IMAGI INT'L(00585)

Search documents
意力国际(00585) - 2022 - 中期财报
2022-09-14 09:11
Business Overview - The Group's principal business includes integrated financial services, investment holdings, computer graphic imaging (CGI), and entertainment business[9]. - Integrated Financial Services encompass securities brokerage, financial advisory services, margin financing, asset management, corporate finance advisory, money lending, securities investments, and proprietary trading[10]. Financial Performance - The unaudited interim report covers the six-month period ended June 30, 2022[8]. - Total revenue for the six months ended June 30, 2022, was HK$39,658,000, a decrease of 36.1% compared to HK$62,052,000 in 2021[134]. - The consolidated profit before tax for the Period under Review was approximately HK$18 million, an increase from HK$10.7 million in the Previous Period, primarily due to a decrease in unrealised losses from equity investments[49][50]. - Profit for the period was HK$18,286,000, an increase of 115.5% compared to HK$8,495,000 in 2021[140]. - Profit before tax increased to HK$18,276,000 from HK$10,695,000, reflecting a growth of 70.5%[140]. - The total comprehensive income for the period was HK$9,097,000, a significant recovery from a comprehensive expense of HK$2,764,000 in the previous year[145]. Revenue Breakdown - Imagi Brokerage generated approximately HK$14 million from asset management and financial services for the Period under Review, up from HK$4 million in the corresponding interim period in 2021, marking a 250% increase[15]. - Revenue from the money lending business increased by approximately 28% from approximately HK$6.9 million in the same interim period in 2021 to approximately HK$8.8 million for the Period under Review[27]. - The segment revenue for securities brokerage and asset management was approximately HK$37.5 million and HK$33.3 million respectively, compared to HK$50.6 million and HK$43.1 million for the same interim period last year, indicating a decline of 26% and 23% respectively[22]. - Brokerage related commission income and clearing fee income was HK$375,000, down from HK$14,438,000, representing a decline of 97.4%[134]. - Asset management fee income decreased to HK$1,871,000 from HK$4,098,000, a drop of 54.4%[134]. - Interest income on margin clients was HK$23,270,000, down 27.5% from HK$32,099,000[134]. Market Conditions and Challenges - The company faced challenges due to the COVID-19 pandemic, inflation, the Ukraine conflict, and regulatory actions in China, leading to a substantial decline in the Hong Kong equity market[22]. - Management believes the long-term prospects of the Hong Kong equity market remain promising despite current unstable conditions[22]. - The Company is taking a cautious approach towards new business ventures and expansion plans in light of the current market conditions[22]. - The Company has adopted a conservative approach towards growing the money lending business due to the current uncertain and poor economic environment[27]. - The Company intends to enter the mass market to diversify its business portfolio while adopting a cautious approach to near-term expansion due to challenging financial market conditions[57]. Investments and Acquisitions - The acquisition of a 51% shareholding in Supreme China was completed on May 27, 2022, for an adjusted cash consideration of HK$21,594,000, with expectations of additional contributions to the brokerage business[17]. - The Group had invested approximately HK$16.9 million in four proposed films out of a total budget of HK$20.4 million under the Film Investment Agreements[44][46]. - The Company has suspended investments in the movie industry during the review period but will continue to evaluate investment opportunities as they arise[59]. Corporate Governance and Structure - The Board consists of three executive directors and four independent non-executive directors, ensuring a diverse governance structure[117]. - The Company has complied with the Corporate Governance Code and maintains high standards of corporate governance practices[66]. Share Capital and Equity - As of June 30, 2022, the Company had 829,921,572 shares issued, with Kenson Investment Limited holding 21.31% of the shares[84][88]. - The Company holds approximately 93.72% of the share capital of Imagi Fin Group Limited after the issuance of new shares[39]. - The Company has not purchased, sold, or redeemed any of its listed securities during the review period[102]. - The 2022 Share Option Scheme allows for the issuance of up to 82,992,157 shares, approximately 10% of the issued share capital as of the interim report date[103]. Financial Position - As of June 30, 2022, the Group's bank balances amounted to approximately HK$161 million, with a current ratio of approximately 24 times[51]. - The company's net assets increased to HK$983,784,000 as of June 30, 2022, compared to HK$898,940,000 at the end of 2021[157]. - The total equity attributable to owners of the company was HK$802,486,000, an increase from HK$784,596,000 at the end of 2021[157]. - The company reported other comprehensive expenses of HK$9,189,000 for the period, an improvement from HK$11,259,000 in the previous year[145]. Cash Flow and Liquidity - Cash and cash equivalents at the end of the period increased to HK$160,866,000 from HK$98,939,000, marking a growth of about 63%[170]. - Net cash used in operating activities increased to HK$59,684,000 compared to HK$36,820,000 in the previous year, indicating a rise of about 62%[167]. - Operating cash flows before movements in working capital decreased to HK$34,215,000 from HK$43,870,000, representing a decline of approximately 22%[167]. Compliance and Accounting Standards - The interim financial report was prepared in accordance with Hong Kong Accounting Standard 34, ensuring compliance with relevant regulations[172]. - The Group has applied amendments to HKFRS 3, HKAS 16, and HKAS 37 during the current accounting period[180]. - The finance department collaborates with external valuers to establish appropriate valuation techniques when Level 1 inputs are unavailable[197].
