香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責，對其準確 性或完整性亦不發表任何聲明，並明確表示概不就因本公告全部或任何部分內容而產生或因 依賴該等內容而引致的任何損失承擔任何責任。 嘉士利集團有限公司 Jiashili Group Limited （於開曼群島註冊成立的有限公司） （股份代號：1285） 截至二零二二年十二月三十一日 止年度之年度業績公告 嘉士利集團有限公司（「本公司」或「嘉士利」）董事（「董事」）會（「董事會」）謹此 公佈本公司及其附屬公司（統稱「本集團」或「我們」）截至二零二二年十二月 三十一日止年度之綜合財務業績，連同與德勤‧關黃陳方會計師行商定的截至 二零二一年度之比較數字如下： 財務摘要 截至十二月三十一日止年度 二零二二年 二零二一年 （人民幣千元） （人民幣千元） 增加╱減少 收入 1,664,360 1,597,132 4.2% 毛利 442,246 458,923 3.6% ...

Loans and Financial Support - Jiashili Group Limited provided a total loan amount of RMB 165,300,000 to Fengjia as of December 31, 2021[2] - Loan A of RMB 15,300,000 was due on December 11, 2021, and Loan B of RMB 150,000,000 was due on January 17, 2022, with interest payable quarterly[3] - As of September 30, 2022, the outstanding principal and accrued interest for Loan B was approximately RMB 164.1 million[6] - The repayment date for both Loan A and Loan B has been extended to December 31, 2023, with adjustments to the interest repayment terms[5] - The loans were provided to support Fengjia in acquiring 100% equity of Kailan and for general operational purposes[6] - The loans to Fengjia amount to RMB 150,000,000, with an interest rate of 5% and due in December 2023, aimed at supporting the acquisition of Kailan[17] - The group has provided financial assistance totaling RMB 379,219,000 to its associates, exceeding the asset ratio of 8% as defined by the listing rules[17] - The advances to Kailan total RMB 106,351,000, which are unsecured and interest-free, aimed at facilitating its operations[17] - The group has a 45% equity interest in Quancheng, with a loan of RMB 16,000,000 provided to support its ongoing operations[20] - The group has a 5% equity interest in Guangdong Swiss乐, with advances totaling RMB 46,868,000, which are also unsecured and interest-free[20] Financial Performance - The revenue and net profit of Kailan for the fiscal year ending December 31, 2021, were approximately RMB 119.0 million and RMB 4.4 million, respectively[7] - For the eleven months ending November 30, 2022, Kailan's unaudited revenue and net profit were approximately RMB 258.4 million and RMB 18.2 million, showing significant growth compared to the previous year[7] - The increase in global wheat prices may provide Kailan with a cost advantage in flour production, potentially aiding in loan repayment[12] Compliance and Governance - The group has implemented measures to monitor and control credit risk associated with the loans, including appointing directors to oversee Kailan's operations[13] - The board believes that changing the repayment terms will not adversely affect the group's financial position and is in the best interest of the company and its shareholders[15] - The group has implemented remedial measures to strengthen compliance functions and ensure adherence to listing rules and regulations[24] - The board will appoint an additional executive director to the compliance team to enhance oversight and advice on compliance matters[26] - The compliance team will seek external legal advice for future proposed transactions to ensure regulatory compliance[26] - The board will discuss and review the company's internal control and compliance systems to identify any other deficiencies[6] - The board believes that implementing the follow-up actions and remedial measures will effectively prevent similar incidents from occurring again[6] - The company will continuously assess and strengthen its internal control procedures to ensure strict compliance with listing rules[6]

Revenue and Profitability - Revenue increased by 4.9% to approximately RMB 742.8 million compared to RMB 707.8 million in the same period last year[8]. - The company reported a loss attributable to owners of RMB 0.82 million, a decrease of 100.8% compared to a profit of RMB 104.2 million in the same period last year[6][8]. - The overall net profit after tax decreased by 101.9%, resulting in a net loss of approximately RMB 1.9 million, primarily due to rising raw material costs[17]. - The company reported a net loss attributable to owners of the company of RMB 1,946,000, compared to a profit of RMB 101,856,000 in the previous year[68]. - Basic and diluted loss per share was RMB 0.20, a significant decline from earnings of RMB 25.12 per share in the same period last year[68]. Gross Profit and Margins - Gross profit decreased by 19.6% to RMB 176.4 million from RMB 219.5 million year-on-year[6]. - The gross profit decreased from approximately RMB 219.5 million to approximately RMB 176.4 million, resulting in a gross margin decline of 7.3 percentage points due to double-digit increases in raw material costs, particularly palm oil which rose over 55% year-on-year[32]. - The gross profit margin for the six months ended June 30, 2022, was approximately 23.7%[108]. Expenses and Cost Management - Selling and distribution expenses rose by approximately RMB 16.0 million or 16.9% to about RMB 110.6 million, driven by higher delivery, transportation, and advertising costs, consistent with revenue growth[34]. - Administrative expenses increased by approximately RMB 1.2 million or 3.0% to about RMB 41.3 million, mainly due to increased compensation and allowances for employees during the COVID-19 pandemic[35]. - Employee benefits expenses totaled approximately RMB 126.8 million for the six months ended June 30, 2022, compared to RMB 106.3 million for the same period last year, reflecting increased compensation due to the pandemic[43]. Assets and Liabilities - Total assets decreased by 1.7% to RMB 2,058.2 million from RMB 2,093.4 million[6]. - Total liabilities decreased by 1.4% to RMB 1,096.1 million from RMB 1,111.6 million[6]. - The company's total equity as of June 30, 2022, was RMB 962,137,000, a decrease from RMB 981,828,000 as of December 31, 2021, representing a decline of approximately 2.0%[76]. - The company’s total liabilities increased to RMB 1,142,530,000 as of June 30, 2022, from RMB 1,211,467,000 as of December 31, 2021, reflecting a rise