Financial Performance - Revenue for 2023 reached HKD 4.216 billion, an increase from HKD 3.731 billion in 2022, representing a growth of approximately 13%[2] - Profit attributable to equity shareholders was HKD 171.23 million, significantly up from HKD 30.77 million in 2022, marking an increase of about 455%[2] - Earnings per share for 2023 was HKD 0.63, compared to HKD 0.11 in 2022, reflecting a substantial increase of 472%[2] - Operating profit for 2023 was HKD 308.20 million, up from HKD 182.05 million in 2022, indicating a growth of approximately 69%[2] - Gross profit for the year was HKD 1.783 billion, compared to HKD 1.449 billion in 2022, representing an increase of about 23%[2] - Total comprehensive income for the year was HKD 184.55 million, a significant increase from HKD 2.54 million in 2022[34] - The group recorded a profit attributable to equity shareholders of HKD 171 million for the year ended December 31, 2023, compared to a profit of HKD 31 million in 2022, representing a significant increase[63] - The company reported an annual profit of HKD 180,173,000 for 2023, compared to HKD 39,824,000 in 2022, indicating significant growth[131] - The total comprehensive income for the year was HKD 184,550,000, a substantial increase from HKD 2,535,000 in the previous year[134] - The company reported a net profit of HKD 180,173,000 for the year, compared to HKD 39,824,000 in 2022[186] Dividends - The company declared a final dividend of HKD 0.19 per share for the year[2] - The group declared an interim dividend of HKD 0.06 per share and a proposed final dividend of HKD 0.19 per share for 2023[75] - The company plans to declare a final dividend of HKD 0.19 per share for the year ended December 31, 2023, compared to no dividend in 2022[110] - The total dividend for the year is projected to be HKD 0.25 per share, compared to no dividends in 2022[123] Revenue Breakdown - The revenue from the apparel segment was HKD 1,932,856,000 in 2023, slightly down from HKD 1,939,077,000 in 2022, indicating a decrease of about 0.1%[42] - The brand business generated revenue of HKD 2,282,811,000 in 2023, up from HKD 1,792,117,000 in 2022, reflecting a significant increase of approximately 27%[42] - Revenue from brand operations increased from HKD 1.792 billion in 2022 to HKD 2.283 billion in 2023, with Nautica and Spyder revenues growing by 53% and 67% respectively[87] - Revenue from products sold in Hong Kong amounted to HKD 117,675,000 in 2023, down from HKD 194,067,000 in 2022, reflecting a decline in local sales[160] Expenses and Costs - The company incurred employee benefit expenses of HKD 732,940,000 in 2023, an increase from HKD 665,341,000 in 2022[163] - The cost of inventory for the year was HKD 2,432,652,000, up from HKD 2,282,219,000 in the previous year, indicating rising costs[163] - Depreciation expenses for owned properties, plants, and equipment were HKD 76,390,000 in 2023, compared to HKD 65,406,000 in 2022[163] - General and administrative expenses increased by 6% compared to 2022, primarily due to increased management costs to support business growth[90] - General and administrative expenses rose to HKD 2,894,000 in 2023 from HKD 1,831,000 in 2022, reflecting increased operational costs[144] Assets and Liabilities - The group’s total assets as of December 31, 2023, were HKD 3,116,678,000, compared to HKD 3,076,209,000 in 2022, indicating a growth of about 1.3%[44] - The group’s total liabilities decreased to HKD 1,911,620,000 in 2023 from HKD 2,036,731,000 in 2022, reflecting a reduction of approximately 6.2%[44] - Non-current assets decreased to HKD 1,272,954,000 in 2023 from HKD 1,321,384,000 in 2022, reflecting a decline of 3.7%[177] - The company’s total assets less current liabilities increased to HKD 2,009,555,000 in 2023 from HKD 1,851,086,000 in 2022, an increase of 8.5%[177] - The company’s equity attributable to shareholders rose to HKD 1,180,201,000 in 2023, compared to HKD 1,020,151,000 in 2022, reflecting a growth of 15.7%[177] Market Expansion and Strategy - The company plans to expand its market presence, particularly in China, where revenue increased to HKD 1.359 billion from HKD 1.010 billion in 2022[21] - The group’s main markets are China (32%), the UK (22%), Italy (13%), and Canada (9%), with significant revenue growth in China attributed to franchise brand performance[68] - The group maintains a diversified product strategy and strengthens service offerings to global brand clients, without heavy reliance on individual customers[95] - The group has established long-term relationships with suppliers and subcontractors, ensuring no heavy reliance on a small number of suppliers[99] Impairment and Losses - The company reported a net loss from other losses of HKD 48.93 million in 2023, compared to a net loss of HKD 18.61 million in 2022[2] - Impairment losses for property, plant, and equipment were HKD 6,176,000 in 2023, down from HKD 19,808,000 in 2022, indicating a decrease of about 68.9%[49] - Impairment losses for intangible assets were HKD 46,055,000 in 2023, compared to HKD 16,172,000 in 2022, representing an increase of approximately 184%[49] - The group incurred a net loss of HKD 49 million related to impairment losses on Reebok's franchise rights and property, plant, and equipment in 2023[89] Investments and Acquisitions - The company has made significant investments in property, plant, and equipment, totaling HKD 178.28 million in 2023, compared to HKD 192.88 million in 2022[20] - The group plans to acquire a 45% stake in MO IP Srl for EUR 3.435 million, with the option to exercise the purchase right starting January 1, 2027[80] Other Financial Metrics - The group incurred a foreign exchange gain of HKD 11,357,000 from the financial statements of overseas subsidiaries, contrasting with a loss of HKD 41,153,000 in 2022[133] - Cash and bank balances increased significantly to HKD 462,655,000 in 2023, up from HKD 301,362,000 in 2022, representing a growth of 53.5%[177] - The company has government subsidies of HKD 867,000 in 2023, a significant decrease from HKD 5,952,000 in 2022[192] Employee and Talent Management - The group supports a culture of attracting, motivating, and retaining talent, with competitive compensation and benefits based on market standards and individual performance[96]

