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飞达控股(01100) - 2024 - 中期业绩
2024-08-27 09:52
Financial Performance - For the six months ended June 30, 2024, the company's revenue was HKD 687,114,000, a decrease of 11.95% compared to HKD 780,258,000 for the same period in 2023[1] - Gross profit for the same period was HKD 219,510,000, down 19.87% from HKD 273,930,000 in 2023[1] - Operating profit decreased to HKD 65,048,000, a decline of 35% from HKD 100,000,000 in the previous year[1] - Net profit for the period was HKD 39,979,000, representing a 44.14% decrease from HKD 71,603,000 in 2023[2] - Basic earnings per share dropped to HKD 8.218, down 46.06% from HKD 15.230 in the same period last year[2] - Total reported segment revenue was HKD 711,068,000, down 12.3% from HKD 810,421,000 in the previous year[12] - Reported segment profit was HKD 55,439,000, a decrease of 45.4% from HKD 101,044,000 in the previous year[12] - Operating profit for the period was HKD 65,048,000, down 35.0% from HKD 100,000,000 in the previous year[12] - Net profit for the period was HKD 39,979,000, a decrease of 44.2% from HKD 71,603,000 in the previous year[12] - Basic earnings per share for the six months ended June 30, 2024, was 8.218 HKD cents, down from 15.230 HKD cents in the same period of 2023, reflecting a decrease of about 46.0%[21] - Net profit attributable to shareholders decreased by 45.8% to HKD 35,269,000 from HKD 65,075,000 in the previous year[33] Assets and Liabilities - Total assets as of June 30, 2024, were HKD 1,775,751,000, a slight decrease from HKD 1,786,603,000 at the end of 2023[4] - Total liabilities as of June 30, 2024, were HKD 360,870,000, down from HKD 386,489,000 as of December 31, 2023[15] - The company's cash and cash equivalents decreased to HKD 188,628,000 from HKD 317,849,000 at the end of 2023[4] - Trade receivables increased to HKD 370,820,000 from HKD 339,151,000, with a net amount of HKD 352,257,000 after impairment losses[27] - Trade payables decreased to HKD 150,752,000 from HKD 169,544,000, while accrued expenses and other payables remained stable[29] Segment Performance - Revenue from external customers for the manufacturing segment was HKD 445,769,000, a decrease of 5.1% from HKD 469,233,000 in the previous year[12] - Revenue from external customers for the trading segment was HKD 241,345,000, a decrease of 22.4% from HKD 311,025,000 in the previous year[12] - The manufacturing segment's revenue decreased by 5.0% to HKD 445,769,000, accounting for approximately 64.9% of total revenue[34] - The trading segment's revenue decreased by 22.4% to HKD 241,345,000, representing 35.1% of total revenue[36] - The manufacturing segment reported an operating profit of HKD 93,178,000, down 27.8% from HKD 129,083,000 in the previous year[35] Capital Expenditures and Investments - Capital expenditures for the period were HKD 157,490,000, an increase from HKD 153,639,000 in the previous year[15] - Capital expenditures for the six months ended June 30, 2024, amounted to HKD 127,615,000 for property, plant, and equipment, significantly higher than HKD 23,685,000 in the same period of 2023, representing an increase of approximately 438.5%[25] - The group invested approximately HKD 102.4 million in property acquisition in Missouri, USA, and HKD 24.2 million in equipment and machinery upgrades during the period[40] - The company acquired 55% equity interest in Difuzed B.V. for EUR 5,000,000 (approximately HKD 42,500,000) to expand its market presence[31] - The group has approved capital commitments of HKD 122.7 million for the construction of a warehouse and dormitory in Mexico and expansion of operations in Bangladesh[40] Corporate Governance - The board declared an interim dividend of HKD 0.03 per share, consistent with the previous year[43] - The board of directors consists of nine members, including six executive directors and three independent non-executive directors[49] - The executive directors include Mr. Yan Xiangqiang, Ms. Yan Baoling, Mr. James S. Patterson, Mr. Yan Zhaohan, Mr. Li Wenxing, and Mr. Yan Zhaozhen[49] - The independent non-executive directors are Mr. Wu Jundong, Mr. Zhuang Disheng, and Mr. Li Yinquan[49] - The announcement was made on August 27, 2024, indicating the company's commitment to transparency and governance[49] - The company aims to enhance its strategic direction through the expertise of its diverse board members[49] - The board composition reflects a balance of executive and independent oversight, which is crucial for effective decision-making[49] - The presence of independent directors is intended to ensure accountability and protect shareholder interests[49] - The company is focused on maintaining strong corporate governance practices to support long-term growth[49] - The board's diverse backgrounds are expected to contribute to innovative strategies and market expansion[49] - The company is committed to regular updates and communication with stakeholders regarding its performance and strategic initiatives[49] Operational Efficiency and Future Outlook - The group plans to enhance operational efficiency through cost control measures and diversified supply chains to mitigate rising costs[38] - The group expects the new warehouse in Missouri to be operational by Q4 2024, improving operational efficiency and reducing rental expenses[40] - The group anticipates a 1% appreciation/depreciation of the Bangladeshi Taka will impact manufacturing gross margins by approximately 0.28%[42] - Employee headcount as of June 30, 2024, included 335 in China, 7,222 in Bangladesh, 389 in Mexico, and 158 in the USA and UK[43]
飞达控股(01100) - 2023 - 年度财报
2024-04-18 09:50
Employee Statistics and Diversity - The company reported a total employee count of 7,631, with 4,151 in Hong Kong and 3,480 in mainland China[3]. - The gender distribution shows 46.7% of employees are female in Hong Kong, while in mainland China, the female percentage is 8.6%[13]. - The company has a total of 310 full-time employees and 7,631 part-time employees across various regions[5]. - The employee turnover rate in Hong Kong is 35.8% for the age group 30 to 50 years[13]. - The company promotes equal employment opportunities and prohibits discrimination based on gender, race, religion, age, and other factors[15]. - The gender ratio among employees is approximately 1:0.9, indicating a commitment to gender diversity[188]. Financial Performance - The company's revenue for the year was HKD 1,418,994,000, a decrease of 24.2% compared to HKD 1,874,424,000 in 2022[46]. - Gross profit was HKD 476,364,000, down 25.3% from HKD 637,296,000 in the previous year, with a slight decline in gross margin to 33.6%[46]. - Shareholders' profit attributable to the company was HKD 117,949,000, reflecting a 39.6% decrease from HKD 195,390,000 in 2022[46]. - Operating profit decreased to HKD 190,204, a decline of 28.0% compared to HKD 264,059 in 2022[182]. - Net profit for the year was HKD 127,808, representing a decrease of 40.0% from HKD 213,307 in 2022[182]. - Basic earnings per share for 2023 was HKD 27.5473, down from HKD 45.8728 in 2022, reflecting a decline of 40.0%[183]. - The company reported a net financial loss of HKD 13,177, slightly up from HKD 13,074 in the previous year[182]. Community Engagement and Social Responsibility - The company donated RMB 1,000,000 to Nanjing University and RMB 500,000 to Yongchun Charity Association as part of its community investment efforts[20]. - The company has received public recognition for its efforts in social and environmental initiatives in 2023[87]. - The company has set targets for emissions reduction and has taken steps to achieve these goals, demonstrating commitment to sustainability[90]. - The company has not encountered any issues with water sourcing, ensuring sustainable water usage[90]. Operational Developments - A new factory in Mexico was completed in December 2023, enhancing the company's rapid production capabilities and market share in the hat industry[44]. - The new factory in Mexico is strategically located less than two kilometers from the US border, significantly reducing delivery times and logistics costs for US-bound orders[59]. - The trading division has begun producing wallets and belts in its Bangladesh factory to reduce procurement costs and improve delivery speed[61]. - The company focused on optimizing factory operations and utilizing automated production equipment to reduce production costs[59]. Risk Management and Compliance - The company adheres to all relevant labor laws and regulations, ensuring no child labor is employed in its operations[26]. - The group faces foreign exchange risks due to currency fluctuations, particularly with GBP, which could impact after-tax profits by approximately HKD 299,000 if GBP fluctuates by 5%[73]. - The group has diversified its investment portfolio to manage price risk associated with its investments in listed and unlisted securities[75]. - The company has established policies to ensure compliance with the Personal Data (Privacy) Ordinance in Hong Kong, emphasizing data protection[82]. - The company has not faced any concluded corruption lawsuits during the reporting period, indicating a strong anti-corruption stance[96]. Corporate Governance - The company has adopted the corporate governance code principles as per the Hong Kong Stock Exchange's listing rules and has complied with all code provisions for the year ending December 31, 2023[152]. - The board consists of six executive directors and three independent non-executive directors, ensuring a balanced composition for effective independent judgment[163]. - The company has maintained a gender-diverse board with one female and seven male directors, which is considered satisfactory under the diversity policy[168]. - The board has undergone corporate governance training to enhance its effectiveness[166]. - The company has established a clear distinction between the roles of the board and daily management to ensure balanced power distribution[160]. Health and Safety - The company reported no fatalities due to work-related incidents over the past three years, maintaining a safety record of zero[91]. - There were no workdays lost due to work-related injuries, indicating effective health and safety measures[91]. - The company did not recall any products for safety or health reasons, reflecting strong product responsibility[96]. - There were no complaints received regarding products and services, showcasing high customer satisfaction[96].