of approximately 1.9%[76]. Cash Flow and Financing - The net cash used in operating activities for the six months ended June 30, 2022, was RMB (85,536,000), compared to RMB 21,882,000 for the same period in 2021, indicating a significant decrease in cash flow[84]. - The company reported a net cash outflow from investing activities of RMB (118,445,000) for the first half of 2022, compared to RMB (341,818,000) in the same period of 2021, showing an improvement in cash management[84]. - New bank loans raised during the first half of 2022 totaled RMB 490,500,000, slightly down from RMB 509,000,000 in the same period of 2021[88]. - The company’s financing activities generated a net cash inflow of RMB 69,101,000 for the first half of 2022, a decrease from RMB 260,506,000 in the same period of 2021[88]. Market and Product Development - The company launched a new product, stable sugar rice, targeting consumers needing to control blood sugar levels or manage weight[10]. - The company is focused on expanding its brand presence through innovation and acquisitions in a competitive market[10]. - The revenue from sandwich cookies increased significantly by 22.7% year-on-year to approximately RMB 251.3 million, driven by effective marketing strategies targeting younger consumers[25]. - The revenue from whole grain cookies decreased by 19.0% year-on-year to approximately RMB 38.8 million, with ongoing market repositioning efforts[27]. Shareholder and Corporate Governance - The board decided not to declare an interim dividend, focusing on cash flow management for the second half of the fiscal year[50]. - The audit committee reviewed the interim results for the six months ending June 30, 2022, with no disagreements on the accounting treatment adopted by the company[47]. - Major shareholders, including Mr. Huang and family members, collectively hold 310,472,000 shares, accounting for approximately 74.81% of the issued share capital[55]. Related Party Transactions - Related party transactions for the six months ended June 30, 2022, include purchases from joint ventures totaling RMB 61,507 thousand, compared to RMB 28,335 thousand in the previous year[196]. - The company reported sales of goods to Guangdong Swiss乐 amounting to RMB 859 thousand for the six months ended June 30, 2022, slightly down from RMB 869 thousand in the previous year[194]. - Purchases from joint ventures included RMB 46,416 thousand from Fengjia, a significant increase from RMB 12,429 thousand in the previous year[196].

Impairment and Credit Losses - The company recognized impairment losses of RMB 7.8 million, RMB 7.3 million, and RMB 10.8 million for loans to an associate, a non-controlling shareholder of a subsidiary, and receivables from a non-controlling shareholder of a subsidiary, respectively[2]. - The company plans to monitor the financial conditions of its associates and subsidiaries to assess the need for further impairment provisions[42]. - The company has recognized an impairment provision for loans to Jin Ping Guo, amounting to RMB 1,880,000 in unpaid interest and RMB 20,414,000 in overdue trade receivables as of December 31, 2021[43]. - The expected credit loss for loans to a non-controlling shareholder of a subsidiary is calculated at approximately RMB 7,300,000, based on a principal amount of RMB 18,000,000 and a default rate of 48.48%[54]. - The expected credit loss for receivables from a non-controlling shareholder of a subsidiary is estimated at approximately RMB 10,800,000, calculated from RMB 22,324,000 at a default rate of 48.48%[54]. Loans and Financial Support - The total loans to the associate company amounted to RMB 16 million, with the associate reporting a net loss of approximately RMB 5.6 million for the year ended December 31, 2021[42]. - The company provided a loan of RMB 18 million to a non-controlling shareholder, with an interest receivable of RMB 1.88 million as of December 31, 2021[41]. - The loans to the associate and non-controlling shareholder are intended for operational funding needs[12][30]. - The company has established a 36-month term for the loan to the non-controlling shareholder with an annual interest rate of 8%[37]. - The company expects to recover the loans and interest within one year from the respective borrowers[41]. Credit Risk Management - The company will continue to evaluate the credit risk associated with its loans and receivables based on historical experience and financial conditions[42]. - The company employs an expected credit loss model for assessing credit risk and impairment of financial assets, considering the financial conditions of borrowers[46]. - The internal credit rating for loans to a joint venture company is classified as Ca-C, with a corresponding default rate of 48.48% based on Moody's 2021 default report[50]. - The internal credit rating for receivables from related parties is assessed as Caa1 to Ca-C, depending on the financial condition of the borrowers[48]. - The company’s credit risk exposure primarily arises from trade receivables, loans to joint ventures, and loans to non-controlling shareholders[45]. - The company’s management has determined that the credit ratings for borrowers are based on historical loss experience and market data[49]. Legal and Recovery Actions - Legal correspondence was issued on July 5, 2021, regarding unpaid interest from a non-controlling shareholder of a subsidiary, Guangdong Jinpingguo Co., Ltd.[57]. - The company is coordinating with its legal advisors on recovery actions against the debtor[57]. - The company is in ongoing discussions regarding loans to Guangdong Quancheng Health Beverage Co., Ltd. with the borrower and guarantor[57]. Credit Risk Mitigation - The company has no collateral or other credit enhancements for its financial assets, but some credit risk has been mitigated through collateral from local private companies[45]. - The company will continuously review and negotiate with counterparties of loans and advances to mitigate financial impacts[55].

