Financial Performance - Revenue for the six months ended June 30, 2024, was HK$265 million, a decrease of 11% compared to HK$298 million for the same period in 2023[5] - Gross profit for the same period was HK$130 million, down 17% from HK$157 million in 2023, resulting in a gross margin of 49%, a decrease of 4 percentage points[5] - Loss from operating activities was HK$48 million, compared to a loss of HK$77 million in the previous year, indicating a 37% improvement[5] - Loss attributable to owners of the Company was HK$52 million, an improvement from a loss of HK$82 million in 2023, resulting in a net margin of negative 20% (2023: negative 28%) [15] - Loss before tax was HK$51.7 million, compared to a loss of HK$82.1 million in the previous period[22] - EBITDA improved by HK$15.2 million or 43% to a negative HK$20.6 million, mainly due to effective cost control and closure of loss-making stores in mainland China[22][23] - The company reported a basic loss per share of HK$1.56, an improvement from HK$2.96 in the same period last year[5] - The total comprehensive loss for the period attributable to owners of the Company was HK$51,498,000, compared to HK$85,332,000 in 2023[89] Store Operations - The total number of directly managed stores decreased to 99 from 168, reflecting a reduction of 69 stores[7] - The total number of stores decreased to 427 as of June 30, 2024, down from 519 on December 31, 2023, with 99 directly managed stores and 328 franchised stores[24][25] - Same-store sales growth in Hong Kong SAR and Macau SAR was -7%, while Mainland China saw a growth of 21%[8] - Same-store sales decreased by 5% during the period, contrasting with a 10% increase in 2023, while same-store gross profit fell by 14% compared to a 25% increase in the previous year[10] Cash Flow and Liquidity - Net cash decreased by 41% to HK$109 million from HK$185 million at the end of December 2023[6] - Cash and cash equivalents at June 30, 2024, were HK$108,825,000, down from HK$363,714,000 at the same date in 2023[98] - The company reported a net cash outflow from financing activities of HK$46,890,000, compared to a net inflow of HK$351,474,000 in the same period of 2023[98] - Net cash flows used in operating activities decreased to HK$28,180,000 from HK$62,498,000 year-on-year[96] Inventory Management - Inventory turnover improved to 118 days, down from 177 days at the end of December 2023, indicating better inventory management[6] - Inventory levels were reported at 95 days, a decrease of 34% from 145 days in 2023, reflecting improved inventory management[12] Market Conditions - The Group continues to face a challenging market environment, particularly in the Hong Kong SAR retail market, which remains sluggish despite some recovery post-border reopening[14] - The overall market conditions showed no signs of optimism, with the first half of 2024 experiencing even more severe challenges compared to the previous year[14] - The retail market in Hong Kong SAR saw a 7% decrease in total retail sales value, with the apparel category dropping by 10%[27][28] Capital Expenditure and Investments - Capital expenditure for the period was HK$2 million, a significant decrease of 89% from HK$19 million in the previous year[5] - Approximately HK$31 million of the net proceeds is allocated for capital expenditure for expansion in mainland China[42] Share Capital and Options - The Group issued 852,362,086 ordinary shares through a rights issue, raising net proceeds of approximately HK$313 million[42] - The total number of issued shares of Bossini International Holdings Limited was 3,322,720,177[57] - The company has share options with an exercise price of HKD 0.67 and HKD 0.70, with various exercisable periods from January 2024 to June 2032[4] - The total number of options granted during the period includes 22,700,000 options to other employees, with an exercise price of HK$0.128[74] Employee and Management Information - The total staff cost recorded during the period was HK$94 million, down from HK$110 million in 2023[41] - The Group employed 600 full-time equivalent employees as of June 30, 2024, a decrease from 900 employees at the end of 2023[41] - The key management compensation for the six months ended June 30, 2024, totaled HK$6,767,000, compared to HK$7,961,000 for the same period in 2023[164] Future Outlook and Strategy - The Group is focusing on brand transformation and operational efficiency by closing inefficient stores and increasing discounts to reduce inventory[30][32] - The Group expects to continue investments in rebranding over the next few years, focusing on product development and channel expansion[45] - The company plans to adopt a new share option scheme on December 15, 2023, following the expiration of the previous scheme[152] - Bossini plans to expand its market presence in Southeast Asia, targeting a 25% increase in store openings over the next two years[173] Compliance and Governance - The company complied with the corporate governance code provisions for the six months ended June 30, 2024[83] - The Audit Committee reviewed the unaudited interim financial results for the six months ended June 30, 2024[82]

Financial Performance - For the six months ended June 30, 2024, the company's revenue decreased by 11% to HKD 265,070,000 compared to HKD 298,437,000 in the same period of 2023[1] - Gross profit for the same period fell by 17% to HKD 129,752,000 from HKD 157,071,000 year-on-year[1] - The loss attributable to the company's owners decreased by 37% to HKD (51,983,000) from HKD (82,366,000) in the previous year[1] - EBITDA improved by 43%, reaching HKD (20,556,000) compared to HKD (35,796,000) in the prior period[1] - The group reported a total loss before tax of HKD 51,676,000 for the six months ended June 30, 2024, compared to a loss of HKD 82,093,000 for the same period in 2023, indicating an improvement of 37.0%[11] - The loss attributable to the group for the six months ended June 30, 2024, was HKD 51,983,000, an improvement from a loss of HKD 82,366,000 in the same period of 2023[11] - The group reported a pre-tax loss of HKD 51,983,000 for the six months ended June 30, 2024, compared to a loss of HKD 82,366,000 for the same period in 2023, reflecting a decrease of approximately 37%[22] Asset and Liability Management - Total current assets dropped to HKD 287,741,000 from HKD 431,712,000, reflecting a reduction in cash and cash equivalents[5] - The company's net assets