Core Viewpoint - The 4th Changsha International Construction Machinery Exhibition showcases the industry's transformation towards high-end, intelligent, and green technologies, featuring over 1,800 companies from more than 60 countries, including 35 of the world's top 50 construction machinery firms [1][3]. Group 1: Exhibition Highlights - The exhibition theme focuses on high-end, intelligent, and green construction machinery, emergency equipment, mining machinery, agricultural machinery, and transportation equipment [1]. - The event attracted 1,806 exhibitors, including major players like SANY Heavy Industry, Zoomlion, and CRRC, with a total industrial output value exceeding 200 billion yuan [1][2]. - The exhibition area covered 300,000 square meters with over 20,000 exhibits across 23 categories, and more than 5,000 international buyers participated [3][4]. Group 2: Technological Innovations - Over 30 new products and more than 1,500 new technologies were launched at the exhibition, with over 60% of exhibits featuring advanced technologies such as AI, remote control, and unmanned operations [4]. - SANY showcased the world's first fully electric unmanned excavator, demonstrating a 40% efficiency improvement over traditional models [6]. - Key components like the 8.61-meter diameter shield machine bearing from CRRC were highlighted, showcasing advancements in critical machinery technology [2][3]. Group 3: Industry Collaboration and Development - A procurement signing event resulted in over 13 billion yuan in agreements among more than 100 companies in the construction machinery supply chain [7]. - The "Five Provinces" cooperation agreement aims to enhance regional collaboration in research, industry chain integration, and market sharing [7]. - Hunan and Hainan provinces announced standards for the evaluation of used construction machinery for export, aiming to establish a global recycling and remanufacturing base [7].

Financial Performance - The Group's overall revenue for the year ended December 31, 2023, was approximately HK$315,582,000, a decrease of approximately 40.6% compared to HK$531,605,000 in 2022[48]. - The loss after tax amounted to approximately HK$475,136,000, reflecting a decrease of approximately 55.0% from a loss of HK$1,055,367,000 in the previous year[48]. - Revenue from the fertiliser business was approximately HK$52,061,000, down approximately 63.3% from HK$141,858,000 in 2022[48]. - The magnesium product business generated revenue of approximately HK$263,491,000, a decrease of approximately 31.4% from HK$383,899,000 in 2022[52]. - The gross loss margin for the Group was recorded at 25.5%, compared to a gross profit margin of 12.3% in 2022[48]. - The average selling price of fertiliser decreased by 8.5% to HK$3,290 per tonne, while the average selling price of magnesium products decreased by 38.3% to HK$21,337 per tonne[68]. - The sales volume of fertiliser from production decreased by 61.2% to 13,815 tonnes, and from brand licensing decreased by 64.3% to 37,812 tonnes[66]. - The Group recognized a gain on debt restructuring of approximately HK$649,045,000 in 2023, compared to HK$140,076,000 in 2022[87]. - The Group's after-tax loss for the year was approximately HK$475,136,000, a year-on-year decrease of about 55.0% from HK$1,055,367,000 in 2022[100]. - Adjusted after-tax loss from operations was approximately HK$511,295,000, reflecting a 9.4% increase from HK$467,504,000 in 2022, primarily due to significant losses in the magnesium product business[101]. Debt Restructuring - The offshore debt restructuring plan was approved by creditors on June 15, 2023, and became effective on August 31, 2023, with the Cayman Court dismissing the provisional liquidation on October 24, 2023[33][34]. - The domestic subsidiaries are still undergoing debt restructuring, which is complicated by working capital shortages and ongoing litigation, hindering normal operations[36]. - The Group is currently facing challenges in obtaining new financing due to the impact of offshore debt restructuring, intensifying pressure on working capital[49]. - The ongoing debt restructuring of domestic subsidiaries is complicated by a shortage of working capital and litigation issues, affecting normal business operations[58]. - The Company is currently undergoing debt restructuring, making it challenging to find a suitable candidate for the CEO position[198]. Market Conditions - In 2023, the capacity utilization rate of China's compound fertilizer market was only 40%, indicating weak demand and overcapacity in the industry[23]. - The annual output of compound fertilizers in 2023 was approximately 6.6 million tons, reflecting a decline in production due to market conditions[27]. - The fertiliser business is facing significant challenges due to an overall industry downturn, pandemic impacts, and financial shortages from debt restructuring[32]. - The international political and economic environment has been complex, contributing to unstable energy and fertilizer prices[26]. - Many compound fertilizer enterprises in major provinces such as Shandong and Jiangsu have withdrawn their production capacity due to unfavorable market conditions[26]. - The company anticipates potential global economic weakening in the coming year, which may lead to moderate commodity price fluctuations[40]. Operational Challenges - The magnesium product business is under pressure as magnesium prices have reached a