Financial Performance - The company's revenue for 2021 increased by 5.2% year-on-year to approximately RMB 1,597.1 million[21] - The operating profit (EBIT) decreased by 10.7% to approximately RMB 170.8 million, with an EBIT margin of 10.7%[21] - The net profit attributable to the company was approximately RMB 115.4 million, a decrease of 19.1% compared to the previous year[22] - The gross profit margin for 2021 was 28.7%, down from 33.6% in 2020, reflecting a decrease of 4.9 percentage points[11] - The EBITDA for the year was approximately RMB 238.3 million, a decrease of 4.8% from RMB 250.3 million in 2020[11] - The company reported a net profit margin of 6.8%, down from 9.6% in the previous year, a decrease of 2.8 percentage points[11] - The gross profit decreased by approximately RMB 52.1 million to about RMB 458.9 million, a year-on-year decline of 10.2%[36] - The net profit for 2021 was approximately RMB 108.3 million, a decrease of 25.4% or about RMB 37.0 million compared to RMB 145.3 million in 2020[37] - The company recorded a financial cost of RMB 30,972,000, up from RMB 22,232,000 in 2020, representing an increase of about 39.4%[192] - The earnings per share for the year was RMB 0.115, down from RMB 0.142 in 2020, indicating a decrease of approximately 19%[192] Market Position and Strategy - The company maintained a market share increase in the segments of crispy and sandwich biscuits, which accounted for approximately 67.8% of total revenue[21] - The company aims to achieve revenue growth, increased profit margins, strong cash flow, and enhanced shareholder returns in the coming years[31] - The company plans to explore acquisition opportunities to accelerate its strategic goals and expand its product portfolio into new growth areas[31] - The company recognizes the importance of product innovation, quality, brand awareness, and effective marketing in a competitive market[24] - The company is focused on expanding its core candy brands to capture new snacking occasions amid increasing competition from other snack products[24] - The company anticipates that the rapid recovery of the Chinese economy and increased consumer spending will drive sales growth in the coming years[31] Cost Management and Operational Efficiency - The company is actively managing cost inflation issues related to raw materials through long-term contracts, efficient supply chain actions, and operational efficiency improvements[23] - The company aims to maintain and improve product quality while expanding its distributor network to meet consumer demand[34] - The company is implementing strategies to manage potential disruptions and has developed plans to address destructive events[143] Cash Flow and Financial Health - The net cash flow from operating activities was approximately RMB 101.7 million, significantly lower than RMB 279.8 million in the previous year[22] - Bank balances and cash decreased to approximately RMB 383.7 million as of December 31, 2021, from RMB 490.2 million in 2020[57] - Total bank borrowings increased by approximately RMB 211.1 million or 68.3% to RMB 520.1 million as of December 31, 2021[57] - The net decrease in cash and cash equivalents was RMB 106,572 thousand, compared to an increase of RMB 57,943 thousand in the previous year[195] - The overall financial performance indicates a need for strategic adjustments to improve cash flow from operations moving forward[195] Governance and Compliance - The company has adopted the corporate governance code as per the Hong Kong Stock Exchange listing rules and has complied with the code provisions since the listing date, with some deviations noted[71] - The board consists of three independent non-executive directors, meeting the requirement of at least one-third of the board[79] - The company has established three main board committees: Audit Committee, Nomination Committee, and Remuneration Committee to support governance operations[75] - The company emphasizes the importance of diversity in the board composition to ensure a wide range of perspectives and effective decision-making[108] - The company has established a whistleblower policy to handle allegations effectively[95] Risk Management - The company successfully navigated challenges posed by the COVID-19 pandemic, demonstrating the effectiveness of its risk management approach[137] - The company faces operational challenges due to the impact of the COVID-19 pandemic, which may lead to significant fluctuations in demand for its products[139] - Financial risks are specifically reviewed by the audit committee, ensuring thorough oversight[138] - The company’s risk management framework allows for clear ownership of risk identification and management at the business level[136] Shareholder Relations and Dividends - The proposed final dividend per share is HKD 0.05, unchanged from the previous year[11] - The board proposed a final dividend of HKD 0.05 per share, bringing the total dividend for the year to HKD 0.15 per share, a 200% increase from last year's HKD 0.05 per share[30] - The company ensures timely communication with shareholders and investors through roadshows, one-on-one meetings, conference calls, and investor meetings[128] Product Development and Innovation - Research and development expenditure in 2021 was approximately RMB 64.7 million, an increase of 8.1% year-on-year, representing about 4.1% of total revenue[38] - The company is focused on sustainable innovation in its product categories to attract consumer interest[141] - The company is committed to maintaining high standards of product quality and safety to protect its reputation[144]