Financial Performance - Revenue for the six months ended June 30, 2023, was HKD 2,055,381 thousand, an increase from HKD 1,625,005 thousand in the same period of 2022, representing a growth of 26.4%[32] - Gross profit for the same period was HKD 877,319 thousand, compared to HKD 632,565 thousand in 2022, reflecting a gross margin improvement from 38.9% to 42.7%[32] - Operating profit increased significantly to HKD 146,614 thousand, up from HKD 46,230 thousand in the prior year, marking a growth of 216.5%[32] - Profit before tax rose to HKD 114,985 thousand, compared to HKD 19,923 thousand in the previous year, indicating a substantial increase of 476.5%[32] - Net profit for the period was HKD 78,105 thousand, a turnaround from a loss of HKD 14,649 thousand in the same period last year[32] - Basic and diluted earnings per share for the period were HKD 0.27, compared to a loss per share of HKD 0.07 in the prior year[32] - Total comprehensive income for the period amounted to HKD 71,953 thousand, compared to HKD 63,123 thousand in the previous year[32] - EBITDA for the reporting segments was HKD 276,832, compared to HKD 149,754 in the previous year, indicating a significant increase of about 84.9%[85] - The profit before tax for the reporting segments was HKD 114,985, up from HKD 19,923 in 2022, reflecting a substantial rise of approximately 476.5%[85] Assets and Liabilities - Non-current liabilities as of June 30, 2023, were HKD 816,250 thousand, slightly up from HKD 811,608 thousand at the end of 2022[38] - The company's total equity increased to HKD 1,111,884 thousand from HKD 1,039,478 thousand at the end of 2022, reflecting a growth of 6.9%[38] - As of June 30, 2023, total assets amounted to HKD 1,716,224 thousand, a decrease from HKD 1,754,825 thousand as of December 31, 2022, representing a decline of approximately 2.2%[39] - Total liabilities decreased to HKD 1,098,392 thousand from HKD 1,225,123 thousand, a reduction of about 10.4%[39] - The company's non-current assets totaled HKD 1,310,302 thousand, slightly down from HKD 1,321,384 thousand, a decrease of approximately 0.8%[39] - The company's total equity increased to HKD 1,111,884 thousand as of June 30, 2023, up from HKD 1,039,478 thousand at the beginning of the year, representing an increase of approximately 6.9%[53] - Cash and bank balances decreased to HKD 240,110 thousand from HKD 301,362 thousand, a decline of about 20.4%[39] - The group’s total bank loans as of June 30, 2023, were HKD 75,468,000, a decrease of 29.4% from HKD 107,008,000 as of December 31, 2022[126] Inventory and Receivables - The company's inventory decreased to HKD 783,162 thousand from HKD 854,170 thousand, reflecting a reduction of about 8.3%[39] - Accounts receivable increased significantly to HKD 622,727 thousand from HKD 492,049 thousand, marking an increase of approximately 26.6%[39] - The total inventory as of June 30, 2023, was HKD 783,162,000, a decrease of 8.3% from HKD 854,170,000 as of December 31, 2022[120] - Accounts receivable as of June 30, 2023, totaled HKD 622,727,000, compared to HKD 492,049,000 as of December 31, 2022, indicating an increase of approximately 26.5%[81] Market and Business Strategy - The company plans to continue expanding its market presence and investing in new product development to drive future growth[31] - The company anticipates higher sales revenue in the second half of the year due to seasonal demand for its apparel and brand products[68] - The company plans to focus investments on high-quality retail and e-commerce channels for Spyder, targeting the growing snow sports market in China[152] - The company plans to enhance Reebok's brand presence and expand e-commerce and retail store concepts[174] - The company plans to expand its product range for the C.P. Company brand to drive revenue and enhance market positioning, focusing on key wholesale markets including the UK, Italy, France, and South Korea[193] Employee and Operational Costs - The company’s employee costs and benefits increased to HKD 359,317,000 in 2023 from HKD 327,118,000 in 2022[69] - General and administrative expenses increased by 2% in the first half of 2023, primarily due to business growth and higher foreign exchange losses[149] - Employee benefits expenses payable amounted to HKD 11,252,000 for the six months ended June 30, 2023, an increase of 9.3% from HKD 10,292,000 for the same period in 2022[112] Dividends and Shareholder Information - The company declared an interim dividend of HKD 0.06 per share for the six months ended June 30, 2023, totaling approximately HKD 16,296,000, compared to no dividend in 2022[185] - The expected dividend yield is 4.97%, with an expected volatility of 51.95% and a risk-free annual interest rate of 3.506%[181] - As of June 30, 2023, the company has a total of 271,607,253 shares issued, with Silver Tree Holdings Inc. owning 182,577,000 shares, representing approximately 67.3% of the total issued shares[179] - Major shareholder New Perfect Global Limited holds approximately 67.22% of the issued share capital as of June 30, 2023[199] Corporate Governance and Compliance - The company has complied with all provisions of the Corporate Governance Code, except for deviations regarding the roles of the Chairman and CEO, which are held by the same individual[185] - The company’s audit committee reviewed the unaudited condensed consolidated interim financial statements for the six months ended June 30, 2023[185] - The Chairman and CEO, Mr. Wang Jianzhong, has been with the group since 1999 and has significant experience in the garment industry[185] - The company has not disclosed any changes in director information since the publication of the 2022 annual report[185] Operational Highlights - The company opened six directly operated retail and outlet stores in key European cities to support wholesale business growth[162] - The company experienced a positive cash flow from operations in the first half of 2023, contrasting with cash outflows in the same period of 2022 due to initial inventory purchases for Reebok[150] - The overall loss in the brand business decreased during the reporting period, with notable improvements in Nautica's performance[193] - The company maintains sufficient bank financing to support its operations, with a clear distribution channel strategy and promotional plans for its brands[193]

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，概不對因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。 截至2023年6月30日止六個月之中期業績公告 2023年中期業績財務摘要 • 收入20.55億港元 • 權益股東應佔溢利7,400萬港元 • 每股盈利0.27港元 • 中期股息每股0.06港元 中期業績 Tristate Holdings Limited（「本公司」）董事會（「董事會」）欣然提呈本公司及其附屬公司（統稱「本集 團」）截至2023年6月30日止六個月之未經審核綜合中期業績連同2022年之比較數字。 簡明綜合中期損益表 截至2023年6月30日止六個月－未經審核 截至6月30日止六個月 2023年 2022年 附註 千港元 千港元 收入 4 2,055,381 1,625,005 銷售成本 (1,178,062) (992,440) 毛利 877,319 632,565 ...