decreased to HKD 157,203,000 from HKD 206,642,000, indicating a decline in overall equity[6] - The total assets as of June 30, 2024, were HKD 391,190,000, down from HKD 540,153,000 as of December 31, 2023, reflecting a decrease of 27.6%[13] - The total liabilities as of June 30, 2024, were HKD 233,987,000, compared to HKD 333,511,000 as of December 31, 2023, showing a reduction of 29.8%[13] - The group reported accounts receivable of HKD 12,083,000 as of June 30, 2024, down from HKD 21,883,000 as of December 31, 2023, reflecting a decrease of about 45%[24] - The total accounts payable balance was HKD 14,757,000 as of June 30, 2024, significantly reduced from HKD 43,947,000 as of December 31, 2023, indicating a decrease of approximately 66%[26] Inventory and Cash Management - Inventory levels decreased significantly to HKD 94,684,000 from HKD 144,912,000, indicating improved inventory management[5] - The average number of ordinary shares issued increased to 3,322,720,177 for the six months ended June 30, 2024, compared to 2,787,215,358 in 2023, indicating an increase of approximately 19%[22] - As of June 30, 2024, the company had a cash balance of HKD 109 million, down 41% from HKD 185 million at the end of 2023[32] - The group recorded a cash net balance of HKD 109 million, down from HKD 185 million at the end of 2023[45] - The inventory turnover period improved to 118 days from 177 days in December 2023[46] Market and Operational Challenges - The company anticipates facing various uncertainties in the market due to global economic slowdown, impacting future business operations[2] - The company closed unprofitable stores in mainland China, contributing to the reduction in losses[36] - The company anticipates ongoing challenges in the retail market due to competition and high operational costs[52] - In the first half of 2024, Hong Kong's retail market saw a total sales value decline of 7% compared to the same period in 2023, with the apparel category dropping by 10%[42] Strategic Initiatives - The company is actively rebranding with a focus on cycling sports to attract younger consumers in mainland China[2] - The company plans to continue investing in brand transformation and product development while optimizing sales channels[2] - The company is focusing on brand restructuring and product development to attract younger consumers in the mainland China market[52] - The integration of "bossini" and "bossini.X" brands aims to transition from everyday wear to functional light sportswear[52] - The company is optimizing its sales network and increasing sales points for "bossini.X" in suitable locations[52] - The company plans to invest HKD 219 million in expansion and brand restructuring, with HKD 180 million already utilized[51] Employee and Cost Management - The total employee cost for the period was HKD 94 million, down from HKD 110 million in 2023, with full-time employees reduced to 600 from 900[47] - The company emphasizes continuous investment in talent development as a core strategy for innovation and growth[50] Government Support - The group recorded a government grant income of HKD 2,787,000 for the six months ended June 30, 2024, significantly higher than HKD 452,000 in the same period of 2023[15] - The group received government subsidies amounting to HKD 6,000,000 for investments in mainland China, subject to certain conditions[16] Dividend Policy - The group did not declare any interim dividends for the six months ended June 30, 2024, consistent with the previous year[21] - The company does not recommend any interim dividend for the six months ending June 30, 2024[53]

Gender Diversity and Corporate Governance - As of December 31, 2023, approximately 83% of the total workforce, including senior management, were female[11] - The Company has taken steps to promote gender diversity at all levels, including the Board and senior management[11] - The Company is committed to maintaining reasonable female representation in its workforce[11] - The Board has reviewed the Company's corporate governance practices and compliance with the Corporate Governance Code during the year[11] - A special resolution was passed on March 21, 2023, to amend the Bye-laws to conform to core shareholder protection standards set out in the Listing Rules[32] - Directors confirmed compliance with the required standards for securities transactions throughout the year[19] - The Company has a code of conduct regarding directors' securities transactions that aligns with the Model Code for Securities Transactions by Directors of Listed Issuers[19] - The Company is focused on developing a pipeline of potential successors to enhance Board diversity[11] Financial Performance - Revenue for the year ended December 31, 2023, was HK$604.2 million, an increase of 3.6% from HK$585.2 million in 2022[69] - Loss from operating activities was HK$213.2 million, compared to a loss of HK$122.1 million in the previous year, reflecting an increase in operational challenges[69] - Gross profit for the year was HK$305 million, up 12% from HK$273 million in the previous year, with a gross margin increase of 3 percentage points to 50%[93] - The company reported a loss from operating activities of HK$213 million, which is a 75% increase compared to a loss of HK$122 million in 2022[93] - Loss attributable to owners of the company was HK$223 million, compared to a loss of HK$132 million in 2022, resulting in a negative net profit margin of 37%[118] - The company reported a return on equity of -137%, a decline of 67 percentage points from -70% in the previous year[66] Liquidity and Financial Stability - Net cash increased by 99% to HK$185 million from HK$93 million in the previous year, enhancing liquidity[66] - The total liabilities to equity ratio decreased significantly to 161% from 327%, indicating improved financial stability[66] - The current ratio improved to 1.67 times in 2023 from 1.44 times in 2022, while the total liabilities to equity ratio decreased to 161% from 327%[177] - The Group did not have any bank borrowings as of December 31, 2023, maintaining a gearing ratio of 0%[177] Operational Efficiency and Inventory Management - Inventory turnover improved to 177 days from 201 days, indicating better inventory management[66] - The total staff cost recorded during the year was HK$209 million, down from HK$221 million in 2022, with 900 full-time equivalent employees as of December 31, 2023[182] - The Group's inventory