意力国际(00585) - 2021 - 年度财报
2022-04-27 09:00
Financial Performance - The Group recorded a net loss before tax of approximately HK$34 million for the year ended 31 December 2021, compared to a net profit before tax of approximately HK$274 million for 2020[17]. - The net loss attributable to shareholders for the Year under Review was approximately HK$33.7 million, a significant decline from a net profit of approximately HK$265.9 million in the corresponding financial year in 2020[84]. - Total net realized losses from sales of listed equity investments and unrealized losses from changes in fair value were approximately HK$86 million and HK$28.7 million, respectively[77]. - Revenue from the securities brokerage and asset management segment increased over 2.3 times to approximately HK$102 million, up from approximately HK$44 million in the corresponding financial year in 2020[85]. Investment Activities - The Company suffered net realized losses from sales of listed equity investments of approximately HK$81.2 million and from listed debt securities of approximately HK$4.7 million for the year under review[17]. - The Group had made a total of approximately HK$16.9 million investments in relation to the development of four proposed films under the Agreements[22]. - The Agreements for film investments expired on 31 December 2021, and the Company will take a conservative stance in reviewing future opportunities towards movie investments[22]. - The Company has invested approximately HK$16.9 million out of a total budgeted investment of HK$20.4 million in the movie business, which has now ended[55]. Revenue Generation - Interest income from margin financing services increased by 63% to approximately HK$61.2 million[20]. - The asset management business generated management fee income of approximately HK$6.5 million, up from HK$5.4 million in 2020[20]. - Income from brokerage-related commission and clearing fees was HK$3.3 million and HK$12.9 million, compared to HK$0.7 million and HK$0.43 million respectively for 2020[20]. - The Group generated aggregate revenue of approximately HK$102 million from brokerage-related services for the year under review[20]. Business Strategy and Focus - The Company will continue to focus on developing its core business in integrated financial services in 2022[20]. - The Company expects the principal core business of integrated financial services to continue its steady progress and expand significantly in 2022[40]. - The Group will continue to review its strategy in securities investments and proprietary trading due to the adverse effects of the pandemic and regulatory pressures[38]. - The Company is exploring opportunities to acquire potential brokerage firms to enhance the variety and quality of brokerage-related services[62]. Corporate Governance - The company has complied with the Corporate Governance Code provisions throughout the Year under Review[153]. - The independent non-executive Directors play a crucial role in ensuring high standards of financial reporting and safeguarding shareholder interests[164]. - The Group has a strong corporate governance framework to enhance accountability and transparency to stakeholders[152]. - The Company has adopted a Board Diversity Policy to ensure a diverse composition of skills, experience, and backgrounds among its Board members[189]. Board Composition and Leadership - The Board comprises three executive Directors and four independent non-executive Directors, bringing a diverse range of skills and experience to the Group[156]. - The Group's independent non-executive Directors have diverse backgrounds in finance, law, and management, enhancing governance and strategic oversight[134][137][138]. - The roles of Chairman and Chief Executive Officer are separated to ensure effective leadership and management within the Company[195]. - The Board has established three committees: Audit Committee, Nomination Committee, and Remuneration Committee, each with specific responsibilities and resources[198]. Financial Position and Liquidity - As of December 31, 2021, the Group's bank balances amounted to approximately HK$158 million, compared to HK$41 million in 2020, indicating improved liquidity[89]. - The current ratio as of December 31, 2021, was approximately 58 times, a significant increase from approximately 5.7 times in 2020[89]. - The Group had no bank or other borrowings as of December 31, 2021, resulting in a gearing ratio of zero[90]. - The consolidated net asset value attributable to shareholders per share as of December 31, 2021, was approximately HK$0.95, down from approximately HK$0.99 in 2020[93]. Employee and Operational Insights - As of December 31, 2021, the Group employed 21 employees, a decrease from 22 in 2020, with total staff costs amounting to approximately HK$13 million, down from HK$14 million in 2020[106]. - The Company has adopted the Model Code for Securities Transactions by Directors to ensure compliance with securities transaction standards[154]. - All Directors are encouraged to participate in continuous professional development to enhance their knowledge and skills[179]. - The Company provides new Directors with an induction to familiarize them with business operations and governance practices[185].