飞达控股(01100) - 2023 - 年度业绩
2024-03-26 13:35
Sales Outlook and Production Capacity - The group maintains a cautiously optimistic sales outlook for hats and consumer products in 2024, supported by the new factory in Mexico and improved production efficiency[1] - The new Mexican factory is expected to employ approximately 1,000 workers by the end of this year, with a monthly production capacity of 1 million units[1] - A new factory in Mexico was completed at the end of last year, enhancing order production capacity and reducing logistics costs for shipments to the U.S.[24] - The group has advanced automated production equipment and skilled labor in its Bangladesh factory, achieving a monthly production capacity of 6 million pieces[51] Financial Performance - The diluted earnings per share for 2023 was HKD 26.9886, down from HKD 45.0421 in 2022[18] - The company's manufacturing revenue for the year was HKD 821,760,000, a decrease of 27.1% compared to HKD 1,127,566,000 in the previous year[24] - The trading business revenue decreased by 20.0% to HKD 597,234,000, down from HKD 746,858,000, accounting for 42.1% of total revenue[26] - The group’s revenue for the year was HKD 1,418,994,000, a decrease of 24.2% compared to HKD 1,874,424,000 in the previous year[48] - Gross profit for the year was HKD 476,364,000, down 25.3% from HKD 637,296,000, with a slight decline in gross margin to 33.6% from 34.0%[48] - Shareholders' profit attributable to the company was HKD 117,949,000, a decrease of 39.6% compared to HKD 195,390,000 in the previous year[48] - The company's profit for the year 2023 was HKD 127,808,000, a decrease of 40% compared to HKD 213,307,000 in 2022[67] - Basic earnings per share for the company owners was HKD 27.5473, down from HKD 45.8728 in the previous year, representing a decline of 40%[67] Cash Flow and Capital Expenditures - As of December 31, 2023, the group's cash and cash equivalents totaled HKD 331 million, an increase from HKD 268.5 million in 2022[8] - The group maintained a stable operating cash flow with cash and undrawn bank financing totaling approximately HKD 317,849,000 and HKD 733,700,000, respectively, compared to HKD 246,949,000 and HKD 579,600,000 in the previous year[49] - The group plans to invest HKD 262 million in capital expenditures for 2024, with HKD 133.6 million allocated for the construction of a warehouse and dormitory in Mexico[10] - Capital expenditures for the year amounted to HKD 153,639,000, a decrease from HKD 205,365,000 in the previous year, representing a reduction of about 25.2%[85] Cost Control and Operational Efficiency - The group has implemented various cost control measures to address challenges such as a 60% increase in the minimum wage in Bangladesh and rising raw material prices[4] - The company has optimized factory operations and invested in automation to reduce production costs while maintaining a high gross margin[24] - The group will continue to optimize its product mix and operational efficiency in its trade business, including the acquisition of a property in Missouri for warehouse use[4] - The company is actively seeking to optimize its workforce structure and improve operational efficiency to control sales and distribution costs[26] Assets and Liabilities - Total assets decreased to HKD 1,786,603,000 in 2023 from HKD 1,958,314,000 in 2022, reflecting a reduction of approximately 8.7%[69] - Total liabilities decreased to HKD 625,420,000 in 2023 from HKD 889,333,000 in 2022, a reduction of approximately 29.7%[71] - The company's equity increased to HKD 1,161,183,000 in 2023 from HKD 1,068,981,000 in 2022, reflecting an increase of about 8.6%[71] - Inventory levels decreased significantly to HKD 373,652,000 in 2023 from HKD 523,646,000 in 2022, a decline of approximately 28.6%[69] - Trade receivables also saw a reduction, falling to HKD 321,399,000 in 2023 from HKD 435,287,000 in 2022, a decrease of about 26.1%[69] Market Challenges - The group faced challenges in the retail market due to economic slowdowns in major markets, impacting procurement activities and overall retail sales[47] - The group anticipates that a 1% appreciation of the Bangladeshi Taka will reduce the manufacturing gross margin by approximately 0.28%[12] Dividends - The company proposed a final dividend of HKD 0.06 per share, totaling HKD 25,750,000, consistent with the previous year's dividend[8] - The board declared a final dividend of HKD 0.06 per share, maintaining the total dividend for the year at HKD 0.09 per share[48]
飞达控股(01100) - 2023 - 中期财报
2023-09-12 09:15
Financial Performance - The company's total revenue for the six months ended June 30, 2023, was HKD 780.26 million, a decrease of 17.2% compared to HKD 941.91 million for the same period in 2022[23]. - Gross profit fell by 9.8% to HKD 273.93 million, with a slight increase in gross margin to 35.1% from 32.2% in the previous year[23]. - Net profit attributable to shareholders decreased by 23.0% to HKD 65.08 million, down from HKD 84.49 million in the prior year[23]. - Trade business revenue decreased by 18.1% to HKD 311.03 million, accounting for 39.9% of total revenue[25]. - The group's revenue for the manufacturing business decreased by 16.5% to HKD 469,233,000, accounting for approximately 60.1% of total revenue[46]. - Operating profit for the manufacturing segment declined by 9.0% to HKD 129,083,000 compared to HKD 141,885,000 in the previous year[46]. - The group reported a net profit of HKD 71,603,000, down from HKD 91,257,000 in the previous year, representing a decrease of approximately 21.5%[37]. - Basic earnings per share decreased to 15.230 HKD from 20.804 HKD, reflecting a decline of about 26.8%[37]. - Total comprehensive income for the period, after tax, was HKD 66,918,000, down from HKD 88,029,000 in the previous year, indicating a decline of about 24.0%[78]. Cash and Liquidity - As of June 30, 2023, the company's cash and bank balances totaled HKD 327.20 million, an increase from HKD 268.50 million at the end of 2022[31]. - Cash and undrawn bank credit as of June 30, 2023, were approximately HKD 323,200,000 and HKD 705,000,000, respectively, compared to HKD 246,900,000 and HKD 579,500,000 at the end of 2022[45]. - Cash and cash equivalents increased to HKD 323,248,000 from HKD 246,949,000, representing a growth of approximately 30.8%[80]. - The company reported a net cash inflow from operating activities of HKD 146,272,000 for the six months ended June 30, 2023, compared to HKD 65,369,000 for the same period in 2022, representing an increase of 123%[104]. - Cash and cash equivalents at the end of the period increased to HKD 323,248,000, up from HKD 240,056,000 at the end of the previous period, reflecting a growth of 35%[104]. Investments and Capital Expenditure - The company invested approximately HKD 23.7 million in equipment and machinery to upgrade and expand capacity during the period[32]. - The company approved capital commitments of HKD 102.2 million for production facilities in Mexico and Bangladesh, along with HKD 0.3 million for trade business equipment upgrades[73]. - The company’s cash outflow for purchasing property, plant, and equipment was HKD 23,685,000, down from HKD 30,528,000 in the previous year, indicating a reduction of 22%[104]. - The company made an investment of approximately HKD 33 million in a limited partnership in China, representing about 3.36% of the target investment amount[118]. Debt and Financial Position - The company’s bank credit facilities amounted to HKD 893.0 million, with HKD 705.0 million undrawn as of June 30, 2023[31]. - The company's debt-to-equity ratio improved to 19.5% as of June 30, 2023, compared to 22.8% at the end of 2022, indicating a stronger financial position[72]. - The company has a total liability of HKD 432,520,000 as of June 30, 2023, compared to HKD 575,765,000 at the end of the previous year[126]. - The company’s total financial liabilities have not shown significant changes compared to the end of the previous year[111]. Operational Developments - The company is expanding its production base in Mexico, expected to be completed by the end of this year, enhancing order fulfillment capabilities and reducing logistics costs[29]. - The group plans to enhance operational management and optimize efficiency, with a new factory in Bangladesh significantly increasing production capacity[50]. - The company has established strong, long-term relationships with major retail brands, which will help maintain stable pricing and support sustainable development[28]. Market Outlook - The company anticipates a cautious optimism in sales prospects for consumer goods, supported by declining inflation rates and improved consumer confidence in the European and American retail markets[27]. - The group anticipates a recovery in order volume as inventory levels in major markets like the U.S. continue to decline[49]. - The group will implement various cost control measures to address challenges from rising raw material prices and high freight costs[51]. Shareholder Returns - The group declared an interim dividend of 3 HKD cents per share, consistent with the previous year[35]. - The company paid dividends amounting to HKD 25,703,000 during the period, slightly up from HKD 24,319,000 in the same period last year[104]. - The company has not declared any special dividends for the fiscal year 2022, compared to HKD 8,106,000 in special dividends for the fiscal year 2021[168]. Asset Management - The company's total assets decreased to HKD 1,839,270,000 as of June 30, 2023, from HKD 1,958,314,000 at the end of 2022, reflecting a reduction of approximately 6.1%[80]. - The company reported a decrease in inventory to HKD 387,550,000 from HKD 523,646,000, indicating a reduction of about 26.0%[80]. - The carrying amount of other intangible assets decreased to HKD 31,264,000 as of June 30, 2023, from HKD 52,243,000 as of December 31, 2022, a decline of approximately 40.1%[187]. Financial Risks and Management - The company’s financial risk management policies have remained unchanged since the end of the previous fiscal year[112]. - The expected credit loss provision made during the six months ended June 30, 2023, was HKD 2,052,000, a decrease from HKD 2,425,000 for the same period in 2022[144]. - The income tax expense for the six months ended June 30, 2023, was HKD 20,009,000, down from HKD 22,367,000 in the previous year, indicating a decrease of approximately 11%[145]. Stock and Shareholder Information - The total number of issued shares increased to 428,684,448 as of June 30, 2023, from 426,601,448 at the end of 2022, reflecting an increase of approximately 0.5%[179]. - The company's weighted average number of ordinary shares increased to 427,289,401 for the six months ended June 30, 2023, from 406,107,058 in the same period of 2022[147]. - As of June 30, 2023, there are 28,825,000 unexercised stock options available for exercise[197]. - No new stock options were granted in the six months ending June 30, 2023, consistent with the same period in 2022[199].
飞达控股(01100) - 2023 - 中期业绩
2023-08-29 09:59
Financial Statements This section presents the interim condensed consolidated financial statements, including the statement of profit or loss, comprehensive income, and balance sheet [Interim Condensed Consolidated Statement of Profit or Loss](index=1&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss) For the six months ended June 30, 2023, the Group's revenue decreased by 17.2% to HK$780.26 million, with gross profit down 9.8% to HK$273.93 million, while profit attributable to owners of the Company declined 23.0% to HK$65.08 million, and basic earnings per share was 15.23 HK cents Interim Consolidated Statement of Profit or Loss Summary | Item | H1 2023 (HK$ thousands) | H1 2022 (HK$ thousands) | Year-on-year Change | | :--- | :--- | :--- | :--- | | Revenue | 780,258 | 941,912 | -17.2% | | Gross Profit | 273,930 | 303,717 | -9.8% | | Operating Profit | 100,000 | 118,413 | -15.5% | | Profit Before Income Tax | 91,612 | 113,624 | -19.4% | | Profit for the Period | 71,603 | 91,257 | -21.5% | | Profit Attributable to Owners of the Company | 65,075 | 84,486 | -23.0% | | Basic Earnings Per Share (HK cents) | 15.230 | 20.804 | -26.8% | | Diluted Earnings Per Share (HK cents) | 14.900 | 20.422 | -27.0% | [Interim Condensed Consolidated Statement of Comprehensive Income](index=3&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income) For the six months ended June 30, 2023, total comprehensive income for the period decreased to HK$66.92 million from HK$88.03 million in the prior year, with total comprehensive income attributable to owners of the Company at HK$60.27 million Interim Consolidated Statement of Comprehensive Income Summary | Item | H1 2023 (HK$ thousands) | H1 2022 (HK$ thousands) | | :--- | :--- | :--- | | Profit for the Period | 71,603 | 91,257 | | Other Comprehensive Income | (4,685) | (3,228) | | Total Comprehensive Income for the Period | 66,918 | 88,029 | | Attributable to Owners of the Company | 60,273 | 81,448 | | Attributable to Non-controlling Interests | 6,645 | 6,581 | [Interim Condensed Consolidated Balance Sheet](index=4&type=section&id=Interim%20Condensed%20Consolidated%20Balance%20Sheet) As of June 30, 2023, the Group's total assets decreased to HK$1.839 billion from HK$1.958 billion at year-end 2022, with total liabilities reducing to HK$728.67 million and total equity increasing to HK$1.111 billion, while net current assets slightly improved Balance Sheet Summary | Item | June 30, 2023 (HK$ thousands) | December 31, 2022 (HK$ thousands) | | :--- | :--- | :--- | | **Assets** | | | | Non-current Assets | 718,892 | 697,091 | | Current Assets | 1,120,378 | 1,261,223 | | **Total Assets** | **1,839,270** | **1,958,314** | | **Equity and Liabilities** | | | | Total Equity | 1,110,602 | 1,068,981 | | Non-current Liabilities | 81,799 | 93,639 | | Current Liabilities | 646,869 | 795,694 | | **Total Liabilities** | **728,668** | **889,333** | | **Total Equity and Liabilities** | **1,839,270** | **1,958,314** | Notes to the Financial Statements This section provides detailed notes on the basis of preparation, accounting policies, segment information, and other financial details supporting the interim financial statements [1. Basis of Preparation and 2. Accounting Policies](index=6&type=section&id=1.%20Basis%20of%20Preparation%20and%202.