three-year low, impacting profit margins[39]. - The local government in Xinjiang has mandated upgrades for magnesium production facilities, requiring significant capital investment, which adds to the financial burden[39]. - The Group plans to restructure internal capital and debt and seek potential investors to participate in fundraising plans to improve operational management[103]. - Management plans to address operational difficulties and broaden financing channels in 2024, while also focusing on talent acquisition for sustainable development[61]. Corporate Governance - The company is committed to achieving and maintaining high standards of corporate governance and business integrity[174]. - The Board believes that good corporate governance will enhance management accountability and investor confidence, laying a solid foundation for long-term development[174]. - Throughout 2023, the company complied with the Corporate Governance Code except for certain deviations explained in the report[176]. - The roles of chairman and CEO are not separated under the current corporate structure, which is a deviation from the code provision A.2.1[176]. - The company has a dedicated board responsible for strategic leadership and comprehensive oversight of the group[177]. - The board is tasked with reviewing and monitoring the company's corporate governance policies and practices[177]. - The board also oversees compliance with legal and regulatory requirements[177]. - The Board consists of 5 Directors, with 2 being executive Directors and 3 independent non-executive Directors, ensuring independent Directors constitute more than one-third of the Board[188]. - The Board has established safeguards to ensure management accountability, with regular meetings and timely information provided to Board members[198]. Talent Development - Talent development is a priority, with efforts to attract skilled personnel to strengthen the company's foundation for future growth[42]. - The Group is focused on optimizing its remuneration system to attract and retain key personnel amid competitive talent demands[151]. - The Group employed 572 staff as of December 31, 2023, down from 674 in 2022[156]. - Employee benefits include medical insurance, provident fund scheme, discretionary bonuses, and employee share option scheme[156]. Environmental and Sustainability Initiatives - The Group is committed to improving long-term sustainability and has adopted green initiatives such as resource recycling and energy-saving measures[152]. - The Group's management continuously monitors market risks, including fluctuations in demand, product prices, and foreign exchange rates[138]. - The Group does not currently hedge foreign exchange risks but periodically reviews its exposure to evaluate potential hedging strategies[139]. - The Group monitors environmental policy changes closely to ensure compliance and mitigate risks associated with new regulations[150]. Financial Position - The Group's total borrowings as of December 31, 2023, were approximately HK$1,705,534,000, a decrease of about 13.1% from HK$1,963,590,000 in 2022[111]. - The gearing ratio for the Group was approximately 52.9% in 2023, compared to 45.0% in 2022[111]. - The Group's bank and cash balances as of December 31, 2023, were approximately HK$61,306,000, down from HK$86,369,000 in 2022[110]. - An allowance for expected credit losses on trade receivables was made for approximately HK$11,611,000, significantly lower than HK$235,418,000 in 2022, due to delays in receivables collection caused by the ongoing COVID-19 epidemic[96]. Investment and Development Activities - The expenditures incurred in development activities for 2023 were mainly related to the capital expenditure for the mine's production safety monitoring and alert system, which has been capitalized[135]. - The expenditures incurred in mining activities for serpentine in 2023 were approximately HK$7,299,000, while development activities incurred approximately HK$14,949,000[136]. - The Group's dolomite mine is located in Baishan City, Jilin Province, and has low transportation costs due to its proximity to the production base[121]. - The Group's serpentine mine, located in Donghai County, Jiangsu Province, also has low transportation costs due to its proximity to the production base[128].

Financial Performance - The company reported a loss per share of HK$5.17 cents for the year ended December 31, 2023, with a diluted loss per share of HK$7.46 cents[20]. - The Group's overall revenue for the year ended December 31, 2023, was approximately HK$315,582,000, a decrease of approximately 40.6% compared to HK$531,605,000 in 2022[49]. - The loss after tax amounted to approximately HK$475,136,000, reflecting a decrease of approximately 55.0% from a loss of approximately HK$1,055,367,000 in the previous year[49]. - Revenue from the fertilizer business was approximately HK$52,061,000, down approximately 63.3% from HK$141,858,000 in 2022[49]. - The magnesium product business generated revenue of approximately HK$263,491,000, a decrease of approximately 31.4% from HK$383,899,000 in 2022[54]. - The overall gross loss margin recorded was 25.5%, compared to a gross profit margin of 12.3% in 2022[49]. - The average selling price of magnesium products dropped significantly from approximately HK$34,592 per tonne in 2022 to approximately HK$21,337 per tonne in 2023[77][82]. - The Group recognized a gain on debt restructuring