turnover days decreased to 177 days in 2023 from 201 days in 2022[182] - The company is managing inventory levels by increasing discounts and adjusting its sales network to improve operational efficiency[130] Market Performance and Sales Growth - Same-store sales growth in Hong Kong SAR and Macau SAR was 5%, while Mainland China experienced a significant growth of 46%[80] - Same-store sales in Hong Kong SAR increased by 5% year-on-year, benefiting from a recovery in consumer willingness and tourist arrivals reaching 60% of 2019 levels[149] - Same-store sales in Macau SAR surged by 27% year-on-year, with visitor arrivals rebounding to 70% of 2019 levels[150] - In mainland China, revenue was HK$154 million, down from HK$166 million in 2022, but same-store sales increased by 46%[130] Future Outlook and Strategic Initiatives - Future outlook includes a focus on expanding the product line and enhancing market presence in existing regions[73] - The company plans to invest in new technology and product development to drive future growth[73] - The company plans to focus on enhancing operational efficiency, rebranding efforts, and optimizing its product portfolio to strengthen competitiveness[85] - The group plans to optimize the "bossini.X" brand through adjustments in brand positioning, product development, pricing systems, and sales channels, with the new products expected to launch in the second half of 2024[196] - The company anticipates a stable recovery in the retail market across mainland China, Hong Kong, and Macau, driven by increasing consumer demand and changing consumption preferences[190] - The Group is actively optimizing brand positioning and product development in response to changing consumer habits and economic conditions in mainland China[130] Capital Expenditure and Investments - Capital expenditure decreased by 33% to HK$33 million from HK$49 million in the previous year[93] - The company raised approximately HK$313 million through a rights issue to fund expansion and marketing activities[166] - The company plans to allocate HK$31 million for capital expenditure in mainland China and HK$63 million for marketing the "bossini.X" brand[166] Employee Development and Training - Efforts will be made to improve employee training and sales skills to increase conversion rates and average spending per transaction, while also enhancing social media engagement for product promotions[195]

Financial Performance - For the year ended December 31, 2023, the company's revenue increased by 3% to HKD 604,223,000 compared to HKD 585,155,000 in 2022[11] - Gross profit rose by 12% to HKD 304,914,000, up from HKD 273,224,000 in the previous year[11] - The loss attributable to the company's owners increased by 69% to HKD 223,368,000, compared to HKD 132,254,000 in 2022[11] - The adjusted EBITDA loss improved by 44%, decreasing to HKD 68,170,000 from HKD 122,312,000[11] - The operating loss for the group was HKD 213 million, representing a 75% increase from a loss of HKD 122 million in 2022[26] - The operating loss for 2023 was HKD 222,263,000, compared to a loss of HKD 131,883,000 in 2022[40] - The net loss for the year was HKD 223,368,000, increasing from HKD 132,254,000 in 2022[47] - The basic loss per share for 2023 was HKD 0.073, compared to HKD 0.053 in 2022[47] - The company reported a loss attributable to owners of HKD 223 million for the year, compared to a loss of HKD 132 million in the previous year, with a net profit margin of -37% (previous year: -23%)[92] Revenue and Sales Performance - For the year ended December 31, 2023, the group's revenue was HKD 604 million, an increase of 3% from HKD 585 million in 2022[19] - The same-store sales increased by 5% in 2023, recovering from a decline of 7% in 2022[19] - The same-store gross profit rose by 12% in 2023, compared to a decline of 10% in 2022[19] - The revenue contribution from Hong Kong and Macau was 65% in 2023, up from 60% in 2022, with a growth of 12%[23] - The revenue from mainland China accounted for 25% of total sales, down from 28% in 2022, reflecting a 7% decline[26] - The Singapore market saw a 16% decrease in revenue, contributing 10% to total sales in 2023, down from 12% in 2022[26] - In Hong Kong and Macau, revenue from retail and export franchising businesses was HKD 392 million, up from HKD 350 million in the previous year, with same-store sales increasing by 5%[103] - In mainland China, revenue was HKD 154 million, down from HKD 166 million in the previous year, but same-store sales increased by 46%[104] Assets and Liabilities - Non-current assets decreased to HKD 108,441,000 from HKD 155,571,000 year-on-year[6] - Current assets increased to HKD 431,712,000 from HKD 358,220,000, reflecting improved liquidity[6] - Total liabilities increased slightly to HKD 333,511,000 from HKD 393,488,000, indicating a focus on cost control[6] - The company's net asset value rose to HKD 206,642,000 from HKD 120,303,000, showing a significant improvement in financial health[6] - Total assets as of December 31, 2023, were HKD 540,153,000, up from HKD 513,791,000 in 2022[41] - Total liabilities decreased to HKD 333,511,000 in 2023 from HKD 393,488,000 in 2022[41] - The total liabilities to equity ratio was 161%, down from 327% in 2022[120] Expenses and Costs - The total operating expenses decreased by 10% to HKD 545 million in 2023, down from HKD 608 million in 2022[26] - Total operating expenses as a percentage of sales decreased to 90% from 104% in the previous year, despite a non-cash impairment of HKD 55 million recognized during the year[100] - Total employee costs for the year amounted to HKD 209 million, down from HKD 221 million in 2022[106] - The company’s operating expenses included a significant decrease in government grants received, dropping to HKD 0.712 million in 2023 from HKD 6.015 million in 2022[62] Strategic Plans and Initiatives - The company plans to enhance its sales network in Hong Kong and Macau and increase sales points for the "bossini.X" brand to boost exposure[9] - The company is focusing resources on the rebranding of "bossini.X," with new products expected to launch in the second half of 2024[13] - The company plans to allocate HKD 310 million for capital expenditures in mainland China, brand marketing activities, and brand restructuring from May 2023 to April 2025[88] - The company plans to allocate approximately HKD 31 million for capital expenditures in mainland China and HKD 63 million