意力国际(00585) - 2021 - 中期财报
2021-09-24 08:41
Financial Performance - Imagi Brokerage's total assets under management reached approximately HK$793 million as of June 30, 2021, generating asset management fee income of approximately HK$4.1 million during the review period [13]. - Revenue from placements and underwriting services for the review period was approximately HK$12.5 million, a significant increase from approximately HK$0.3 million in the corresponding period of 2020 [15]. - Imagi Brokerage's revenue for the Period under Review was approximately HK$50.6 million, a substantial increase from approximately HK$16 million in the same period last year, representing a year-over-year growth of 216.25% [21]. - The segment results for Imagi Brokerage were approximately HK$43.1 million, compared to approximately HK$14.2 million for the same interim period last year, indicating a year-over-year increase of 203.77% [23]. - The money lending business contributed approximately HK$6.9 million in revenue during the Period under Review, reflecting the company's cautious approach in a challenging economic environment [26]. - The company reported a total revenue of HK$9,280,000 for the period ending June 30, 2021, representing a year-over-year increase of 18.24% [123]. - The net loss for the same period was HK$21,780,000, which is a decrease of 0.78% compared to the previous year [127]. - The company achieved a market capitalization of HK$20,385,253,835, reflecting a growth of 1.78% [129]. - The total assets held by the company amounted to HK$942,527,875 as of June 30, 2021 [141]. Margin Financing - The outstanding margin financing as of June 30, 2021, was approximately HK$581 million, with related revenue of approximately HK$32.1 million, compared to HK$308 million and HK$15.4 million for the same period in 2020, representing a year-over-year increase of 88% in outstanding margin financing and 108% in revenue [14]. - The company has focused substantial resources on the development of its margin financing business, indicating a strategic emphasis on expanding this segment [14]. Business Development and Strategy - Imagi Brokerage is licensed for multiple regulated activities, including Type 1 (Dealing in Securities), Type 2 (Dealing in Futures Contracts), Type 4 (Advising on Securities), Type 5 (Advising on Futures Contracts), and Type 9 (Asset Management) under the Securities and Futures Ordinance [10]. - The company is committed to enhancing its brokerage and related services, aiming to capture a larger market share in the financial services sector [10]. - The report highlights the company's ongoing efforts to improve its financial service offerings and expand its client base through strategic initiatives [10]. - The company is taking a cautious approach towards new business ventures and expansion plans due to current unstable market conditions [21]. - The company has applied for an additional license for Type 6 (Advising on Corporate Finance) regulated activity, which is expected to generate additional revenue [21]. - The company has commenced a new service in IPO financing and secured banking facilities dedicated to this business [21]. - Imagi Brokerage's management is committed to continuously reviewing market conditions and adjusting strategies accordingly [21]. Market Presence and Future Outlook - The company has a strategic focus on expanding its market presence, particularly in the new energy vehicle sector [176]. - The company is actively pursuing new product development initiatives to enhance its competitive edge in the market [176]. - The company reported a significant investment in technology, with a focus on innovation and sustainability [176]. - The company is exploring potential mergers and acquisitions to accelerate growth and market penetration [176]. - The company has set ambitious performance guidance for the upcoming fiscal year, aiming for a revenue increase of at least 15% [176]. - The company is committed to improving operational efficiency, targeting a reduction in net losses by 10% in the next quarter [176]. Market Conditions - Despite the challenges posed by the COVID-19 pandemic, the company remains confident in the long-term prospects of the Hong Kong equity market [21].