of approximately HK$649,045,000 in 2023, compared to HK$140,076,000 in 2022[85][88]. Market Conditions - The utilization rate of compound fertilizer production capacity in China was only 40% in 2023, indicating a significant oversupply and weak demand in the market[23]. - The compound fertilizer market in China has seen many companies exit due to unstable prices and cautious purchasing behavior from customers[23]. - The overall economic outlook for the next year suggests potential risks of weakening global economic conditions, which may affect commodity prices[41]. - The Group is facing challenges due to significant fluctuations in raw material prices, impacting working capital and production capacity[51]. Debt and Financial Management - The offshore debt restructuring plan was approved by creditors on June 15, 2023, and became effective on August 31, 2023, alleviating some financial pressures[30][34]. - Despite the successful completion of offshore debt restructuring, the domestic subsidiaries are still facing challenges due to ongoing debt restructuring and a shortage of working capital[35][37]. - The management plans to actively address operational difficulties and broaden financing channels to meet the Group's financing needs in 2024[62]. - The Group's debt restructuring was successfully implemented on August 31, 2023, after being approved by the requisite statutory majorities of scheme creditors[57]. - Management is actively seeking various financing options, including venture capital and equity financing, to address funding needs[40]. Corporate Governance - The company is committed to maintaining high standards of corporate governance, which is essential for long-term development[175]. - The roles of chairman and CEO are not separated under the current corporate structure, which deviates from the corporate governance code[177]. - The Group's board is responsible for strategic leadership and comprehensive oversight, ensuring compliance with governance policies[178]. - The Board consists of 5 Directors, with 2 being executive Directors and 3 independent non-executive Directors, ensuring independent Directors constitute more than one-third of the Board[189]. - The Company has arranged appropriate insurance cover for legal actions against Directors[194]. - The Board has established sufficient safeguards to ensure management accountability, with regular meetings and timely information provided to Board members[199]. Operational Challenges - The management emphasizes the importance of talent development to maintain competitiveness in a challenging market environment[41]. - The Group employed 572 staff as of December 31, 2023, down from 674 in 2022[157]. - The Group's mining activities are primarily located in Jilin and Jiangsu provinces, with low transportation costs due to proximity to production bases[122][126]. - The Group's serpentine mine had no output for the year ended December 31, 2023, with no material change in resource estimate and ore reserve compared to December 31, 2022[130]. Sustainability and Community Engagement - The Group is committed to improving and maintaining the long-term sustainability of the communities in which it operates[153]. - The Group has adopted green initiatives including resource recycling, energy-saving measures, and water-saving practices in its daily operations[153]. - The Group monitors the impact of environmental policy changes on its business development closely[151].

Financial Performance - For the six months ended June 30, 2023, the Group's overall revenue was approximately HK$122,351,000, a decrease of approximately 64.0% compared to HK$340,275,000 in 2022[15]. - The revenue from the fertiliser business was HK$19,316,000, down 80.2% from HK$97,778,000 in the previous year[10]. - The magnesium product business generated revenue of HK$103,004,000, a decrease of 56.9% from HK$238,936,000 in 2022[10]. - The metallurgical flux business reported revenue of HK$31,000, a significant drop of 99.1% from HK$3,561,000 in the prior year[10]. - The Group recorded a revenue of approximately HK$122,351,000 for the six months ended June 30, 2023, a decrease of approximately 64.0% compared to HK$340,275,000 in 2022[37]. - Revenue from the fertiliser business was approximately HK$19,316,000, representing a decrease of approximately 80.2% period-on-period, with sales volume dropping to 4,217 tonnes, down 82.5% from 24,061 tonnes in 2022[38]. - The magnesium product business generated revenue of approximately HK$103,004,000, a decrease of approximately 56.9% from HK$238,936,000 in 2022, with total sales falling to 4,745 tonnes from 5,603 tonnes[43]. - The metallurgical flux business generated revenue of HK$31,000, significantly lower than HK$3,561,000 in the prior period[142]. Loss and Profitability - The overall gross loss margin for the period was approximately 27.8%, compared to a gross profit margin of approximately 19.2% in 2022[15]. - The net loss after tax for the period was approximately HK$274,414,000, an improvement from a net loss of approximately HK$438,033,000 in 2022[15]. - Loss attributable to owners of the Company was HK$225,218,000, a decrease of 39.8% from HK$374,100,000 in the previous year[10]. - Basic loss per share improved to HK(4.92) cents from HK(8.17) cents in 2022, reflecting a 39.8% reduction in loss per share[10]. - The Group's after-tax loss for the period was approximately HK$274,414,000, a decrease of approximately 