致：香港交易及結算所有限公司 公司名稱: 豐德麗控股有限公司 呈交日期: 2025年10月8日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | 於香港聯交所上市 (註1) | | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 00571 | 說明 | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | 法定/註冊股本 | | | 上月底結存 | | | 4,000,000,000 | HKD | | 0.5 HKD | | 2,000,000,000 | | 增加 / 減少 (-) | | | 0 | | | HKD | | 0 | | 本月底結存 | | | 4,000,000,000 | HKD | | 0.5 HKD | | 2,000,000,000 | 本月底法定/註冊股本總額： HKD 2,000,000,000 FF301 股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2 ...

股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2025年8月31日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 豐德麗控股有限公司 呈交日期: 2025年9月4日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | 於香港聯交所上市 (註1) | | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 00571 | 說明 | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | 法定/註冊股本 | | | 上月底結存 | | | 4,000,000,000 | HKD | | 0.5 HKD | | 2,000,000,000 | | 增加 / 減少 (-) | | | 0 | | | HKD | | 0 | | 本月底結存 | | | 4,000,000,000 | HKD | | 0.5 HKD | | 2,000,000,000 | 本月底法定/註冊股本總額： HKD 2,0 ...

丰德丽控股此前发布公告，自2025年7月15日起，(i)独立非执行董事叶天养先生不再担任公司提名委员 会成员；及(ii)独立非执行董事吴丽文博士已获委任为提名委员会成员。 香港联交所最新资料显示，8月27日，丰德丽控股(00571)股东将股票由工银亚洲证券转入中国银行(香 港)，转仓市值812.24万港元，占比8.57%。 ...

Group 1 - Hong Kong Stock Exchange data shows that on August 27, shareholders of Fong Tak Lee Holdings (00571) transferred shares from ICBC Asia Securities to Bank of China (Hong Kong), with a transfer market value of HKD 8.1224 million, accounting for 8.57% [1] - Fong Tak Lee Holdings announced that starting from July 15, 2025, (i) independent non-executive director Mr. Ye Tianyang will no longer serve as a member of the company's nomination committee; and (ii) independent non-executive director Dr. Wu Liwen has been appointed as a member of the nomination committee [1]

Group 1 - The Hong Kong film and television stocks experienced a general rise, with notable increases in several companies' stock prices [1] - Fengde Li Holdings saw a rise of over 12%, while Ningmeng Film and Television increased by over 10% [1] - New Stone Culture, Damai Entertainment, and Yaoxing Technology Group also reported gains of 5.49%, 4.07%, and nearly 4% respectively [1] Group 2 - Fengde Li Holdings' latest price is 0.064 with a market capitalization of 112 million and a year-to-date increase of 20.75% [2] - Ningmeng Film and Television's stock price is 4.820, with a market cap of 1.743 billion and a year-to-date increase of 72.14% [2] - Damai Entertainment has a stock price of 1.280, a market cap of 38.241 billion, and a significant year-to-date increase of 169.47% [2]

股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2025年7月31日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 豐德麗控股有限公司 第 1 頁 共 10 頁 v 1.1.1 FF301 II. 已發行股份及/或庫存股份變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | 於香港聯交所上市 (註1) | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 00571 | 說明 | | | | | | | | | 已發行股份（不包括庫存股份）數目 | | 庫存股份數目 | | 已發行股份總數 | | | 上月底結存 | | | 1,755,876,866 | | 0 | | 1,755,876,866 | | 增加 / 減少 (-) | | | 0 | | 0 | | | | 本月底結存 | | | 1,755,876,866 | | 0 | | 1,755,876,866 | 第 2 頁 共 10 頁 v 1.1.1 呈交日期: 2025年8月6 ...

