Financial Performance - Revenue for the year ended December 31, 2024, was HK$129,595,000, representing a 95.5% increase from HK$66,328,000 in 2023[13] - Gross profit decreased to HK$9,027,000 in 2024 from HK$11,233,000 in 2023, reflecting a decline of 19.6%[13] - Loss before income tax improved to HK$76,446,000 in 2024 from HK$94,639,000 in 2023, a reduction of 19.2%[13] - Revenue from the apparel operation for 2024 was approximately HK$47,907,000, a decrease of 15.5% from HK$56,488,000 in 2023[25] - Revenue from the IP and products operation business surged to approximately HK$76,118,000 in 2024, compared to HK$1,641,000 in 2023, marking a significant increase[26] - Revenue from the money lending operation amounted to approximately HK$5,570,000 in 2024, down 32.9% from HK$8,199,000 in 2023[31] - The loss attributable to the owners of the Group for the year ended December 31, 2024, was approximately HK$76,628,000, representing an 18.3% decrease from HK$93,749,000 in 2023[133] Assets and Liabilities - Total assets decreased to HK$195,071,000 in 2024 from HK$214,185,000 in 2023, a decline of 8.9%[13] - Total liabilities remained relatively stable at HK$65,050,000 in 2024 compared to HK$65,473,000 in 2023[13] - Shareholders' equity decreased to HK$130,957,000 in 2024 from HK$148,113,000 in 2023, a drop of 11.5%[13] - Current ratio decreased to 2.79 in 2024 from 3.13 in 2023, indicating a decline in short-term liquidity[13] - Quick ratio also decreased to 2.56 in 2024 from 2.97 in 2023, reflecting a similar trend in liquidity[13] Profitability Ratios - Return on assets was (39.3%) in 2024, an improvement from (43.8%) in 2023[15] - Return on equity improved to (58.5%) in 2024 from (63.3%) in 2023, indicating a reduction in losses relative to equity[15] Strategic Initiatives - The company aims to optimize its existing business structure and seek new opportunities to enhance performance and maximize shareholder returns in 2025[32] - Future strategies include refining product design and development capacities to elevate gross profit margins in the apparel business[33] - The company plans to deepen business development in IP application and products operation, leveraging Web3.0 and blockchain technology[37] - The collaboration with IP partners will be expanded to foster continuous innovation in multifaceted IP applications[37] Management and Governance - Mr. Li was appointed as an executive director and chairman of the board on January 19, 2022, and will cease to be chairman effective August 2, 2024[44] - Mr. Li has over 20 years of experience in investment activities and business management, holding directorships in several listed companies[49] - Ms. Tin, aged 59, was appointed as an executive director on October 11, 2019, and has extensive experience in trading business in Hong Kong and the PRC[55] - Mr. Chan, aged 57, was appointed as an executive director on August 2, 2021, with experience in international trading, sales, marketing, and business development[58] - Mr. Li has held various senior management positions in capital investment and entity enterprises, with industry experience in fashion apparel and information technology[52] Financial Instruments and Investments - The company recognized a net fair value loss on financial assets at fair value through profit or loss of approximately HK$5,725,000 for the year ended December 31, 2024, compared to a loss of HK$8,760,000 in 2023[108] - The company recorded a fair value loss on contingent receivables related to the acquisition of subsidiaries of approximately HK$4,260,000 for the year ended December 31, 2024, compared to a fair value gain of HK$6,865,000 in 2023[109] - The Group's financial assets at fair value through profit or loss included investments in listed securities of approximately HK$10,872,000 as of December 31, 2024, up from HK$3,135,000 in 2023[155] Share Capital and Financing - The issued share capital of the Company increased from HK$21,370,763.24 as of December 31, 2023, to HK$26,821,797.12 as of December 31, 2024, following a share consolidation[162][164] - The company issued 3-year 2% coupon convertible bonds and 2-year 10% coupon convertible bonds in January and August 2022, respectively[168] - The 10% convertible bonds with a principal amount of HK$15,000,000 were fully redeemed on August 21, 2024[169] - On December 5, 2023, the company successfully issued 110,862,000 placing shares at a price of HK$0.10 per share, raising gross proceeds of HK$11,086,200[174] - The net proceeds from the placing were approximately HK$10,900,000, allocated for repayment of outstanding liabilities (approximately HK$9,100,000) and general working capital (approximately HK$1,800,000)[175]