Financial Performance - Revenue for the first half of 2021 decreased by 4.5% to approximately RMB 707.8 million compared to RMB 741.2 million in the same period of 2020[5] - Gross profit fell by 12.5% to approximately RMB 219.5 million, resulting in a gross margin of 31.0%, down 2.8 percentage points year-on-year[15] - Profit attributable to owners of the company increased by 57.7% to approximately RMB 104.2 million, up from RMB 66.1 million in the previous year[5] - The company reported a significant increase in EBITDA, rising by 30.5% to RMB 159.4 million compared to RMB 122.1 million in the same period last year[5] - The overall net profit after tax increased by 51.7% to approximately RMB 101.9 million, driven by the reversal of impairment provisions[15] - The net profit for the period was RMB 101,856,000, representing an increase of 51.6% compared to RMB 67,154,000 in the previous year[63] - Basic and diluted earnings per share for the period were RMB 25.12, up from RMB 15.93 in the same period last year, reflecting a growth of 57.5%[63] Revenue Breakdown - Revenue from breakfast cookies decreased by 17.2% to approximately RMB 160.2 million, primarily due to changes in consumer habits during the COVID-19 pandemic[18] - Revenue from crispy cookies increased by 11.7% to approximately RMB 128.2 million, attributed to strong brand recognition and effective pricing and promotional strategies[19] - Revenue from sandwich cookies slightly increased by 1.1% to approximately RMB 204.8 million, supported by relaxed social distancing measures and effective online promotions[21] Assets and Liabilities - Total assets increased by 21.6% to RMB 2,157.0 million, while total liabilities rose by 33.8% to RMB 1,145.7 million[5] - Non-current assets increased to RMB 981,834 thousand as of June 30, 2021, up from RMB 880,129 thousand as of December 31, 2020, representing an increase of 11.5%[66] - Current liabilities rose to RMB 925,619 thousand as of June 30, 2021, compared to RMB 788,299 thousand as of December 31, 2020, reflecting an increase of 17.4%[69] - The total capital debt ratio was 53.1%, up from 48.3% at the end of the previous year[35] Employee and Operational Metrics - As of June 30, 2021, the group had a total of 2,622 employees, a decrease from 2,738 employees as of June 30, 2020[38] - Total employee benefits expenses for the six months ended June 30, 2021, were approximately RMB 106.3 million, slightly down from RMB 106.8 million for the same period in 2020[38] Corporate Governance - The company has adopted the corporate governance code as per the Hong Kong Stock Exchange listing rules, ensuring compliance with high standards of corporate governance[39] - The chairman and CEO roles are held by the same individual, which deviates from the corporate governance code, but the board believes this structure is effective for operational stability[40] Dividends - The board has proposed an interim dividend of HKD 0.10 per share, with the record date set for October 22, 2021[9] - The board has declared an interim dividend of HKD 0.10 per ordinary share for the period, compared to no dividend for the same period in 2020[45] - The expected payment date for the interim dividend is November 26, 2021[46] Strategic Initiatives - The company plans to enhance market share by exploring different distribution channels and increasing advertising and marketing expenses[13] - The company plans to enhance product competitiveness and increase market share to improve its strategic position in the industry[36] Impact of COVID-19 - The company continues to monitor the impact of the COVID-19 pandemic on its operations and is prepared to adjust its strategies accordingly[14] - The company remains cautiously optimistic about the cookie industry despite challenges and uncertainties in the second half of 2021[36] Financial Costs and Income - The company reported a decrease in sales and distribution expenses to RMB 94,610,000 from RMB 100,206,000, a reduction of 5.6%[63] - Financial costs for the six months ended June 30, 2021, were RMB 13,133,000, compared to RMB 11,997,000 in 2020, reflecting an increase of approximately 9.5%[100] - Corporate income tax expenses for the first half of 2021 were RMB 10,871,000, down from RMB 13,313,000 in the first half of 2020, a decrease of about 18.3%[18] Investments and Acquisitions - The acquisition of Guangdong Kailan Flour Co., Ltd. is expected to provide a stable supply of high-quality flour at a lower procurement and transportation cost[8] - The company invested approximately RMB 99,827,000 in property, plant, and equipment in the first half of 2021, a substantial increase from RMB 27,589,000 in the same period of 2020[129] Impairment and Credit Losses - The expected credit loss recognized during the period was RMB 15,152,000, compared to RMB 10,376,000 in the same period last year, indicating a rise of 45.5%[63] - The group has recognized an expected credit loss of RMB 8,580,000 on loans to independent third parties, up from RMB 2,749,000[161] Related Party Transactions - Related party transactions for the six months ended June 30, 2021, included sales of goods to Guangdong Swiss乐 of RMB 869 thousand, down from RMB 953 thousand in the previous year[185] - The group purchased goods from Guangdong Swiss乐 for RMB 15,126 thousand, an increase from RMB 9,519 thousand year-on-year[185]

Financial Performance - Total revenue for 2020 was RMB 1,518,545, a decrease of 4.7% from RMB 1,593,067 in 2019[9] - Gross profit for 2020 was RMB 510,988, down 5.2% from RMB 538,865 in 2019[9] - Net profit for the year increased by 33.8% to RMB 145,265 compared to RMB 108,539 in 2019[9] - EBITDA for 2020 was RMB 250,296, representing a 12.2% increase from RMB 223,001 in 2019[9] - Basic and diluted earnings per share rose by 30.2% to RMB 34.38 from RMB 26.41 in 2019[9] - The company maintained a net profit margin of 9.6%, up from 6.8% in the previous year[9] - The operating profit (EBIT) increased by 14.3% to approximately RMB 191.4 million, with an EBIT margin of 12.6%[16] - The company generated operating cash flow of approximately RMB 279.8 million, significantly up from RMB 120.9 million in the previous year[16] - The company's gross profit fell by approximately RMB 28 million to about RMB 511 million, a year-on-year decline of 5.2%, primarily due to rising raw material costs, particularly palm oil[29] - The company reported a total comprehensive income of RMB 145,265 thousand for 2020, compared to RMB 108,539 thousand in 2019, marking an increase of around 33.8%[179] Impact of COVID-19 - The company faced challenges due to the COVID-19 pandemic, including temporary shutdowns of production facilities and reduced product demand[15] - Despite challenges, the company reported minimal impact on its supply chain for raw materials and packaging[15] - The company has implemented measures to ensure employee