%20Accounting%20Policies) These interim financial statements are prepared in accordance with HKAS 34 'Interim Financial Reporting' and are unaudited, with accounting policies consistent with the annual financial statements for the year ended December 31, 2022, and new or revised standards adopted during the period having no significant impact on the Group's accounting policies - The interim financial information is prepared in accordance with HKAS 34 and should be read in conjunction with the 2022 annual financial statements[13](index=13&type=chunk) - Except for insurance contract investments, accounting policies are consistent with the prior year, and newly issued standards have no significant impact on the Group[20](index=20&type=chunk)[21](index=21&type=chunk)[27](index=27&type=chunk) [3. Segment Information](index=7&type=section&id=3.%20Segment%20Information) The Group's operations are divided into manufacturing and trading segments, with manufacturing contributing the majority of revenue and all profit, while the trading segment recorded a loss, with manufacturing revenue at HK$469.23 million and segment profit at HK$129.08 million, and trading revenue at HK$311.03 million and segment loss at HK$28.04 million - The Group's operations are categorized into two main segments: **Manufacturing**, with production facilities in Bangladesh and Shenzhen, China, primarily serving customers in the US and Europe; and **Trading**, involving the trade and distribution of headwear, leather goods, and accessories through various subsidiaries in the US and European markets[23](index=23&type=chunk)[51](index=51&type=chunk)[48](index=48&type=chunk) Segment Results by Business for H1 2023 | Item (HK$ thousands) | Manufacturing | Trading | Total | | :--- | :--- | :--- | :--- | | Revenue from External Customers | 469,233 | 311,025 | 780,258 | | Reportable Segment Profit/(Loss) | 129,083 | (28,039) | 101,044 | [4. Profit Before Income Tax](index=9&type=section&id=4.%20Profit%20Before%20Income%20Tax) Profit before income tax for the period was HK$91.61 million, with key deductions including depreciation of property, plant and equipment at HK$25.68 million, amortization of other intangible assets at HK$13.66 million, and net finance costs of HK$8.37 million, alongside provisions of HK$1.94 million for obsolete inventories and HK$2.05 million for trade receivables - Provisions for obsolete inventories of **HK$1.94 million** and expected credit losses of **HK$2.05 million** were made during the period[30](index=30&type=chunk) Key Expenses and Finance Costs | Item (HK$ thousands) | H1 2023 | H1 2022 | | :--- | :--- | :--- | | Depreciation of Property, Plant and Equipment | 25,675 | 20,176 | | Amortization of Other Intangible Assets | 13,664 | 10,548 | | Finance Costs – Net | (8,374) | (4,711) | [5. Income Tax Expense](index=10&type=section&id=5.%20Income%20Tax%20Expense) For the six months ended June 30, 2023, income tax expense decreased to HK$20.01 million from HK$22.37 million in the prior year, with Hong Kong profits tax accrued at 16.5% and overseas profits tax calculated based on applicable rates in the respective operating countries Composition of Income Tax Expense | Item (HK$ thousands) | H1 2023 | H1 2022 | | :--- | :--- | :--- | | Current Year Tax | 19,596 | 22,188 | | Deferred Income Tax | 413 | 179 | | **Total Income Tax Expense** | **20,009** | **22,367** | - Hong Kong profits tax rate is **16.5%**, consistent with the prior year[43](index=43&type=chunk) [6. Earnings Per Share](index=11&type=section&id=6.%20Earnings%20Per%20Share) For the six months ended June 30, 2023, profit attributable to owners of the Company was HK$65.08 million, resulting in basic earnings per share of 15.23 HK cents based on a weighted average of 427.29 million ordinary shares outstanding, and diluted earnings per share of 14.90 HK cents after considering the dilutive effect of share options Basic Earnings Per Share Calculation | Item | H1 2023 | H1 2022 | | :--- | :--- | :--- | | Profit Attributable to Owners of the Company (HK$ thousands) | 65,075 | 84,486 | | Weighted Average Number of Ordinary Shares Outstanding | 427,289,401 | 406,107,058 | | **Basic Earnings Per Share (HK cents)** | **15.230** | **20.804** | Diluted Earnings Per Share Calculation | Item | H1 2023 | H1 2022 | | :--- | :--- | :--- | | Weighted Average Number of Ordinary Shares for Calculation | 436,741,782 | 413,696,223 | | **Diluted Earnings Per Share (HK cents)** | **14.900** | **20.422** | [7. Dividends](index=12&type=section&id=7.%20Dividends) The Board declared an interim dividend of 3 HK cents per share for the six months ended June 30, 2023, consistent with the prior year, totaling approximately HK$12.86 million, in addition to the final dividend of 6 HK cents per share for 2022, amounting to HK$25.70 million, paid during the period - Interim dividend of **3 HK cents per share** declared, consistent with the same period in 2022[41](index=41&type=chunk) - Final dividend for 2022 of **6 HK cents per share**, totaling **HK$25.70 million**, was paid during the period[56](index=56&type=chunk) [8. Capital Expenditure and Other Assets/Liabilities](index=13&type=section&id=8.%20Capital%20Expenditure%20and%20Other%20Assets%2FLiabilities) During the period, the Group's capital expenditure on property, plant and equipment was HK$23.69 million, and on intangible assets was HK$5.58 million, while net trade receivables decreased from HK$435 million to HK$365 million, primarily aged within 60 days, and trade payables also decreased from HK$234 million to HK$153 million [8.1 Capital Expenditure](index=13&type=section&id=8.1%20Capital%20Expenditure) The Group incurred capital expenditures primarily for property, plant, and equipment, and intangible assets during the period - For the six months ended June 30, 2023, the Group's total capital expenditure amounted to **HK$29.27 million**, including **HK$23.69 million** for property, plant and equipment, and **HK$5.58 million** for intangible assets[57](index=57&type=chunk) [9. Right-of-use Assets and Lease Liabilities](index=14&type=section&id=9.%20Right-of-use%20Assets%20and%20Lease%20Liabilities) This section details the Group's right-of-use assets and corresponding lease liabilities as of the reporting date - As of June 30, 2023, the carrying amount of right-of-use assets was **HK$57.09 million**, and total lease liabilities were **HK$60.93 million**, with no additions to right-of-use assets during the period[59](index=59&type=chunk)[60](index=60&type=chunk) [10. Trade Receivables and 11. Trade Payables](index=15&type=section&id=10.%20Trade%20Receivables%20and%2011.%20Trade%20Payables) This section provides an aging analysis of the Group's trade receivables and trade payables Aging Analysis of Trade Receivables (HK$ thousands) | Aging | June 30, 2023 | December 31, 2022 | | :--- | :--- | :--- | | 0–30 Days | 135,248 | 127,622 | | 31–60 Days | 101,224 | 122,207 | | 61–90 Days | 67,405 | 85,906 | | Over 90 Days | 77,021 | 113,554 | | **Total** | **380,898** | **449,289** | Aging Analysis of Trade Payables (HK$ thousands) | Aging | June 30, 2023 | December 31, 2022 | | :--- | :--- | :--- | | 0–30 Days | 46,257 | 120,896 | | 31–60 Days | 22,819 | 30,694 | | 61–90 Days | 13,854 | 6,839 | | Over 90 Days | 70,327 | 75,150 | | **Total** | **153,257** | **233,579** | Management Discussion and Analysis This section provides an overview of the Group's financial performance, business operations, future outlook, and financial management strategies [Financial and Business Review](index=17&type=section&id=Financial%20and%20Business%20Review) In the first half of 2023, the Group's revenue decreased by 17.2% to HK$780.26 million due to global market inventory overhang and weakening demand, yet gross margin increased to 35.1% through stable pricing and cost control, while manufacturing revenue declined 16.5% and trading revenue fell 18.1%, resulting in an operating loss for the latter, and profit attributable to shareholders decreased by 23.0% to HK$65.08 million - Facing market oversupply, the Group maintained a stable pricing strategy to protect gross margin, which slightly increased by **2.9 percentage points to 35.1%**[70](index=70&type=chunk)[72](index=72&type=chunk) - Manufacturing revenue decreased by **16.5%**, primarily due to reduced shipments as European and US customers digested inventory[73](index=73&type=chunk) - Trading revenue decreased by **18.1%**, also impacted by customer inventory digestion, and recorded an operating loss of **HK$28.04 million** as sales decline outpaced cost savings[76](index=76&type=chunk) [Prospects](index=18&type=section&id=Prospects) Looking ahead, despite global economic uncertainties, the Group is cautiously optimistic about prospects as European and US retail markets are expected to improve with declining inflation, anticipating inventory levels in key markets to normalize by Q4, leading to order recovery, while the Group will leverage its rapid production capabilities, enhanced by a new Mexican production base, and expand product lines to accessories at the new Bangladesh plant for synergistic benefits - Major retailers' inventory levels are expected to return to healthy levels by **Q4 this year**, leading to a rebound in order volumes[77](index=77&type=chunk) - The Group is establishing a new production base in Mexico, expected to be completed by year-end, which will enhance rapid order production capabilities and shorten delivery times to the US[79](index=79&type=chunk) - The new Bangladesh plant is completed and will expand production lines to accessories like belts and wallets, aiming to optimize resource utilization and achieve production-trading synergies[79](index=79&type=chunk) [Liquidity, Financial Resources, and Capital Management](index=20&type=section&id=Liquidity%2C%20Financial%20Resources%2C%20and%20Capital%20Management) As of June 30, 2023, the Group maintained a robust financial position with total cash and bank balances of HK$327.2 million and unutilized bank credit facilities of HK$705 million, while the gearing ratio improved to 19.5% from 22.8% at year-end, indicating sufficient financial resources for operational needs, with capital expenditure of approximately HK$29.3 million during the period Liquidity and Credit Status (HK$ millions) | Item | June 30, 2023 | December 31, 2022 | | :--- | :--- | :--- | | Cash and Bank Balances | 327.2 | 268.5 | | Unutilized Bank Credit | 705.0 | 579.5 | - Gearing ratio improved to **19.5%** from **22.8%** as of December 31, 2022[82](index=82&type=chunk) - Capital expenditure during the period included approximately **HK$23.7 million** for upgrading and expanding production capacity, and **HK$5.6 million** for trading business equipment and systems[83](index=83&type=chunk) [Other Operational Information](index=20&type=section&id=Other%20Operational%20Information) The Group's assets and liabilities are primarily denominated in HKD, USD, RMB, or BDT, exposing it to foreign exchange risk, particularly from BDT fluctuations, while as of June 30, 2023, the Group had approximately 9,379 employees globally, with the majority in Bangladesh, and employee expenses for the period were approximately HK$182 million - The Group faces foreign exchange risk, with a **1% fluctuation** in Bangladesh Taka expected to result in an approximate **0.2% inverse change** in manufacturing segment gross margin[84](index=84&type=chunk) - As of June 30, 2023, the Group employed **8,830 workers and employees in Bangladesh**, **386 in China (including Hong Kong)**, and **163 in the US and UK**[84](index=84&type=chunk) Other Information This section covers dividend policies, shareholder information, and corporate governance practices [Dividends and Shareholder Information](index=20&type=section&id=Dividends%20and%20Shareholder%20Information) The Board declared an interim dividend of 3 HK cents per share, payable on or after October 10, 2023, with share transfer registration suspended from September 18 to 20, 2023, to determine dividend entitlement, and no listed securities were purchased, sold, or redeemed by the Company during the period - Interim dividend of **3 HK cents per share** declared, payable on or after **October 10, 2023**[85](index=85&type=chunk)[89](index=89&type=chunk) - Share transfer registration will be suspended from **September 18 to 20, 2023**, to determine eligibility for the interim dividend[91](index=91&type=chunk)[86](index=86&type=chunk) - Neither the Company nor its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the period[92](index=92&type=chunk) [Corporate Governance](index=21&type=section&id=Corporate%20Governance) The Company has adopted and complied with the Corporate Governance Code and the Model Code for Securities Transactions by Directors of Listed Issuers as set out in the Listing Rules Appendix, and the Audit Committee, comprising all independent non-executive directors, has reviewed these interim financial statements - The Board believes the Company has complied with the **Corporate Governance Code** set out in Appendix 14 of the Listing Rules during the period[93](index=93&type=chunk) - All Directors have confirmed compliance with the **Model Code for Securities Transactions** during the period[87](index=87&type=chunk) - The Audit Committee has reviewed the **interim condensed consolidated financial information** for the period ended June 30, 2023[94](index=94&type=chunk)
飞达控股(01100) - 2022 - 年度财报
2023-04-19 09:24