目标公司团队具有与在全球建立通用兑换凭证发行及管理平台(包括但不限于稳定币、数位货币、NFT 等)(通用兑换凭证平台)相关的必要知识产权授权和运营经验。 董事会(包括独立非执行董事)认为，建议收购事项有助集团与目标公司进一步加深合作，共同开展基于 真实世界交易场景的通用兑换凭证平台业务，以多元化发展其现有业务组合及扩大集团收入来源，符合 公司的发展策略。 智通财经APP讯，天机控股(01520)发布公告，于2025年4月7日，公司与巫政先生(卖方甲)及梅唯一先生 (卖方乙)订立谅解备忘录，据此，订约方同意就公司可能有条件向卖方收购信桥资本集团有限公司(目标 公司)(或向其股东收购(如有))不超过15%的股权进行磋商，但须待落实及由公司与卖方订立正式协议 后，方可作实。 根据谅解备忘录，建议收购事项的代价将由公司透过配发及发行每股面值0.04港元的公司新股份的方式 支付，发行价将为每股0.40港元，较股份于紧接谅解备忘录日期前最后5个连续交易日在联交所所报平 均每股收市价0.476港元折让约15.97%。 目标公司为一家AI+区块链应用科技企业，能够提供一个连接真实世界和虚拟世界之间AI+Web3的平台 级的基 ...

Financial Performance - The company's revenue for the year ended December 31, 2024, was approximately HKD 129,595,000, representing an increase of about 95.4% compared to HKD 66,328,000 in 2023[2] - The loss attributable to the company's owners for the year ended December 31, 2024, was approximately HKD 76,628,000, a decrease of about 18.3% from HKD 93,749,000 in 2023[2] - The basic and diluted loss per share for the year ended December 31, 2024, was approximately HKD 0.1312, compared to HKD 0.1855 in 2023[4] - The total comprehensive loss for the year ended December 31, 2024, was approximately HKD 78,814,000, compared to HKD 96,061,000 in 2023[4] - The segment loss for the year ended December 31, 2024, was HKD 43,145,000, compared to a loss of HKD 53,375,000 in 2023, indicating an improvement of 19.2%[22] - The company reported a pre-tax loss of HKD 76,446,000 for the year ended December 31, 2024, compared to a loss of HKD 94,639,000 in 2023, showing a reduction of 19.2%[22] Assets and Liabilities - The company's non-current assets as of December 31, 2024, amounted to HKD 36,425,000, down from HKD 51,262,000 in 2023[5] - The company's current assets as of December 31, 2024, were HKD 158,646,000, compared to HKD 162,923,000 in 2023[5] - The company's total liabilities as of December 31, 2024, were HKD 56,888,000, compared to HKD 52,091,000 in 2023[6] - The company's equity attributable to owners as of December 31, 2024, was HKD 130,021,000, down from HKD 148,712,000 in 2023[6] - Total assets as of December 31, 2024, amounted to HKD 195,071,000, a decrease from HKD 214,185,000 in 2023, reflecting a decline of 8.9%[22][24] Revenue Breakdown - Revenue from external customers for the year ended December 31, 2024, was HKD 129,595,000, a significant increase from HKD 66,328,000 in 2023, representing a growth of 95.5%[24][29] - Revenue from sales of goods in China (including Hong Kong) for the year ended December 31, 2024, was HKD 124,025,000, up from HKD 58,129,000 in 2023, marking a growth of 113.5%[30] - The apparel business generated revenue of approximately HKD 47,907,000 in 2024, a decrease of 15.2% from HKD 56,488,000 in 2023, accounting for 37.0% of total revenue[49] - The loan financing business reported revenue of approximately HKD 5,570,000, down 32.1% from HKD 8,199,000 in 2023, representing 4.3% of total revenue[50] - The intellectual property application and product business saw revenue soar to approximately HKD 76,118,000, a growth of about 4,538% from HKD 1,641,000 in 2023[52] Expenses and Costs - The cost of sales for the year ended December 31, 2024, was approximately HKD 120,568,000, an increase of 119% from HKD 55,095,000 in 2023[53] - The gross profit for the year was approximately HKD 9,027,000, a decrease of 19.6% from HKD 11,233,000 in 2023, with a gross margin dropping to 7.0% from 16.9%[54] - Sales and distribution expenses decreased by 7.8% to approximately HKD 2,798,000 in the reporting period, down from HKD 3,033,000 in 2023[65] - Administrative expenses were approximately HKD 51,391,000, a reduction of 