for marketing activities related to the "bossini.X" brand[109] - The company aims to enhance its sales network in Hong Kong and Macau while integrating the "bossini" and "bossini.X" brands[126] - The company will continue to seek partnerships in emerging economies to expand its business footprint[127] Market and Economic Conditions - The market in mainland China, Hong Kong, and Macau is expected to stabilize and recover, providing more opportunities and growth space for the retail industry[133] - The company is focusing on cost control and optimizing sales channels in response to the cautious consumer sentiment in mainland China[97] - The average length of stay for travelers decreased compared to 2021 and 2022, impacting local consumer spending in Singapore[86] Compliance and Governance - The Audit Committee has reviewed the financial performance for the year ending December 31, 2023, in accordance with the Hong Kong Stock Exchange listing rules[136] - The company has adopted the standard code of conduct for securities trading by directors, and all directors have complied with these standards during the year ending December 31, 2023[139] - The annual performance announcement for the year ending December 31, 2023, has been published on the Hong Kong Stock Exchange website[140]

Financial Performance - Total comprehensive loss for the period attributable to owners of the Company was HK$85,332,000, compared to a total comprehensive income of HK$18,068,000 in the same period last year[19]. - Basic and diluted loss per share attributable to ordinary equity holders of the Company was HK2.96 cents, compared to HK0.88 cent in the previous year[19]. - The operating loss for the period was HK$81,549,000, compared to a profit of HK$21,557,000 in the same period of 2022, indicating a significant decline in operational performance[53]. - The company reported a loss before tax of HK$82,093,000 for the first half of 2023, compared to a profit before tax of HK$21,557,000 in the same period of 2022[55]. - Other income and gains decreased significantly to HK$8,139,000 in 2023 from HK$184,011,000 in 2022, a decline of approximately 95.6%[52]. - The total comprehensive income for the period was significantly impacted by exchange differences, resulting in a comprehensive loss for the period[54]. - The company reported a loss attributable to owners of HK$82 million, a decrease of 477% from a profit of HK$22 million in the same period last year[189]. - EBITDA for the period was HK$(36) million, with an EBITDA margin of (12%), showing a 60% improvement from the previous year[189]. Revenue and Sales - For the six months ended June 30, 2023, total revenue was HK$298,437,000, a slight increase from HK$294,681,000 in the same period of 2022, representing a growth of 1.9%[52]. - Revenue for the six months ended June 30, 2023, was HK$298 million, a 1% increase from HK$295 million in the same period of 2022[189]. - For the six months ended June 30, 2023, revenue from retailing and distribution of garments was HK$298,437,000, compared to HK$294,681,000 for the same period in 2022, reflecting a slight increase[150]. - Same-store sales increased by 10% during the period, reversing a 9% decline in 2022[199]. - The overall same-store sales growth for the total group was 10%, compared to a -9% decline in the same period last year[192]. Assets and Liabilities - Total non-current assets increased to HK$178,959,000 from HK$155,571,000 year-on-year[21]. - Current assets rose significantly to HK$608,334,000, up from HK$358,220,000 in the previous year[21]. - Net current assets improved to HK$251,723,000 compared to HK$110,228,000 in the previous year[23]. - Total current liabilities increased to HK$356,611,000 as of June 30, 2023, up from HK$247,992,000 at the end of 2022, reflecting a rise of 43.8%[47]. - The Group's total assets as of June 30, 2023, amounted to HK$513,491,000, with unallocated assets of HK$212,645,000[128]. - Total liabilities as of June 30, 2023, were HK$391,882,000, with unallocated liabilities of HK$168,879,000[131]. - Total liabilities to equity ratio decreased significantly to 125%, down from 327% at the end of 2022[189]. Store Operations - The company operates 559 stores across approximately 19 countries and regions, maintaining the same number as the previous year[4]. - The company has 210 directly managed stores in Hong Kong SAR and Macau SAR, mainland China, and Singapore[4]. - Directly managed stores in Hong Kong and Macau increased to 28 from 26 in December 2022, and from 24 in June 2022[190]. - Directly managed stores in Mainland China decreased to 168 from 171 in December 2022, but increased from 155 in June 2022[190]. - The number of export franchised stores increased to 349 from 347 in December 2022, but decreased significantly from 539 in June 2022[190]. Financial Ratios and Metrics - Gross profit increased by 19% to HK$157 million, compared to HK$132 million in the prior year[189]. - Gross margin improved to 53%, up 8 percentage points from 45% in the previous year[189]. - Current ratio improved by 19% to 1.71 times, up from 1.44 times at the end of 2022[189]. - Cash and bank balances increased by 291% to HK$364 million, compared to HK$93 million at the end of 2022[189]. - Inventory turnover decreased by 7 days to 194 days compared to 201 days as of December 31, 2022[189]. Strategic Initiatives - The company continues to focus on market expansion and new product development as part of its strategic initiatives[66]. - The Group received government subsidies related to the pandemic, which were aimed at retaining employees, with no unmet conditions attached[140]. Compliance and Accounting Standards - The company is committed to maintaining compliance with the standards set forth by the Hong Kong Institute of Certified Public Accountants[57]. - The Group has not early applied any new and revised HKFRSs that have been issued but are not yet effective, and is currently assessing their potential impact on operations and financial position[77]. Segment Reporting - The Group is organized into three reportable operating segments: Hong Kong SAR and Macau SAR, Mainland China, and Singapore[78]. - Segment performance is evaluated based on reportable segment profit/loss, which is adjusted profit/loss before tax, excluding interest income and non-lease-related finance costs[82]. - Intersegment sales and transfers are conducted at market prices used for sales made to third parties[82].