Financial Performance - The company's revenue for the year increased by 17.1% to HKD 1,874,424,000, compared to HKD 1,600,255,000 in 2021[10] - Gross profit rose significantly by 33% to HKD 637,296,000, with a gross margin improvement of 4.1 percentage points to 34.0%[10] - Shareholders' profit surged by 52.6% to HKD 195,390,000, up from HKD 128,076,000 in the previous year[10] - Manufacturing business revenue increased by 33.6% to HKD 1,127,566,000, with a segment operating profit soaring by 77.0% to HKD 309,750,000[11] - Trade business revenue was HKD 746,858,000, remaining stable compared to the previous year, but incurred an operating loss of HKD 59,079,000 due to logistics disruptions[13] Production and Capacity Expansion - The company plans to enhance production capacity by 20% with the new facility in Bangladesh, expected to commence operations in Q2 2023[15] - The group plans to establish a production base in Mexico to enhance rapid order production capabilities and expand customer sources, with construction expected to be completed by the end of this year[16] - Capital expenditures for the year were approximately HKD 123.8 million, primarily for enhancing manufacturing capacity and expanding operations in Bangladesh[20] - The capital expenditure budget is set at HKD 123.5 million, with HKD 120.5 million allocated for the construction of the Mexican factory and expansion in Bangladesh[21] Financial Position and Cash Management - The company has approximately HKD 246,949,000 in cash and HKD 579,600,000 in undrawn bank financing as of December 31, 2022[10] - As of December 31, 2022, the group's cash and cash equivalents totaled HKD 268.5 million, an increase from HKD 204.7 million in 2021[19] - The group's bank credit facilities amounted to HKD 788.7 million, with HKD 579.5 million unused as of December 31, 2022[19] - The debt-to-equity ratio improved to 22.8% in 2022 from 30.5% in 2021, indicating a stronger financial position[19] Corporate Governance - The company has maintained high standards of corporate governance, adhering to the principles of the corporate governance code as per the Hong Kong Stock Exchange's listing rules[41] - The board of directors held a total of 4 meetings during the year, with all executive directors attending all meetings[42] - Independent non-executive directors attended all shareholder meetings, demonstrating strong engagement in corporate governance[42] - The company has established a practice of providing independent professional advice to directors to assist in fulfilling their responsibilities[44] - The company has a structured approach to board meetings, ensuring reasonable notice is given for all meetings[43] Risk Management and Internal Controls - The board is responsible for the effectiveness of the risk management and internal control systems, which are reviewed regularly[77] - The company conducts risk assessments that are integrated into strategic planning, business planning, and daily operations[79] - The company has established effective risk management and internal control systems to ensure the protection of significant assets and reliable financial reporting[83] - The internal audit team, with the assistance of the audit committee, oversees the monitoring processes, and no significant internal control deficiencies were noted in the 2022 audit[82] Environmental Sustainability - The company emphasizes sustainable development strategies and has formed an ESG working group to assess and report on related risks[142] - In 2022, the total greenhouse gas emissions amounted to 46,777 tons of CO2 equivalent, with 85% from indirect emissions related to electricity and transportation[158] - The company achieved a 2% reduction in waste at its Bangladesh facility in 2023, with total harmless waste generated being 598 tons in 2022, up from 534 tons in 2021[162][163] - The total wastewater generated in 2022 was 219,958 cubic meters, with all waste management practices compliant with applicable environmental laws and regulations[161][160] Employee Management and Training - The total training hours for employees amounted to 9,936 hours, with an average training duration of 12 hours per full-time employee[199] - The average training duration for male employees was 11 hours, while female employees averaged 13 hours[199] - 100% of senior management, middle management, and regular employees participated in training programs[199] - The company emphasizes emotional well-being through initiatives like "pressure relief counseling sessions" for employees[196] Shareholder Communication and Dividends - The company has established effective communication channels with shareholders, including annual general meetings and online updates[92] - The company proposed a final dividend of HKD 0.06 per share for the year ended December 31, 2022, compared to HKD 0.04 per share in the previous year, along with a special dividend of HKD 0.02 per share[103] - The total reserves available for cash distribution as of December 31, 2022, amounted to HKD 722,652,000, an increase from HKD 624,888,000 in the previous year[110] Related Party Transactions - The independent non-executive directors have reviewed the ongoing related party transactions and confirmed they are conducted in the ordinary course of business and on normal commercial terms[118] - The company has complied with the disclosure requirements under Listing Rule 14A regarding related party transactions[116]
飞达控股(01100) - 2022 - 年度业绩
2023-03-22 13:32
[Financial Statements](index=1&type=section&id=Financial%20Statements) [Consolidated Statement of Profit or Loss](index=1&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss) For the year ended December 31, 2022, the Group's revenue grew 17.1% to HK$1.874 billion, with operating profit up 45.7% to HK$264 million and profit attributable to owners increasing 52.6% to HK$195 million Key Financial Performance for 2022 | Financial Metric | 2022 (HK$ Thousand) | 2021 (HK$ Thousand) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Revenue | 1,874,424 | 1,600,255 | +17.1% | | Gross Profit | 637,296 | 479,224 | +33.0% | | Operating Profit | 264,059 | 181,232 | +45.7% | | Profit for the Year | 213,307 | 137,211 | +55.5% | | Profit Attributable to Owners of the Company | 195,390 | 128,076 | +52.6% | | Basic Earnings Per Share (HK cents) | 45.8728 | 30.0938 | +52.4% | [Consolidated Statement of Comprehensive Income](index=3&type=section&id=Consolidated%20Statement%20of%20Comprehensive%20Income) In 2022, the Group's total comprehensive income reached HK$201 million, a 43.9% increase from the previous year, primarily driven by higher profit for the year despite foreign exchange losses Overview of Total Comprehensive Income | Item | 2022 (HK$ Thousand) | 2021 (HK$ Thousand) | | :--- | :--- | :--- | | Profit for the Year | 213,307 | 137,211 | | Other Comprehensive Income (net of tax) | (12,548) | 2,237 | | **Total Comprehensive Income for the Year** | **200,759** | **139,448** | | Attributable to Owners of the Company | 183,084 | 130,313 | | Attributable to Non-controlling Interests | 17,675 | 9,135 | [Consolidated Statement of Financial Position](index=4&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of December 31, 2022, total assets increased to HK$1.958 billion and total equity to HK$1.069 billion, demonstrating a robust financial position with enhanced net current assets Balance Sheet Summary | Item | 2022 (HK$ Thousand) | 2021 (HK$ Thousand) | | :--- | :--- | :--- | | Total Assets | 1,958,314 | 1,669,520 | | Total Liabilities | 889,333 | 767,399 | | **Total Equity** | **1,068,981** | **902,121** | | Net Current Assets | 465,529 | 354,299 | [Notes to the Financial Statements](index=6&type=section&id=Notes%20to%20the%20Financial%20Statements) [Basis of Preparation and Accounting Policies](index=6&type=section&id=Basis%20of%20Preparation%20and%20Accounting%20Policies) The consolidated financial statements are prepared under Hong Kong Financial Reporting Standards and the Hong Kong Companies Ordinance, with new standards applied in 2022 having no material impact - The financial statements are prepared in accordance with Hong Kong Financial Reporting Standards and the Hong Kong Companies Ordinance[29](index=29&type=chunk) - New and revised standards applied for the first time in 2022 are not expected to have a significant impact on the Group[10](index=10&type=chunk)[30](index=30&type=chunk)[31](index=31&type=chunk) [Segment Information](index=7&type=section&id=Segment%20Information) In 2022, the manufacturing segment was the primary growth driver with HK$310 million in profit, while the trading segment incurred a loss, with the US market contributing 87.8% of total revenue Revenue and Profit by Business Segment | Business Segment | Revenue (HK$ Thousand) | Segment Profit/(Loss) (HK$ Thousand) | | :--- | :--- | :--- | | **2022** | | | | Manufacturing Business | 1,127,566 | 309,750 | | Trading Business | 746,858 | (59,079) | | **2021** | | | | Manufacturing Business | 844,256 | 174,981 | | Trading Business | 755,999 | (11,617) | Revenue from External Customers by Geographical Region | Region | 2022 (HK$ Thousand) | 2021 (HK$ Thousand) | | :--- | :--- | :--- | | United States | 1,646,338 | 1,423,456 | | Europe | 157,639 | 118,676 | | China | 16,528 | 23,139 | | Hong Kong | 9,814 | 7,135 | | Others | 44,105 | 27,849 | | **Total** | **1,874,424** | **1,600,255** | - Revenue from the Group's largest customer (a group of affiliates of one of the shareholders) accounted for **40.6% of total revenue**, amounting to HK$762 million[62](index=62&type=chunk) [Key Financial Items Explanation](index=11&type=section&id=Key%20Financial%20Items%20Explanation) In 2022, the Group recognized a net other loss of HK$0.678 million, increased net finance costs to HK$13.07 million, and fully impaired goodwill of HK$22.51 million due to underperforming trading business - The Group recognized a full goodwill impairment of **HK$22.51 million** during the year due to the underperformance of its H3 Sportgear LLC business, which is engaged in licensed headwear trading[40](index=40&type=chunk)[65](index=65&type=chunk) - Net finance costs increased from **HK$7.32 million to HK$13.07 million**, primarily due to higher interest on bank loans and other borrowings[19](index=19&type=chunk) - The Group recognized an excess provision of **HK$3.76 million** for tax matters related to offshore claims from prior years[22](index=22&type=chunk) [Earnings Per Share](index=13&type=section&id=Earnings%20Per%20Share) Profit attributable to owners of the company was HK$195 million in 2022, resulting in basic earnings per share of 45.87 HK cents and diluted earnings per share of 45.04 HK cents, both significantly up year-on-year Earnings Per Share Calculation | Item | 2022 | 2021 (Restated) | | :--- | :--- | :--- | | Profit Attributable to Owners of the Company (HK$ Thousand) | 195,390 | 128,076 | | **Basic Earnings Per Share (HK cents)** | **45.8728** | **30.0938** | | **Diluted Earnings Per Share (HK cents)** | **45.0421** | **30.0307** | [Dividends](index=15&type=section&id=Dividends) The Board proposed a final dividend of 6 HK cents per share, bringing the total annual dividend to 9 HK cents per share, consistent with 2021 including a special dividend Annual Dividends | Dividend Type | 2022 (HK cents per share) | 2021 (HK cents per share) | | :--- | :--- | :--- | | Interim Dividend | 3 | 3 | | Final Dividend | 6 (Proposed) | 4 | | Special Dividend | - | 2 | | **Total for the Year** | **9** | **9** | [Key Balance Sheet Items](index=15&type=section&id=Key%20Balance%20Sheet%20Items) At the end of 2022, net trade receivables increased to HK$435 million with a HK$14 million impairment provision, while trade payables rose to HK$234 million - Net trade receivables increased from **HK$361 million to HK$435 million**, with impairment loss provisions rising from **HK$11.2 million to HK$14 million**[46](index=46&type=chunk)[49](index=49&type=chunk) - Trade payables increased from **HK$220 million to HK$234 million**, with a higher proportion of amounts overdue for more than 90 days compared to the previous year[81](index=81&type=chunk) [Management Discussion and Analysis](index=19&type=section&id=Management%20Discussion%20and%20Analysis) [Overall Performance Review](index=19&type=section&id=Overall%20Performance%20Review) Despite challenging macroeconomic conditions in 2022, the Group achieved record high revenue of HK$1.874 billion and profit attributable to shareholders of HK$195 million, driven by strong manufacturing performance 2022 Performance Summary | Metric | Amount | Year-on-Year Change | | :--- | :--- | :--- | | Revenue | HK$1,874.4 million | +17.1% | | Gross Profit | HK$637.3 million | +33.0% | | Gross Profit Margin | 34.0% | +4.1 percentage points | | Profit Attributable to Shareholders | HK$195.4 million | +52.6% | - Facing challenges of economic slowdown, rising costs, and logistics disruptions, the Group's manufacturing business, leveraging its quick order advantage, drove strong consolidated business growth[54](index=54&type=chunk) [Business Segment Review](index=20&type=section&id=Business%20Segment%20Review) In 2022, the manufacturing business significantly boosted segment operating profit by 77.0%, while the trading business recorded an operating loss due to increased costs and goodwill impairment [Manufacturing Business](index=20&type=section&id=Manufacturing%20Business) Manufacturing revenue grew 33.6% to HK$1.128 billion, driven by high-margin quick orders, leading to a 77.0% surge in segment operating profit and increased workforce - Manufacturing business revenue increased by **33.6% to HK$1.128 billion**, primarily due to an increase in higher-margin quick orders[106](index=106&type=chunk) - Segment gross profit margin improved by **5.9 percentage points to 34.7%** due to the depreciation of the Bangladeshi Taka, which lowered sales costs, leading to a **77.0% surge in segment operating profit to HK$310 million**[106](index=106&type=chunk) - To meet demand, the workforce at the Bangladesh factory increased from approximately **7,200 to 9,000 employees**[107](index=107&type=chunk) [Trading Business](index=20&type=section&id=Trading%20Business) Trading business revenue remained stable at HK$747 million, but incurred an operating loss of HK$59.08 million due to rising logistics costs and a HK$22.5 million goodwill impairment - Trading business revenue was **HK$747 million**, similar to the previous year, accounting for **39.8% of the Group's total revenue**[58](index=58&type=chunk) - Sales and administrative expenses surged due to logistics disruptions at European and American ports, resulting in an operating loss of **HK$59.08 million** (including **HK$22.5 million goodwill impairment**)[108](index=108&type=chunk)[88](index=88&type=chunk) [Prospects and Strategy](index=21&type=section&id=Prospects%20and%20Strategy) The Group plans to expand production capacity in Bangladesh and Mexico to meet strong consumer demand and quick orders, while implementing cost controls and optimizing the trading business product portfolio - The Bangladesh expansion plan is nearing completion and is expected to commence production in the second quarter of this year, adding **20% to production capacity**[90](index=90&type=chunk) - A new production base is planned