Revenue and Profit Performance - Revenue for 2022 reached HKD 3,731,194,000, showing a significant increase compared to previous years[20] - Net profit attributable to shareholders in 2022 was HKD 30,772,000, a notable improvement from the losses in previous years[20] - C.P. Company's revenue grew by 15% in 2022, driven by strong performance in wholesale and e-commerce channels[29] - Spyder's revenue increased by a single-digit percentage in 2022 compared to 2021, despite challenges from COVID-19 lockdowns[25] - Nautica's revenue in 2022 decreased by 4% compared to 2021, with net losses widening due to reduced income and increased inventory provisions[30] - Reebok recorded a loss in its first year of operation in 2022, impacted by COVID-19 lockdowns and transition costs, with 15 stores in China by the end of the year[30] - Net profit attributable to equity shareholders increased to HK$31 million in 2022, up from HK$21 million in 2021[48] - C.P. Company, the company's own brand, continued to show significant growth in both revenue and profit[49] - Nautica's revenue in China saw a low single-digit decline in 2022 compared to 2021, but net losses increased due to reduced revenue, higher inventory provisions, and increased operating expenses[50] - Spyder's revenue in China grew by 7% in 2022 compared to 2021, despite challenges from COVID-19 lockdowns, with e-commerce and key northern markets showing year-on-year growth[56] - Total revenue for 2022 was HKD 3.731 billion, a 23% increase compared to HKD 3.038 billion in 2021[60] - Revenue from the apparel business reached HKD 1.939 billion, up from HKD 1.548 billion in 2021, but still below pre-COVID levels[61] - Revenue from high-end craftsmanship business increased by 29%, accounting for 76% of segment revenue (2021: 74%)[61] - Revenue from brand business in 2022 reached HKD 1.792 billion, a 20% increase compared to 2021, driven by strong growth in wholesale and e-commerce in major European countries[75] - Revenue from apparel business in 2022 was HKD 1.939 billion, a 25% increase from 2021, primarily due to higher revenue from key clients in the high-end manufacturing segment[75] - The company's equity shareholders' profit for 2022 was HKD 31 million, up from HKD 21 million in 2021, with significant growth in apparel business revenue and profit[76] - Revenue increased by 23% to HKD 3,731 million in 2022 compared to HKD 3,038 million in 2021[80] - Brand business revenue reached HKD 1.792 billion in 2022, up from HKD 1.489 billion in 2021[81] - The apparel segment's post-tax profit increased by 128% to HKD 196 million in 2022 from HKD 86 million in 2021[80] - The brand business's post-tax loss widened by 171% to HKD 160 million in 2022 from HKD 59 million in 2021[80] - Pre-tax profit for 2022 increased to 121,177 thousand HKD, up from 84,488 thousand HKD in 2021, reflecting a significant year-over-year growth[171] Gross Profit and Margin - Gross profit for 2022 was HKD 1.449 billion, with a gross margin of 38.8% (2021: HKD 1.225 billion, 40.3% gross margin)[62] - Gross profit rose by 18% to HKD 1,449 million in 2022 from HKD 1,225 million in 2021[80] - The company's gross margin decreased by 1.5 percentage points to 38.8% in 2022 from 40.3% in 2021[80] EBITDA and Segment Performance - EBITDA grew by 15% to HKD 424 million in 2022 from HKD 368 million in 2021[80] - The apparel segment's EBITDA surged by 101% to HKD 273 million in 2022 from HKD 136 million in 2021[80] Store Expansion and Retail Strategy - The company opened six directly operated retail stores and outlet stores for C.P. Company in high-end shopping streets across Europe[29] - Spyder expanded its presence in China to 58 stores by the end of 2022, up from 50 stores in 2021[56] - The company plans to expand its e-commerce platforms and invest in customer relationship management systems to enhance member services[66] - The company aims to focus on high-quality outlet stores and e-commerce channels for the Spyder brand, targeting China's growing snow sports and premium sportswear market[67] - The company plans to open more flagship stores for the Nautica brand and expand its presence in key outlet stores[67] - C.P. Company's revenue and profit continued to show substantial growth, with plans to expand product lines and open more direct retail stores in key European and Asian markets[75] - Cissonne, the company's premium women's fashion brand, expanded its e-commerce and direct retail presence in major Chinese cities, operating nine stores as of 2022[77] Impairment and Loss Provisions - Spyder made an impairment provision of HKD 31 million in 2022, down from HKD 40 million in 2021[25] - Spyder recorded a loss in 2022, with an impairment provision of HK$31 million (2021: HK$40 million) due to ongoing losses, including impairment of franchise rights and underperforming stores[56] Manufacturing Business Performance - The company's manufacturing business saw significant profit growth in 2022, driven by increased revenue from high-end customers and controlled factory costs[24] - The company's apparel manufacturing business saw a 25% increase in revenue in 2022 compared to the previous year, driven by higher revenue from premium craftsmanship clients and controlled factory costs[57] - The company's garment business primarily earns profits from cutting and manufacturing, with minimal impact from rising fabric costs[92] Financial Position and Liabilities - Total assets minus current liabilities stood at HK$1,851,086 thousand in 2022, compared to HK$1,523,776 thousand in 2021[45] - Non-current liabilities increased to HK$811,608 thousand in 2022 from HK$487,559 thousand in 2021[45] - The company's equity attributable to shareholders was HK$1,020,151 thousand in 2022, slightly down from HK$1,025,942 thousand in 2021[45] - Short-term bank loans increased to HKD 107 million as of December 31, 2022, compared to HKD 42 million in 2021[64] - Cash and bank balances decreased by 21% to HKD 301 million at the end of 2022 from HKD 379 million at the end of 2021[87] - The company's cash flow from financing activities decreased to 96,898 thousand HKD in 2022 from 108,549 thousand HKD in 2021[172] - Inventory increased by 408,405 thousand HKD in 2022, a significant rise from 152,260 thousand HKD in 2021[171] Foreign Exchange and Risk Management - The company uses forward foreign exchange contracts to manage significant foreign exchange risks arising from future commercial transactions, recognized assets, liabilities, and overseas business net investments[100] - The nominal amount of USD-denominated foreign exchange risk hedging increased to 276,957 thousand HKD in 2022 from 132,542 thousand HKD in 2021[154] - A 5% appreciation/depreciation of EUR against HKD would result in a post-tax profit decrease/increase of 707,000 HKD in 2022 (169,000 HKD in 2021)[156] - The company's foreign exchange risk hedging reserve showed a nominal amount of 42,420 thousand HKD for GBP in 2022, down from 79,128 thousand HKD in 2021[154] - The company's credit risk is primarily from trade receivables, with limited risk from cash, bank balances, and derivative