Financial Performance - The company's revenue for the six months ended January 31, 2025, was HKD 355,359,000, a decrease of 28.0% compared to HKD 493,358,000 for the same period in 2024[5]. - Gross profit for the same period was HKD 198,992,000, slightly up from HKD 198,874,000, indicating a stable gross margin despite lower sales[5]. - The operating loss for the six months was HKD 16,818,000, significantly improved from a loss of HKD 73,049,000 in the previous year, reflecting better cost management[5]. - The net loss attributable to the company's owners was HKD 42,596,000, compared to HKD 105,775,000 in the prior year, showing a reduction of 59.7%[5]. - The company reported a total comprehensive loss of HKD 38,989,000 for the period, compared to HKD 107,986,000 in the previous year, reflecting improved overall performance[6]. - The group reported a loss before tax of HKD 40,584,000 for the six months ended January 31, 2025, compared to a loss of HKD 107,540,000 for the same period in 2024[16]. - The operating loss for the group was HKD 42,743,000 for the six months ended January 31, 2025, compared to HKD 82,751,000 for the same period in 2024, indicating a significant reduction in losses[19]. Assets and Liabilities - Total assets decreased to HKD 1,676,568,000 from HKD 1,836,303,000, while total liabilities also decreased to HKD 1,667,479,000 from HKD 1,788,225,000[7][8]. - The company's non-current assets decreased to HKD 695,310,000 from HKD 746,911,000, primarily due to depreciation and amortization[7]. - The company's current liabilities exceeded its current assets by HKD 147,593,000 as of January 31, 2025, indicating potential liquidity concerns[12]. - The group’s total liabilities as of January 31, 2025, were HKD 1,667,479,000, compared to HKD 1,788,225,000 as of July 31, 2024[17]. Cash Flow and Liquidity - Cash flow from operating activities generated HKD 41,134,000, a significant improvement from the cash outflow of HKD 96,186,000 in the previous year[11]. - The company's cash and cash equivalents increased to HKD 359,991,000 from HKD 354,272,000, indicating a stable liquidity position[7]. - The company plans to manage its working capital and improve its financial position through various measures, including cash flow forecasting for the next twelve months[13]. - The group will seek financial support from its intermediate holding company, Lai Sun Development Company Limited, to ensure continued operations over the next twelve months[15]. Revenue Sources - The group generated ticket sales and related revenue of HKD 220,204,000 for the six months ended January 31, 2025, an increase of 16.5% from HKD 188,896,000 in the same period of 2024[18]. - Revenue from film and television programs dropped significantly by about 74.6%, primarily due to a lack of releases from the group during the review period[41]. - Revenue from cinema operations increased by approximately 16.6%, mainly driven by the success of the blockbuster film "The Infernal Affairs" during the review period[42]. - The group recorded revenue of HKD 103.4 million in the media and entertainment segment, a decrease from HKD 179.3 million in the previous year, with segment profit declining from HKD 25.5 million to HKD 18.9 million[46]. Cost Management - The company has maintained a strong focus on cost control, with selling and marketing expenses reduced to HKD 3,403,000 from HKD 10,350,000[5]. - The group will continue to implement cost-saving measures and streamline existing operations to reduce operating and administrative costs[15]. - Financing costs totaled HKD 21,129,000 for the six months ended January 31, 2025, down from HKD 22,846,000 in the previous year, reflecting a decrease of approximately 7.5%[20]. Shareholder Information - The total number of shares available for issuance under both the 2015 and 2022 share option schemes is 149,585,459 shares, representing approximately 8.52% of the total issued shares[66]. - Major shareholders include Lishin Development Limited and Dr. Lin Jianyue, holding approximately 63.40% and 63.56% of shares respectively[75][76][78]. - The total remuneration for directors for the six months ending January 31, 2025, amounted to HKD 4,973,000[80]. - The company employed approximately 440 employees as of January 31, 2025, down from 510 employees a year earlier[82]. Corporate Governance - The board of directors has established specific committees to oversee corporate governance and ensure alignment with shareholder interests[56]. - The Audit Committee consists of three independent non-executive directors, ensuring oversight of financial reporting and internal controls[84]. - The company actively engages with investors through regular communication with analysts and institutional investors[83].