in Mexico to enhance quick order production capabilities and explore new customer sources, expected to be completed by year-end[111](index=111&type=chunk) - Strategic priorities include continuous implementation of cost control measures, broadening the supply chain, introducing automation technology, and optimizing the trading business product portfolio[91](index=91&type=chunk)[92](index=92&type=chunk) [Financial Position and Capital Management](index=22&type=section&id=Financial%20Position%20and%20Capital%20Management) At year-end 2022, the Group maintained a strong financial position with HK$247 million in cash and HK$579 million in unutilized bank facilities, reducing its gearing ratio to 22.8% Liquidity and Capital Structure | Metric | 2022 | 2021 | | :--- | :--- | :--- | | Cash and Cash Equivalents | HK$246.9 million | HK$198.9 million | | Unutilized Bank Facilities | HK$579.5 million | HK$216.9 million | | Gearing Ratio | 22.8% | 30.5% | - Capital expenditure for the year was approximately **HK$124 million**, primarily used to enhance manufacturing capabilities at the Bangladesh factory[95](index=95&type=chunk) - Future capital expenditure is budgeted at **HK$123.5 million**, with **HK$120.5 million** allocated for the construction of the Mexico factory and expansion of Bangladesh operations[115](index=115&type=chunk) [Corporate Governance and Other Information](index=23&type=section&id=Corporate%20Governance%20and%20Other%20Information) [Dividends and Shareholder Information](index=23&type=section&id=Dividends%20and%20Shareholder%20Information) The Board proposed a final dividend of 6 HK cents per share, with share transfer registration to be suspended in early June 2023 to determine eligibility for the dividend and AGM attendance - A final dividend of **6 HK cents per share** is proposed, with the record date set for June 6, 2023[117](index=117&type=chunk) - To determine eligibility for the final dividend, share transfer registration will be suspended from June 1 to June 6, 2023[99](index=99&type=chunk) [Corporate Governance Practices](index=24&type=section&id=Corporate%20Governance%20Practices) The company complied with all code provisions of the Corporate Governance Code in 2022, with the Audit Committee reviewing the financial statements and auditors verifying preliminary figures - The company complied with all code provisions of the Corporate Governance Code during the reporting year[121](index=121&type=chunk) - The Audit Committee has reviewed the consolidated financial statements for the year[123](index=123&type=chunk) - Neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities during the year[120](index=120&type=chunk)
飞达控股(01100) - 2022 - 中期财报
2022-09-13 08:37
Financial Performance - The company's revenue reached HKD 941.9 million, a 27.0% increase compared to HKD 741.7 million in the same period last year[5]. - Gross profit rose by 25.1% to HKD 303.7 million, with a slight decrease in gross margin to 32.2% from 32.7% year-on-year[5]. - Net profit attributable to shareholders increased by 27.8% to HKD 84.5 million, up from HKD 66.1 million in the previous year[5]. - For the six months ended June 30, 2022, the company reported revenue of HKD 941.912 million, an increase from HKD 741.658 million in the same period of 2021, representing a growth of approximately 27%[23]. - The gross profit for the same period was HKD 303.717 million, compared to HKD 242.730 million in 2021, indicating a gross profit margin improvement[23]. - The operating profit increased to HKD 118.413 million from HKD 89.549 million year-on-year, reflecting a growth of about 32%[23]. - The net profit for the period was HKD 91.257 million, up from HKD 70.682 million in the previous year, marking an increase of approximately 29%[23]. - Basic earnings per share rose to HKD 20.804 from HKD 16.304, representing an increase of about 27%[23]. - The total comprehensive income for the period was HKD 88.029 million, compared to HKD 71.751 million in the previous year, indicating an increase of about 22%[27]. Business Segments - Manufacturing business revenue surged by 43.1% to HKD 561.9 million, accounting for approximately 59.7% of total revenue[7]. - Trade business revenue grew by 8.9% to HKD 379.9 million, representing 40.3% of total revenue, but recorded an operating loss of HKD 23.1 million due to rising logistics costs[8]. - Manufacturing segment revenue reached HKD 620,108, up 40.7% from HKD 441,302 in the previous year, while trading segment revenue was HKD 379,943, an increase of 8.9% from HKD 349,040[76]. - The operating profit for the manufacturing segment was HKD 141,885, compared to HKD 89,087 in the prior year, while the trading segment reported an operating loss of HKD 23,097, a decrease from a profit of HKD 7,631[76]. Capital Expenditures and Investments - Capital expenditure during the period was approximately HKD 28.5 million for equipment and machinery upgrades, significantly higher than HKD 4.6 million in the same period last year[15]. - The company incurred capital expenditures of HKD 30,528,000 for the purchase of property, plant, and equipment, which is a substantial increase from HKD 5,645,000 in the previous year[40]. - Capital commitments for capital expenditures amounted to HKD 54,491,000 as of June 30, 2022, compared to HKD 29,723,000 as of December 31, 2021, showing an increase of about 83.3%[121]. - The group made an investment of HKD 36.6 million in a limited partnership in China, representing approximately 3.3% of the target capital commitment[68]. - The group invested HKD 3.9 million in a limited partnership in Hong Kong, accounting for about 1.7% of the target capital commitment[69]. Financial Position - As of June 30, 2022, the company had cash and bank balances totaling HKD 240.1 million, up from HKD 198.9 million at the end of 2021[6]. - The total assets as of June 30, 2022, were HKD 1,845.248 million, compared to HKD 1,669.520 million at the end of 2021, showing an increase of approximately 10.5%[29]. - The company’s total assets increased to HKD 936,225,000 as of June 30, 2022, from HKD 876,907,000 at the beginning of the period, indicating a growth of about 6.8%[34]. - Total liabilities were HKD 877,303 as of June 30, 2022, compared to HKD 767,399 at the end of the previous year[79]. - The company’s bank borrowings increased to HKD 618.5 million, with HKD 317.6 million remaining undrawn as of June 30, 2022[14]. Shareholder Information - The interim dividend declared was HKD 0.03 per share, consistent with the previous year's dividend[19]. - The total issued and paid-up share capital as of June 30, 2022, was HKD 42,559,000, with a total of 425,589,448 shares issued[105]. - The company issued 20,266,164 bonus shares, capitalized from reserves, approved at the annual general meeting on May 26, 2022[105]. - Major shareholders include Ms. Yan Baoling with 39,698,400 shares (9.33%) and Successful Years International Co., Ltd. with 192,885,000 shares (45.32%)[146]. - Total shares held by major shareholders amount to 232,583,400, representing 54.65% of the company's equity[146]. Risk Management and Governance - The group’s financial risk management includes market risk, credit risk, and liquidity risk, with no significant changes in risk management policies since year-end[51][53]. - The board confirmed compliance with the corporate governance code during the reporting period[154]. - The audit committee, comprising all independent non-executive directors, reviewed the financial reporting procedures and internal controls[157]. - The company has adopted the standard code of conduct for securities transactions as per the listing rules[156]. Employee and Management Compensation - Short-term employee benefits for key management personnel increased to HKD 18,429,000 for the six months ended June 30, 2022, compared to HKD 16,617,000 for the same period in 2021, marking a rise of approximately 10.9%[130]. - The company recognized an expense of HKD 92,000 related to share-based payments for the six months ended June 30, 2022, a decrease from HKD 223,000 in the same period last year[115].
飞达控股(01100) - 2021 - 年度财报
2022-04-20 10:07
Financial Performance - The group's revenue surged to HKD 1,600,255,000, a 52.7% increase from HKD 1,048,006,000 in 2020[25] - Gross profit rose by 50.4% to HKD 479,224,000, maintaining a gross margin of 29.9%[25] - Shareholders' profit increased by 179.1% to HKD 128,076,000, compared to HKD 45,895,000 in the previous year[25] - Manufacturing revenue increased by 58.2% to HKD 844,256,000, driven by a rapid recovery in customer orders and increased capacity in the Bangladesh factory[26] - Trade business revenue rose by 47.0% to HKD 755,999,000, accounting for 47.2% of total revenue, due to economic rebound in the US and UK[28] Dividends and Shareholder Returns - The group plans to distribute a final dividend of HKD 0.04 per share and a special dividend of HKD 0.02 per share, totaling HKD 0.09 for the year[25] - The interim dividend of HKD 0.03 per share was paid on October 8, 2021, totaling HKD 12.16 million, compared to HKD 0.02 per share in 2020[133] - The board proposed a final dividend of HKD 0.04 per share and a special dividend of HKD 0.02 per share for the year ended December 31, 2021, subject to shareholder approval[133] Financial Position and Capital Expenditures - The group maintains a strong financial position with cash and undrawn bank financing totaling approximately HKD 415,800,000 as of December 31, 2021[25] - As of December 31, 2021, the group's cash and cash equivalents totaled HKD 204.7 million, down from HKD 226 million in 2020[36] - The bank borrowing to equity ratio improved to 30.5% in 2021 from 37.2% in 2020, indicating a stronger financial position[36] - Capital expenditures for the year amounted to approximately HKD 45 million for enhancing manufacturing capabilities, significantly up from HKD 16.6 million in 2020[37] - The group plans to allocate HKD 95.5 million for capital expenditures, with HKD 92.5 million earmarked for expanding manufacturing operations in Bangladesh[38] Employee and Operational Insights - The group employed over 7,200 and 400 staff in Bangladesh and Shenzhen factories, respectively, as of December 31, 2021[27] - Employee expenses for the year were approximately HKD 340.2 million, an increase from HKD 251.8 million in 2020[41] - The group aims to optimize its trade business product mix to enhance operational efficiency and sales performance[32] Risk Management and Governance - The company has implemented a risk management process integrated into strategic planning, business planning, and daily operations[104] - The board is responsible for ensuring the internal control system remains sound and effective to protect shareholders' investments and the company's assets[97] - The company confirmed compliance with the standards set out in the code of conduct for securities trading by all directors as of December 31, 2021[87] - The company has established a board diversity policy with measurable targets, which will be reviewed periodically to ensure appropriateness and progress towards these goals[83] Market and Strategic Initiatives - The group expects a 20% increase in production capacity with new facilities in Bangladesh, set to commence operations in the first half of 2023[31] - The group anticipates continued growth in its trade subsidiaries in the US and UK, benefiting from the shift to online shopping[31] - The company is expanding its market presence in Asia, targeting a D% increase in market share by the end of the next fiscal year[63] - The company is exploring potential acquisitions to strengthen its portfolio and expand its capabilities in the market[63] Environmental and Social Responsibility - The company is committed to reducing waste and emissions in its operations, implementing effective environmental management systems[197] - The company has established environmental standards for its factories to ensure sustainable resource management[198] - The company aims to balance production and environmental protection through various eco-friendly measures, including reducing hazardous substances and promoting resource recycling[199] Stakeholder Engagement - Stakeholder engagement mechanisms have been established to ensure timely communication regarding the company's operations[188] - Key stakeholder concerns include employee welfare, product quality, and business sustainability, with various channels for engagement identified[189] Corporate Structure and Board Composition - The board consists of five executive directors and three independent non-executive directors, ensuring a balanced distribution of power and authority[74] - The company has adopted a board diversity policy, considering various factors such as cultural background, professional experience, and skills to achieve diversity among board members[78] - The company has established a nomination committee to oversee the appointment and re-election of directors, ensuring a transparent and orderly process[81] Related Party Transactions - The company confirmed compliance with the relevant disclosure requirements under the Listing Rules regarding related party transactions[150] - The maximum annual total value of supply transactions under the manufacturing agreement with New Era Cap Hong Kong LLC for the fiscal years ending December 31, 2022, 2023, and 2024 are projected to be HKD 583,500,000, HKD 641,850,000, and HKD 706,035,000 respectively[154]
飞达控股(01100) - 2021 - 中期财报
2021-09-06 08:41