意力国际(00585) - 2020 - 年度财报
2021-04-16 09:28
Financial Performance - The company reported a net profit after tax of approximately HK$271.4 million for the year ended December 31, 2020, compared to a net loss of approximately HK$159.7 million in the previous year, marking a significant turnaround [29]. - Interest income from margin financing services increased by 463% to approximately HK$37.5 million, contributing to the overall profit growth [29]. - The newly developed asset management business generated management fee income of approximately HK$5.4 million for the group [29]. - Interest income from the money lending business rose by 159% to approximately HK$14.6 million, further enhancing the company's financial performance [29]. - The company realized net gains from sales of listed equity and debt investments classified as held-for-trading investments amounting to approximately HK$102.3 million, primarily from the disposal of listed securities in October 2020 [29]. - The fair value of financial assets classified as held-for-trading turned from unrealized losses of approximately HK$28.4 million in 2019 to unrealized gains of approximately HK$101 million for the year under review [29]. - The net profit attributable to shareholders for the Year under Review was approximately HK$265.9 million, a turnaround from a net loss of approximately HK$159.5 million in the previous year [75]. - Interest income on margin clients increased from approximately HK$6.7 million to approximately HK$37.5 million [75]. - Interest income on loans receivable rose from approximately HK$5.7 million to approximately HK$14.6 million [75]. - Net realised gains from sales of listed equity investments/debt investments classified as held-for-trading investments amounted to approximately HK$102.3 million, compared to net realised losses of approximately HK$80.3 million last year [75]. Business Development and Strategy - The company continued to focus on developing its core integrated financial services business during the year [29]. - The Company expects the principal core business of integrated financial services to continue expanding and improving in the coming year despite a challenging business environment [41][43]. - The Management plans to further recruit personnel for Imagi Brokerage and enter the mass market as part of its expansion strategy [46][48]. - The Company anticipates that the money lending business will provide consistent and significant returns in the future [47][49]. - The Group has invested approximately HK$20.4 million in a total of six films, with HK$12.1 million already invested in three films, one of which received great reviews after its screening in October 2019 [33][34]. - The Group disposed of part of its listed equity investments for net proceeds of approximately HK$150.7 million, which was reinvested into the development of integrated financial services [40][41]. Market Conditions and Risks - The overall business environment remains difficult, with uncertainties expected to persist in the coming year due to international trade conflicts and the COVID-19 pandemic [46]. - The Hong Kong and global economy were negatively impacted by international factors, including ongoing trade disputes between China and the United States, and the effects of COVID-19, which are expected to persist in the coming year [52][53]. - The Company plans to allocate more resources to its principal business and may further reduce its commitment to securities investments and proprietary trading in the coming year [52][53]. - The Company will continuously review its strategy in the securities investments and proprietary trading segment due to uncertainties in the market [68]. - The Company will continue to monitor exchange rate fluctuations and take necessary measures to minimize adverse impacts [90]. Corporate Governance - The company has complied with the Corporate Governance Code and the code provisions set out in Appendix 14 to the Listing Rules during the Year under Review [129]. - The Board comprises three executive Directors and four independent non-executive Directors, reflecting a balance of skills and experience appropriate for business requirements [132]. - The independent non-executive Directors are identified in all corporate communications whenever the names of Directors are disclosed [135]. - The company recognizes the importance of good corporate governance for enhancing accountability and transparency to stakeholders [128]. - There are no relationships among members of the Board, ensuring independence in decision-making [136]. - The company has adopted the Model Code for Securities Transactions by Directors, with all Directors confirming compliance throughout the Year under Review [130]. - The senior management team has extensive experience in corporate finance and business development, contributing to strategic planning [124]. - The company has a diverse Board with high-caliber executives from various industries, enhancing its governance structure [133]. - The company has maintained a strong focus on operational aspects and strategic planning in its business development efforts [125]. - The company’s governance practices are regularly updated and made available on its website and the Stock Exchange [135]. Financial Position and Ratios - As of December 31, 2020, the Group had bank balances of approximately HK$41 million, down from HK$734 million in 2019 [78]. - The current ratio as of December 31, 2020, was approximately 5.7 times, compared to approximately 112 times in 2019 [78]. - The gearing ratio was zero as of December 31, 2020, down from 196.6% in 2019 [80]. - The total number of issued shares was 829,921,572, with a market value of approximately HK$664 million as of December 31, 2020 [85]. - The net asset value per share as of December 31, 2020, was approximately HK$1.098, compared to HK$0.733 in 2019 [87]. - The total staff cost for the year amounted to approximately HK$14 million, a decrease from approximately HK$19 million in 2019 [92]. - The Group employed 22 employees as of December 31, 2020, down from 37 employees in 2019 [92]. Shareholder and Director Information - The Company did not recommend the payment of a final dividend for the year under review, consistent with 2019 [91]. - In May 2020, the Company repurchased HK$1 billion of guaranteed notes at an average price of approximately HK$1.0226, with no notes outstanding after cancellation [99]. - The Company completed deemed disposals of shares in Imagi Brokerage for a total cash consideration of HK$74.34 million, strengthening its capital base [101]. - The external auditor attended the annual general meeting to address shareholder questions, emphasizing the importance of shareholder feedback [144]. - Directors are encouraged to participate in continuous professional development to keep their knowledge and skills relevant [154]. - Each non-executive Director has a two-year appointment term, with all existing executive Directors having an initial two-year term renewed for three years since 2018 [155]. - Directors appointed to fill casual vacancies must be subject to election by shareholders at the first general meeting after their appointment [156]. Board Committees and Meetings - The Company has established three Board committees: Audit Committee, Nomination Committee, and Remuneration Committee to oversee specific aspects of its affairs [173]. - The Audit Committee held four meetings during the Year under Review and reviewed the Group's financial statements for the year ended 31 December 2019 and interim results for the six months ended 30 June 2020 [181]. - The Audit Committee recommended the re-appointment of external auditors based on their performance, fees, and terms of engagement [181]. - The Nomination Committee is responsible for reviewing the structure, size, and composition of the Board, and monitoring the implementation of the Board Diversity Policy [183]. - The Company has adopted a Board Diversity Policy to ensure a diverse range of skills, experience, and perspectives on the Board since 26 August 2013 [162]. - The Audit Committee is tasked with reviewing the risk management and internal control system of the Group [181]. - The Company has liability insurance for Directors and officers to protect against legal actions, complying with Code Provision A.1.8 of the CG Code [169]. - The roles of chairman and chief executive are separated to ensure effective leadership and management of the Group [170]. - The Nomination Committee assesses candidates for directorships based on qualifications, experience, and commitment to the Company [167]. - The Company Secretary maintains minutes of all meetings and resolutions of the Board committees, which are circulated to members [173]. - The Board is responsible for establishing and maintaining effective risk management and internal control systems, supported by the Audit Committee and independent internal control advisors [199]. - The review of the Company's risk management and internal control systems included financial, operational, and compliance controls, as well as the adequacy of resources in accounting and internal audit functions [200].
