications segment generated revenue of approximately HKD 44,982,000, up about 15% from HKD 38,966,000 in 2022[24]. Cost and Expenses - Total service costs, including depreciation of property, plant, and equipment, amounted to HKD 90,813,000 in 2023, compared to HKD 87,725,000 in 2022[7]. - The company incurred research and development costs of HKD 259,000 in 2023, significantly down from HKD 7,418,000 in 2022, suggesting a shift in focus or reduced investment in R&D[7]. - The company’s other income for the year was HKD 2,203,000, down from HKD 4,109,000 in 2022[74]. Assets and Liabilities - Total liabilities decreased from HKD 70,123,000 in 2022 to HKD 26,874,000 in 2023, with significant reductions in both shipping and logistics, and telecommunications-related business liabilities[2]. - The group’s total assets less current liabilities increased to HKD 198,192,000 from HKD 139,423,000 in 2022[47]. - The net asset value of the company rose to HKD 193,075,000, compared to HKD 137,573,000 in 2022[47]. - The total equity attributable to the owners of the company was approximately HKD 191,879,000, up from HKD 134,804,000 in 2022[62]. - The debt-to-equity ratio improved to approximately 14% in 2023, compared to 51% in 2022[62]. Shareholder Information - The total number of issued shares increased to 1,994,975,244, up from 1,694,975,244 in 2022, reflecting a capital increase[19]. - The company did not recommend any dividends for the years ended December 31, 2023, and 2022[9]. - The company did not declare any dividends for the year ended December 31, 2023, consistent with the previous year[81]. - The board of directors confirmed compliance with the corporate governance code throughout the year[80]. - The company has maintained a public shareholding percentage of over 25% throughout the year[91]. Future Outlook - The company anticipates that new charter rates for shipping contracts expiring mid-2024 will be lower than current rates due to expected weak global economic growth[26]. - The overall business environment in China is expected to remain challenging in 2024, impacting the telecommunications segment due to declining export and slow local consumption recovery[27]. Cash Flow and Current Assets - Cash and bank balances as of December 31, 2023, were approximately HKD 14,517,000, down from HKD 18,087,000 in 2022[88]. - The net current assets amounted to approximately HKD 50,480,000, a significant improvement from a net current liability of HKD 11,996,000 in 2022[88]. Segment Performance - Gross profit for the shipping and logistics segment was approximately HKD 47,669,000, representing a 193% increase from HKD 16,251,000 in 2022[23]. - The telecommunications segment reported revenue of HKD 44,982,000, but incurred a segment loss of HKD 3,158,000[56].

Financial Position - As of June 30, 2023, the net current assets amounted to approximately HKD 37,930,000, compared to a net current liability of approximately HKD 11,996,000 as of December 31, 2022[1]. - As of June 30, 2023, total assets amounted to HKD 181,700,000, an increase from HKD 137,573,000 as of December 31, 2022[27]. - The company’s equity attributable to owners was HKD 179,100,000, up from HKD 134,804,000 as of December 31, 2022[27]. - Total liabilities decreased significantly to HKD 26,717,000 from HKD 70,123,000 in the previous year, indicating improved financial health[68]. - The company’s liabilities related to convertible bonds decreased from HKD 41,798,000 to HKD 12,570,000, indicating a reduction in debt obligations[68]. - The company reported a debt-to-equity ratio of approximately 15%, a significant decrease from 51% as of December 31, 2022[170]. Revenue and Profitability - The group reported a profit of HKD 65,000 for the period, compared to a loss of HKD 32,928,000 in the previous period[24]. - Total revenue for the six months ended June 30, 2023, was HKD 78,098,000, representing a 66.5% increase from HKD 46,949,000 in the same period of 2022[44]. - For the six months ended June 30, 2023, the company reported charter income of HKD 48,969,000, a significant increase of 105.5% compared to HKD 23,820,000 for the same period in 2022[44]. - The telecommunications segment generated revenue of approximately HKD 29,129,000, up 162% from HKD 11,129,000 in the prior year[138]. - Gross profit increased to approximately HKD 22,289,000, a significant rise of 667% from a gross loss of HKD 3,929,000 in the same period last year[117]. Share Capital and Equity - The total number of issued shares as of June 30, 2023, was 1,994,975,244 shares[1]. - The company has conditionally agreed to acquire the entire issued share capital of Tinytiger for a total consideration of HKD 99,800,120, involving the issuance of 494,060,000 shares[3]. - The company has expanded its equity holdings to approximately 70.09%[182]. - The company has a significant shareholding structure, with Mr. Peng owning 1,744,442,000 shares, representing 87.44% of the total shares[161]. Cash Flow and Liquidity - Net cash used in operating activities for the six months ended June 30, 2023, was HKD 3,228,000, an improvement from HKD 19,092,000 in the prior year[199]. - Cash and cash equivalents increased by HKD 1,103,000 during the six months ended June 30, 2023, compared to a decrease of HKD 21,788,000 in the same period of 2022[199]. - Cash and cash equivalents at the beginning of the period were HKD 18,087,000, down from HKD 53,378,000 in the previous year[199]. - Cash and cash equivalents at the end of the period were HKD 19,190,000, compared to HKD 31,590,000 at the end of the same period in 2022[199]. Operational Performance - The company reported miscellaneous income of HKD 1,359,000 for the six months ended June 30, 2023, down from HKD 2,573,000 in the same period of 2022[64]. - The company has maintained a consistent workforce of 54 full-time employees in Hong Kong and China as of June 30, 2023[176]. - The company has not granted, exercised, canceled, or lapsed any share options under the 2018 share option scheme during the review period[21]. - The company has not provided regional revenue breakdowns due to the nature of its multinational operations[69]. Compliance and Governance - The company has adopted new and revised Hong Kong Financial Reporting Standards, which did not have a significant impact on the interim financial statements[43]. - The company has adopted a standard code of conduct for securities trading, with all directors confirming compliance during the review period[158]. - The company has engaged an external firm for internal audit functions to enhance risk management and internal control systems[181]. - The company has disclosed related party transactions in accordance with the listing rules, ensuring compliance with Chapter 14A[167].

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告之內容概不負責， 對其準確性或完整性亦不發表任何聲明，並明確表示，概不會就本公告全部或任何 部份內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 ASIA ENERGY LOGISTICS GROUP LIMITED 亞 洲 能 源 物 流 集 團 有 限 公 司 （於香港註冊成立之有限公司） （股份代號：351） 截至二零二三年六月三十日止六個月中期業績公告 業績 亞洲能源物流集團有限公司（「本公司」）董事（「董事」）會（「董事會」）公佈本公司及 其附屬公司（「本集團」）截至二零二三年六月三十日止六個月之未經審核綜合業績， 連同上年同期比較數字如下： ...