financial assets[160] - The company's undiscounted contract cash outflow for forward foreign exchange contracts due within 12 months was 912,000 HKD in 2022, compared to a cash inflow of 3,484,000 HKD in 2021[187] - The company's post-tax profit and retained earnings would decrease by approximately 479,000 HKD if interest rates rose by 50 basis points[188] Accounting and Financial Policies - The company adopted a new accounting policy under HKFRS 15, which did not significantly impact the timing of revenue recognition[21] - The company's defined benefit plan liabilities for 2022 amounted to HKD 17,714 thousand, a decrease from HKD 20,129 thousand in 2021[130] - The company's long-service payment liabilities for 2022 were HKD 10,587 thousand, down from HKD 16,824 thousand in 2021[130] - The company's discount rate for defined benefit obligations ranged from 1% to 2% in 2022, compared to 1% to 5% in 2021[134] - A 0.50% increase in the discount rate would reduce the defined benefit obligation by 4.5%, while a 0.50% decrease would increase it by 4.0%[138] - A 0.50% increase in the salary growth rate would increase the defined benefit obligation by 1.7%, while a 0.50% decrease would reduce it by 2.5%[138] - The company's defined contribution plan requires both the company and employees to contribute 5% of the employee's salary, with forfeited contributions used to reduce future employer contributions[130] - The company's Taiwan subsidiary has a defined benefit retirement plan, with benefits calculated based on the average monthly salary of the last six months before termination of service[131] - The company's total equity adjustments for 2022 amounted to 37,410 thousand HKD, compared to 33,176 thousand HKD in 2021[141] - The fair value of each stock option granted in 2022 was 0.36 HKD, slightly lower than 0.37 HKD in 2021[151] - The company's authorized share capital remained at 500,000,000 shares with a par value of 0.10 HKD per share, totaling 50,000 thousand HKD[142] - The company's second-level fair value measurements showed no significant difference between book value and fair value of financial instruments[166] - The company's long-term employee benefit arrangement includes an 8,500,000 HKD advance, amortized over 12 years[170] - The fair value of share options granted in 2022 was 760,000 HKD, up from 674,000 HKD in 2021[180] Operational and Strategic Initiatives - The company will collaborate with Reebok Design Group to design and develop footwear and apparel, aiming to integrate street and sport styles[67] - The company expects its own brand C.P. Company and apparel business to continue contributing profits, despite macroeconomic challenges[67] - Reebok brand operations in Greater China began on May 1, 2022, following a two-month transition period, but the brand recorded a loss in its first year due to COVID-19 lockdowns and transition costs[74] - The company's unique production system and diversified manufacturing base in Asia helped mitigate rising labor costs and currency depreciation in 2022[71][75] - Reebok's operations in Greater China are focused on direct-to-consumer channels through single-brand stores and e-commerce, with plans to enhance brand heat and flagship products in the coming year[75] - The company implemented robust IT security measures, including firewalls, antivirus software, and daily off-site backups, to mitigate system failures and cyberattacks[73] - The company expects its own brand C.P. Company and apparel business to continue contributing profits and generating strong cash flow in the future, despite macroeconomic uncertainties[75] - The company maintains sufficient and reasonable RMB deposits in China and transfers surplus RMB out of the country[101] - The company has a diversified customer base across Europe, North America, and Asia, which helps mitigate regional economic risks[109] - The company's brand business conducts product procurement through its own purchasing team, with a dispersed supply network to manage cost increases[111] - The company actively seeks suppliers and regional production facilities in different countries to reduce reliance on a single location[115] - The company closely monitors market interest rate trends and considers using interest rate hedging when necessary[99] - The company conducts monthly rolling forecast reviews to compare annual budgets with actual and forecasted figures, performing variance analysis to understand discrepancies[109] - The company continuously monitors local government policies and legal changes to manage regulatory risks[109] - The company has a risk management mechanism in place to identify, assess, and manage risks, including environmental, social, and governance risks, with senior management regularly reporting to the audit committee[108] - The company maintains long-term relationships with clients and suppliers in the garment and brand product distribution business, with no over-reliance on individual clients or suppliers[121] - The company has implemented various environmental and sustainability measures in its factories, focusing on reducing carbon emissions, energy conservation, and waste reduction[122] - The company's board of directors consists of 8 members, including 1 executive director, 3 non-executive directors, and 4 independent non-executive directors[128] COVID-19 Impact and Relief - The company received 4,448 thousand HKD in COVID-19 related rent relief in 2022, compared to 1,790 thousand HKD in 2021[171] Related Party Transactions - The amount owed to related parties by the group as of December 31, 2022, was 1,587 thousand HKD, compared to 7,844 thousand HKD in 2021[196] - Interest expenses related to the amount owed to related parties for the year ended December 31, 2022, were (103) thousand HKD, compared to (233) thousand HKD in 2021[196] - Rent payments under the new lease agreement to TDB amounted to 6,360 thousand HKD in 2022, compared to 4,770 thousand HKD in 2021[196] - Rent payments under the previous lease agreement to TDB were 1,860 thousand HKD in 2021, with no payments recorded in 2022[196] Customer and Supplier Relationships - Accounts receivable and notes receivable from the top five customers accounted for 44% of total receivables in 2022, up from 30% in 2021[189] - The company entered into a new 3-year lease in 2022 with an annual rent of 793,000 HKD, which was not present in 2021[195] Depreciation and Asset Management - Depreciation of property, plant, and equipment decreased to 65,406 thousand HKD in 2022 from 76,382 thousand HKD in 2021[171]

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佈之內容概不負責，對其準確性或完整性亦不發表任 何聲明，並明確表示，概不對因本公佈全部或任何部分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。 2022年年度業績公佈 2022年年度業績之財務摘要 • 收入37.31億港元 • 權益股東應佔溢利3,100萬港元 • 每股盈利0.11港元 業績 Tristate Holdings Limited（「本公司」）之董事會（「董事會」）謹此提呈本公司及其附屬公司（統稱「本集 團」）截至2022年12月31日止年度之綜合業績並連同2021年之比較數字。 綜合損益表 截至2022年12月31日止年度 2022年 2021年 附註 千港元 千港元 收入 3 3,731,194 3,037,662 銷售成本 (2,282,219) (1,812,830) 毛利 1,448,975 1,224,832 其他虧損淨額 4 (18,613) (46,489) 銷售及分銷費用 (715,491) (586,909) 一般及管理費用 (532,818) (476,446) 經營溢利 5 182,053 114,988 ...