37.4% compared to HK$438,033,000 in 2022[55]. - Excluding non-operating items, the adjusted after-tax loss from operations was approximately HK$285,687,000, an increase of 45.0% from HK$197,074,000 in 2022, primarily due to decreased revenue and gross profits[57]. - The Group reported a loss before income tax of HK$274,729,000 for the six months ended June 30, 2023, compared to a loss of HK$428,053,000 for the same period in 2022[146]. - For the six months ended June 30, 2023, the loss attributable to ordinary equity holders was HK$225,218,000, a decrease of 39.8% compared to HK$374,100,000 for the same period in 2022[166]. Assets and Liabilities - Total assets as of June 30, 2023, were HK$4,007,924,000, down 8.1% from HK$4,361,021,000 in 2022[10]. - Net assets decreased by 32.1% to HK$803,533,000 from HK$1,182,813,000 in the previous year[10]. - The Group's total borrowings as of June 30, 2023, were approximately HK$1,938,804,000, a decrease of approximately 1.3% from HK$1,963,590,000 as of December 31, 2022[62]. - The gearing ratio increased to approximately 48.4% as of June 30, 2023, compared to approximately 45.0% as of December 31, 2022[62]. - The Group's current and non-current borrowings amounted to approximately HK$1,716,279,000 and HK$214,301,000, while bank and cash balances were only approximately HK$74,485,000[128]. - Total liabilities increased from HK$2,716,547,000 as of December 31, 2022, to HK$2,744,679,000 as of June 30, 2023, indicating a rise of approximately 1.04%[93]. - The company's reserves dropped from HK$1,287,154,000 as of December 31, 2022, to HK$994,472,000 as of June 30, 2023, reflecting a decrease of approximately 22.79%[96]. - Trade and bills receivables decreased from HK$55,606,000 as of December 31, 2022, to HK$33,560,000 as of June 30, 2023, a decline of about 39.66%[93]. Operational Challenges and Restructuring - The Group is completing a three-year offshore debt restructuring process, with expectations to finalize it within the fourth quarter of 2023, following approvals from relevant courts[21]. - The Group's management is actively negotiating with creditors to address the operational pressures faced by its subsidiaries in mainland China due to ongoing bank loan litigations[21]. - The Group's offshore debt restructuring has led to legal actions from banks, including litigation and asset seizures, with liabilities owed to banks and creditors totaling approximately HK$703,345,000[128]. - The Company is actively exploring debt restructuring options, including equity restructuring to raise cash from third-party investors[132]. - A proposed restructuring plan has been developed, which may involve refinancing and/or a compromise of the Group's debts and liabilities[132]. - The Hong Kong Court sanctioned the restructuring schemes on July 26, 2023, and the Singapore Court approved the pre-pack scheme on July 31, 2023[135]. - Material uncertainty regarding the Group's ability to continue as a going concern remains, pending court approvals for the restructuring plan[137]. Cost Management and Expenditures - Selling and marketing expenses decreased to approximately HK$2,241,000, down from HK$4,598,000 in 2022, primarily due to reduced sales volume[45]. - Administrative expenses were approximately HK$145,220,000, a decrease of approximately 39.5% from HK$240,182,000 in 2022[46]. - Financial expenses decreased to approximately HK$93,832,000, down 7.9% from HK$101,919,000 in 2022, due to the resolution of offshore debt-related interest[47]. - The Group's depreciation and amortization expenses for the six months ended June 30, 2023, were HK$127,577,000, down from HK$145,817,000 in 2022, indicating a decrease of 12.5%[162]. - The Group plans to implement further cost control measures to reduce overall operating costs[131]. Market Conditions and Future Outlook - The magnesium industry is facing a sluggish atmosphere, but the trend of "magnesium replacing aluminium" and the focus on "lightweight" and "energy-saving" applications are expected to improve market prospects[24]. - The current raw material prices have adjusted to levels prior to the significant increase in 2020, which may boost customer confidence in stocking up[25]. - The Group aims to enhance crop productivity and soil fertility as part of its long-term mission, hoping for increased customer purchasing enthusiasm to drive performance[25]. Corporate Governance and Reporting - The financial statements were approved for publication by the board on August 31, 2023, ensuring timely reporting to stakeholders[101]. - The unaudited condensed consolidated interim financial statements for the six months ended June 30, 2023, were approved for issue by the Board on August 31, 2023[106]. - The Company will make further announcements regarding any significant developments in a timely manner[123]. - The Company was incorporated in the Cayman Islands and its shares have been listed on the Main Board of the Stock Exchange since August 1, 2008[105].

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，並明確表示概不就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。 （臨時清盤中） （僅作重組用途） （於開曼群島註冊成立之有限公司） （股份代號：509） 截至2023年6月30日止六個月中期業績公告 世紀陽光集團控股有限公司（「本公司」）之董事會（「董事會」）宣佈本公司及其附屬公司 截至2023年6月30日止六個月期間的未經審核簡明綜合業績。本公告列載本公司2023年 中期報告全文，並符合香港聯合交易所有限公司（「聯交所」）證券上市規則內有關中期 業績初步公告須附載資料的要求。本公司2023年中期報告的印刷版本將於2023年9月8 日寄發予本公司股東，並可於其時在聯交所的網站www.hkexnews.hk及本公司的網站 www.centurysunshine.com.hk閱覽。 承董事會命 世紀陽光集團控股有限公司 （臨時清盤中） ...