safety and maintain business continuity during the pandemic[15] - The company has taken necessary measures to protect the health of employees and stakeholders during the COVID-19 pandemic, ensuring that supply chains and operations were not disrupted[61] - The company remains confident in overcoming current economic downturns due to its strong business model, stable finances, and high liquidity, aiming for improved performance post-recovery[61] - The company faces significant operational challenges due to the impact of the COVID-19 pandemic, which may negatively affect overall business and financial performance[121] Market and Product Performance - In 2020, the company's revenue decreased by approximately RMB 75 million or 4.7% to RMB 1,518 million, with the main products (breakfast cookies, crispy cookies, and sandwich cookies) accounting for 67.7% of total revenue[29] - The breakfast cookie segment generated revenue of approximately RMB 363.9 million, an increase of 1.3% year-on-year, with sales volume rising 1.7% to 32,412 tons[38] - The thin crispy cookie segment saw revenue decline by approximately RMB 39.4 million to RMB 253.4 million, with sales volume down 10.1% to 19,619 tons[39] - The filled cookie segment reported a revenue drop of 6.4% to approximately RMB 410.0 million, with sales volume decreasing by 4.1% to 24,741 tons[40] - The wafer cookie segment achieved a revenue increase of 14.7% to approximately RMB 162.3 million, with sales volume growing by 15.1% to 9,757 tons[41] - The whole grain cookie segment's revenue fell by 32.8% to approximately RMB 111.4 million, with sales volume down 25.4% to 7,239 tons[42] - Other cookie products generated revenue of approximately RMB 175.8 million, an increase of 3.0% year-on-year[43] Governance and Corporate Structure - The board of directors is committed to maintaining high standards of corporate governance and has established three main committees: Audit Committee, Nomination Committee, and Remuneration Committee[73] - The board consists of seven members, including three executive directors, one non-executive director, and three independent non-executive directors, ensuring a diverse skill set and experience[64] - The company has adopted the corporate governance code as per the Hong Kong Stock Exchange's listing rules, ensuring compliance and high governance standards[69] - The company acknowledges the importance of good governance for promoting overall success and will continue to review the composition of the board to support ongoing development[63] - The board held six meetings during the year ended December 31, 2020, with all directors attending all meetings[75] Risk Management - The company has a structured risk management approach to mitigate risks and seize opportunities, successfully addressing challenges posed by the COVID-19 pandemic[119] - The board conducts strict annual assessments of major risks that could threaten the business model, future performance, solvency, or liquidity[119] - The company has implemented strategies and plans to manage potential disruptive events and mitigate their impacts[125] - The company must effectively manage changing health and safety strategies to ensure employee and consumer safety while adhering to modified health guidelines[121] Financial Position - Total assets as of December 31, 2020, amounted to RMB 1,773,218 thousand, an increase from RMB 1,633,754 thousand in 2019, representing a growth of about 8.5%[182] - Total liabilities decreased slightly to RMB 856,290 thousand in 2020 from RMB 858,930 thousand in 2019, showing a marginal decline of approximately 0.2%[182] - The total equity of the company increased to RMB 916,928 thousand in 2020 from RMB 774,824 thousand in 2019, reflecting a growth of approximately 18.3%[182] - Cash and cash equivalents as of December 31, 2020, were approximately RMB 490.2 million, an increase from RMB 432.1 million in 2019, while total bank borrowings decreased by 18.4% to approximately RMB 309.0 million[57] Shareholder Information - The board proposed a final dividend of HKD 0.05 per share for the year ended December 31, 2020, consistent with the previous year[127] - As of December 31, 2020, the company's distributable reserves were approximately RMB 271.4 million, down from RMB 310.7 million in 2019[132] - The company has not purchased, sold, or redeemed any of its listed securities during the year ended December 31, 2020[136] - The company has sufficient public float, with 25% of the issued shares held by the public as of the report date[163] Audit and Compliance - The consolidated financial statements for the year ended December 31, 2020, were audited by Deloitte[165] - The company is compliant with relevant laws and regulations in China and Hong Kong as of the report date[162] - The auditor's report includes key audit matters identified during the audit, unless prohibited by law or regulation from disclosing such matters[200] - The auditor evaluated the appropriateness of accounting policies adopted by the board and the reasonableness of accounting estimates and related disclosures[199]

Financial Performance - Revenue for the first half of 2020 decreased by 1.3% to approximately RMB 741.2 million compared to RMB 751.1 million in the same period of 2019[8] - Net profit attributable to the company's owners decreased by 17.9% to approximately RMB 66.1 million, down from RMB 80.5 million in the same period last year[8] - The group's revenue for the reporting period decreased slightly by 1.3% year-on-year to RMB 741.0 million, while total sales volume increased by 3.7% to 53,517 tons[18] - Other income decreased by approximately 23.8% to RMB 21.1 million, primarily due to the absence of one-time government grants received in the previous year[30] - The group reported a profit of RMB 66,108,000, a decrease of 18% compared to RMB 80,506,000 for the same period in 2019[120] Gross Profit and Margins - Gross profit remained stable at approximately RMB 250.9 million, with a gross margin increase to 33.8%, up 0.4 percentage points from the previous year[17] - Gross profit for the first half of 2020 was approximately RMB 250.9 million, slightly down from RMB 251.0 million year-on-year, while the gross profit margin increased by 0.4 percentage