23.6% from HKD 67,263,000 in 2023[66] - Financing costs increased by 5.0% to approximately HKD 6,633,000, compared to HKD 6,318,000 in 2023[67] Cash Flow and Capital Management - As of December 31, 2024, the company's cash and cash equivalents were approximately HKD 6,218,000, down from HKD 31,243,000 in 2023[100] - The total borrowings and lease liabilities as of December 31, 2024, were approximately HKD 26,599,000, a decrease from HKD 32,908,000 in 2023[100] - The company's current ratio as of December 31, 2024, was approximately 2.79, compared to 3.13 in 2023[100] - The debt-to-equity ratio as of December 31, 2024, was approximately 20.0%, down from 22.1% in 2023[101] Shareholder Actions and Dividends - The company did not recommend the payment of any final dividend for the year ended December 31, 2024[2] - The company did not declare any interim or final dividends for the years 2024 and 2023, maintaining a consistent policy of no dividend distribution[33] - The board of directors did not recommend a final dividend for the year ended December 31, 2024[113] Strategic Initiatives and Future Outlook - The company is currently evaluating the impact of new accounting standards that will take effect on January 1, 2025, and beyond, but does not expect significant effects on the consolidated financial statements[12] - The company plans to enhance its product design and development capabilities in the apparel business, aiming to improve gross margins and leverage its design capabilities for IP derivative products[121] - The company anticipates moderate economic growth in mainland China and Hong Kong in 2025, with government support to boost consumer confidence[120] Governance and Compliance - The company has adhered to the corporate governance code, with a noted deviation from a specific provision[123] - The company has established an Audit Committee consisting of three independent non-executive directors, ensuring compliance with corporate governance codes[126] - The financial performance for the year ending December 31, 2024, has been reviewed by the Audit Committee, indicating a thorough evaluation of the company's financial status[126] - The company has adhered to all relevant provisions of the corporate governance code for the year ending December 31, 2024, except for the noted deviation regarding the roles of the Chairman and CEO[124]

Financial Performance - For the six months ended June 30, 2024, the Group's revenue decreased by approximately 6.3% to approximately HK$29,930,000 compared to HK$31,932,000 in 2023[6]. - Gross profit for the same period was approximately HK$5,521,000, a decrease of 10.9% from HK$6,199,000 in 2023[6]. - The loss attributable to owners of the Company for the period was approximately HK$28,162,000, an increase of 32.5% from HK$21,251,000 in 2023[6]. - Total comprehensive income for the period was approximately HK$29,771,000, compared to HK$23,962,000 in 2023[10]. - Basic and diluted loss per share was HK$1.27, compared to HK$1.06 in 2023[10]. - The company reported a net loss for the period of HK$28,162,000, which is a significant impact on accumulated losses[13]. - The company reported a loss before tax of HK$28,403,000, which includes unallocated corporate expenses of HK$12,531,000 and finance costs of HK$3,315,000[24]. - The company reported a loss before tax of HK$21,324,000 for the six months ended June 30, 2024[32]. Revenue Breakdown - For the six months ended June 30, 2024, total revenue from external customers was HK$29,930,000, with the apparel segment contributing HK$23,122,000, money lending services HK$3,056,000, and trendy and cultural products HK$3,752,000[24]. - Revenue from apparel operation decreased by 12.5% to approximately HK$23,122,000, impacted by insufficient demand due to a slower-than-anticipated economic recovery in Mainland China[129]. - Revenue from money lending operation decreased by approximately 25.9% to approximately HK$3,056,000, down from HK$4,124,000 in 2023, due to a decrease in interest income[131]. - Revenue from IP application and products operation increased by 172.5% to approximately HK$3,752,000, compared to HK$1,377,000 