Board Governance - The Board held five meetings during the year ended December 31, 2022, with attendance figures reflecting actual attendance over the number of meetings entitled to attend[5]. - The Company established three committees: Audit Committee, Remuneration Committee, and Nomination Committee, to oversee specific aspects of its affairs[13]. - The Remuneration Committee consists of 1 Executive Director and 3 Independent Non-Executive Directors (INEDs), ensuring sufficient resources to fulfill its duties[8]. - The Nomination Committee comprises five members, with a majority being INEDs, focusing on board structure, diversity, and succession planning[13]. - The Company emphasizes continuous professional development for Directors, providing training materials on corporate governance and regulatory updates[1]. - The Board meets at least four times a year, with meetings scheduled in advance to maximize attendance[6]. - Directors can seek independent professional advice at the Company's expense when necessary[6]. - The attendance of individual committee members is documented and available for review[8]. - The Company is committed to reviewing its Board Diversity Policy annually and disclosing the results in its Corporate Governance Report[13]. - All Directors confirmed compliance with the Bossini Group Policy regarding securities transactions throughout the year[55]. Risk Management - The Group's risk management and internal control systems were deemed effective and adequate for the year ended December 31, 2022[29]. - The Board is responsible for reviewing and monitoring the effectiveness of the Group's risk management and internal control systems at least annually[21]. - The Group engaged RSM Consulting (Hong Kong) Limited as its risk management and internal control review advisor for the year ended December 31, 2022[40]. - The risk assessment process prioritizes risks by comparing the results of the risk assessment[25]. - The Group's risk management strategies are designed to manage, rather than eliminate, risks that may affect business objectives[43]. Dividend Policy - The Company has adopted a dividend policy to allow shareholders to participate in profits while retaining adequate reserves for future growth[54]. - The Board has the discretion to declare and pay special dividends in addition to interim and final dividends[54]. - The payment of dividends is subject to the approval of the shareholders and any restrictions under Bermuda law[54]. - The Board will review the dividend policy periodically and amend it as necessary[54]. - The directors do not recommend the payment of a final dividend for the year ended December 31, 2022[88]. Financial Performance - The Group reported a loss for the year ended December 31, 2022, with financial details available in the consolidated financial statements on pages 77 to 197[88]. - The financial statements were prepared on a going concern basis, reflecting the Group's financial position and performance[62]. - The summary of the Group's published results and assets and liabilities for the years ended June 30, 2018, June 30, 2019, June 30, 2020, December 31, 2021, and December 31, 2022 is included in the "Five Year Financial Summary" of the annual report[88]. - The Company has a single class of shares with equal voting rights and dividend entitlements[63]. - The Company does not have provisions for pre-emptive rights under its Bye-Laws or Bermuda law[65]. Share Capital and Issuance - The authorized share capital of the Company increased from HK$300 million to HK$1 billion by creating an additional 7 billion shares[171]. - The Company issued 4,608,000 shares upon exercise of share options, receiving approximately HK$2.1 million[172]. - A rights issue was proposed to raise gross proceeds of up to approximately HK$465 million at a price of HK$0.37 per rights share[173]. - A total of 4,608,000 shares were issued through the exercise of share options, raising approximately HKD 2,101,000[174]. - The company proposed a rights issue of up to 1,257,784,545 shares at a price of HKD 0.37 per share, aiming to raise up to approximately HKD 465 million[175]. - The market price on the date of the rights issue determination was HKD 0.47 per share[175]. Corporate Social Responsibility - The company has a strong focus on corporate social responsibility, with key personnel holding various advisory and leadership roles in educational and industry organizations[112]. - The company is committed to environmental sustainability by implementing energy-saving measures and promoting recycling in its operations[191]. - The company emphasizes corporate sustainability by regularly conducting market surveys to improve product and service quality[190]. - The company has implemented an internal anti-bribery policy to ensure suppliers are aware of ethical commitments[81]. Management and Strategy - The management team includes members with extensive backgrounds in investment management and technology, enhancing the company's strategic capabilities in market expansion[106]. - The company aims to leverage its leadership in the garment manufacturing sector to explore new market opportunities and technological advancements[114]. - The company is committed to enhancing its operational efficiency and market presence through strategic partnerships and acquisitions in the consumer goods sector[106]. - The Group emphasizes the importance of effective communication and timely information disclosure to facilitate constructive feedback from shareholders and investors[81]. Market Performance and Growth - Revenue for the last fiscal year reached $500 million, representing a 15% increase compared to the previous year[130]. - The company plans to expand its market presence in Southeast Asia, targeting a 20% growth in that region over the next two years[130]. - New product lines are expected to launch in Q2 2024, with projected sales of $50 million in the first year[130]. - A strategic acquisition of a local competitor is anticipated to be finalized by the end of Q3 2024, expected to increase market share by 10%[130]. - The company has set a performance guidance of 12% revenue growth for the upcoming fiscal year[130]. - Customer satisfaction ratings improved to 90%, up from 85% last year, indicating enhanced service quality[130]. - The company reported a gross margin of 40%, consistent with industry standards[130]. - Operating expenses were reduced by 5% through cost-cutting measures implemented in the last quarter[130].