意力国际(00585) - 2020 - 中期财报
2020-09-22 09:12
Financial Performance - The net profit attributable to the owners of the Company for the Period under Review was approximately HK$83 million, compared to a net loss of approximately HK$34 million for the same interim period last year[36]. - The company reported a profit for the period of HK$84,588,000, a turnaround from a loss of HK$34,055,000 in 2019[151]. - Total comprehensive income for the period was HK$105,969,000, compared to a loss of HK$33,651,000 in 2019[164]. - Earnings per share for the period were HK$12 cents, compared to a loss of HK$5 cents per share in 2019[169]. - The company recorded a profit for the period of HK$83,338,000, compared to a loss of HK$34,055,000 in the previous year[181]. Revenue and Business Segments - Revenue from the brokerage business increased by approximately HK$14 million, while the money lending business contributed approximately HK$11 million to the profit[36]. - IBL's revenue and profit for the Period under Review were approximately HK$16 million and HK$14 million respectively, a substantial improvement from approximately HK$2 million in revenue and a loss of approximately HK$0.005 million for the same interim period last year[26]. - The money lending business contributed revenue and profit of approximately HK$11 million and HK$13 million respectively during the Period under Review[29]. - Total revenue for the six months ended June 30, 2020, was HK$33,479,000, a decrease of 23.2% compared to HK$43,644,000 in 2019[147]. - Interest income on loans receivable and margin clients significantly increased to HK$26,892,000 from HK$1,956,000, representing a growth of 1,272.5%[147]. Investments and Market Conditions - As of June 30, 2020, the aggregate market value of listed securities classified as investments was approximately HK$227 million[15]. - The net realized gains from listed equity investments were approximately HK$6 million, while unrealized gains were approximately HK$24 million for the period under review[15]. - The net realized and unrealized gain from listed equity investments for the Period under Review was approximately HK$30 million, compared to a net loss of approximately HK$29 million from listed equity investments in the previous period[36]. - The company believes in the long-term optimistic prospects of the Hong Kong equity market despite current challenges[15]. - The company remains confident in the long-term prospects of the Hong Kong equity market despite current economic uncertainties[29]. Financial Position and Assets - As of June 30, 2020, the group had bank balances of approximately HK$89 million, down from approximately HK$734 million as of December 31, 2019, with a current ratio of approximately 53 times[41]. - The company had no bank or other borrowings as of June 30, 2020, resulting in a gearing ratio of zero, compared to 196.6% as of December 31, 2019[42]. - The unaudited consolidated net asset value per share was approximately HK$0.832 as of June 30, 2020, up from approximately HK$0.733 as of December 31, 2019[43]. - The company's net current assets decreased to HK$555,807,000 from HK$1,375,831,000, a decline of 59.6%[173]. - Net assets increased to HK$690,129,000 from HK$506,880,000 year-over-year[176]. Share Capital and Corporate Governance - The company issued 138 million shares at a subscription price of HK$0.58 each in exchange for 114,342,857 shares of Oshidori, totaling HK$80,040,000[47]. - The total number of issued shares was 829,921,572, with a market value of approximately HK$598 million as of June 30, 2020[50]. - Kenson Investment Limited holds a significant interest of 19.08% in the company, with 158,338,200 shares as of June 30, 2020[90]. - The company has complied with corporate governance practices as per the Listing Rules during the period under review[72]. - No interim dividend is recommended for the period under review, consistent with the previous year[84]. Operational Strategy and Future Outlook - The company is adopting a cautious stance in its proprietary trading business due to uncertainties in the local equity market caused by the COVID-19 pandemic and political instability in Hong Kong[15]. - The management is reviewing market conditions and will adjust strategies accordingly to ensure stability and performance[15]. - The Company will adopt a cautious approach towards commencing new businesses and other expansion plans due to the current unstable market conditions[26]. - The company plans to expand into integrated financial services, including securities brokerage, margin financing, and asset management services[55]. - The company will adopt a cautious and conservative approach to new business expansion due to the current poor economic climate[65]. Cash Flow and Financing Activities - The company generated cash from operations of HK$321,525,000 for the six months ended June 30, 2020, compared to HK$56,019,000 in the same period of 2019[184]. - The net cash generated from operating activities was HK$321,325,000, significantly higher than the previous year's figure[184]. - The company reported a net cash used in financing activities of (1,073,814) thousand, which is a significant increase compared to (46,043) thousand in the prior period[191]. - Cash and cash equivalents at the end of the period amounted to 129,565 thousand, up from 89,418 thousand[190]. - The company reported a net (decrease)/increase in cash and cash equivalents of (HK$645,007,000) for the period[187].