Financial Performance - For the six months ended January 31, 2025, the company reported a revenue of HKD 355,359,000, a decrease of 28% compared to HKD 493,358,000 for the same period in 2024[4] - The gross profit for the same period was HKD 198,992,000, slightly up from HKD 198,874,000 year-on-year[4] - The company incurred a net loss of HKD 41,383,000, significantly improved from a loss of HKD 108,334,000 in the previous year, representing a reduction of approximately 62%[5] - The total comprehensive loss for the period was HKD 38,989,000, compared to HKD 107,986,000 in the previous year, reflecting a significant improvement[5] - The group reported a total operating loss of HKD 41,383,000 for the six months ended January 31, 2025, compared to a loss of HKD 108,334,000 in the previous year[20] - The group reported a net loss attributable to shareholders of approximately HKD 42,600,000 for the six months ended January 31, 2025, a significant reduction from a net loss of HKD 105,800,000 in 2024[41] Revenue Breakdown - Total revenue for the six months ended January 31, 2025, was HKD 367,493,000, a decrease from HKD 510,350,000 in the same period of 2024, representing a decline of approximately 28%[14] - Revenue from ticket sales and related cinema income was HKD 220,204,000 for the six months ended January 31, 2025, compared to HKD 188,896,000 in the previous year, showing an increase of approximately 16.5%[18] - The group reported a significant decrease in revenue from entertainment activities, which fell to HKD 42,011,000 from HKD 101,830,000 year-over-year, representing a decline of approximately 58.8%[18] - Revenue from film and television programs dropped significantly by approximately 74.6%, mainly due to a lack of releases of the group's produced/invested television programs during the review period[40] - The cinema operations segment recorded revenue of HKD 220,200,000, an increase of about 16.6% compared to HKD 188,900,000 in 2024, supported by the success of the blockbuster "破．地獄"[41] - The media and entertainment segment's revenue was HKD 103,400,000, down from HKD 179,300,000 in 2024, with segment profit decreasing from HKD 25,500,000 to HKD 18,900,000[46] Assets and Liabilities - The total current liabilities as of January 31, 2025, were HKD 1,128,851,000, exceeding current assets by HKD 147,593,000, indicating potential liquidity concerns[11] - The company's total equity as of January 31, 2025, was HKD 9,089,000, down from HKD 48,078,000 as of July 31, 2024[8] - The group's total assets as of January 31, 2025, were HKD 1,676,568,000, compared to HKD 1,836,303,000 as of July 31, 2024[15] - The group's total liabilities as of January 31, 2025, were HKD 1,667,479,000, a decrease from HKD 1,788,225,000 as of July 31, 2024[15] - Trade receivables as of January 31, 2025, total HKD 120,917,000, a decrease from HKD 191,195,000 as of July 31, 2024[32] - Trade payables as of January 31, 2025, total HKD 514,539,000, down from HKD 574,623,000 as of July 31, 2024[34] Cash Flow and Financing - The company’s cash and cash equivalents stood at HKD 359,991,000 as of January 31, 2025, compared to HKD 354,272,000 as of July 31, 2024[7] - As of January 31, 2025, the group has cash and bank deposits of HKD 360,000,000, with net cash of HKD 117,200,000 after offsetting total borrowings of HKD 242,800,000[39] - The total outstanding loans amounted to HKD 242,800,000 as of January 31, 2025, with a significant portion being unsecured loans[52] - Financing costs for the six months ended January 31, 2025, were HKD 21,129,000, down from HKD 22,846,000 in the same period of 2024[26] Operational Strategies - The group will continue to implement cost-saving measures and streamline existing operations to reduce operating and administrative costs[13] - The group plans to consider the sale of certain non-core assets to improve financial stability[13] - The group is actively implementing cost optimization measures in cinema operations to address pressures from market conditions and changing consumer behavior[41] - The company has implemented plans to manage working capital and improve financial conditions in light of the liquidity concerns[11] Employee and Corporate Governance - The company employed approximately 440 employees as of January 31, 2025, down