points[29] - The gross profit for breakfast cookies was RMB 57,305,000, an increase from RMB 52,450,000 in 2019, reflecting a positive trend in profitability[105] Cash Flow and Assets - Operating cash inflow for the period was approximately RMB 52.2 million, an increase of 11.1% compared to the same period last year[10] - The group's cash and bank balances increased to approximately RMB 542.4 million, up from RMB 484.1 million at the end of 2019, while interest-bearing bank borrowings rose by 34.7%[37] - Cash and cash equivalents increased to RMB 542,180 thousand from RMB 432,113 thousand at the end of 2019, reflecting a growth of 25.5%[70] - The total cash and cash equivalents at the end of the period were RMB 542,180,000, compared to RMB 556,515,000 at the end of the same period in 2019, showing a decrease of about 2.6%[85] Liabilities and Equity - Total assets increased by 7.0% to RMB 1,748.1 million, while total liabilities rose by 6.7% to RMB 916.6 million[8] - The company's total equity increased to RMB 831,500 thousand from RMB 774,824 thousand at the end of 2019, showing a growth of 7.3%[72] - The company's total liabilities as of June 30, 2020, were RMB 265,035,000, compared to RMB 260,252,000 at the end of the previous year, indicating a slight increase of about 1.0%[150] Employee and Administrative Expenses - Employee benefits expenses for the six months ended June 30, 2020, amounted to approximately RMB 106.8 million, compared to RMB 99.7 million for the same period in 2019, reflecting an increase of about 7.1%[41] - The administrative expenses increased by approximately RMB 4.4 million or 12.5% to RMB 39.1 million, mainly due to increased health and safety expenditures related to the COVID-19 pandemic[32] - Total employee costs for the six months ended June 30, 2020, amounted to RMB 106,841,000, an increase of 7% from RMB 99,689,000 in the same period of 2019[117] Impact of COVID-19 - The impact of the COVID-19 pandemic on the economy is expected to continue, with a reported GDP decline of 1.6% in the first half of 2020[12] - The company has established a crisis management team to address the challenges posed by the pandemic and ensure the health and safety of employees and customers[12] - The impact of COVID-19 led to a temporary halt in production activities from January to February 2020, affecting overall financial performance[89] Strategic Initiatives - The company plans to enhance business conditions by increasing operational media investment and focusing on SKU combinations and innovative product lines in the second half of 2020[11] - Cost control measures will be tightened, and new acquisition activities will be sought to increase portfolio and scale efficiency[11] - The company aims to optimize organizational structure and enhance digital capabilities to foster a winning growth culture[11] Shareholder Information - As of June 30, 2020, Mr. Huang holds 252,572,000 shares in the company, representing approximately 60.86% of the issued share capital[54] - The company's major shareholders include both family members and investment entities, indicating a concentrated ownership structure[61] - The total number of shares held by major shareholders reflects significant control over the company’s governance and strategic direction[58] Financial Reporting and Compliance - The financial statements have been reviewed by Deloitte, confirming compliance with International Accounting Standard 34[63] - The review did not identify any matters that would lead to a belief that the financial statements were not prepared in all material respects in accordance with the applicable standards[65] - The company’s financial report is prepared in accordance with the relevant provisions of the Hong Kong Stock Exchange Listing Rules[63] Investments and Acquisitions - The group acquired property, plant, and equipment worth approximately RMB 27,589,000 for the six months ended June 30, 2020, compared to RMB 46,016,000 in the same period of 2019[121] - The group has a 51% equity interest in Guangdong Fengjia Food Co., Ltd., established in May 2020, with a total registered capital of RMB 20 million[131] - The group invested RMB 5 million in Kaiping Jia Run as of June 30, 2020, consistent with the previous year[129] Stock Options and Employee Incentives - The company has authorized the issuance of stock options under its pre-IPO stock option plan, with a total of 14,900,000 options granted at an exercise price of HKD 3.45 per share[173] - The total compensation for key management personnel was RMB 2,675,000 in the first half of 2020, down from RMB 5,275,000 in the same period of 2019, a reduction of 49.3%[171] - The group is focused on retaining key and senior employees through its stock option plan, which is designed to incentivize contributions to the group[182]

Financial Performance - The company's revenue for 2019 reached approximately RMB 1,593 million, representing a year-on-year growth of 9.9%[18] - Gross profit increased to RMB 539 million, with a gross margin of 33.8%, up from 31.9% in the previous year[11] - Net profit for the year was RMB 109 million, reflecting a significant increase of 26.0% compared to RMB 86 million in 2018[11] - The EBITDA for 2019 was RMB 223 million, marking a 28.6% increase from RMB 173 million in 2018[11] - The company achieved a net profit margin of 6.8%, up from 6.0% in the previous year[11] - Operating profit increased by 31.5% to approximately RMB 167.4 million in 2019, compared to RMB 127.3 million in 2018[29] - The company’s profit attributable to owners increased by 26.7% to approximately RMB 109.6 million, driven by strong sales growth and a strategic acquisition in 2018[29] - The overall gross profit for the group was approximately RMB 538.9 million, representing a year-on-year increase of 16.6%, with a gross margin of 33.8%, up 1.9 percentage points from the previous year[48] Revenue Segmentation - The core product segment, sandwich biscuits, accounted for over 25% of total revenue, with an organic growth of 20.8% and a sales volume increase of 18.2%[19] - The revenue from the sandwich cookie segment rose by 20.8% to approximately RMB 438.1 million, accounting for 27.5% of the total revenue, with a sales volume increase of 18.2% to 25,789 