in 2023[134]. Assets and Liabilities - As of June 30, 2024, total assets amounted to HK$197,518,000, an increase from HK$162,923,000 as of December 31, 2023, representing a growth of approximately 21.2%[11]. - Current liabilities increased significantly to HK$90,528,000 from HK$39,048,000, indicating a rise of approximately 132.5%[11]. - Net current assets decreased to HK$106,990,000 from HK$123,875,000, reflecting a decline of about 13.6%[11]. - The company reported a net cash used in operating activities of HK$50,031,000 for the six months ended June 30, 2024, compared to HK$29,041,000 in the same period of 2023, indicating a worsening cash flow situation[14]. - Cash and cash equivalents at the end of the period were HK$8,320,000, down from HK$24,340,000 in 2023, representing a decrease of approximately 65.8%[14]. - The company generated HK$43,793,000 from financing activities in the first half of 2024, a significant increase from HK$3,358,000 in the previous year[14]. - The company’s inventories increased to HK$23,732,000 from HK$8,435,000, indicating a substantial rise of approximately 180.5%[11]. - Total borrowings and lease liabilities as of June 30, 2024, were approximately HK$43,463,000, an increase from HK$32,908,000 as of December 31, 2023[170]. Expenses and Costs - Employee benefit expenses, including directors' emoluments and share-based compensation, decreased significantly to HK$12,918,000 from HK$23,753,000, a reduction of 45.6%[6]. - Selling and distribution expenses for the six months ended June 30, 2024, were approximately HK$1,533,000, a decrease of 12.0% from HK$1,743,000 in 2023, representing 5.1% of revenue[139]. - Administrative expenses decreased by approximately 33.6% to HK$22,023,000 for the six months ended June 30, 2024, down from HK$33,144,000 in 2023, primarily due to the absence of share-based compensation[140]. - Finance costs increased by 1.8% to approximately HK$3,315,000 for the six months ended June 30, 2024, compared to HK$3,257,000 in 2023[143]. Share Capital and Equity - Share capital increased to HK$24,953,000 as of June 30, 2024, up from HK$21,371,000 at the end of 2023, reflecting a growth of approximately 12.1%[12]. - Total equity rose to HK$155,494,000 from HK$148,712,000, marking an increase of about 4.9%[12]. - The issued share capital increased from HK$21,370,763.24 to HK$24,952,763.24, with a total of 358,200,000 shares issued and allotted during the six months ended June 30, 2024[155]. Corporate Governance and Compliance - The financial statements have been prepared in accordance with Hong Kong Accounting Standards 34 and include applicable disclosure requirements of the Hong Kong Companies Ordinance and Listing Rules[16]. - The company has adopted new and revised Hong Kong Financial Reporting Standards effective from January 1, 2024, which did not have a material impact on the interim financial statements[19]. - The Group did not pay or propose any dividends during the six months ended June 30, 2024, consistent with 2023[58]. - The Group does not face any material foreign currency exchange risk, as most transactions are denominated in Renminbi or Hong Kong dollars[178]. - The Company has complied with the Corporate Governance Code, except for the deviation regarding the separation of the roles of chairman and chief executive officer[197]. Strategic Developments - The company continues to focus on its core business segments while managing losses and exploring potential strategies for improvement[24]. - The Group launched new businesses to develop new revenue sources and explore new potential customers during the reporting period[134]. - The Company plans to acquire not less than 20% of the entire issued share capital in Tonwell Security Limited, which provides security services across various sectors[153]. - A letter of intent was signed for a possible lease of a site measuring approximately 22,000-30,000 square meters for organizing Guochao-themed civic events, pending government approval[150]. - The Company expects the possible lease to expand its IP application and product operations in the PRC, enhancing its income sources[151].