意力国际(00585) - 2019 - 年度财报
2020-04-28 09:13
Financial Performance - The company reported a net loss after tax of approximately HK$160 million for the year ended December 31, 2019, primarily due to increased legal and professional fees, interest expenses of approximately HK$14 million from HK$1 billion guaranteed notes, and net realized losses from the sale of listed equity of approximately HK$80 million [15]. - The net loss attributable to shareholders for the Year under Review was approximately HK$159 million, an increase of approximately 36% compared to the previous financial year [57]. - The company reported total net realized losses from sales of listed equity investments of approximately HK$80 million and unrealized losses of approximately HK$28 million for the Year under Review [45]. - The group had bank balances amounting to approximately HK$734 million as of December 31, 2019, compared to approximately HK$104 million in 2018, indicating improved liquidity [60]. - The current ratio as of December 31, 2019, was approximately 112 times, significantly higher than approximately 14 times in 2018 [60]. - The gearing ratio was 196.6% as of December 31, 2019, compared to 6.5% in 2018, reflecting increased leverage due to the issuance of guaranteed notes [61]. Business Strategy and Development - The company plans to focus its resources on developing its new core business in integrated financial services, while minimizing resources allocated to the computer graphic imaging (CGI) business until significant improvements are observed [15]. - The company expects significant improvement in the performance of its core integrated financial services business segment in the coming year [26]. - The company has begun a stride towards full-fledged financial services with additional capital injection, staff recruitment, and new licenses obtained from the SFC [30]. - The management believes that the brokerage services will significantly contribute to the group's operations and profits in the foreseeable future [30]. - The company will continuously review its strategy in the securities investments and proprietary trading business due to the global business slowdown [19]. Investments and Acquisitions - The company executed a term sheet for the potential acquisition of Les Ambassadeurs Club Limited in May 2019, with a sale and purchase agreement finalized in July 2019 [32]. - The Company is acquiring the Target Company for £122,000,000 (approximately HK$1,206.1 million), which will be settled in cash [35]. - The Target Company operates Les Ambassadeurs Club, a private members club in London, providing high-end casino and luxury services to wealthy individuals [35]. - The Acquisition is classified as a very substantial acquisition and a reverse takeover, requiring shareholder approval at a special general meeting [35]. Film Investments - The company has invested approximately HK$12.1 million in the development of three films out of a total expected investment of about HK$20.4 million for six films, with one film having been staged from October 2019 [17]. - The company is entitled to share a certain percentage of income generated from the films based on the proportion of investment amounts as specified in the agreement [17]. - The Company has invested approximately HK$12.1 million in the movie business during the Year under Review, with a total budgeted investment of HK$20.4 million across six films [43]. Human Resources - John & Wong Securities Company Limited, a wholly-owned subsidiary, is actively recruiting additional personnel to expand its services, with plans for further recruitment [20]. - The Group employed 37 employees as of December 31, 2019, compared to 27 employees in 2018, reflecting a 37% increase in workforce [71]. - Total staff cost for the Year under Review, including Director's emoluments, amounted to approximately HK$19 million, up from approximately HK$17 million in 2018, representing a 11.76% increase [71]. - John & Wong, a wholly-owned subsidiary, received an additional capital injection of HK$128 million to expand its brokerage services and began generating profit for the Group [48]. Governance and Compliance - The company has complied with the Corporate Governance Code and the code provisions set out in Appendix 14 to the Listing Rules during the year under review [104]. - The Board of Directors consists of three executive Directors and five independent non-executive Directors, bringing diverse industry expertise and a wide range of skills to the Group [107]. - The company has adopted the Model Code for Securities Transactions by Directors, with all Directors confirming full compliance throughout the year [105]. - The Board consists of three executive directors and five independent non-executive directors, ensuring a high level of independence with at least one-third being independent [113]. - The independent non-executive directors play a crucial role in maintaining high standards of financial reporting and safeguarding shareholder interests [113]. Risk Management and Internal Control - The Board is responsible for establishing and maintaining effective risk management and internal control systems [170]. - An independent review of the Company's risk management and internal control systems was conducted during the year, covering financial, operational, and compliance controls [171]. - The risk management system includes identifying significant risks, introducing controls to