from 510 employees as of January 31, 2024, indicating a reduction of about 13.7% in workforce size[57] - The company maintains competitive salary levels and adjusts compensation based on employee performance, with additional benefits including stock option plans and medical allowances[57] - The audit committee, composed of three independent non-executive directors, reviewed the unaudited interim results for the six months ending January 31, 2025[60] - The company actively engages with investors through regular communication with analysts and institutional investors, enhancing transparency regarding operations and financial performance[59] - The company encourages feedback from investors and stakeholders, providing multiple contact methods for inquiries[59] Future Outlook - The group will seek financial support from its intermediate holding company to ensure sustainable operations over the next twelve months[13] - The company aims to seek collaboration and investment opportunities to diversify its business and maximize shareholder value[37] - The overall box office in Hong Kong has declined due to various factors, despite the success of the film "破．地獄," which contributed positively to theater revenue growth[36] - The company continues to invest in high-quality original film production in China, responding to strong demand from television stations and online video platforms[37] - The group produced/invested in a total of 6 films and 0 television programs during the review period, compared to 1 film and 1 television program in 2024[50]

Financial Performance - For the fiscal year ending July 31, 2024, the group recorded a revenue of HKD 1,167,500,000, representing an increase of approximately 15.1% compared to HKD 1,013,900,000 in the previous year[9]. - Revenue from film and television programs saw a significant increase of approximately 201.4%, driven by higher income from distribution commissions, royalties, and sales of film and television products[10]. - Revenue from media and entertainment increased by about 3.9%, primarily due to concerts featuring well-known local and Asian artists[10]. - Cinema operations revenue decreased by approximately 16.3%, attributed to various adverse conditions affecting Hong Kong box office performance[11]. - Gross profit decreased by about 5.3% to HKD 451,100,000, down from HKD 476,500,000 in the previous year[11]. - The company reported a net loss attributable to shareholders of approximately HKD 510.9 million for the year ending July 31, 2024, compared to a net loss of HKD 198.8 million in 2023, representing an increase in comprehensive losses due to higher asset impairments[12]. - The loss per share attributable to shareholders was HKD 0.291 for the year ending July 31, 2024, compared to HKD 0.126 in 2023[12]. - The company's equity attributable to shareholders decreased to HKD 118.5 million as of July 31, 2024, down from HKD 635.1 million in 2023[12]. - The company reported a net loss of HKD 525,729,000 for the fiscal year 2024, compared to a loss of HKD 222,945,000 in 2023[24]. - The pre-tax loss for the fiscal year 2024 was HKD 524,348,000, worsening from a loss of HKD 221,687,000 in 2023[24]. Strategic Initiatives - The company is actively implementing cost optimization measures for cinema operations to navigate current challenges[11]. - The group emphasizes small-scale investments in film and pre-selling television program rights to secure funding for production[10]. - The group continues to focus on growth in film and television production as a key strategic priority[10]. - The company plans to continue investing in high-quality film production with a focus on Chinese themes, including upcoming films such as "Murder 3" and "Detective Chinatown 1900"[17]. - The company is closely monitoring market conditions and will continue to seek opportunities for business expansion despite the uncertain economic environment[15]. Operational Insights - The overall performance in cinema operations remains unstable despite some successful releases, indicating a need for strategic adjustments[11]. - The number of theaters operated in Hong Kong is 16, with one additional theater in mainland China, indicating a stable operational footprint[31]. - The cinema segment recorded revenue of HKD 439.5 million, down from