Financial Performance - For the six months ended June 30, 2024, the Group's revenue decreased by approximately 6.3% to approximately HK$29,930,000 compared to HK$31,932,000 in 2023[7]. - Gross profit for the same period was approximately HK$5,521,000, a decrease of 10.9% from HK$6,199,000 in 2023[7]. - The loss attributable to owners of the Company for the period was approximately HK$28,162,000, an increase of 32.5% from HK$21,251,000 in 2023, primarily due to provisions for expected credit loss on loans and interest receivables[7]. - The loss before income tax for the period was approximately HK$28,403,000, compared to HK$21,324,000 in 2023[10]. - Total comprehensive income for the six months ended June 30, 2024, was a loss of HK$29,771,000, compared to a loss of HK$23,962,000 in the same period of 2023[11]. - Basic and diluted loss per share for the period was HK$1.27, compared to HK$1.06 in the previous year, indicating a deterioration in earnings per share[11]. Segment Performance - Apparel operations recorded a gross profit of approximately HK$464,000, down from HK$1,836,000 in 2023[7]. - Money lending operations earned a gross profit of approximately HK$3,056,000, compared to HK$4,124,000 in 2023[7]. - IP application and products operations recorded a gross profit of approximately HK$2,001,000, up from HK$239,000 in 2023[7]. - The company reported a total segment loss of HK$12,700,000 for the six months ended June 30, 2024, compared to a loss of HK$7,915,000 in the money lending services segment, indicating a worsening performance[25]. Cash Flow and Liquidity - For the six months ended June 30, 2024, the company reported a net cash used in operating activities of HK$50,031,000, compared to HK$29,041,000 in the same period of 2023, representing an increase of 72.5%[15]. - Cash and cash equivalents at the end of the period decreased to HK$8,320,000 from HK$24,340,000 at the end of the same period in 2023, reflecting a decline of 65.8%[15]. - The company experienced a net decrease in cash and cash equivalents of HK$21,664,000 for the reporting period, compared to a decrease of HK$25,360,000 in the previous year, showing an improvement of 14.3%[15]. Assets and Liabilities - Current assets increased to HK$197,518,000 as of June 30, 2024, from HK$162,923,000 at the end of 2023, representing a growth of approximately 21.2%[12]. - Total liabilities as of June 30, 2024, were HK$91,931,000, including segment liabilities of HK$43,520,000[28]. - Non-current liabilities decreased significantly to HK$1,403,000 from HK$26,425,000, indicating a reduction of approximately 94.7%[13]. - The total trade payables increased to HK$24,404,000 as of June 30, 2024, from HK$7,743,000 as of December 31, 2023, showing a substantial increase of 215.5%[84]. Expenses - Administrative expenses decreased to approximately HK$22,023,000 from HK$33,144,000 in 2023[10]. - Selling and distribution expenses for the six months ended June 30, 2024, were approximately HK$1,533,000, a decrease of 12.0% from HK$1,743,000 in 2023, representing 5.1% of revenue[140]. - Finance costs increased by 1.8% to approximately HK$3,315,000 for the six months ended June 30, 2024, compared to HK$3,257,000 in 2023[144]. Share Capital and Financing - The total share capital increased to HK$24,953,000 as of June 30, 2024, from HK$21,371,000 at the end of 2023, indicating a growth of 16.1%[94]. - The total outstanding shares increased to 2,495,276,324 as of June 30, 2024, from 2,137,076,324 at the end of 2023, an increase of 16.8%[94]. - The Company issued 28,200,000 new ordinary shares at HK$0.126 per share on March 4, 2024, and 330,000,000 shares at HK$0.1 per share on May 30, 2024[95]. Corporate Governance and Compliance - The Audit Committee reviewed the unaudited interim condensed consolidated financial information for the six months ended June 30, 2024[194]. - The Company complied with the Corporate Governance Code during the reporting period, with a noted deviation regarding the separation of the roles of chairman and chief executive officer[195].