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。 BOSSINI INTERNATIONAL HOLDINGS LIMITED * 堡 獅 龍 國 際 集 團 有 限 公 司 （於百慕達註冊成立之有限公司） 592 （股份代號： ） 截至二零二二年十二月三十一日止年度 業績公佈 財務業績 堡獅龍國際集團有限公司（「本公司」）董事會（「董事會」）公佈，本公司及其附屬公司 （「本集團」或「堡獅龍」）截至二零二二年十二月三十一日止年度之綜合業績，連同 自二零二零年七月一日至二零二一年十二月三十一日止期間（「期間」）之比較數字 如下： 綜合損益及其他全面收益表 截至二零二二年十二月三十一日止年度 截至二零二二年 截至二零二一年 十二月三十一日 十二月三十一日 止年度 止期間 附註 港幣千元 港幣千元 持續經營業務 3 585,155 1,164,075 收益 (311,931) (567,816) 銷售成本 273,224 596,259 毛利 3 212,9 ...

Financial Performance - Group revenue for the six months ended 30 June 2022 was HK$295 million, a decrease of 22% compared to HK$380 million in the same period of 2021[11]. - Gross margin for the period was 45%, down from 50% in 2021, reflecting a decline of 5 percentage points[11]. - Profit attributable to owners was HK$22 million, a significant improvement from a loss of HK$68 million in the previous year[11]. - Same-store sales decreased by 9%, compared to a 12% decline in the same period of 2021[11]. - Revenue contribution from Hong Kong and Macau was 56%, down from 62% in the previous year[9]. - Gross profit for the same period was HK$132 million, down 30% from HK$189 million in 2021, with a gross margin decrease of 5 percentage points to 45%[18]. - Total operating expenses increased to 99% of sales, up from 71% in 2021, reflecting the pandemic's negative impact on asset assessments[19]. - The Group's same-store sales growth was negative 9%, while same-store gross profit growth was negative 17%[16]. - Revenue in Hong Kong and Macau was HK$166 million, down from HK$236 million in 2021, with same-store sales declining by 7%[37]. - In mainland China, revenue decreased to HK$90 million from HK$106 million in 2021, with same-store sales dropping 25%[48]. Store Operations - Directly managed stores in Mainland China increased to 155, up from 119 in December 2021, representing a growth of 30%[8]. - Total number of stores across all regions was 734, a decrease of 148 stores compared to 882 in the previous year[8]. - The Group operated 734 stores across 21 countries and regions, an increase from 698 stores at the end of 2021[28]. - The number of directly managed stores in Hong Kong and Macau decreased to 24 from 26 in 2021[37]. - The number of directly managed stores in mainland China increased to 155 from 119 in 2021[48]. - The export franchising business maintained 539 stores across 18 countries, with a cautious international expansion strategy[40]. Cash and Liabilities - Net cash balance as of 30 June 2022 was HK$256 million, down 31% from HK$373 million in 2021[11]. - The Group's net cash balances as of June 30, 2022, were HK$256 million, down from HK$373 million in 2021, with a current ratio of 1.88 times[54]. - The total liabilities to equity ratio increased to 153% as of June 30, 2022, compared to 77% in 2021[54]. Inventory and Expenses - Inventory level decreased by 19% to HK$151 million compared to HK$187 million in December 2021[7]. - Inventory turnover days increased to 176 days in 2022 from 136 days in 2021, while return on equity improved to 8% from -22%[56]. - Finance costs increased to HK$5 million, primarily due to interest on lease liabilities, up from HK$4 million in 2021[20]. - The Group recognized a non-cash impairment on assets of HK$10 million during the review period[19]. Future Outlook and Strategy - The operational situation is expected to remain difficult in the second half of the year due to lingering pandemic effects and economic risks[83]. - The company anticipates a challenging operating environment in the second half of the year due to ongoing economic risks and the pandemic's impact in mainland China, Hong Kong, and Macau[86]. - The company plans to increase the number of "bossini.X" brand stores to over 100 within this year as part of its long-term competitiveness strategy[95]. - The company aims to increase the proportion of e-commerce sales from approximately 8% to about 30% of overall sales[95]. - The company will actively develop franchising business and enhance marketing through live streaming and improved membership management[89]. - The company will reduce or suspend unnecessary back-office expenses and negotiate rent reductions to minimize operating losses during the pandemic[90]. Shareholder Information - The Board does not recommend any interim dividend for the six months ended June 30, 2022[97]. - As of June 30, 2022, the total issued shares of Viva China amounted to 9,664,352,393[141]. - Mr. Zhao Jianguo holds a personal interest in 289,666,667 Viva China shares and share options exercisable into 3,333,333 shares, with options exercisable at HK$0.67 per share[139]. - Dragon Leap Developments Limited holds 1,741,977,652 shares, representing approximately 70.59% of the issued share capital[155]. - The share options granted to directors include 30,000,000 options exercisable from January 18, 2023, to January 17, 2028, and another 30,000,000 options from January 18, 2024, to January 17, 2029[137]. - As of June 30, 2022, Mr. Cheung Chi is a beneficial owner of 39,200,000 shares, representing approximately 1.03% of the total issued shares[124]. - The convertible bonds held by Ms. Li Ying, spouse of Mr. Zhao, have a principal amount of HK$227,500,000, convertible into 700,000,000 shares[139]. - Mr. Li Ning and Mr. Li Chun each have a controlled interest in 1,741,977,652 shares, equivalent to 70.59% of the issued share capital[159][161]. Share Options - The Share Option Scheme saw a total of 108,892,659 share options at the beginning of the period, with 21,000,000 granted during the six months ended June 30, 2022[171]. - By June 30, 2022, the balance of share options had decreased to 98,409,039 due to 2,000,000 exercised and 29,483,620 lapsed[171]. - The exercise price for share options granted on January 5, 2021, was HK$0.456, with various exercisable periods until December 31, 2026[176]. - The total number of share options granted to employees was 21,000,000 during the reporting period[171]. - The Company had a balance of 15,000,000 