Financial Performance - The company's market capitalization as of December 31, 2022, was HK$68,716,752[11] - The basic and diluted loss per share for 2022 was HK$21.98 cents[11] - The Group recorded an overall revenue of approximately HK$531,605,000 for the year ended December 31, 2022, representing a year-on-year decrease of approximately 60.1% compared to HK$1,331,858,000 in 2021[38] - The loss after tax for the year was approximately HK$1,055,367,000, a decrease of approximately 15.8% from a loss of approximately HK$1,254,102,000 in the previous year[41] - Revenue from the fertiliser business was approximately HK$141,858,000, reflecting a year-on-year decrease of approximately 84.3% from HK$904,013,000 in 2021[41] - Revenue from the magnesium product business was approximately HK$383,899,000, a year-on-year decrease of approximately 7.7% from HK$416,060,000 in 2021[49] - The average gross profit margin for the fertiliser business improved to 12.3% from 9.9% in 2021[41] - The average gross profit margin for the magnesium product business decreased to approximately 12.1% from 16.5% in 2021[49] Market Conditions - The average industry capacity utilization rate in 2022 was only around 38% due to severe market fluctuations and cost pressures[15] - The fertilizer market experienced significant volatility, with prices rising sharply in the first half of 2022 and then declining rapidly in the second half[14] - Geopolitical tensions and energy crises have significantly impacted fertiliser production and market dynamics, leading to cautious purchasing behavior among downstream users[18] - The overall trend in the fertiliser market has shifted to a new normal with no distinct off-season or peak season, complicating sales strategies[18] Production and Costs - The production cost of fertilizers was heavily influenced by raw material prices, which accounted for approximately 70% of the total cost[15] - The Group faced significant production cost increases due to the Russia-Ukraine War and strict COVID-19 measures, impacting overall production and sales[42] - The sales volume of fertilisers decreased by approximately 89.1% YoY to 35,572 tonnes from 326,887 tonnes in 2021[69] - The average selling price of fertilisers increased by 29.9% YoY to HK$3,594 per tonne from HK$2,766 per tonne in 2021[63] Debt Restructuring - The Group is actively working on a debt restructuring plan, with a formal creditors' meeting expected in Q2 2023[32] - The Group's offshore debt restructuring is in the final drafting stage, with an application to the High Court of Hong Kong expected in the second quarter of 2023[35] - The restructuring work has become complex due to a large number of creditors, including overseas investors, requiring necessary majorities and court approvals for implementation[125] - The total claims of the creditors under the proposed scheme amount to HKD 763,285,097, which has been approved by the High Court of Hong Kong[130] Operational Strategies - The Group adopted a brand licensing business model to expand revenue channels and mitigate risks from volatile market conditions[27] - The Group adopted brand licensing as a transitional strategy to maintain market share and generate additional revenue amid severe market fluctuations[41] - The management plans to closely monitor market conditions and adjust operational models to respond to price fluctuations and control costs[43] - The Group is taking measures to improve operational management, including restructuring internal capital and debt, and seeking potential investors for fundraising plans[101] Employee and Environmental Initiatives - The Group employs 674 staff as of December 31, 2022, down from approximately 1,150 in 2021[200] - The Group has implemented green initiatives including resource recycling and energy-saving measures in daily operations[198] - The Group is committed to enhancing employee training and broadening recruitment channels to retain key personnel[197] Risk Management - The Group's financial condition and business prospects may be affected by various risks, including market risks related to demand, product prices, and foreign exchange rates[180] - The Group does not currently hedge foreign exchange risks but periodically reviews its exposure to evaluate potential hedging[186] - The Group regularly assesses operational risks and implements measures to improve internal controls[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佈的內容概不負責，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份內容而產生或因倚賴該等內容而引致 的任何損失承擔任何責任。 （臨時清盤中） （僅作重組用途） （於開曼群島註冊成立之有限公司） （股份代號：509） 2022年年度業績公告 本公司董事會（「董事會」）欣然公佈本公司及其附屬公司截至2022年12月31日止十二個 月期間的經審核業績。本公佈載有本公司2022年年度報告全文，乃按香港聯合交易所 有限公司證券上市規則中有關初步年度業績公佈的相關規定而編製。本公司2022年年 度報告的印刷版本將於2023年4月28日寄發予本公司股東，並可於香港交易及結算所有 限公司網站http://www.hkex.com.hk及本公司網站http://www.centurysunshine.com.hk閱 覽。 承董事會命 世紀陽光集團控股有限公司 （臨時清盤中） （僅作重組用途） ...