Financial Performance - The company's revenue decreased by 26.0% to approximately HK$66,328,000 in 2023, down from HK$89,620,000 in 2022[5] - Gross profit for 2023 was HK$11,233,000, compared to HK$14,060,000 in 2022[26] - The loss before income tax was HK$94,639,000 in 2023, an increase from a loss of HK$58,403,000 in 2022[26] - Revenue from the apparel operation decreased by 24.0% to approximately HK$56,488,000 for the year ended 31 December 2023, accounting for 85.2% of the Group's total revenue[30] - Revenue from the money lending operation decreased to approximately HK$8,199,000 for the year ended 31 December 2023, representing a decrease of approximately 39.9% and accounting for 12.4% of the Group's total revenue[33] - Revenue from IP application and products operation decreased slightly by approximately 0.7% to approximately HK$1,641,000 for the year ended 31 December 2023, accounting for 2.4% of the Group's total revenue[33] - The Group incurred losses of approximately HK$447,000 in other gains and losses for the year ended 31 December 2023, a significant decrease from gains of HK$66,221,000 in 2022[87] - The Group recognized a net fair value loss on financial assets at fair value through profit or loss of approximately HK$1,895,000 in 2023, down from HK$10,111,000 in 2022[87] - The Group incurred an impairment loss on goodwill of approximately HK$13,000,000 for the year ended 31 December 2023, compared to HK$34,632,000 in 2022[87] - The Group's total staff costs for the year ended December 31, 2023, were approximately HK$42,816,000, down from approximately HK$50,719,000 in 2022[101] - The Group's total borrowings and lease liabilities amounted to approximately HK$32,908,000 as of December 31, 2023, up from HK$31,457,000 in 2022[100] Economic Environment - The company faced a challenging economic environment in 2023, continuing from a stagnant 2022[20] - The economic recovery of Mainland China in 2023 was moderate, influenced by sluggish external demand and concerns over the economic outlook[29] - The global economic outlook for 2024 is expected to remain challenging, with high inflation and interest rates continuing to impact economic growth[33] - The economic environment in Hong Kong for 2023 faced pressure due to changes in local consumption patterns and a weak financial and property market, impacting growth[58] - The overall economic environment in Mainland China has been challenging, impacting consumer spending and demand for apparel products[112] - The company anticipates a recovery in 2024 alongside economic growth in Mainland China and Hong Kong[64] Corporate Governance and Management - Mr. Li Yang has over 20 years of experience in investment activities and business management, holding directorships in several companies listed on the Hong Kong Stock Exchange[36] - Mr. Chan Ming Leung Terence has over 13 years of experience in the IT industry, particularly in sales and marketing, having worked at Tencent[40] - Mr. Wong Wai Kai Richard holds a dual degree in International Relations and Economics from Brown University, completed in 2020[46] - Mr. Tang Shu Pui Simon is the chairman of the Remuneration Committee and has extensive legal experience, being a partner at a law firm with over 70 years of service in Hong Kong[47] - The Company is focused on expanding its market presence and enhancing its corporate governance through experienced directors[38] - The Company aims to leverage the expertise of its directors to drive strategic initiatives and improve operational efficiency[39] - The management team includes individuals with diverse backgrounds in healthcare, IT, and legal sectors, enhancing the Company's strategic capabilities[40][44] - The Company is committed to maintaining high standards of corporate governance and compliance with regulatory requirements[47] - The appointment of new directors reflects the Company's strategy to strengthen its leadership and adapt to market changes[39] Operational Changes and Strategies - The company plans to transform its apparel focus from women's apparel to sports and leisure apparel, targeting the young market[35] - The company will gradually scale down its money lending business due to a difficult business environment[35] - The gaming industry is expected to maintain innovation and healthy development, supported by various measures from regulators in Mainland China[35] - The company aims to explore more business opportunities with renowned gaming platforms to boost the trendy cultural product industry[35] Financial Position and Ratios - Total assets decreased to HK$214,185,000 in 2023 from HK$288,373,000 in 2022[18] - Shareholders' equity fell to HK$148,113,000 in 2023, down from HK$208,432,000 in 2022[18] - The current ratio for 2023 was 4.17, slightly down from 4.42 in 2022[18] - The return on equity for 2023 was (63.3%), worsening from (31.6%) in 2022[18] - Inventory turnover days increased to 56 days in 2023, compared to 32 days in 2022[18] - Trade receivables turnover days rose to 174 days in 2023, up from 159 days in 2022[18] - The gearing ratio increased to approximately 22.1% as of December 31, 2023, from 15.0% in 2022[153] - The Group's receivables (net of impairment) were approximately HK$44,560,000 as of December 31, 2023, down from HK$98,163,000 in 2022[152] Shareholder Information - As of December 31, 2023, the company had 2,137,076,324 shares issued[1] - Value Convergence Holdings Limited owned 155,334,000 shares, including 66,844,919 underlying shares from convertible instruments[3] - Anli Investment Fund SPC-Anli Greater China Opportunity Fund held 193,590,887 shares[4] - Mr. Zeng Ge is the beneficial owner of 100% shareholding in Dreamtoys Ltd., which owns 114,000,000 shares[5] Other Financial Information - The Group recognized a net fair value loss on financial assets at fair value through profit or loss of approximately HK$8,760,000 in 2023, compared to HK$10,111,000 in 2022[96] - The Group will continue to adopt a conservative investment approach in its trading of listed securities in the Hong Kong stock market[97] - The Group plans to use HK$9.1 million of the net proceeds for repayment of outstanding liabilities and the remaining HK$1.8 million for general working capital[160] - The Board of Directors did not recommend any payment of a final dividend for the year ending December 31, 2023[162]

截至二零二三年十二月三十一日止年度的全年業績公告 業績 截至二零二三年十二月三十一日止年度 二零二三年 二零二二年 本公司擁有人 (93,749) (65,895) 非控股權益 (269) 20 本公司擁有人 (95,792) (68,253) 非控股權益 (269) 20 基本（港元仙） (4.78) (3.57) 綜合財務狀況表 | --- | --- | --- | --- | |--------------------------------------|-------|------------|------------| | | | 二零二三年 | 二零二二年 | | | 附註 | 千港元 | 千港元 | | | | | | | 資產及負債 | | | | | 非流動資產 | | | | | 於聯營公司的權益 | | 730 | 840 | | 物業、廠房及設備 | | 2,640 | 2,367 | | 使用權資產 | | 3,291 | 2,818 | | 預付款及其他應收款項 | | 12,832 | 400 | | 商譽 | 10 | 28,812 | 42,543 | | 無形資產 | | ...