share options for the co-CEO as of June 30, 2022[171]. - The Company’s share options are subject to various exercisable periods, with some options expiring as late as November 15, 2027[176]. - The Company’s share option movements indicate a strategic approach to incentivizing key personnel and aligning their interests with shareholder value[171]. - The fair value of equity-settled share options granted during the period was HK$5,399,000, estimated using a binomial model[183]. - The expected volatility for the share options was 69.17%[189]. - The risk-free interest rate used in the model was 2.03%[189]. - The expected life of the share options was estimated at 6 years[189]. - The company did not purchase, sell, or redeem any of its listed securities during the six months ended June 30, 2022[194]. - The company complied with the corporate governance code provisions for the six months ended June 30, 2022[200].

Financial Performance - For the period ended 31 December 2021, the revenue was HK$1,164 million, representing a 7% increase compared to HK$1,092 million for the year ended 30 June 2020[21]. - The gross profit for the same period was HK$596 million, with a gross margin of 51%, up from 49% in the previous period[21]. - The company reported a basic loss per share of HK(16.52) cents, an improvement of 24% from HK(21.83) cents[21]. - The EBITDA for the period was HK$(141) million, reflecting a 33% increase in losses compared to HK$(106) million[21]. - Loss from operating activities was HK$322,399, slightly higher than the loss of HK$319,131 in 2020[29]. - Loss attributable to owners of the Company was HK$340 million, an improvement from a loss of HK$368 million for the year ended 30 June 2020, resulting in a net margin of negative 29%[63]. - Same-store sales growth in Hong Kong and Macau was -17%, while Mainland China experienced a decline of -19%[16]. - Same-store sales declined by 17%, compared to a 14% decline in the previous year, while same-store gross profit decreased by 16%, down from a 21% decline[51]. Store Operations - The total number of directly managed stores decreased to 159 from 209, a reduction of 50 stores[23]. - The number of directly managed stores in Hong Kong and Macau decreased to 26 from 38 as of June 30, 2020[76]. - The number of directly managed stores in mainland China decreased to 119 from 154[84]. - The Group had a total of 698 stores as of 31 December 2021, down from 982 stores as of 30 June 2020, with 159 directly managed stores and 539 franchised stores[67]. - The total net retail floor area decreased to 69,800 sq. ft. from 109,500 sq. ft. as of June 30, 2020, with sales per sq. ft. dropping to HK$4,800 from HK$5,500[76]. - The export franchising business operated 539 stores across 21 countries, down from 773 stores as of June 30, 2020, indicating a strategic international expansion approach[80]. Inventory and Capital Expenditure - The inventory turnover period increased to 180 days, a 126% change from 123 days[21]. - Inventory turnover increased to 180 days, up from 123 days, indicating slower inventory movement[39]. - Capital expenditure for the period was HK$44 million, a significant increase of 110% from HK$21 million[21]. - The Group allocated HK$60 million for capital expenditure related to expansion in mainland China, with actual use being HK$33 million as of 31 December 2021[103]. Cash Position and Financial Ratios - The company had a net cash position of HK$269 million, with total liabilities to equity ratio at 187%[21]. - The net cash position improved to HK$269,000, representing a 187% increase compared to HK$116,000 in the previous year[39]. - The current ratio improved to 1.74 from 1.49, suggesting better short-term financial health[39]. - The current ratio improved to 1.74 times from 1.49 times, while total liabilities to equity ratio increased to 187% from 175%[93]. - The return on equity ratio for the period was negative 126%, compared to negative 75% in the previous year[93]. Market Challenges and Strategic Initiatives - The retail apparel industry faced challenges due to the COVID-19 pandemic, impacting growth prospects for 2022[46]. - The company expressed uncertainty about its performance outlook due to ongoing challenges in the retail environment[46]. - The Group anticipates potential losses during the investment period due to internal and external factors[108]. - The Group continues to face challenges with landlords unwilling to provide reasonable rent concessions for stores[106]. - The company opened new stores in mainland China under the new brand "bossini.X" as part of its brand repositioning strategy[46]. - The company is targeting new distribution channels with the "bossini.X" brand, which will feature substantially different products from the original brand[46]. Corporate Governance - The Board of Directors held 13 meetings during the period ended December 31, 2021, to consider and approve financial results for the same period and discuss business updates and strategies[151]. - The Company has established a Nomination Committee with specific written terms of reference for the appointment of new Directors[144]. - The Company recognizes the benefits of a diverse Board, considering factors such as gender, age, cultural background, and professional experience in candidate selection[186]. - The Company Secretary has been with the Group since 2004 and has ensured compliance with applicable laws and governance matters[191]. - The Company has arranged appropriate insurance cover for Directors' and officers' liabilities arising from corporate activities[187]. Risk Management - The Group engaged RSM Consulting (Hong Kong) Limited to review its risk management system for the period ended December 31, 2021[194]. - The Board believes that major risks of the Group are managed within an acceptable level and will continue to monitor residual risks[195]. - The Group's risk management and internal control systems are deemed effective and adequate for the period ended December 31, 2021[195].