tons[44] - The revenue from the coarse grain cookie segment increased by 25.7% to approximately RMB 165.7 million, with a sales volume growth of 49.6% to 9,710 tons[46] - The breakfast cookie segment's revenue slightly declined by 0.4% to RMB 359.4 million, attributed to adjustments in marketing and product mix strategies[42] - The thin crispy cookie segment's revenue decreased by 0.8% to approximately RMB 292.8 million, despite a sales volume increase of 1.0% to 21,828 tons[43] - The wafer cookie segment's revenue increased by 4.5% to approximately RMB 141.5 million, with a sales volume increase of 2.4% to 8,478 tons[45] Cost Management - The company implemented cost-saving measures in the whole grain biscuit segment, leading to a sales increase of 25.7% and a volume increase of 49.6%[20] - The gross profit margin increased by 1.9 percentage points to 33.8% in 2019, up from 31.9% in 2018, due to a decrease in raw material and packaging costs[24] - The company’s selling, distribution, and administrative expenses increased to approximately RMB 294.9 million, reflecting a 0.6% growth compared to the previous year[29] - Selling and distribution expenses increased by 5.3% to RMB 219.0 million, accounting for 8.3% of revenue, while logistics and transportation expenses accounted for 5.4% of revenue[49] - Administrative expenses decreased by 11.1% to approximately RMB 75.8 million, benefiting from cost-saving measures implemented by the company[50] Market Strategy - The company continues to expand its market share in the mainland biscuit market despite challenging trade conditions[18] - The company aims to maintain its market share through strategic distribution and promotional activities in high-traffic locations[33] - The company is focused on understanding and meeting diverse consumer preferences, including clean labels, convenience, nutrition, authenticity, and premiumization[31] - The company plans to continue adapting to changing market dynamics and invest in further developing its business model[40] - The company’s strategic focus includes enhancing product quality and increasing promotional efforts to face competitive pressures in the market[28] Supply Chain and Operations - The average utilization rate of production lines exceeded 65%, with peak periods reaching up to 80%[18] - The company aims to strengthen its procurement and supply chain strategies to achieve a fully traceable and verifiable supply chain for raw materials[23] - The company has implemented quality control standards for all suppliers and distributors to mitigate reputational risks[127] - Supply chain disruptions could adversely affect the company's business and financial performance, highlighting the importance of effective supply chain management[125] - The company has established strategies to mitigate the impact of disruptive events on its operations[125] Research and Development - In 2019, the R&D expenditure was approximately RMB 52.4 million, representing an 18.4% year-on-year increase and accounting for about 3.3% of total revenue (2018: 3.0%) [31] - The company has a focus on product research and development, with a dedicated team led by the technical R&D director[182] Governance and Compliance - The company has established a governance framework to effectively assess and manage risks[72] - The board has developed internal and external communication strategies to address the impact of COVID-19 on business operations and to prevent misinformation during the crisis[130] - The company is committed to complying with relevant laws and regulations in China and Hong Kong, with no significant compliance issues reported for the year[174] - The company has adopted corporate governance measures to manage potential conflicts of interest with its controlling shareholders[118] COVID-19 Impact - The company has resumed production in all factories since mid-February 2020 after temporary disruptions due to the COVID-19 pandemic[36] - The COVID-19 pandemic has had a short-term impact on the company's supply chain, but no significant adverse effects on business and financial performance as of the report date[128] - A crisis management team was established to assess the impact of COVID-19 on the company's supply chain, sales forecasts, employee health, and strategic plans[128] Distribution Network - The company has over 2,000 distributors in China and organized more than 65,000 in-store tasting events in 2019 [31] - As of December 31, 2019, the company had 2,148 distributors and over 200,000 sales points in China, establishing a vast national distribution and sales network[134] - The company has a network of distributors across 40 cities, each generating revenue exceeding RMB 10 million[135] Financial Position - Cash and cash equivalents were approximately RMB 432.1 million as of December 31, 2019, an increase from RMB 379.3 million in 2018, while total bank borrowings increased by 5.1% to approximately RMB 378.7 million[55] - The current ratio as of December 31, 2019, was 1.29, down from 1.36 in 2018, indicating a slight decline in short-term financial health[54] - The total debt-to-capital ratio was 52.6% as of December 31, 2019, compared to 51.1% in 2018, reflecting an increase in leverage[55] - The company's distributable reserves were approximately RMB 310.7 million, down from RMB 350.3 million in 2018[141] Shareholder Information - The company maintained a final dividend of HKD 0.05 per share for the year ended December 31, 2019, consistent with the previous year[131] - The major shareholders, including Mr. Huang and his family members, collectively held 60.86% of the company's shares[169] - The independent non-executive directors confirmed that the related party transactions were conducted in the ordinary course of business and on normal commercial terms[164] Audit and Financial Reporting - The independent auditor's report concluded that the consolidated financial statements fairly present the group's financial position as of December 31, 2019[188] - The audit process involves identifying and assessing risks of material misstatement and designing audit procedures to address those risks[199] - The auditors assess whether there are significant uncertainties that may cast doubt on the group's ability to continue as a going concern[200]