智通财经APP讯，天机控股(01520)发布公告，于2024年2月2日，公司与第一认购方余春风订立第一认购协议，公司拟配发及发行，且第一认购方有意按第一认购价每股第一认购股份0.10港元认购最多4亿股第一认购股份。公司与第二认购方King Castle Enterprises Limited订立第二认购协议，公司拟配发及发行，且第二认购方有意按第二认购价每股第二认购股份0.10港元认购最多4亿股第二认购股份。 4亿股第一认购股份/第二认购股份相当于公司经配发及发行4亿股第一认购股份及4亿股第二认购股份扩大后的已发行股本约13.62%;第一认购价及第二认购价0.10港元较2月2日收市价每股股份0.131港元折让约23.66%。 第一认购事项的所得款项净额(经扣除第一认购事项相关开支后)将约为最多3972万港元。每股第一认购股份的净价于第一认购事项完成后将约为每股第一认购股份0.099港元。公司拟将所得款项净额最多约979万港元用于偿还未偿还负债;约1188万港元用于提供一般营运资金;及约1805万港元用于现有项目的业务发展。 第二认购事项的所得款项净额(经扣除第二认购事项相关开支后)将约为最多3972万港元。每 ...

Revenue Performance - Revenue for the first half of 2023 increased by approximately 37.5% to approximately HK$31,932,000 compared to HK$23,224,000 in 2022[2] - Revenue from apparel operation rose by 74.3% to approximately HK$26,431,000 for the six months ended June 30, 2023, up from HK$15,162,000 in 2022[139] - Revenue from money lending operation decreased by approximately 48.8% to approximately HK$4,124,000 compared to HK$8,062,000 in 2022[145] - Revenue from IP application and products operation was approximately HK$1,377,000 for the reporting period, as the operation commenced in July 2022[150] - Revenue from external customers for the six months ended June 30, 2023, was HK$31,932,000, representing a 37.5% increase from HK$23,224,000 in the same period of 2022[38] - Revenue from Mainland China increased significantly to HK$27,808,000 in 2023 from HK$12,823,000 in 2022, marking a growth of 116.5%[38] Profit and Loss - Gross profit remained unchanged at approximately HK$6,199,000 for both periods, with apparel operations recovering to a gross profit of approximately HK$1,836,000 from a gross loss of HK$1,863,000 in 2022[2] - Loss attributable to owners of the Company decreased by 48.2% to approximately HK$21,251,000 from HK$40,992,000 in 2022, primarily due to the reversal of expected credit loss on loans and interest receivables[2] - Total comprehensive income for the period attributable to owners of the Company was a loss of approximately HK$23,889,000, compared to a loss of HK$41,522,000 in 2022[5] - The company reported a loss for the period of HK$21,251,000 for the six months ended June 30, 2023, compared to a loss of HK$40,992,000 for the same period in 2022, showing an improvement of approximately 48%[9] - Segment loss for the six months ended June 30, 2023, was HK$40,967,000, compared to a loss of HK$17,645,000 in the same period of 2022[48] Financial Position - Cash and bank balances decreased to HK$24,340,000 from HK$52,012,000 as of December 31, 2022[6] - Trade receivables increased to HK$44,568,000 from HK$39,065,000 as of December 31, 2022[6] - Net current assets decreased to HK$176,903,000 from HK$184,194,000 as of December 31, 2022[6] - As of June 30, 2023, the company's net assets decreased to HK$201,836,000 from HK$209,300,000 as of December 31, 2022, representing a decline of approximately 3.3%[8] - The total equity attributable to the owners of the Company was HK$201,041,000 as of June 30, 2023, down from HK$208,432,000 at the end of 2022, indicating a decrease of about 3.5%[9] - Total assets amounted to HK$259,679,000, with segment assets for design, manufacturing, and trading of apparels at HK$81,092,000, money lending services at HK$115,992,000, and trendy cultural products at HK$50,327,000[31] - The Group's total liabilities as of 30 June 2023 were HK$57,843,000, with segment