Financial Performance - The Group recorded a revenue of approximately HK$332,932,000 for the six months ended June 30, 2022, representing a decrease of approximately 59.3% compared to HK$817,068,000 in 2021[15]. - Revenue from the fertiliser business was approximately HK$90,435,000, down from HK$628,274,000 in 2021, indicating a decline of approximately 85.6%[10]. - The loss attributable to owners of the Company was approximately HK$374,100,000, a significant increase of 180.1% compared to HK$133,578,000 in 2021[10]. - Basic loss per share increased to HK$0.0817 from HK$0.0292, reflecting a rise of 179.8%[10]. - The Group's after-tax loss was approximately HK$438,033,000, representing a period over period increase of approximately 162.6%[52]. - The total comprehensive expenses for the period amounted to HK$604,074,000, compared to HK$123,921,000 in 2021[94]. - The loss for the period was HK$438,033,000, compared to a loss of HK$166,836,000 in the previous year, indicating a significant increase in losses[94]. - The company reported a profit for the period of HK$374,100 for the six months ended June 30, 2022, compared to a profit of HK$133,578 in the same period of 2021[99]. Asset and Liability Management - Total assets decreased by 12.1% to HK$5,193,939,000 from HK$5,910,461,000 in 2021[10]. - Net assets declined by 24.4% to HK$1,861,928,000 from HK$2,464,019,000[10]. - Total borrowings decreased by 4.0% to HK$2,060,509,000 from HK$2,146,074,000[10]. - The Group's total borrowings decreased by approximately 4.0% compared to December 31, 2021, with a gearing ratio of approximately 39.7% as of June 30, 2022, up from approximately 36.3%[64]. - The borrowings as of 30 June 2022 were HK$2,060,509,000, down from HK$2,146,074,000 as of 31 December 2021[95]. - The carrying amount of borrowings repayable on demand due to breach of loan covenants was HK$1,952,239,000, down from HK$1,995,673,000[184]. Operational Adjustments - The Group adjusted its fertiliser production scale to manage liquidity and minimize market volatility risks due to rising raw material prices[13]. - The management plans to continue monitoring market dynamics and adjust business strategies accordingly to mitigate price volatility risks and drive performance recovery[13]. - The Group adopted a brand-licensing business model to mitigate risks from raw material price volatility and maintain market share[33]. - The Group is actively monitoring market dynamics to adjust business strategies in response to external factors affecting performance[33]. - The Group will adjust its business strategies in response to market conditions to minimize price risk and improve performance[59]. Revenue Breakdown - The Group's overall revenue from agricultural fertilisers and magnesium products accounted for 27.2% and 71.8% of total revenue, respectively[32]. - The average selling price of fertilisers increased by 43.8% to HK$3,759 per tonne, while magnesium products saw a 119.2% increase to HK$42,644 per tonne[29]. - The Group's magnesium product revenue increased by approximately 30.8% to HK$238,936,000 from HK$182,632,000 in 2021[20]. - Revenue from magnesium products business was approximately HK$238,936,000, representing a period over period increase of approximately 30.8%[37]. - The metallurgical flux products segment generated revenue of HK$3,561,000, a decline of 42.7% from HK$6,162,000 in the same period last year[141]. Cost and Expense Management - Administrative expenses increased to approximately HK$234,811,000, representing a period over period increase of approximately 135.8%[46]. - Finance costs were approximately HK$101,919,000, representing an increase of approximately 1.2% compared to the previous year[47]. - The cost of sales for the same period was HK$275,042,000, resulting in a gross profit of HK$57,890,000, down from HK$65,595,000 in 2021[91]. - Depreciation and amortization expenses increased significantly to HK$145,817,000 in 2022 from HK$117,441,000 in 2021, marking a rise of 24.14%[160]. - The Group plans to implement further cost control measures to reduce overall operating costs[132]. Employee and Operational Changes - The number of employees decreased to approximately 700 as of June 30, 2022, from approximately 1,150 as of December 31, 2021[75]. - The Group is actively seeking positive feedback from creditors to support its restructuring plan and will announce any substantial developments[60]. - The Group's ongoing business operations and capital expenditures will be funded by internal cash flows, available credit facilities, and equity/debt financing[65]. Legal and Restructuring Efforts - The Company is actively exploring options for debt restructuring, including equity restructuring to raise cash from third-party investors[133]. - The proposed restructuring plan will be implemented through schemes of arrangement with creditors, subject to court sanctions[131]. - The Group is seeking legal advice regarding the litigations and will take necessary actions to protect its interests[200]. - A PRC bank sought to enforce guarantees for loans amounting to RMB124.96 million (approximately $19 million) related to Shandong Hongri, a subsidiary of the Group[200]. Going Concern and Financial Viability - There is significant doubt regarding the Group's ability to continue as a going concern due to material uncertainties[137]. - The validity of the going concern basis depends on successful negotiations with creditors to renew or extend existing borrowings[136]. - Adjustments may need to be made to the financial statements if the Group cannot continue as a going concern, affecting asset valuations and classifications[137].