[Management Discussion and Analysis](index=3&type=section&id=管理層討論及分析) This section provides an overview of the Group's financial performance, business operations, future outlook, liquidity, capital expenditure, foreign exchange risks, and employee policies for the period [Financial Review](index=3&type=section&id=財務回顧) The Group achieved record-high revenue and net profit in H1 2021, driven by global economic recovery, increased factory capacity, and a comprehensive trade business portfolio H1 2021 Financial Performance Overview | Metric | H1 2021 (thousand HKD) | H1 2020 (thousand HKD) | Y-o-Y Growth Rate | | :----------- | :-------------------- | :-------------------- | :--------- | | Revenue | 741,658 | 430,952 | 72.1% | | Gross Profit | 242,730 | 129,377 | 87.6% | | Gross Margin | 32.7% | 30.0% | 2.7 percentage points | | Profit Attributable to Shareholders | 66,084 | 757 | 87.3 times | | Interim Dividend | HK 3 cents per share | HK 2 cents per share | 50.0% | | Cash on Hand | 217,300 | 219,500 (December 31, 2020) | -1.0% | | Unutilized Banking Facilities | 204,300 | 219,300 (December 31, 2020) | -6.9% | - Revenue and net profit reached record highs, primarily driven by global economic recovery, eased pandemic lockdowns, increased production capacity at the Bangladesh factory, and a comprehensive trade business product portfolio[7](index=7&type=chunk) - Gross margin increased to **32.7%**, attributed to more fast-track orders, effective cost control, and enhanced automation at the Bangladesh factory[7](index=7&type=chunk) [Business Review](index=4&type=section&id=業務回顧) Manufacturing revenue grew significantly from increased customer procurement and expanded factory capacity, while the trade business turned profitable from eased lockdowns and online shopping trends - Employee numbers changed at Bangladesh and Shenzhen factories: Bangladesh factory employees increased to approximately **6,300** (December 31, 2020: 5,300), while Shenzhen factory employees decreased to approximately **400** (December 31, 2020: 500)[9](index=9&type=chunk) - Bangladesh production contributed **50.1%** of the Group's total revenue, an increase from **47.5%** in the prior year period[9](index=9&type=chunk) - The trade business benefited from the online consumption trend driven by the pandemic and industry consolidation, expanding its licensed brand portfolio[10](index=10&type=chunk) Manufacturing and Trading Business Performance | Business Segment | Metric | H1 2021 (thousand HKD) | H1 2020 (thousand HKD) | Y-o-Y Growth Rate/Change | | :------- | :----------- | :-------------------- | :-------------------- | :-------------- | | **Manufacturing Business** | Revenue | 441,302 | 268,469 | 64.4% | | | Revenue from External Customers | 392,618 | 235,980 | 66.4% | | | % of Total Revenue | 52.9% | - | - | | | Operating Profit | 89,087 | 35,237 | 152.8% | | **Trading Business** | Revenue | 349,040 | 194,972 | 79.0% | | | % of Total Revenue | 47.1% | - | - | | | Operating Profit | 7,631 | (18,026) (Loss) | Turned from Loss to Profit | [Outlook](index=5&type=section&id=前景) Despite challenges, management anticipates continued growth by optimizing capacity, improving efficiency, localizing supply chains, and expanding licensed brands - Management expects growth momentum to continue as the market adapts to the 'new normal' of living with the pandemic and customer order demand remains strong[12](index=12&type=chunk) - To meet demand, the Group will continue to optimize its production capacity layout, including improving efficiency and capacity, despite the Bangladesh factory's approximately two-week shutdown due to pandemic lockdowns[12](index=12&type=chunk) - To address raw material shortages, soaring prices, and rising freight costs, management is gradually implementing supply chain and procurement localization strategies[12](index=12&type=chunk) - The trade business is expected to benefit from online shopping trends and market recovery, with the Group planning to strengthen and expand its licensed brand portfolio to consolidate its leading position[12](index=12&type=chunk) [Liquidity and Financial Resources](index=6&type=section&id=流動資金及財政資源) As of June 30, 2021, the Group maintained a robust liquidity position with total cash and bank balances of **HKD 222.2 million**, ample banking facilities, and a reduced bank borrowings to equity ratio Overview of Liquidity and Financial Resources | Metric | June 30, 2021 (million HKD) | December 31, 2020 (million HKD) | Change Rate | | :--------------- | :----------------------- | :------------------------ | :----- | | Total Cash, Bank Balances, and Liquid Investment Portfolio | 222.2 | 226.0 | -1.7% | | Total Banking Facilities | 475.0 | 513.4 | -7.5% | | Unutilized Banking Facilities | 204.3 | 219.3 | -6.9% | | Bank Borrowings to Equity Ratio | 31.9% | 37.2% | -5.3 percentage points | - Approximately **60%** of the liquid funds were denominated in USD, **26%** in RMB, and **7%** in HKD[14](index=14&type=chunk) - The sound financial and liquidity position ensures the Group has sufficient resources to meet its commitments and working capital requirements[14](index=14&type=chunk) [Capital Expenditure](index=6&type=section&id=資本開支) The Group invested **HKD 4.6 million** in equipment and **HKD 1.0 million** in trading business systems, with approved capital commitments totaling **HKD 51.4 million** for production plants and equipment Capital Expenditure Overview | Item | H1 2021 (million HKD) | H1 2020 (million HKD) | Change Rate | | :----------- | :---------------------- | :---------------------- | :----- | | Additions to Equipment | 4.6 | 8.6 | -46.5% | | Trading Business Equipment and Systems | 1.0 | 1.7 | -41.2% | Approved Capital Commitments (as of June 30, 2021) | Item | Amount (million HKD) | | :----------- | :-------------- | | Production Plants and Equipment | 51.4 | | Trading Business Equipment Upgrades | 3.0 | [Foreign Exchange Risk](index=7&type=section&id=外匯風險) The Group's assets and liabilities are primarily denominated in HKD, USD, RMB, or BDT, with a 1% appreciation in RMB or BDT expected to decrease manufacturing gross margin by approximately 0.1% - The majority of the Group's assets and liabilities are denominated in HKD, USD, RMB, or Bangladeshi Taka[17](index=17&type=chunk) - A **1%** appreciation in RMB or Bangladeshi Taka is expected to result in an approximate **0.1%** decrease in the manufacturing business's gross margin[17](index=17&type=chunk) [Employees and Remuneration Policy](index=7&type=section&id=僱員及薪酬政策) As of June 30, 2021, the Group had **6,929** global employees, with a significant increase in Bangladesh, and incurred approximately **HKD 165.5 million** in employee expenses, offering competitive remuneration and share options to key employees Employee Numbers and Expenses | Region | June 30, 2021 (Number of People) | June 30, 2020 (Number of People) | Change Rate | | :----------- | :------------------- | :------------------- | :----- | | China (including Hong Kong) | 482 | 663 | -27.3% | | Bangladesh | 6,290 | 4,087 | 54.0% | | USA and UK | 157 | 148 | 6.1% | | **Total** | **6,929** | **4,898** | **41.5%** | | Employee Expenses | 165.5 million HKD | 113.4 million HKD | 46.0% | - The Group ensures competitive employee remuneration levels, determined by position and performance[18](index=18&type=chunk) - Key employees, including directors, are granted share options under the share option scheme[18](index=18&type=chunk) [Interim Dividend and Closure of Register of Members](index=8&type=section&id=中期股息及暫停辦理股份過戶登記) This section details the interim dividend declaration and the temporary closure of the register of members to determine shareholders' entitlement [Interim Dividend](index=8&type=section&id=中期股息) The Board declared an interim dividend of **HK 3 cents per share**, an increase from the prior year, payable on or after October 8, 2021 Interim Dividend | Item | 2021 (HK cents per share) | 2020 (HK cents per share) | Change Rate | | :------- | :---------------- | :---------------- | :----- | | Interim Dividend | 3 | 2 | 50.0% | - The interim dividend will be paid on or after October 8, 2021[19](index=19&type=chunk) [Closure of Register of Members](index=8&type=section&id=暫停辦理股份過戶登記) To determine eligibility for the interim dividend, the Company will temporarily suspend the registration of share transfers from September 14 to September 16, 2021 - The registration of share transfers will be suspended from September 14, 2021, to September 16, 2021 (both dates inclusive)[20](index=20&type=chunk) - To qualify for the interim dividend, all transfer documents, accompanied by the relevant share certificates, must be lodged with the Hong Kong share registrar by 4:30 p.m. on September 13, 2021[20](index=20&type=chunk) [Unaudited Condensed Consolidated Statement of Profit or Loss](index=9&type=section&id=中期簡明綜合損益表(未經審核)) For H1 2021, the Group's revenue increased by **72.1%** to **HKD 741,658 thousand**, gross profit rose **87.6%** to **HKD 242,730 thousand**, and profit attributable to owners reached **HKD 66,084 thousand** Summary of Unaudited Condensed Consolidated Statement of Profit or Loss | Metric | H1 2021 (thousand HKD) | H1 2020 (thousand HKD) | Change Rate | | :--------------- | :-------------------- | :-------------------- | :----- | | Revenue | 741,658 | 430,952 | 72.1% | | Cost of Sales | (498,928) | (301,575) | 65.4% | | Gross Profit | 242,730 | 129,377 | 87.6% | | Operating Profit | 89,549 | 9,614 | 831.4% | | Profit Before Income Tax | 85,878 | 3,568 | 2304.0% | | Income Tax Expense | (15,196) | (2,228) | 581.2% | | Profit for the Period | 70,682 | 1,340 | 5174.8% | | Profit Attributable to Owners of the Company | 66,084 | 757 | 8630.0% | | Basic Earnings Per Share (HK cents) | 16.30 | 0.19 | 8478.9% | [Unaudited Condensed Consolidated Statement of Comprehensive Income](index=10&type=section&id=中期簡明綜合全面收益表(未經審核)) For H1 2021, the Group's profit for the period was **HKD 70,682 thousand**, with total comprehensive income reaching **HKD 71,751 thousand** after exchange differences, significantly improving from the prior year's comprehensive loss Summary of Unaudited Condensed Consolidated Statement of Comprehensive Income | Metric | H1 2021 (thousand HKD) | H1 2020 (thousand HKD) | Change | | :--------------- | :-------------------- | :-------------------- | :--- | | Profit for the Period | 70,682 | 1,340 | Increase | | Exchange Differences on Translation of Financial Statements of Overseas Operations | 1,069 | (3,684) | Improvement | | Total Comprehensive Income/(Loss) for the Period, Net of Tax | 71,751 | (2,344) | Turned from Loss to Profit | | Attributable to Owners of the Company | 67,064 | (2,801) | Turned from Loss to Profit | | Attributable to Non-controlling Interests | 4,687 | 457 | Increase | [Unaudited Condensed Consolidated Statement of Financial Position](index=11&type=section&id=中期簡明綜合資產負債表(未經審核)) As of June 30, 2021, the Group's total assets increased to **HKD 1,488,837 thousand** and total equity rose to **HKD 848,227 thousand**, indicating a robust financial position with significantly increased net current assets Summary of Unaudited Condensed Consolidated Statement of Financial Position | Metric | June 30, 2021 (thousand HKD) | December 31, 2020 (thousand HKD) | Change Rate | | :--------------- | :--------------------- | :---------------------- | :----- | | **Assets** | | | | | Non-current Assets | 553,987 | 564,855 | -1.9% | | Current Assets | 934,850 | 868,643 | 7.6% | | **Total Assets** | **1,488,837** | **1,433,498** | **3.9%** | | **Equity and Liabilities** | | | | | Total Equity | 848,227 | 788,413 | 7.6% | | Non-current Liabilities | 49,205 | 52,799 | -6.8% | | Current Liabilities | 591,405 | 592,286 | -0.1% | | **Total Liabilities** | **640,610** | **645,085** | **-0.7%** | | Net Current Assets | 343,445 | 276,357 | 24.3% | [Unaudited Condensed Consolidated Statement of Changes in Equity](index=13&type=section&id=中期簡明綜合權益變動表(未經審核)) The Group's total equity increased during the period, primarily reflecting the contribution of profit for the period to retained earnings and changes in exchange reserves, with share capital remaining stable and other reserves growing - The statement of changes in equity presents the opening and closing balances and movements during the period for share capital, share premium, capital reserve, share-based payment reserve, other reserves, exchange reserve, retained earnings, total, non-controlling interests, and total equity[35](index=35&type=chunk)[36](index=36&type=chunk) - Profit for the period and exchange differences are the main factors affecting total equity[25](index=25&type=chunk)[35](index=35&type=chunk)[36](index=36&type=chunk) [Unaudited Condensed Consolidated Statement of Cash Flows](index=15&type=section&id=中期簡明綜合現金流量表(未經審核)) For H1 2021, the Group generated **HKD 66,272 thousand** from operating activities, with net cash outflows from investing and financing, resulting in a slight decrease in cash and cash equivalents to **HKD 217,294 thousand** at period-end Summary of Unaudited Condensed Consolidated Statement of Cash Flows | Metric | H1 2021 (thousand HKD) | H1 2020 (thousand HKD) | Change | | :--------------- | :-------------------- | :-------------------- | :--- | | Net Cash Generated from Operating Activities | 66,272 | 63,515 | Increase | | Net Cash (Used in)/Generated from Investing Activities | (23,254) | 11,342 | Turned to Net Outflow | | Net Cash (Used in)/Generated from Financing Activities | (45,324) | 39,507 | Turned to Net Outflow | | Net (Decrease)/Increase in Cash and Cash Equivalents | (2,306) | 114,364 | Turned to Net Decrease | | Cash and Cash Equivalents at End of Period | 217,294 | 223,623 | Decrease | - Net cash outflow from investing activities was primarily due to the purchase of property, plant and equipment and financial assets measured at fair value through profit or loss[40](index=40&type=chunk) - Net cash outflow from financing activities was mainly due to the repayment of bank borrowings and dividends paid, despite proceeds from new bank borrowings[40](index=40&type=chunk) [Notes to the Unaudited Condensed Consolidated Financial Information](index=15&type=section&id=未經審核中期簡明綜合財務資料附註) This section provides detailed notes on the Group's general information, accounting policies, financial risk management, revenue, segment information, and other key financial statement items [1. General Information](index=16&type=section&id=1.%20General%20Information) Fei Da Hat Industry Holdings Limited is a Bermuda-incorporated listed company primarily engaged in investment holding, with subsidiaries involved in manufacturing, sales, trading, and distribution of headwear and other products - The Company is a listed limited liability company incorporated in Bermuda, with its shares listed on The Stock Exchange of Hong Kong Limited[41](index=41&type=chunk) - The Company's principal business is investment holding, while its subsidiaries are primarily engaged in the manufacture and sale of headwear, and the trading and distribution of headwear and other products[41](index=41&type=chunk) [2. Basis of Preparation](index=16&type=section&id=2.