Financial Performance - Revenue for the six months ended June 30, 2022, was HKD 1,625,005 thousand, an increase from HKD 1,230,004 thousand in the same period of 2021, representing a growth of 32%[29]. - Gross profit for the same period was HKD 632,565 thousand, compared to HKD 506,774 thousand in 2021, reflecting a gross margin improvement[29]. - Operating profit for the six months was HKD 46,230 thousand, a significant recovery from an operating loss of HKD 2,366 thousand in the prior year[29]. - The company reported a loss attributable to equity shareholders of HKD 14,649 thousand, an improvement from a loss of HKD 31,035 thousand in the previous year[29]. - Basic and diluted loss per share for the period was HKD 0.07, compared to HKD 0.12 in the same period of 2021[29]. - Total comprehensive loss for the period was HKD 63,123 thousand, compared to a loss of HKD 47,270 thousand in the prior year[29]. - The company incurred financing costs of HKD 26,971 thousand, up from HKD 15,873 thousand in the previous year[29]. - Other income for the period was HKD 12,206 thousand, compared to HKD 1,626 thousand in the same period of 2021, indicating a significant increase[29]. - The company experienced a foreign exchange loss of HKD 44,909 thousand during the period, compared to a loss of HKD 10,695 thousand in the previous year[29]. - The company reported a pre-tax profit of HKD 19,923 thousand for the six months ended June 30, 2022, compared to a loss of HKD 17,442 thousand in the same period of 2021, indicating a turnaround in performance[38]. - The company recorded a comprehensive loss of HKD 67,768 thousand for the period, compared to a loss of HKD 49,826 thousand in the prior year, indicating a worsening in overall financial performance[35]. Assets and Liabilities - As of June 30, 2022, total assets amounted to HKD 1,609,687 thousand, an increase from HKD 1,430,878 thousand as of December 31, 2021, representing a growth of approximately 12.5%[32]. - Non-current assets increased significantly, with intangible assets rising to HKD 759,937 thousand from HKD 400,754 thousand, marking an increase of 89.5%[32]. - Inventory increased to HKD 823,566 thousand from HKD 531,189 thousand, reflecting a rise of 55%[32]. - The total equity attributable to equity shareholders decreased to HKD 958,621 thousand from HKD 1,025,942 thousand, a decline of approximately 6.5%[35]. - The company's total liabilities increased to HKD 1,117,797 thousand from HKD 890,961 thousand, reflecting a rise of approximately 25.4%[32]. - The company reported cash and cash equivalents at the end of the period were HKD 302,032 thousand, up from HKD 216,189 thousand, representing an increase of 39.7%[38]. - The company experienced a net cash outflow from operating activities of HKD 121,586 thousand, compared to an outflow of HKD 47,783 thousand in the previous year[38]. - The financing activities generated a net cash inflow of HKD 86,790 thousand, contrasting with a net cash outflow of HKD 65,013 thousand in the same period last year[38]. Segment Performance - The EBITDA for the reporting segments was HKD 149,754 thousand, compared to HKD 106,639 thousand in the previous year, reflecting an increase of about 40.4%[43]. - The reported profit before tax for the apparel segment was HKD 66,451 thousand, significantly up from HKD 10,301 thousand in the prior year, indicating a growth of approximately 545.0%[43]. - The brand business reported a loss before tax of HKD 44,788 thousand, which is a deterioration from a loss of HKD 19,951 thousand in the same period last year[43]. - Revenue from the clothing segment accounted for over 10% of total revenue, specifically 13% for the six months ended June 30, 2022, compared to 14% in 2021[49]. - Revenue from brand business reached HKD 836 million, up from HKD 648 million in 2021, with C.P. Company showing strong growth and Reebok contributing in Q2[96]. - Revenue from garment business was HKD 789 million, an increase of 35% from HKD 582 million in 2021, with high-end manufacturing accounting for 77% of segment revenue[96]. Strategic Initiatives - The company is focusing on market expansion and new product development to drive future growth[29]. - The company plans to expand the C.P. Company product line and enhance market positioning, focusing on wholesale markets in the UK, Italy, France, and Germany[107]. - Nautica brand will increase retail presence and expand the successful White Sail series, with plans to enhance e-commerce efforts on platforms like Douyin[109]. - The company expects a stronger sales contribution in the second half of the year due to seasonal demand for autumn/winter apparel[97]. - The company anticipates continued profit contributions from its own brand C.P. Company and the apparel business, supporting strong cash flow[112]. Governance and Compliance - The company has complied with all provisions of the Corporate Governance Code, except for the separation of roles between the Chairman and the CEO[127]. - The company has established a nomination committee effective from January 1, 2022, in compliance with the Corporate Governance Code[127]. Employee and Compensation - The group’s employee compensation expenses for the six months ended June 30, 2022, were HKD 10,292,000, an increase from HKD 9,963,000 for the same period in 2021, representing a growth of approximately 3.3%[82]. - The total number of stock options granted during the period was 2,132,000, with a total of 6,716,000 options outstanding as of June 30, 2022[123].