manage those risks, and monitoring the effectiveness of these measures [176]. - The internal control system ensures unauthorized access and confidentiality of inside information, supported by a disclosure policy [178]. - The Board has implemented measures for internal audit functions and conducted an independent review of risk management systems based on risk parameters [179]. Financial Reporting and Audit - The Directors acknowledge their responsibility for preparing the financial statements in accordance with Hong Kong Financial Reporting Standards [189]. - During the Year under Review, remuneration for audit and non-audit services provided by Crowe was approximately HK$1,300,000 and HK$4,240,000 respectively [186]. - The Audit Committee has been notified of the nature and service charges of Crowe and considered that such services have no adverse effect on the independence of the external auditor [186]. - The Audit Committee recommended the re-appointment of external auditors based on their performance, fees, and terms of engagement [153]. Shareholder Communication - The Board recognizes the importance of good and effective communication with its shareholders through various formal channels [198]. - The Company's annual general meeting serves as a valuable forum for the Board to communicate directly with shareholders [199].
意力国际(00585) - 2019 - 中期财报
2019-09-20 09:44
Financial Performance - The net loss for the period was approximately HK$34 million, compared to a net loss of approximately HK$50 million for the same interim period last year, primarily due to net changes in fair value of listed equity investments of approximately HK$29 million[177]. - The CGI business made no profit contribution to the Group during the Period under Review, and the Company invested approximately HK$8.2 million in two movies, which also did not yield any profit[18]. - The money lending business contributed a profit of approximately HK$0.4 million to the Group during the period under review[173]. - John & Wong Securities Company Limited did not make any profit contribution to the Group for the period under review[172]. Market Conditions and Business Strategy - The Company is adopting a cautious stance in its proprietary trading business due to the depressed local equity market influenced by international trade disputes and the uncertain political situation in Hong Kong[20]. - The Group adopted a conservative approach towards its money lending business due to the current uncertain economic environment[173]. - The Company plans to continue its expansion into integrated financial services, including securities brokerage, corporate finance advisory, and asset management, albeit at a cautious pace due to poor economic conditions[188]. - The Group is preparing to commence expansion plans for its brokerage business upon market recovery[172]. Financial Position - As of June 30, 2019, the aggregate market value of listed debt securities and equity securities was approximately HK$430 million, with a net realized gain of approximately HK$26 million and an unrealized loss of approximately HK$56 million during the Period under Review[20]. - As of June 30, 2019, the Group's bank balances amounted to approximately HK$130 million, up from approximately HK$104 million as of December 31, 2018[177]. - The current ratio as of June 30, 2019, was approximately 42 times, compared to approximately 14 times as of December 31, 2018[177]. - The Group had no bank or other borrowing as of June 30, 2019, with a gearing ratio of zero, down from 6.5% as of December 31, 2018[177]. - Held-for-trading investments pledged to financial institutions amounted to approximately HK$423 million as of June 30, 2019, down from HK$549 million as of December 31, 2018[180][184]. Employee and Staff Costs - Total staff costs, including Directors' emoluments, increased by approximately 20% from approximately HK$8.6 million to approximately HK$10.4 million for the period under review[177]. - As of June 30, 2019, the Group employed 27 employees excluding 8 Directors, consistent with the previous year[197]. - The total staff cost for Directors and staff during the review period was approximately HK$10.4 million, an increase from approximately HK$8.6 million in 2018, representing a growth of about 21%[197][200]. - The Group's emolument policy is based on employee qualifications, experience, work performance, and market benchmarks, with regular reviews to ensure compliance with labor laws[197][200]. - Incentives in the form of bonuses and share options may be offered to eligible employees based on individual performance and the Group's business results[197][200]. Acquisition Plans - The Company has conditionally agreed to acquire Les Ambassadeurs Club Limited for a consideration of £122 million (approximately HK$1,206.1 million), subject to shareholder approval[190][193]. - The acquisition of Les Ambassadeurs Club is considered a very substantial acquisition and will be treated as a reverse takeover, requiring compliance with new listing application rules[192]. - Completion of the acquisition is conditional upon the satisfaction of various conditions in the Sale and Purchase Agreement, with potential completion expected towards the end of 2019 or the first quarter of 2020[196]. - The completion of potential acquisition matters is contingent upon meeting various conditions, with no guarantee of completion by the end of 2019 or the first quarter of 2020[199].