%20Basis%20of%20Preparation) This interim condensed consolidated financial information is prepared in accordance with HKAS 34 'Interim Financial Reporting' and should be read in conjunction with the annual consolidated financial statements for the year ended December 31, 2020 - This interim condensed consolidated financial information has been prepared in accordance with Hong Kong Accounting Standard 34 'Interim Financial Reporting'[44](index=44&type=chunk) - This information does not include all the notes normally included in annual consolidated financial statements and should be read in conjunction with the consolidated financial statements for the year ended December 31, 2020[44](index=44&type=chunk) [3. Accounting Policies](index=16&type=section&id=3.%20Accounting%20Policies) The accounting policies applied are consistent with the prior year's annual consolidated financial statements, except for income tax estimates and the adoption of new and revised standards, which did not require changes or retrospective adjustments - The accounting policies applied are consistent with those applied in the annual consolidated financial statements for the year ended December 31, 2020, except for income tax estimates and the adoption of new and revised standards[45](index=45&type=chunk) - The Group was not required to change its accounting policies or make retrospective adjustments due to the adoption of new and revised standards[48](index=48&type=chunk) - Standards that have been issued but are not yet effective for the Group are not expected to have a significant impact on the Group in the current or future reporting periods[49](index=49&type=chunk) [4. Estimates](index=17&type=section&id=4.%20Estimates) Preparation of interim financial information requires management's judgment, estimates, and assumptions, which may differ from actual results, with key estimation uncertainties consistent with prior year's annual financial statements - The preparation of interim condensed consolidated financial information requires management to make judgments, estimates, and assumptions, and actual results may differ from these estimates[50](index=50&type=chunk) - The key sources of estimation uncertainty in applying accounting policies and making estimates are the same as those applied in the consolidated financial statements for the year ended December 31, 2020[50](index=50&type=chunk) [5. Financial Risk Management](index=17&type=section&id=5.%20Financial%20Risk%20Management) The Group's operations are exposed to market, credit, and liquidity risks, with no significant changes in contractual undiscounted cash outflows of financial liabilities or risk management policies since the year-end - The Group's operations are exposed to market risk (including foreign exchange risk, interest rate risk, and price risk), credit risk, and liquidity risk[51](index=51&type=chunk) - There have been no significant changes in the contractual undiscounted cash outflows of financial liabilities compared to the year-end, and no changes in any risk management policies since the year-end[52](index=52&type=chunk)[53](index=53&type=chunk) [5.2 Fair Value Estimation](index=18&type=section&id=5.2%20Fair%20Value%20Estimation) The Group estimates fair values of financial instruments using a three-level hierarchy, holding financial assets measured at fair value through profit or loss, primarily unlisted investment funds, unlisted equity investments, and listed securities Financial Assets Measured at Fair Value (June 30, 2021) | Category | Level 1 (thousand HKD) | Level 2 (thousand HKD) | Level 3 (thousand HKD) | Total (thousand HKD) | | :----------- | :------------- | :------------- | :------------- | :------------ | | Unlisted Investment Funds | — | — | 17,855 | 17,855 | | Unlisted Equity Investments | — | — | 8,943 | 8,943 | | Listed Securities | 4,879 | — | — | 4,879 | | **Total Financial Assets** | **4,879** | **—** | **26,798** | **31,677** | - During the period, there were no transfers between fair value hierarchy levels for financial assets, and no other changes in valuation methods[61](index=61&type=chunk) [5.3 Fair Value Measurements Using Significant Unobservable Inputs (Level 3)](index=20&type=section&id=5.3%20Fair%20Value%20Measurements%20Using%20Significant%20Unobservable%20Inputs%20(Level%203)) Level 3 fair value measurements include investments in limited partnership interests and unlisted equity, with fair values approximate to prior reporting dates due to no significant changes - Unlisted investment funds classified as financial assets measured at fair value through profit or loss refer to a **2.2618%** investment in limited partnership interests in a fund[62](index=62&type=chunk) - Unlisted equity investments refer to an **18%** equity investment in an unlisted company incorporated in the USA, primarily engaged in the acquisition and management of retail plazas and related properties[62](index=62&type=chunk) - The Group believes that as of June 30, 2021, the fair values of financial assets measured at fair value through profit or loss are approximate to their values at the previous annual reporting date/acquisition date, as there have been no significant changes in their values since then[62](index=62&type=chunk) [5.4 Fair Value of Financial Assets and Liabilities Measured at Amortized Cost](index=20&type=section&id=5.4%20Fair%20Value%20of%20Financial%20Assets%20and%20Liabilities%20Measured%20at%20Amortized%20Cost) The fair values of the Group's financial assets and liabilities measured at amortized cost, including trade receivables, cash, payables, lease liabilities, and borrowings, are approximate to their carrying amounts - The fair values of other financial assets, trade receivables, cash and cash equivalents, trade and other payables, amounts due to non-controlling interests, lease liabilities, and borrowings measured at amortized cost are approximate to their carrying amounts[64](index=64&type=chunk) [6. Revenue](index=21&type=section&id=6.%20Revenue) The Group's principal activities involve the manufacturing, trading, and retail of headwear, small leather goods, handbags, apparel, and accessories - The Group's principal activities are the manufacturing, trading, and retail of headwear, small leather goods, handbags, apparel, and accessories[66](index=66&type=chunk) [7. Segment Information](index=21&type=section&id=7.%20Segment%20Information) Executive Directors, as chief operating decision-makers, determine operating segments based on reviewed reports, dividing the Group's business into manufacturing and trading, with performance assessed by segment profit/(loss) - The Executive Directors are identified as the chief operating decision-makers, determining operating segments based on reports reviewed for strategic decisions[67](index=67&type=chunk) - The Group's operating segments include manufacturing business (with primary production facilities in Bangladesh and Shenzhen, China) and trading business (operated through subsidiaries focused on European and US markets)[68](index=68&type=chunk) - Segment assets do not include investment properties, deferred income tax assets, financial assets measured at fair value through profit or loss, recoverable taxes, and cash and cash equivalents[69](index=69&type=chunk) [8. Profit Before Income Tax](index=23&type=section&id=8.%20Profit%20Before%20Income%20Tax) This section analyzes amounts deducted from or credited to profit before income tax, including depreciation, amortization, fair value losses, net exchange losses, inventory provisions, and net reversal/(impairment) of trade receivables Adjustments to Profit Before Income Tax | Item | H1 2021 (thousand HKD) | H1 2020 (thousand HKD) | | :--------------------------------- | :-------------------- | :-------------------- | | Fair Value Loss on Financial Assets Measured at Fair Value Through Profit or Loss | 1,677 | 2,029 | | Net Exchange Loss | 324 | 878 | | Depreciation of Property, Plant and Equipment | 18,871 | 19,053 | | Depreciation of Right-of-Use Assets | 10,022 | 7,832 | | Amortization of Other Intangible Assets | 9,218 | 9,336 | | Net Provision for Inventories | 733 | 3,416 | | Net (Reversal of)/Impairment Loss on Trade Receivables | (788) | 3,682 | Finance Costs — Net | Item | H1 2021 (thousand HKD) | H1 2020 (thousand HKD) | | :--------------- | :-------------------- | :-------------------- | | Interest on Bank Loans, Overdrafts and Other Borrowings | (2,706) | (5,009) | | Increase in Interest on Patent Fees Payable | (592) | (851) | | Interest on Lease Liabilities | (619) | (549) | | Finance Costs | (3,917) | (6,409) | | Finance Income | 246 | 363 | | **Finance Costs — Net** | **(3,671)** | **(6,046)** | - Net provision for inventories was **HKD 733 thousand**, a significant decrease from the prior year period, reflecting improved inventory conditions[73](index=73&type=chunk)[74](index=74&type=chunk) - Trade receivables recorded a reversal of **HKD 788 thousand**, indicating an improvement in expected credit loss assessment[73](index=73&type=chunk)[74](index=74&type=chunk) [9. Income Tax Expense](index=25&type=section&id=9.%20Income%20Tax%20Expense) For the six months ended June 30, 2021, the Group's income tax expense significantly increased to **HKD 15,196 thousand**, primarily due to higher overseas taxation and underprovision for Hong Kong profits tax in prior years Breakdown of Income Tax Expense | Item | H1 2021 (thousand HKD) | H1 2020 (thousand HKD) | | :--------------- | :-------------------- | :-------------------- | | Current Year — Hong Kong Profits Tax | 1,001 | — | | Current Year — Overseas Taxation | 11,867 | 2,884 | | Underprovision/(Overprovision) in Prior Years — Hong Kong Profits Tax | 3,500 | (128) | | Deferred Income Tax | (1,172) | (528) | | **Income Tax Expense** | **15,196** | **2,228** | - Income tax expense is recognized based on management's estimate of the expected weighted average annual income tax rate for the entire financial year[79](index=79&type=chunk) - Hong Kong profits tax is provided at a rate of **16.5%**, and overseas profits tax is calculated at the prevailing tax rates in the countries where the Group operates[79](index=79&type=chunk) [10. Earnings Per Share](index=26&type=section&id=10.%20Earnings%20Per%20Share) For H1 2021, profit attributable to owners was **HKD 66,084 thousand**, with basic EPS of **HK 16.30 cents**, and no diluted EPS for H1 2020 due to anti-dilutive share options Basic Earnings Per Share | Metric | H1 2021 | H1 2020 | | :--------------- | :----------- | :----------- | | Profit Attributable to Owners of the Company (thousand HKD) | 66,084 | 757 | | Weighted Average Number of Ordinary Shares in Issue | 405,323,284 | 405,323,284 | | Basic Earnings Per Share (HK cents) | 16.30 | 0.19 | Diluted Earnings Per Share | Metric | H1 2021 | | :--------------- | :----------- | | Profit Attributable to Owners of the Company (thousand HKD) | 66,084 | | Weighted Average Number of Ordinary Shares for Diluted EPS Calculation | 405,463,756 | | Diluted Earnings Per Share (HK cents) | 16.30 | - For the six months ended June 30, 2020, the outstanding share options were not assumed to have been exercised as they would have an anti-dilutive effect on basic earnings per share[85](index=85&type=chunk) [11. Dividends](index=28&type=section&id=11.%20Dividends) During the period, the Board declared an interim dividend of **HK 3 cents per share** and paid a final dividend of **HK 3 cents per share** for 2020 Dividends Attributable to the Period | Item | H1 2021 (thousand HKD) | H1 2020 (thousand HKD) | | :--------------- | :-------------------- | :-------------------- | | Interim Dividend Declared of HK 3 cents per share (2020: HK 2 cents) | 12,160 | 8,106 | Dividends Approved and Paid During the Period Attributable to Prior Financial Year | Item | 2021 (thousand HKD) | 2020 (thousand HKD) | | :--------------- | :-------------- | :-------------- | | Final Dividend Paid for 2020 of HK 3 cents per share (2019: HK 3 cents) | 12,160 | 12,160 | [12. Capital Expenditure](index=28&type=section&id=12.%20Capital%20Expenditure) For H1 2021, the Group acquired **HKD 5,645 thousand** in property, plant, and equipment and **HKD 6,247 thousand** in intangible assets, with investment properties not revalued due to no significant value change Capital Expenditure | Item | H1 2021 (thousand HKD) | H1 2020 (thousand HKD) | | :--------------- | :-------------------- | :-------------------- | | Acquisition of Property, Plant and Equipment | 5,645 | 10,289 | | Acquisition of Intangible Assets | 6,247 | 22,871 | - Other intangible assets include acquired customer relationships of **HKD 1,615 thousand** and patent rights of **HKD 21,337 thousand**[90](index=90&type=chunk) - Investment properties were not revalued during the period as there were no indications of significant changes in value since the last annual reporting date[90](index=90&type=chunk) [13. Right-of-Use Assets and Lease Liabilities](index=29&type=section&id=13.%20Right-of-Use%20Assets%20and%20Lease%20Liabilities) As of June 30, 2021, total right-of-use assets were **HKD 43,514 thousand** and lease liabilities **HKD 45,810 thousand**, with right-of-use assets increasing by **HKD 11,353 thousand** and total cash outflow from leases at **HKD 10,394 thousand** Right-of-Use Assets and Lease Liabilities | Item | June 30, 2021 (thousand HKD) | December 31, 2020 (thousand HKD) | | :----------- | :--------------------- | :---------------------- | | Right-of-Use Assets | 43,514 | 42,183 | | Lease Liabilities (Non-current) | 29,970 | 27,374 | | Lease Liabilities (Current) | 15,840 | 16,294 | | **Total Lease Liabilities** | **45,810** | **43,668** | Lease-Related Statement of Profit or Loss Items | Item | H1 2021 (thousand HKD) | H1 2020 (thousand HKD) | | :--------------- | :-------------------- | :-------------------- | | Depreciation Expense of Right-of-Use Assets | 10,022 | 7,832 | | Interest Expense | 619 | 549 | | Short-term Lease Expenses | 564 | 213 | - The Group's lease liabilities of **HKD 322 thousand** as of June 30, 2021, are secured by right-of-use assets for a motor vehicle[92](index=92&type=chunk) - Lease contracts typically range from **2 to 10 years**, and the lease agreements impose no terms other than the lessor's security interest in the leased assets[95](index=95&type=chunk) [14. Trade Receivables and Other Financial Assets Measured at Amortized Cost](index=31&type=section&id=14.