Financial Performance - Tristate Holdings Limited reported a profit attributable to equity shareholders of HKD 21.134 million for the year ended December 31, 2021, a significant turnaround from a loss of HKD 169.437 million in the previous year[31]. - The company's revenue for 2021 was HKD 3,037.662 million, representing a 33.5% increase from HKD 2,277.114 million in 2020[31]. - The company’s basic earnings per share for 2021 was HKD 0.08, compared to a loss per share of HKD 0.62 in 2020[31]. - Tristate Holdings Limited's overall financial health improved significantly, with a total comprehensive income of HKD 29.197 million for the year[31]. - Total revenue for 2021 was HKD 3.038 billion, a 33% increase from HKD 2.277 billion in 2020[54]. - Gross profit reached HKD 1.225 billion, with a gross margin of 40.3%, up from HKD 780 million and 34.3% in 2020[56]. - EBITDA increased by 188% to HKD 368 million, compared to HKD 128 million in the previous year[54]. - The company recorded a significant reduction in losses from brand business, attributed to improved performance from C.P. Company and Nautica[61]. Revenue Growth by Brand - C.P. Company's revenue increased by 59% in 2021, driven by strong performance in wholesale and e-commerce channels[37]. - Nautica's revenue grew by 77% in 2021, with all sales channels showing healthy growth[38]. - The brand business generated revenue of HKD 1.489 billion in 2021, a 66% increase compared to 2020[41]. - The apparel business reported revenue of HKD 1.548 billion in 2021, a 12% increase from 2020[42]. - Nautica's revenue increased by 77% in 2021 compared to the previous year, with healthy growth in sales and gross profit across all sales channels[48]. - C.P. Company achieved a revenue growth of 59% in 2021, driven by strong performance in wholesale and e-commerce channels[48]. Operational Challenges and Strategies - The company faced operational challenges in its factories in Vietnam, Myanmar, and the Philippines due to COVID-19 lockdowns and political instability, leading to temporary closures and capacity reductions[50]. - The company plans to continue focusing on cost management and operational efficiency to sustain profitability in the future[36]. - The company aims to increase the number of direct retail stores and enhance e-commerce capabilities in key European markets[43]. - The company is committed to improving Spyder's performance and leveraging opportunities in the growing winter sports market in China[44]. Sustainability and Environmental Commitment - Tristate Holdings Limited aims to create a truly sustainable garment industry as part of its core mission[138]. - The company is committed to responsible production practices to minimize environmental impact across its value chain[141]. - The company has set reduction targets for 2025, aiming for a 5% decrease in water intensity, an 8% decrease in energy intensity, and a 9% decrease in greenhouse gas emissions intensity based on 2021 levels[164]. - The company successfully adopted the Higg Factory Assessment Tool to measure and evaluate the environmental performance of its production facilities in Panyu and Hefei[165]. - The company is committed to reducing carbon emissions and production waste as part of its sustainability efforts[138]. Corporate Governance - The board of directors has adhered to the corporate governance code and has a balanced composition with over one-third independent non-executive directors[88]. - The company has established a risk management framework to identify and assess risks in the current operating environment[106]. - The audit committee reviewed the financial statements for the year ended December 31, 2021, and recommended their approval to the board[99]. - The company has adopted a whistleblowing policy to provide a confidential channel for employees to report misconduct[97]. - The board has established clear guidelines for the delegation of authority to ensure compliance with the company's needs[99]. Employee and Community Engagement - The group had 6,140 employees as of December 31, 2021, down from 7,320 in 2020, with competitive compensation and benefits provided to employees[65]. - The company recognizes the significance of competitive compensation and employee recognition in attracting and retaining talent[160]. - The company is committed to creating a positive work environment and supporting local community welfare through job creation and development opportunities[197]. - Employee feedback is considered essential for business improvement, and the company encourages open communication between management and employees[200]. Risk Management - The group actively monitors cash flow and liquidity to manage financial risks, including fluctuations in interest rates and foreign exchange rates due to its operations in multiple currencies[76][79]. - The group employs forward foreign exchange contracts to manage significant foreign exchange risks arising from its subsidiaries' functional currencies[80]. - The audit committee reviewed the adequacy and effectiveness of the risk management and internal control systems[109]. Compliance and Legal - The company has maintained compliance with applicable laws and regulations throughout the year, with no deviations or violations reported[84]. - The company has implemented measures to ensure compliance with applicable laws and regulations regarding insider information[110].

Financial Performance - Revenue for the six months ended June 30, 2021, was HKD 1,230,004, an increase from HKD 892,306 in the same period of 2020, representing a growth of approximately 37.9%[32] - The gross loss for the period was HKD 723,230, compared to a gross loss of HKD 622,220 in the prior year, indicating a deterioration in gross margin[32] - Operating loss for the six months was HKD 2,366, significantly improved from a loss of HKD 116,614 in the previous year[32] - The net loss attributable to equity shareholders for the period was HKD 31,035, compared to a loss of HKD 135,574 in the same period of 2020, showing a reduction in losses by approximately 77%[32] - Basic and diluted loss per share for the period was HKD 0.12, an improvement from HKD 0.50 in the prior year[32] - Total comprehensive loss attributable to equity shareholders was HKD 47,270, compared to HKD 151,782 in the same period of 2020, reflecting a significant reduction in overall losses[32] - The reported EBITDA for the group was HKD 106,639,000, compared to a loss of HKD 15,756,000 in the previous year, showcasing a significant turnaround[46] - The group recorded a profit before tax of HKD 31,035,000 for the period, a substantial improvement from a loss of HKD 135,574,000 in the same period last year[46] - The apparel segment's profit before tax was HKD 10,301,000, recovering from a loss of HKD 2,862,000 in the prior year[46] - The brand business, however, reported a loss before tax of HKD 32,924,000, although this was an improvement from a loss of HKD 118,556,000 in the previous year[46] - The total comprehensive income for the period was a loss of HKD 49,826 thousand, compared to a loss of HKD 151,799 thousand for the same period in 2020[38] - The group recorded a loss attributable to equity shareholders of HKD 136 million for the six months ended, a significant improvement compared to the loss of HKD 1.36 billion in the same period last year[92] Assets and Liabilities - Non-current assets decreased from HKD 1,112,347 thousand as of December 31, 2020, to HKD 1,037,054 thousand as of June 30, 2021, representing a decline of approximately 6.75%[35] - Current assets increased from HKD 1,128,693 thousand as of December 31, 2020, to HKD 