HKD 525.1 million in the previous year, with a segment loss of HKD 351.5 million[31]. - Media and entertainment segment revenue increased to HKD 387.1 million, up from HKD 372.5 million, with segment profit rising from HKD 13.3 million to HKD 35.1 million[33]. - The group produced and invested in a total of 3 films and 3 television programs during the review period, down from 6 films in 2023[37]. Environmental, Social, and Governance (ESG) Efforts - The company has issued an annual Environmental, Social, and Governance (ESG) report, aligning with the Hong Kong Stock Exchange's guidelines[43]. - The board emphasizes the importance of addressing environmental, social, and governance issues as key to long-term business success[45]. - The company aims to reduce its environmental impact while conducting business sustainably, focusing on effective management of carbon emissions, waste generation, water usage, and energy consumption[52]. - The company has committed to integrating environmental considerations into its business planning and decision-making processes[52]. - The company conducts regular assessments of its environmental measures and monitors performance to ensure compliance with relevant laws and regulations[52]. Employee and Workplace Dynamics - The group employed approximately 470 staff as of July 31, 2024, down from 530 in 2023, maintaining competitive salary levels and performance-based adjustments[42]. - Employee turnover rate stands at 59% as of July 31, 2023, indicating a significant focus on talent retention and development[66]. - The company has implemented effective policies and complaint mechanisms to promote inclusivity and diversity in the workplace[67]. - Employee benefits include medical or commercial insurance, social security, and housing provident fund, tailored to different regions[68]. - Regular safety training is provided to employees, and the company adheres strictly to labor department regulations regarding occupational safety and health[70]. Corporate Governance - The company is committed to maintaining high standards of corporate governance in accordance with the Hong Kong Stock Exchange listing rules[108]. - The company has established specific committees, including the Audit Committee and Executive Committee, to assist in effective governance[112]. - The board currently consists of ten members, including four executive directors and five independent non-executive directors, complying with the listing rules[116]. - The company has established a clear governance structure to facilitate decision-making processes regarding business transactions and investments[114]. - The company has implemented governance policies based on accountability, transparency, and fairness for many years[136]. Community Engagement - The company actively participates in community activities and supports charitable organizations through donations and volunteer work, including food donation projects[91]. - Cash donations and sponsorships for community investment rose to HKD 77,354 in 2024 from HKD 63,970 in 2023, reflecting a commitment to social responsibility[98]. - Volunteer hours increased to 8 hours in 2024 from 0 hours in 2023, indicating enhanced community engagement efforts[98]. Risk Management - The group has established a risk management framework to identify, assess, and manage significant risks, with a dedicated risk management team conducting annual assessments[168]. - The internal audit function was outsourced to an independent consultant to assist the board and audit committee in monitoring the risk management and internal control systems[169]. - The company has implemented policies to manage and mitigate identified significant risks, assigning responsibility for risk management[168]. Leadership and Management - The company has a strong leadership team with backgrounds in major financial institutions and public companies, enhancing its corporate governance[198]. - The company is actively pursuing market expansion and strategic acquisitions to enhance its competitive position[196]. - The leadership team has a proven track record in successful mergers and acquisitions, indicating a robust growth strategy[199]. - The recent appointments are expected to drive innovation and operational efficiency within the company[195].