%20Trade%20Receivables%20and%20Other%20Financial%20Assets%20Measured%20at%20Amortized%20Cost) As of June 30, 2021, the Group's net trade receivables were **HKD 350,778 thousand**, and other financial assets measured at amortized cost were **HKD 11,071 thousand**, with most trade receivables due within 90 days Trade Receivables and Other Financial Assets | Item | June 30, 2021 (thousand HKD) | December 31, 2020 (thousand HKD) | | :--------------- | :--------------------- | :---------------------- | | Net Trade Receivables | 350,778 | 335,320 | | Other Financial Assets Measured at Amortized Cost | 11,071 | 9,743 | Ageing Analysis of Trade Receivables | Ageing | June 30, 2021 (thousand HKD) | December 31, 2020 (thousand HKD) | | :----------- | :--------------------- | :---------------------- | | 0–30 Days | 129,479 | 117,463 | | 31–60 Days | 91,122 | 78,436 | | 61–90 Days | 63,350 | 52,138 | | 91–120 Days | 30,308 | 27,068 | | Over 120 Days | 44,371 | 68,097 | | **Total** | **358,630** | **343,202** | - The credit period for most of the Group's sales ranges from **30 to 180 days**[97](index=97&type=chunk) [15. Share Capital](index=32&type=section&id=15.%20Share%20Capital) The Company's authorized share capital is **HKD 100,000 thousand**, with issued and fully paid share capital of **HKD 40,532 thousand**, and **31,400 thousand** outstanding share options as of June 30, 2021, with **27,726 thousand** exercisable Share Capital Overview | Item | Number of Shares (thousands) | Amount (thousand HKD) | | :----------- | :-------------- | :------------ | | Authorized Share Capital | 1,000,000 | 100,000 | | Issued and Fully Paid Share Capital | 405,323,284 | 40,532 | Share Option Movements | Item | 2021 (thousands of shares) | Weighted Average Exercise Price (HKD) | | :----------- | :------------ | :-------------------- | | At January 1 | 31,400 | 1.365 | | At June 30 | 31,400 | 1.365 | | Share Options Vested at Closing | 27,726 | 1.343 | - The share option scheme aims to allow the Group to grant share options to selected participants as a reward or return for their contributions to the Group[137](index=137&type=chunk) - For the six months ended June 30, 2021, no new share options were granted, and no share options were exercised[105](index=105&type=chunk)[111](index=111&type=chunk) - As of June 30, 2021, the weighted average contractual life of the share options was **4.9 years**[110](index=110&type=chunk) [16. Trade and Other Payables](index=35&type=section&id=16.%20Trade%20and%20Other%20Payables) As of June 30, 2021, total trade and other payables were **HKD 293,899 thousand**, with a current portion of **HKD 279,870 thousand**, most trade payables due within 60 days, and contract liabilities increasing to **HKD 2,186 thousand** Trade and Other Payables | Item | June 30, 2021 (thousand HKD) | December 31, 2020 (thousand HKD) | | :--------------- | :--------------------- | :---------------------- | | Trade Payables | 159,585 | 140,232 | | Accruals and Other Payables | 134,314 | 150,817 | | **Total** | **293,899** | **291,049** | | Current Portion | 279,870 | 270,187 | Ageing Analysis of Trade Payables | Ageing | June 30, 2021 (thousand HKD) | December 31, 2021 (thousand HKD) | | :----------- | :--------------------- | :---------------------- | | 0–30 Days | 75,089 | 51,593 | | 31–60 Days | 40,513 | 43,910 | | 61–90 Days | 31,527 | 19,394 | | Over 90 Days | 12,456 | 25,335 | | **Total** | **159,585** | **140,232** | - Contract liabilities increased to **HKD 2,186 thousand** (December 31, 2020: HKD 471 thousand), and the Group expects to deliver goods within one year or less to satisfy the remaining performance obligations for these contract liabilities[113](index=113&type=chunk) [17. Borrowings](index=36&type=section&id=17.%20Borrowings) As of June 30, 2021, the Group's total borrowings decreased to **HKD 270,343 thousand**, with **HKD 38,334 thousand** in bank borrowings repaid and **HKD 15,000 thousand** in new bank borrowings obtained during the period Analysis of Borrowing Movements | Item | H1 2021 (thousand HKD) | H1 2020 (thousand HKD) | | :--------------- | :-------------------- | :-------------------- | | Opening Balance | 293,677 | 272,919 | | Repayment of Bank Borrowings | (38,334) | (50,763) | | Proceeds from Bank Borrowings | 15,000 | 110,523 | | **Closing Balance** | **270,343** | **332,679** | [18. Capital Commitments](index=37&type=section&id=18.%20Capital%20Commitments) As of the reporting date, the Group had contracted but not provided for capital expenditure amounting to **HKD 38,330 thousand** Capital Commitments | Item | December 31, 2020 (thousand HKD) | | :----------- | :---------------------- | | Contracted but Not Provided For | 38,330 | [19. Significant Related Party Transactions](index=37&type=section&id=19.%20Significant%20Related%20Party%20Transactions) During the period, the Group engaged in significant related party transactions, including sales to a shareholder's affiliate, rental payments, and claims paid, with trade receivables from an affiliate totaling **HKD 126,438 thousand** at period-end Sales and Purchases of Goods and Services | Item | H1 2021 (thousand HKD) | H1 2020 (thousand HKD) | | :--------------- | :-------------------- | :-------------------- | | Sales of Goods to an Affiliate of a Shareholder | 281,907 | 146,735 | | Rental Paid for Office Premises to a Director and a Company Controlled by a Director | 881 | 881 | | Claims Paid to an Affiliate of a Shareholder | 660 | 664 | Period-End Balances for Sales of Goods and Services | Item | June 30, 2021 (thousand HKD) | December 31, 2020 (thousand HKD) | | :--------------- | :--------------------- | :---------------------- | | Trade Receivables from an Affiliate of a Shareholder | 126,438 | 171,961 | Key Management Personnel Remuneration | Item | H1 2021 (thousand HKD) | H1 2020 (thousand HKD) | | :----------- | :-------------------- | :-------------------- | | Short-term Employee Benefits | 16,617 | 13,784 | | Retirement Scheme Contributions | 77 | 81 | | **Total** | **16,694** | **13,865** | [20. Approval of Interim Condensed Financial Information](index=38&type=section&id=20.%20Approval%20of%20Interim%20Condensed%20Financial%20Information) This interim condensed consolidated financial information was approved by the Board of Directors on August 24, 2021 - This interim condensed consolidated financial information was approved by the Board of Directors on August 24, 2021[126](index=126&type=chunk) [Other Information Required by the Listing Rules](index=38&type=section&id=根據上市規則提供之其他資料) This section provides additional information as required by the Listing Rules, including directors' and substantial shareholders' interests, details of the share option scheme, pre-emptive rights, and compliance with corporate governance codes [Directors' Interests in Shares and Underlying Shares](index=39&type=section&id=董事於股份及相關股份之權益) As of June 30, 2021, directors held interests in the Company's shares and underlying shares, with Mr. Yan Hei Cheung and Ms. Yan Po Ling collectively holding **65.70%** of interests, including personal, other direct, and share option-related shares Directors' Long Positions in Shares and Underlying Shares of the Company (as of June 30, 2021) | Name of Director | Personal Interests (shares) | Other Direct Interests (shares) | Underlying Shares (shares) | Total (shares) | Percentage of Interest | | :----------------- | :------------ | :---------------- | :------------ | :---------- | :------------- | | Mr. Yan Hei Cheung | — | 221,508,000 | 44,800,000 | 266,308,000 | 65.70% | | Ms. Yan Po Ling | 37,808,000 | 183,700,000 | 44,800,000 | 266,308,000 | 65.70% | | Mr. James S. Patterson | — | — | 1,000,000 | 1,000,000 | 0.25% | | Mr. Yan Chiu Hon | — | — | 2,000,000 | 2,000,000 | 0.49% | | Mr. Lai Man Sing | — | — | 1,000,000 | 1,000,000 | 0.25% | - Mr. Yan Hei Cheung and Ms. Yan Po Ling ultimately and beneficially own **183,700,000** shares through Successful Years International Co., Ltd[130](index=130&type=chunk) - Mr. Yan Hei Cheung and Ms. Yan Po Ling are entitled to subscribe for **2,000,000** and **3,000,000** shares, respectively, under the outstanding share options granted under the share option scheme[132](index=132&type=chunk) [Share Option Scheme](index=40&type=section&id=購股權計劃) The Company adopted a share option scheme on December 29, 2011, to reward eligible contributors, with an authorized limit of **40,532,828 shares**, an exercise price based on the highest of three criteria, and a ten-year validity - The share option scheme was adopted on December 29, 2011, to grant share options to eligible employees, directors, suppliers, and customers[135](index=135&type=chunk) - The scheme's authorized limit is **40,532,828 shares**, representing **10%** of the Company's issued shares as of May 16, 2018[135](index=135&type=chunk) - The exercise price of the share options is the highest of the nominal value of the shares, the closing price of the shares as quoted on the Stock Exchange on the date of grant, and the average closing price of the shares as quoted on the Stock Exchange for the five trading days immediately preceding the date of grant[137](index=137&type=chunk) Details of Outstanding Share Options (as of June 30, 2021) | Date of Grant | Exercisable Period | Exercise Price (HKD) | Number of Outstanding Shares (thousands) | Fair Value Per Share at Grant Date (HKD) | | :--------------- | :--------------------------- | :------------ | :---------------------- | :------------------------------ | | July 15, 2015 | July 15, 2016 to July 14, 2025 | 1.120 | 1,000 | 1.12 | | April 13, 2017 | April 13, 2017 to April 12, 2027 | 1.534 | 8,000 | 1.50 | | December 30, 2011 | December 30, 2012 to December 29, 2021 | 0.800 | 1,000 | 0.80 | | July 15, 2015 | July 15, 2016 to July 14, 2025 | 1.120 | 10,030 | 1.12 | | April 13, 2017 | April 13, 2017 to April 12, 2027 | 1.534 | 11,370 | 1.50 | [Substantial Shareholders](index=43&type=section&id=主要股東) As of June 30, 2021, Ms. Yan Po Ling and Successful Years International Co., Ltd. were substantial shareholders, holding **54.65%** and **45.32%** interests respectively, with Mr. Christopher Koch and NEHK also holding significant interests and short positions Substantial Shareholders' Long Positions in Shares and Underlying Shares (as of June 30, 2021) | Name | Capacity | Personal Interests (shares) | Other Interests (shares) | Underlying Shares (shares) | Total (shares) | Percentage of Interest | | :------------------- | :--------------- | :------------ | :------------ | :------------ | :---------- | :------------- | | Ms. Yan Po Ling | Beneficial Owner | 37,808,000 | — | — | 37,808,000 | 9.33% | | | Interest in Controlled Corporation | — | 183,700,000 | — | 183,700,000 | 45.32% | | **Total** | | | | | **221,508,000** | **54.65%** | | Successful Years International Co., Ltd. | Beneficial Owner | 183,700,000 | — | — | 183,700,000 | 45.32% | | Mr. Christopher Koch | Interest in Controlled Corporation | — | 79,601,000 | — | 79,601,000 | 19.64% | | NEHK | Interest in Controlled Corporation | 79,601,000 | — | — | 79,601,000 | 19.64% | Substantial Shareholders' Short Positions in Underlying Shares (as of June 30, 2021) | Name | Number of Underlying Shares (shares) | Percentage of Interest | | :------------------- | :---------------- | :------------- | | Mr. Christopher Koch | 39,800,000 | 9.82% | | NEHK | 39,800,000 | 9.82% | - Mr. Christopher Koch holds a **75%** interest in the issued share capital of NEHK and is therefore deemed to be interested in **79,601,000** shares[144](index=144&type=chunk) - NEHK has the right to sell up to **39,800,000** shares to Mr. Yan Hei Cheung and Ms. Yan Po Ling under the terms of a contingent purchase deed, constituting a short position[145](index=145&type=chunk) [Pre-emptive Rights](index=44&type=section&id=優先權) The Company's bye-laws contain no pre-emptive rights provisions, and Bermuda law imposes no restrictions requiring the Company to offer new shares proportionally to existing shareholders - The Company's bye-laws contain no provisions for pre-emptive rights, nor does Bermuda law impose any restrictions requiring the Company to offer new shares proportionally to existing shareholders[147](index=147&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=44&type=section&id=購買%E3%80%81出售或贖回本公司之上市證券) For the six months ended June 30, 2021, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities - For the six months ended June 30, 2021, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[148](index=148&type=chunk) [Corporate Governance Code](index=44&type=section&id=企業管治常規守則) The Board believes the Company complied with the code provisions of the Corporate Governance Code set out in Appendix 14 of the Listing Rules for the six months ended June 30, 2021 - The Board believes that for the six months ended June 30, 2021, the Company complied with the code provisions of the Corporate Governance Code set out in Appendix 14 of the Listing Rules[149](index=149&type=chunk) [Model Code for Securities Transactions by Directors](index=45&type=section&id=董事進行證券交易之標準守則) The Company adopted the Model Code for Securities Transactions by Directors as set out in Appendix 10 of the Listing Rules, and all directors confirmed compliance for the period ended June 30, 2021 - The Company has adopted the Model Code for Securities Transactions by Directors as set out in Appendix 10 of the Listing Rules[151](index=151&type=chunk) - Following enquiry by the Company, all Directors have confirmed their compliance with the required standards set out in the Model Code for the period ended June 30, 2021[151](index=151&type=chunk) [Audit Committee](index=45&type=section&id=審核委員會) The Company complied with Listing Rule 3.21 regarding the Audit Committee, comprising all independent non-executive directors, responsible for reviewing and monitoring financial reporting and internal controls, and has reviewed the interim financial information - The Company has complied with Listing Rule 3.21 regarding the establishment of an Audit Committee[152](index=152&type=chunk) - The Audit Committee comprises all independent non-executive directors, with primary responsibilities to review and monitor the Group's financial reporting and internal control procedures[152](index=152&type=chunk) - The Audit Committee has reviewed the interim condensed consolidated financial information for the period ended June 30, 2021[152](index=152&type=chunk)