1,170,050 thousand as of June 30, 2021, reflecting an increase of about 3.67%[35] - Total liabilities increased from HKD 697,620 thousand as of December 31, 2020, to HKD 757,094 thousand as of June 30, 2021, indicating a rise of approximately 8.55%[35] - Cash and cash equivalents decreased from HKD 358,613 thousand as of December 31, 2020, to HKD 227,628 thousand as of June 30, 2021, a decline of about 36.5%[35] - The total equity attributable to equity shareholders decreased from HKD 1,035,990 thousand as of December 31, 2020, to HKD 986,616 thousand as of June 30, 2021, a decrease of approximately 4.76%[38] - The total liabilities as of June 30, 2021, were HKD 2,207,104,000, compared to HKD 1,215,720,000 at the end of 2020, indicating an increase of approximately 81.7%[52] - The group’s total intangible assets amounted to HKD 418,475,000 as of June 30, 2021, down from HKD 439,809,000 as of December 31, 2020[70] Cash Flow and Financing - The company experienced a net cash outflow from operating activities of HKD 47,783 thousand for the six months ended June 30, 2021, compared to a cash inflow of HKD 722 thousand for the same period in 2020[41] - The company’s cash flow from financing activities showed a net cash outflow of HKD 65,013 thousand for the six months ended June 30, 2021, compared to an outflow of HKD 44,420 thousand for the same period in 2020[41] - Financing income for the period was HKD 797, slightly decreased from HKD 839 in the previous year[32] - Financing income increased to HKD 547,250,000 for the six months ended June 30, 2021, compared to HKD 356,483,000 in the same period of 2020, representing a growth of 53.5%[62] - Financing costs decreased to HKD 15,873,000 for the six months ended June 30, 2021, down from HKD 17,095,000 in 2020, a reduction of 7.1%[62] - Cash and bank balances decreased to HKD 227,628,000 as of June 30, 2021, down from HKD 358,613,000 as of December 31, 2020, a decline of 36.4%[71] - The company maintained sufficient bank financing, with short-term bank loans of HKD 51 million as of June 30, 2021[103] Operational Efficiency and Future Outlook - The company plans to focus on improving operational efficiency and exploring new market opportunities to enhance future performance[32] - The management is optimistic about future growth prospects despite the current losses, aiming for strategic market expansion and product development[32] - Future outlook remains cautiously optimistic, with management likely to focus on improving profitability in the brand business segment[46] - The company expects higher sales revenue in the second half of the year due to seasonal demand for apparel products[57] - The company is optimistic about improving financial performance in the second half of 2021, despite uncertainties related to the Delta variant and post-pandemic demand recovery in the apparel business[110] - The company will focus on expanding outlet stores and e-commerce operations in the second half of 2021, while monitoring the impact of the Delta variant[109] - The company has committed to annual rental payments of HKD 11,717,000 for new leases as of June 30, 2021, a significant increase from HKD 586,000 as of December 31, 2020[78] Segment Performance - The apparel segment generated revenue of HKD 582,304,000, while the brand business contributed HKD 647,700,000, indicating a strong performance in both segments[46] - The clothing segment reported revenue of HKD 582 million, a slight decrease of 2% from HKD 597 million in 2020[96] - The brand business generated revenue of HKD 648 million, significantly up from HKD 295 million in 2020[96] - The apparel business returned to half-year profitability, benefiting from reduced inventory provisions and more effective use of raw materials[92] - The self-owned brand C.P. Company achieved revenue growth, with net profit recorded in the first half of 2021, contrasting with a loss in the previous year[92] - Nautica's sales and gross profit showed healthy growth, with over 80% of physical store sales contributed by registered members in the first half of 2021[92] Corporate Governance and Shareholder Information - The company did not declare an interim dividend for the six months ended June 30, 2021, consistent with no dividend declared in 2020[63] - The company adhered to all corporate governance codes as of June 30, 2021, with deviations noted in specific clauses[130] - As of June 30, 2021, the total shares held by Mr. Wang Jianzhong and his spouse amounted to 185,789,000, representing approximately 68.40% of the issued share capital[113] - The company approved a new share option plan at the 2016 Annual General Meeting, terminating the previous 2007 plan[120] - As of June 30, 2021, a total of 4,916,000 options were outstanding, with 1,800,000 options granted during the period[124] - The exercise price for the options granted in 2021 was set at HKD 1.00 per share[125]

Financial Performance - Total revenue for 2020 was HKD 2,277,114, a decrease of 24% compared to HKD 3,001,253 in 2019[32] - The company reported a loss attributable to equity shareholders of HKD (169,437), compared to a loss of HKD (38,829) in the previous year[32] - Basic loss per share for 2020 was HKD (0.62), compared to HKD (0.14) in 2019[32] - EBITDA for 2020 was HKD 128 million, down 32% from HKD 188 million in 2019[59] - The brand business recorded a segment loss of HKD 181 million, an increase from HKD 177 million in 2019, primarily due to COVID-19 impacts[61] - The overall gross profit for the group in 2020 was HKD 780 million, down from HKD 829 million in 2019, with a gross profit margin of 34.3%, up from 27.6% in 2019[63] - The company experienced a significant impairment loss of HKD 36 million on property, plant, and equipment, compared to HKD 5 million in 2019, a 620% increase[59] Assets and Liabilities - Non-current assets as of December 31, 2020, were HKD 1,112,347, a slight decrease from HKD 1,147,448 in 2019[34] - Current assets totaled HKD 1,128,693, while current liabilities were HKD 697,620, resulting in a net current asset value of HKD 431,073[34] - Total assets less current liabilities were HKD 1,543,420, with non-current liabilities of HKD 505,218[34] - Total equity attributable to equity shareholders was HKD 1,035,990, down from HKD 1,137,038 in 2019[34] Revenue Breakdown - Revenue from the brand business reached HKD 899 million in 2020, representing a 30% increase compared to 2019, supported by strong wholesale performance in major European countries[43] - The apparel segment generated revenue of HKD 1.378 billion, a decline of 40% from 2019, primarily due to order cancellations and reductions from high-end clients amid COVID-19[43] - C.P. Company achieved an 18% year-on-year revenue growth in 2020, driven by strong demand for its products and sales performance from major wholesale customers[40] - Nautica and Spyder, the company's franchised brands in China, saw revenue growth compared to 2019, with Nautica expanding its sales points and Spyder recording full-year revenue for 2020[41] Operational Adjustments - The company plans to expand its brand presence in major cities across China and enhance its e-commerce operations through investments in official online stores and major online platforms[43] - The company maintained a net cash position of HKD 300 million as of December 31, 2020, which, along with available bank credit, is expected to support its operations during the pandemic[43] - The company does not recommend the payment of a final dividend due to the challenging business environment and future investment needs[43] - The company is focusing on digital transformation and e-commerce