Financial Performance - The company's market capitalisation as of December 31, 2021, was HK$128,271,271[11]. - The basic and diluted loss per share for 2021 was HK24.48 cents[11]. - The Group's overall revenue for the year ended December 31, 2021, was approximately HK$1,331,858,000, a year-on-year decrease of approximately 38.1% from HK$2,151,811,000 in 2020[36]. - The loss after tax increased to approximately HK$1,254,102,000, representing a 27.4% increase compared to a loss of approximately HK$984,205,000 in the previous year[36]. - Revenue from the fertiliser business was approximately HK$904,013,000, down 34.4% from HK$1,378,985,000 in 2020, primarily due to the impact of COVID-19 and rising raw material prices[36]. - Revenue from the magnesium product business decreased by approximately 44.1% to HK$416,060,000 from HK$744,836,000 in 2020, with an average gross profit margin of 16.5%[37]. - The sales volume of the fertiliser business dropped by 47.0% to 326,887 tonnes from 616,661 tonnes in 2020[49]. - The average selling price of the fertiliser business increased by 23.7% to HK$2,766 per tonne from HK$2,236 per tonne in 2020[51]. - The overall gross profit margin for the Group decreased to 9.9% from 14.1% in 2020, reflecting a decline of 4.2 percentage points[53]. - The Group's after-tax loss for the year was approximately HK$1,254,102,000, an increase of about 27.4% compared to HK$984,205,000 in 2020[91]. - Adjusted after-tax loss from operations was approximately HK$243,929,000, compared to HK$130,741,000 in the previous year[92]. - The Group's total bank and cash balances were approximately HK$112,528,000, a decrease from HK$173,654,000 in 2020[127]. - The Group's total borrowings as of December 31, 2021, were approximately HK$2,146,074,000, reflecting an increase of about 0.2% compared to HK$2,140,789,000 in 2020[128]. - The Group's gearing ratio was approximately 36.3% in 2021, up from 30.9% in 2020[128]. - The auditors issued a disclaimer of opinion on the Group's consolidated financial statements due to material uncertainties regarding the going concern basis[129]. Market Conditions - In 2021, the price of Urea in Europe increased by over 270% year-on-year, while chemical fertiliser prices reached a historical high for the last ten years[21]. - The agricultural industry faced significant challenges due to the pandemic, energy crisis, and rising raw material prices, impacting fertiliser supply and demand[20]. - The "Dual Control of Total Energy Consumption and Energy Intensity" policy led to reduced output and production suspensions among fertiliser producers in certain regions[21]. - The market showed resistance to high fertiliser prices, with distributors and farmers adopting a wait-and-see approach[22]. - The overall market sentiment during the peak season was poor, putting pressure on fertiliser producers[22]. Strategic Initiatives - The company plans to accelerate product upgrades and technology innovation to enhance core competitiveness for sustainable development[15]. - The company aims to leverage brand recognition to develop the green industry[3]. - The company emphasizes the need for innovation and product differentiation to lead in the market segment[3]. - The Group launched new product lines in 2021, including seaweed fertilizers, humic acid fertilizers, water-soluble fertilizers, and liquid fertilizers, aimed at improving soil ecology and crop quality[29]. - The Group aims to enhance its core competitiveness through technology innovation and the development of cost-effective fertilizer products[30]. - The new fertilizers incorporate functional elements like alginic acid and humic acid to improve effectiveness and reduce water consumption[29]. - The Group's commitment to green ecological products aligns with national policies on reducing chemical fertilizer usage and promoting organic alternatives[29]. - The Group plans to leverage its brand influence accumulated over 30 years to create a brighter future in the fertilizer industry[30]. - The magnesium industry is expected to contribute to energy conservation and emission reduction, aligning with China's "Carbon Peak and Carbon Neutrality" goals[25]. - The Group will continue to innovate in technology, products, and marketing models to achieve sustainable development and benefit all stakeholders[32]. - The Group anticipates significant development opportunities in the agricultural materials market due to the rigid demand for fertilisers and policy support from the Chinese government[44]. - The Group aims to expand its fertiliser industry and lead the development of green ecological fertilisers, which are essential for improving soil conditions and enhancing crop yield[44]. Operational Challenges - The Group is undergoing offshore debt restructuring, which has constrained working capital and operational scale[36]. - The Group is considering possible debt restructuring due to significant operational challenges and liquidity issues exacerbated by the COVID-19 pandemic[96]. - The Company filed a winding up petition on July 2, 2020, to facilitate debt restructuring and appointed joint provisional liquidators for this purpose[101]. - The Grand Court of the Cayman Islands granted the appointment of joint provisional liquidators on July 14, 2020, with immediate effect[103]. - The joint provisional liquidators have held several creditors' committee meetings to discuss the restructuring scheme's development[111]. - The Group's production and operation will continue to be under pressure in the short and medium terms due to internal and external factors, including rising raw material prices and poor market performance[74]. - The Group's management believes that, assuming successful implementation of the creditor's scheme, it will have sufficient working capital to meet its financial obligations in the foreseeable future[138]. Human Resources - The Group employed approximately 1,150 employees as of December 31, 2021, down from approximately 1,670 in 2020[184]. - The Group is committed to optimizing its compensation structure to ensure competitiveness in the market[178]. - The Group is focused on enhancing recruitment channels and strengthening the talent pool of senior management[178]. - The Group's management is actively monitoring the impact of environmental policy changes on business development[179]. - The Group is enhancing systematic staff training to improve overall effectiveness and corporate culture dissemination[178]. Environmental and Regulatory Compliance - The Group has adopted green initiatives including resource recycling, energy saving measures, and water saving practices in daily operations[179]. - The Group's environmental policies are aligned with increasing regulatory requirements from the PRC government[179]. - The Group has complied with all relevant laws and regulations in mainland China and Hong Kong as of the report date[182]. - There were no significant labor disputes or changes in employee numbers affecting normal operations during the year[184]. Management and Governance - The Group's Production Director, Hu Jie, has over 20 years of experience in the fertilizer industry and joined the Group in 2007[200]. - The Group's Sales Director, Zhu Guocai, has over 20 years of experience in agricultural management and fertilizer marketing, joining the Group in 2000[198]. - The Group's Chief Financial Officer, Luk Sai Wai, has extensive experience in finance and management, having joined the Group in May 2010[197]. - Independent non-executive director Cheung Sound Poon has over 40 years of experience in accounting and auditing[194]. - Independent non-executive director Sheng Hong has over 20 years of experience in corporate management and investment[195]. - Independent non-executive director Shen Yi Min has been a qualified lawyer in securities laws in the PRC since 1996[196]. - The Group's Chairman Assistant, Lu Wenqing, has over 10 years of experience in human resources and administrative management[199]. - The Group's financial oversight is managed by Luk Sai Wai, who holds degrees from Hong Kong Baptist University and the University of Strathclyde[197].