Financial Performance - The group's unaudited consolidated revenue for the six months ended June 30, 2019, was approximately RMB 751.1 million, an increase of 18.4% compared to the same period last year [6]. - The unaudited consolidated profit for the same period was approximately RMB 81.8 million, representing an increase of 88.3% year-on-year [7]. - The basic and diluted earnings per share for the six months ended June 30, 2019, were RMB 0.1965, compared to RMB 0.1047 for the same period in 2018 [7]. - The gross profit margin increased to 33.4%, up 2.2 percentage points from 31.2% in the same period last year [9]. - Gross profit increased by 26.8% to approximately RMB 251.0 million, with a gross margin improvement of 2.2 percentage points compared to the same period last year [30]. - The company reported a net asset value of RMB 765,180 thousand, an increase from RMB 702,581 thousand at the end of 2018 [87]. - The company reported a significant increase in operating cash flow before changes in working capital, which was RMB 124,031 thousand, compared to RMB 80,162 thousand in the prior year [94]. - For the six months ended June 30, 2019, the group reported a profit attributable to owners of the company of RMB 81,533,000, a significant increase from RMB 43,450,000 for the same period in 2018, representing an increase of approximately 87.6% [170]. Revenue Breakdown - The revenue from the sandwich biscuit series increased by 33.7% to approximately RMB 207.3 million, accounting for 27.59% of the total revenue [25]. - The sales revenue of the wafer biscuit series was approximately RMB 69.6 million, an increase of 9.3% compared to the same period last year, with a sales volume increase of about 5.6% to 4,154 tons [26]. - The revenue from the coarse grain biscuit series reached approximately RMB 62.5 million, a significant increase of 94.7%, with sales volume rising 92.6% to 3,932 tons [27]. - Other series revenue increased by 31.1% to approximately RMB 104.8 million, with sales volume rising about 6.9% to 5,996 tons [28]. - Revenue from the Chinese market reached RMB 750,161,000, representing a growth of 18.4% from RMB 633,420,000 in 2018 [151]. Operational Efficiency and Strategy - The group plans to continue enhancing operational efficiency and reduce the impact of material cost fluctuations through strategic procurement and improved production planning [9]. - The company plans to continue enhancing product quality and expanding its product range while exploring distribution channels and improving marketing efforts [43]. - The company is seeking acquisition and business cooperation opportunities to strengthen its leadership position in the biscuit production and sales industry [44]. - The company plans to continue expanding its market presence and investing in new product development to drive future growth [81]. Shareholder Information - As of June 30, 2019, Mr. Huang holds 252,572,000 shares, representing approximately 60.86% of the issued share capital [46]. - Actis and its associated entities collectively hold 60,000,000 shares, accounting for approximately 14.46% of the issued share capital [53]. - The company has a significant concentration of ownership, with Mr. Huang and his family controlling over 60% of the shares [50]. - The company’s major shareholders include entities controlled by Actis, which hold a combined total of 60,000,000 shares [53]. Cash Flow and Financial Position - The company's cash and bank balances totaled approximately RMB 556.7 million, up from RMB 411.0 million at the end of the previous year [38]. - The net cash flow from operating activities for the six months ended June 30, 2019, was RMB 47,008 thousand, compared to a net cash outflow of RMB 22,980 thousand for the same period in 2018 [94]. - The company raised bank loans amounting to RMB 474,456 thousand during the financing activities, an increase from RMB 336,900 thousand in the previous year [97]. - The total cash and cash equivalents at the end of the period were RMB 556,515 thousand, up from RMB 412,986 thousand at the end of the previous year [97]. Taxation and Government Grants - The company incurred a total tax expense of RMB 17,459,000, compared to RMB 10,032,000 in the previous year, reflecting a rise of 74.4% [162]. - Government grants received amounted to RMB 17,622,000, compared to RMB 11,412,000 in the same period last year, reflecting a growth of 54.1% [156]. - Guangdong Jiasili Food Group Co., Ltd. was recognized as a "High-tech Enterprise" by the Guangdong Provincial Department of Science and Technology, allowing a reduced corporate income tax rate of 15% from 2015 to 2017, with a renewal approved for 2018 to 2020 [163]. Employee and Operational Costs - Total employee costs for the six months ended June 30, 2019, amounted to RMB 99,689,000, slightly up from RMB 99,272,000 in the same period of 2018 [167]. - The group incurred depreciation and amortization expenses totaling RMB 31,557,000 for the six months ended June 30, 2019, compared to RMB 23,863,000 for the same period in 2018, reflecting an increase of approximately 32.4% [167]. IFRS Adoption and Accounting Policies - The company applied IFRS 16 for the first time, which replaced IAS 17 and related interpretations, impacting the accounting policies significantly [113]. - The company adopted IFRS 16 on January 1, 2019, recognizing additional lease liabilities and right-of-use assets amounting to RMB 9,979,000 [128]. - The company has exempted short-term leases from the application of IFRS 16, recognizing lease payments as expenses on a straight-line basis over the lease term [115]. - The company did not restate comparative information upon the initial application of IFRS 16 [135]. Impairment and Receivables - The company recognized an impairment provision of RMB 79,000 for trade receivables as of June 30, 2019, compared to RMB 131,000 for the same period in 2018 [194]. - The total impairment losses for the six months ended June 30, 2019, reached RMB 6,905,000, a significant increase from RMB (1,419,000) in 2018 [200]. - Trade receivables as of June 30, 2019, amounted to RMB 30,353,000, down from RMB 43,778,000 as of December 31, 2018, representing a decrease of approximately 30.7% [191].