growth, with a new e-commerce platform launched in June 2020[48] Governance and Compliance - The company has adhered to the corporate governance code as of December 31, 2020, with deviations noted in rules A.2.1 and A.5[105] - The board consists of one executive director, three non-executive directors, and three independent non-executive directors, ensuring a balanced composition[105] - The company has established a risk management framework to identify and assess risks, ensuring timely identification and adequate mitigation measures[139] - The board has a commitment to effective governance and oversight, with a strong independent element among its members[105] Environmental, Social, and Governance (ESG) Initiatives - The group is committed to sustainable development and reducing carbon emissions, implementing various environmental measures in its factories[102] - The Environmental, Social, and Governance (ESG) Supervisory Committee was established in 2016 to review and monitor the group's ESG policies and practices[177] - The group aims to reduce carbon emissions and production waste while promoting energy conservation to create a sustainable green environment[168] - The company has prohibited forced labor and child labor, emphasizing its commitment to labor standards and employee welfare[183] Challenges and Future Outlook - The company reported a loss attributable to equity shareholders of HKD 169 million for the year ended December 31, 2020, compared to a loss of HKD 39 million in the same period last year[47] - The group anticipates challenges in the garment business due to the ongoing impact of COVID-19, but remains committed to maintaining operational flexibility and cost control[71] - The company is closely monitoring the situation in Myanmar following the military takeover on February 1, 2021, which has affected operations at its factory there[53]

Financial Performance - Revenue for the six months ended June 30, 2020, was HKD 892.3 million, a decrease of 31.6% compared to HKD 1,304.4 million for the same period in 2019[30]. - Gross profit for the same period was HKD 270.1 million, down 26% from HKD 364.8 million in 2019[30]. - The company reported an operating loss of HKD 116.6 million, compared to an operating loss of HKD 8.3 million in the previous year[30]. - Net loss attributable to equity shareholders for the period was HKD 135.6 million, compared to a loss of HKD 34.2 million in 2019[30]. - Basic and diluted loss per share for the period was HKD 0.50, compared to HKD 0.13 in the same period last year[30]. - The company reported a pre-tax loss from operating activities of HKD 132,870 thousand for the six months ended June 30, 2020, compared to a loss of HKD 23,465 thousand for the same period in 2019[39]. - The total loss for the reporting segments was HKD 135.574 million, compared to a profit of HKD 34.171 million in the prior year, highlighting a substantial downturn[44]. - The company recorded a total of HKD 14.598 million in unallocated losses for the period, compared to a profit of HKD 8.688 million in the same period last year[44]. - The company reported a total of HKD 741,000 in contract liabilities as of June 30, 2020, down from HKD 1,188,000 as of December 31, 2019, indicating a decrease of 37.6%[78]. - For the six months ended June 30, 2020, the group recorded a loss attributable to equity shareholders of HKD 136 million, compared to a loss of HKD 35 million in the same period last year[91]. Assets and Liabilities - As of June 30, 2020, total non-current assets decreased to HKD 1,096,887 thousand from HKD 1,147,448 thousand, representing a decline of approximately 4.4%[33]. - Current assets decreased to HKD 1,043,934 thousand from HKD 1,129,211 thousand, a reduction of about 7.5%[33]. - The total equity attributable to equity shareholders decreased to HKD 985,707 thousand from HKD 1,137,038 thousand, a decline of approximately 13.3%[36]. - The company’s total liabilities increased to HKD 661,676 thousand from HKD 624,904 thousand, an increase of approximately 5.9%[33]. - The company’s total assets less current liabilities decreased to HKD 1,479,145 thousand from HKD 1,651,755 thousand, a decline of about 10.4%[33]. - Cash and cash equivalents at the end of the period were HKD 181,526 thousand, down from HKD 250,944 thousand at the beginning of the period, reflecting a decrease of 27.5%[39]. - The company reported a decrease in receivables to HKD 240,167,000 as of June 30, 2020, from HKD 352,705,000 as of December 31, 2019[70]. - The company’s bank loans totaled HKD 60,269,000 as of June 30, 2020, a decrease of 6.5% from HKD 64,540,000 as of December 31, 2019[81]. Operational Strategies - The company has plans for market expansion and new product development to improve future performance[30]. - Management indicated a focus on cost control and operational efficiency to mitigate losses moving forward[30]. - The company is exploring potential mergers and acquisitions to enhance its market position[30]. - The company continues to evaluate its operational strategies in response to market conditions and may consider further adjustments to its business model[43]. - The group has implemented measures such as negotiating rent waivers, rearranging purchase orders, and postponing new store openings to manage costs amid the pandemic[91]. - The company is committed to reducing production capacity and operational costs to maintain flexibility during market recovery[110]. Market Conditions and Future Outlook - The company anticipates higher sales revenue in the second half of the year due to seasonal demand for clothing products[53]. - The company expects sales to be more concentrated in the second half of the year due to seasonal impacts from the autumn/winter and holiday seasons[96]. - Retail sales in mainland China are expected to improve in Q4 2020, with Nautica showing positive momentum post-pandemic[109]. - The company anticipates a better performance in the second half of 2020 for its apparel business, despite an overall decline in annual revenue compared to last year[110]. Employee and Management Information - The total remuneration for key management personnel increased to HKD 11,215,000 for the six months ended June 30, 2020, up from HKD 10,047,000 for the same period in 2019, reflecting a growth of 11.6%[85]. - The company had approximately 8,790 employees as of June 30, 2020, a decrease from 9,650 employees at the end of 2019[106]. Government Support and Subsidies - The group received government subsidies totaling HKD 3.2 million during the period, compared to HKD 763,000 in 2019, indicating a significant increase in support[54]. - The group received various subsidies and incentives from local governments aimed at rebuilding market confidence and stimulating the economy[91]. E-commerce and Digital Development - C.P. Company has transitioned to a new e-commerce platform, presenting strong growth opportunities, and is also digitizing its wholesale channel for better customer insights[91]. - The company is investing in e-commerce and omnichannel business development, expanding its presence on major online platforms in China[109]. Stock Options and Corporate Governance - The total number of stock options granted under the 2007 stock option plan was 1,104,000, with 540,000 options expired during the period, leaving 564,000 options outstanding[121]. - The company did not declare an interim dividend for the six months ended June 30, 2020, compared to no dividend declared in 2019[130]. - The company complied with all provisions of the Corporate Governance Code during the reporting period, with deviations noted for specific clauses[130].