Financial Performance - The Group recorded an overall revenue of approximately HK$817,068,000 for the six months ended June 30, 2021, representing a year-on-year decrease of approximately 26.2% from HK$1,106,575,000 in 2020[15]. - Revenue from the fertiliser business was approximately HK$628,274,000, down 12.9% compared to HK$721,446,000 in the previous year[15]. - The magnesium product business revenue decreased by 50.4%, amounting to approximately HK$182,632,000, down from HK$368,178,000 in 2020[15]. - The metallurgical flux business revenue fell by 63.6%, totaling approximately HK$6,162,000 compared to HK$16,951,000 in 2020[15]. - The overall gross profit margin decreased to 8.0% from 17.2% in the previous year[15]. - The loss attributable to owners of the Company was approximately HK$133,578,000, a significant increase from HK$6,708,000 in 2020, representing a 1,891.3% increase[13]. - Basic loss per share was HK$2.92, compared to HK$0.15 in the previous year, marking an increase of 1,846.7%[13]. - The Group's after-tax loss for the period was approximately HK$166,836,000, an increase of about 845% year-on-year compared to HK$17,658,000 in 2020[49]. - The total comprehensive income for the period was HK$(98,438,000), indicating a significant decline compared to the previous year[107]. Assets and Liabilities - Total assets as of June 30, 2021, were HK$6,811,014,000, a decrease of 1.8% from HK$6,934,475,000 at the end of 2020[13]. - Net assets decreased by 3.4% to HK$3,466,642,000 from HK$3,586,998,000 in the previous year[13]. - Current liabilities rose to HK$3,024,947,000, compared to HK$2,955,039,000 at the end of 2020, indicating a growing financial obligation[103]. - The Group's current liabilities exceeded its current assets by approximately HK$1,326,931,000[131]. - The Group's borrowings within current liabilities amounted to approximately HK$2,134,968,000, while cash and cash equivalents were only about HK$70,805,000[131]. - The carrying amount of borrowings repayable on demand due to breach of loan covenants was HK$1,920,865, up from HK$1,900,268[192]. Cash Flow and Financing - For the six months ended June 30, 2021, the net cash generated from operating activities was HK$58,007,000, compared to a net cash used of HK$245,962,000 in the same period of 2020[109]. - The net cash used in investing activities for the same period was HK$122,698,000, a decrease from HK$228,214,000 in 2020[109]. - The company's financing activities resulted in a net cash used of HK$24,046,000 for the period, down from HK$172,972,000 in 2020[109]. - The Group's total borrowings decreased by approximately 0.3% compared to December 31, 2020, with a gearing ratio of approximately 31.3% as of June 30, 2021, up from 30.9%[74]. Operational Challenges - The Group's overall business performance was significantly impacted by offshore debt restructuring, rising raw material prices, and disruptions in the supply chain caused by the pandemic[52]. - The Company defaulted on the redemption of SGD 101.75 million (approximately HK$584,981,000) of listed subordinated notes due on July 3, 2020[131]. - The Group is actively exploring options for debt restructuring, including a management-led restructuring under a court-supervised provisional liquidation regime in the Cayman Islands[137]. - The Group plans to implement further cost control measures on capital investments, production, and administrative operations to reduce overall operating costs[139]. Restructuring Efforts - The Company applied for the appointment of joint provisional liquidators to facilitate debt restructuring due to default on SGD101,750,000 of subordinated notes that matured on July 3, 2020[56]. - The Grand Court of the Cayman Islands granted the appointment of joint provisional liquidators on July 14, 2020, to oversee the restructuring process[59]. - The Group is undergoing a proposed restructuring plan to address its debts and liabilities[123]. - Proposed restructuring plans may involve equity restructuring to raise cash from third-party investors and potential disposal of non-core businesses and non-operating fixed assets[140]. Employee and Operational Metrics - The number of employees decreased to approximately 1,520 as of June 30, 2021, from approximately 1,670 as of December 31, 2020[85]. - The Group's serpentine mine produced 52,138 tonnes for the six months ended June 30, 2021, with no material change in resource estimates compared to December 31, 2020[95]. - The total sales volume of fertilisers was approximately 240,347 tonnes, representing a year-on-year decrease of approximately 26.9%[35]. - The total sales volume of magnesium products was approximately 9,353 tonnes, reflecting a year-on-year decrease of approximately 49.9%[41].