liabilities for design, manufacturing, and trading of apparels at HK$18,055,000, money lending services at HK$1,116,000, and trendy cultural products at HK$4,151,000[31] Cash Flow and Financing - Net cash used in operating activities for the six months ended June 30, 2023, was HK$29,041,000, compared to HK$26,346,000 for the same period in 2022, reflecting an increase in cash outflow of about 10.2%[11] - The company generated HK$3,358,000 from financing activities in the first half of 2023, a significant decrease from HK$32,784,000 in the same period of 2022, representing a decline of about 89.8%[11] - The company reported a net fair value loss on financial assets of HK$4,497,000 for the six months ended June 30, 2023[46] - Total borrowings and lease liabilities were approximately HK$30,613,000 as of June 30, 2023, down from HK$31,457,000 as of December 31, 2022[182] Expenses and Costs - Employee benefit expenses for the six months ended June 30, 2023, were HK$23,753,000, compared to HK$25,574,000 in 2022, showing a decrease of 7.1%[49] - Selling and distribution expenses increased by 87.6% to approximately HK$1,743,000, representing 5.5% of revenue, up from 4.0% in 2022[164][167] - Administrative expenses decreased by approximately 12.4% to HK$33,144,000, down from HK$37,838,000 in 2022[165][168] - Finance costs increased by 782.7% to approximately HK$3,257,000, primarily due to interest expenses from convertible bonds[171][174] Share Capital and Options - The company’s share capital increased to HK$20,248,000 as of June 30, 2023, from HK$19,836,000 at the end of 2022, marking an increase of approximately 2.1%[9] - The total number of issued and fully paid ordinary shares increased to 2,024,774,324 as of June 30, 2023, from 1,983,636,359 as of December 31, 2022[114] - The company granted 168,850,000 share options on January 17, 2023, with an exercise price of HK$0.23 per share, and an estimated fair value of HK$20,568,000[120] - The total number of options outstanding at the beginning of the period was 16,900,000, with no options granted during the period[126] - The company continues to manage its share option scheme actively, reflecting its commitment to employee incentives and retention[126] Taxation and Compliance - The Group's estimated assessable profits in Hong Kong are subject to a profits tax rate of 16.5%, with the first HK$2,000,000 taxed at 8.25%[54][57] - The corporate income tax rate for the Group's PRC subsidiaries is 25%, unchanged from 2022[55][58] - The applicable withholding income tax rate for dividends distributed from the Group's PRC profits is 5%[56][59] Business Operations and Strategy - The company has not reported any significant changes in its business operations during the period[13] - The company plans to continue its market expansion and product development strategies in the upcoming periods[120] - The Group maintained a prudent financial management approach, ensuring a healthy liquidity position throughout the review period[190]

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 分內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 Virtual Mind Holding Company Limited 天 機 控 股 有 限 公 司 （於開曼群島註冊成立的有限公司） （股份代號：1520） 截至二零二三年六月三十日止六個月的中期業績公告 概要 截至二零二三年六月三十日止六個月： • 於二零二三年上半年，本集團的收入隨經濟復甦而有所回升。本集團於報告 期的收入增加約37.5%至約31,932,000港元（二零二二年：23,224,000港元）； • 截至二零二三年六月三十日止六個月的毛利約為6,199,000港元（二零二二 ...