Financial Performance - For the fiscal year ending July 31, 2024, the company reported a revenue of HKD 1,167,538,000, an increase of 15.2% from HKD 1,013,860,000 in the previous year[1] - The gross profit for the year was HKD 451,124,000, down 5.3% from HKD 476,505,000 in the prior year[1] - The company incurred a net loss of HKD 525,729,000, compared to a net loss of HKD 222,945,000 in the previous year, representing an increase in losses of 135.7%[2] - The total comprehensive loss for the year was HKD 531,144,000, significantly higher than HKD 221,717,000 in the previous year[2] - The company reported a basic and diluted loss per share of HKD 0.291 for the year[1] - The company recorded a total loss before tax of HKD 524,348,000 in 2024, compared to a loss of HKD 221,687,000 in 2023, indicating a significant increase in losses[8] - The company reported a net loss attributable to shareholders of approximately HKD 510,900,000 for the year, compared to a net loss of HKD 198,800,000 in 2023, with a loss per share of HKD 0.291[30] Assets and Liabilities - Non-current assets decreased to HKD 746,911,000 from HKD 1,131,595,000, a decline of 34%[3] - Current assets also decreased to HKD 1,089,392,000 from HKD 1,379,394,000, a reduction of 21%[3] - The company's total equity dropped to HKD 48,078,000 from HKD 577,967,000, a decrease of 91.7%[4] - The total assets decreased to HKD 1,836,303,000 in 2024 from HKD 2,510,989,000 in 2023, a decline of approximately 27%[9] - Total liabilities decreased to HKD 1,788,225,000 in 2024 from HKD 1,933,022,000 in 2023, a reduction of about 7.5%[9] - The company’s total liabilities increased, with current liabilities rising to HKD 922,895,000 from HKD 880,332,000, an increase of 4.8%[3] Cash and Financing - The company’s cash and cash equivalents decreased to HKD 354,272,000 from HKD 651,012,000, a decline of 45.6%[3] - The company reported a net cash position of HKD 114,600,000 as of July 31, 2024, down from HKD 427,200,000 the previous year, indicating a significant decrease in cash reserves[29] - The total outstanding loans amounted to HKD 239,700,000, including unsecured loans of HKD 113,000,000 with accrued interest of HKD 126,700,000[39] - The total financing costs for 2024 were HKD 45,035,000, down from HKD 49,480,000 in 2023, a decrease of approximately 9.9%[15] Revenue Segments - Total revenue for 2024 reached HKD 1,224,317,000, an increase from HKD 1,073,119,000 in 2023, representing a growth of approximately 14.1%[8] - The media and entertainment segment generated revenue of HKD 397,923,000 in 2024, compared to HKD 380,030,000 in 2023, reflecting a growth of about 4.9%[8] - The cinema operations segment reported a revenue decline to HKD 463,289,000 in 2024 from HKD 549,882,000 in 2023, a decrease of approximately 15.7%[8] - Revenue from external customers in Hong Kong for 2024 was HKD 769,348,000, down from HKD 865,188,000 in 2023, a decrease of about 11.1%[14] - Revenue from film and television programs increased significantly by approximately 201.4%, attributed to higher income from distribution commissions, royalties, and sales of film and television products[30] Investments and Productions - The company invested HKD 234,557,000 in film and television productions in 2024, a significant increase from HKD 70,446,000 in 2023[10] - The company managed to produce and invest in a total of 3 films and 3 television programs during the year, with notable releases including "Kowloon Walled City" and "Not You Not Love You"[37] - The film "Kowloon Walled City" achieved a global box office of over USD 110 million, becoming the second highest-grossing Chinese film in Hong Kong history[27] - The company plans to continue investing in original quality films with a focus on Chinese themes, including upcoming releases like "Murder 3" and "Detective Chinatown 1900"[27] Governance and Compliance - The company has maintained compliance with the corporate governance code throughout the reporting period, ensuring high standards of governance[42] - The audit committee, consisting of three independent non-executive directors, has reviewed the consolidated financial statements for the year ending July 31, 2024[45] - The independent auditor confirmed that the figures in the preliminary results announcement are consistent with the consolidated financial statements[46] Employee and Operational Insights - The group employed approximately 470 staff as of July 31, 2024, down from 530 in the previous year, highlighting a reduction in workforce[43] - The company offers competitive salary levels and various employee benefits, including stock option plans and medical allowances[43] - The company actively engages with investors and stakeholders to provide updates on operations, financial performance, and future prospects[44] Future Outlook and Strategy - The company is actively seeking collaboration and investment opportunities to diversify revenue sources and maximize shareholder value[28] - The strategic alliance with Alibaba's Youku and Alibaba Pictures Group aims to enhance production and investment in films and TV series[28] - The company will hold its annual general meeting on December 13, 2024, with related announcements to be published in mid-November 2024[47]