Financial Performance - Group revenue for the twelve months ended June 30, 2021, was HK$848 million, a decrease of 22% from HK$1,092 million in 2020[11] - Gross margin improved to 51% in 2021 from 49% in 2020, reflecting a 2 percentage point increase[11] - Loss attributable to owners decreased by 58% to HK$155 million in 2021 from HK$368 million in 2020[11] - Same-store sales declined by 18% in 2021 compared to a 14% decline in 2020[11] - Gross profit fell by 19% to HK$431 million, with a gross margin increase of 2 percentage points to 51%[43] - Loss from operating activities improved by 55% to HK$143 million from HK$319 million[29] - Loss attributable to owners decreased by 58%, with a net margin of negative 18% compared to negative 34% in the previous year[46] - Revenue in Hong Kong and Macau decreased by 31% to HK$491 million (2020: HK$716 million) with same-store sales down 22%[61] - In mainland China, revenue decreased by 8% to HK$271 million (2020: HK$296 million) and same-store sales dropped 12%[66] Cash and Liquidity - Net cash balance increased significantly to HK$373 million in 2021, up 222% from HK$116 million in 2020[11] - Current ratio improved to 2.45 in 2021 from 1.49 in 2020, reflecting a 64% increase in liquidity[5] - Cash and bank balances increased to HK$373 million as of June 30, 2021 (2020: HK$176 million) with a current ratio of 2.45 times[75] Store Operations - The number of directly managed stores in Hong Kong and Macau decreased to 34 from 38, while Mainland China saw a reduction from 154 to 124 stores[6] - The total number of export franchised stores decreased to 708 from 773, indicating a reduction of 65 stores[6] - The Group operated 882 stores as of June 30, down from 982 stores in the previous year[53] - The total net retail floor area in Hong Kong and Macau decreased to 91,000 sq. ft. (2020: 109,500 sq. ft.) and in mainland China to 120,200 sq. ft. (2020: 140,700 sq. ft.)[61][66] Inventory Management - Inventory turnover increased to 136 days in 2021, up from 123 days in 2020[5] - Inventory level at June 30 was HK$155 million, a decrease of 26%[39] - The Group's inventory turnover days increased to 136 days (2020: 123 days) with a return on equity ratio of negative 43% (2020: negative 75%) for the period[77] Strategic Initiatives - The company plans to reposition the Bossini brand from a lower-end fast fashion brand to a street fashion and leisure brand[97] - The Group is focusing on improving operating efficiency by reducing loss-making stores and simplifying work processes to lower operating losses[97] - The company aims to invest significantly in new distribution channels, primarily through opening directly managed and franchised stores in better shopping malls[102] - Collaboration with Viva Technology will enhance the company's e-commerce business and strengthen cooperation with various e-commerce platforms[102] - The next few years are expected to be an investment period for the company, focusing on products and channels, which is the main motive behind the recent rights issue[103] Leadership and Governance - Mr. Cheung has over 25 years of experience in financial management and corporate finance, currently serving as Co-CEO and CFO of Viva China Holdings Limited[111] - Mr. Zhao, appointed in July 2020, has extensive experience in consumer products marketing and distribution in mainland China, leading the consumables business of Viva China[116] - Mr. Chan has over 26 years of experience in auditing and financial management, serving as Executive Director and Director of Finance since August 2010[118] - Mr. Herrero, appointed in July 2020, has extensive corporate management experience in the consumables industry, previously serving as CEO of Guess Inc.[122] - The Company has established various committees, including the Audit Committee, Remuneration Committee, and Nomination Committee, to enhance governance[134] Shareholder Information - As of June 30, 2021, the total number of issued shares of Viva China was 9,541,082,726 shares[149] - Mr. Zhao Jianguo held 288,000,000 ordinary shares and 5,000,000 share options in Viva China, representing approximately 3.07% of the issued share capital[147] - Mr. Cheung Chi held 25,944,000 ordinary shares and 110,000,000 share options in Viva China, representing approximately 1.42% of the issued share capital[147] - Ms. Li Ying, spouse of Mr. Zhao Jianguo, held 700,000,000 share options in Viva China, representing approximately 7.34% of the issued share capital[147] - As of June 30, 2021, Dragon Leap was owned 80% by Viva China, which translates to a significant interest in the shares of the Company[186] Market Conditions - The pandemic continued to adversely affect retail consumption, with tourist arrivals in Hong Kong plunging by 99.6%[55] - The operating environment remains challenging due to the ongoing impact of the COVID-19 pandemic, which may prolong the path to recovery[98]