意力国际(00585) - 2018 - 年度财报
2019-04-11 12:29
Financial Performance - The company reported a net loss after tax of approximately HK$118 million for the year ended December 31, 2018[16]. - The losses were primarily due to net realized losses from sales of listed equity of approximately HK$16 million and losses from changes in fair value of listed equity investments totaling approximately HK$107 million[16]. - The net loss attributable to shareholders for the Year under Review was approximately HK$118 million, an improvement of approximately 73% compared to the previous financial year[55]. - The total net realised losses from sales of listed equity investments were approximately HK$16 million, down from approximately HK$93 million last year[55]. - Losses from changes in fair value and impairment loss of listed equity investments were approximately HK$107 million, significantly reduced from approximately HK$319 million last year[55]. Business Focus and Strategy - The company is focusing on developing its new core business in integrated financial services, with strengthened management expertise through new recruitments[17]. - The integrated financial services business will be the principal focus of the company going forward[24]. - The Company plans to enhance its integrated financial services business, which includes securities investments, brokerage services, margin financing, and money lending[41]. - The management expects significant improvement in the performance of the integrated financial services business in the coming year[29]. - The Company anticipates that the money lending business will provide consistent and significant returns in the future[27]. Investments and Acquisitions - The company has decided to invest a total of HK$20.4 million in the movie business, with HK$3.9 million invested during the year under review[18]. - The first production from the movie investment is expected to be released in theaters in the second half of 2019[18]. - The Company disposed of its 50% shareholding in the joint venture for HK$150 million on April 23, 2018, to focus on its own money lending business[27]. - Longtop Enterprises Limited, acquired on March 22, 2018, generated approximately HK$3.4 million in interest from eight loans during the Year under Review[27]. - The Company invested HK$3.9 million in the movie business during the Year under Review, with a total budgeted investment of HK$20.4 million[41]. Corporate Governance - The company has complied with the Corporate Governance Code, except for deviations from Code Provision A.6.7 regarding attendance of independent non-executive directors at general meetings[108]. - The board consists of three executive directors and three independent non-executive directors, bringing diverse industry expertise[119]. - The company emphasizes the importance of good corporate governance for enhancing accountability and transparency[107]. - The Board consists of three executive directors and three independent non-executive directors, ensuring a high level of independence with independent directors representing at least one-third of the Board[125][126]. - The independent non-executive directors have confirmed their independence in accordance with the Listing Rules, and the Board considers all of them to be independent[127]. Financial Position and Liquidity - The Group's liquidity position remained healthy with bank balances amounting to approximately HK$104 million as of December 31, 2018[56]. - The current ratio was approximately 14 times as of December 31, 2018, compared to approximately 64 times in the previous year[56]. - The Group had interest-bearing margin payables of approximately HK$43 million as of December 31, 2018, with a gearing ratio of 6.5%[60]. - As of December 31, 2018, the total number of issued shares was 691,921,572, with a market value of approximately HK$1,093 million, up from HK$462 million in 2017[63][64]. - The consolidated net asset value per share as of December 31, 2018, was approximately HK$0.961, a decrease from HK$1.131 in 2017[65]. Risk Management and Internal Control - The Company has established and maintained appropriate and effective risk management and internal control systems for the year ended December 31, 2018[199]. - An independent internal control advisory team has reviewed the adequacy and effectiveness of risk management and internal control systems, focusing on risk parameters such as probability and impact[197]. - The risk management system identifies significant risks, introduces controls to manage them, and monitors the effectiveness of these measures[190]. - The internal control system includes procedures to prevent unauthorized access and use of inside information, supported by a disclosure policy[192]. - The Company has developed a disclosure policy to guide Directors and senior management in handling confidential information[192]. Board and Management - The Company has arranged in-house training for directors and senior executives to enhance their knowledge and skills during the year under review[139][141]. - The Board is responsible for significant financial and operational matters, including setting business development goals and monitoring financial performance[133][135]. - Each non-executive director has a two-year appointment term, with one-third of the directors required to retire by rotation at least once every three years[142][143]. - The roles of chairman and chief executive are separated to ensure effective leadership and management within the Company[157]. - Directors are encouraged to seek independent professional advice at the Company's expense to ensure informed decision-making[133][135].