Financial Performance - Revenue for the six months ended June 30, 2024, was HKD 150,847 thousand, a decrease of 4.1% compared to HKD 157,131 thousand for the same period in 2023[1] - The company reported a loss of HKD 5,754 thousand for the current period, compared to a loss of HKD 2,698 thousand in the previous year, representing an increase in loss of 113.5%[2] - Basic and diluted loss per share was HKD 0.48, compared to HKD 0.22 in the same period last year, indicating a 118.2% increase in loss per share[2] - The company recorded a net loss of approximately HKD 3.1 million for the first half of 2024, compared to a net loss of approximately HKD 2.7 million for the six months ended June 30, 2023[40] - Loss attributable to shareholders increased from approximately HKD 2.7 million to about HKD 5.8 million, an increase of approximately HKD 3.1 million[46] Assets and Liabilities - Total assets as of June 30, 2024, were HKD 246,918 thousand, down from HKD 252,905 thousand as of December 31, 2023, reflecting a decrease of 2.4%[3] - Total liabilities increased slightly to HKD 116,505 thousand from HKD 116,429 thousand, indicating a marginal increase of 0.1%[4] - Non-current liabilities related to lease liabilities decreased to HKD 1,806 thousand from HKD 3,031 thousand, a reduction of 40.4%[4] - As of June 30, 2024, trade receivables amounted to HKD 63,534,000, a slight increase from HKD 63,286,000 as of December 31, 2023[20] - The net trade receivables, after deducting expected credit loss provisions, were HKD 56,957,000 as of June 30, 2024, compared to HKD 56,709,000 as of December 31, 2023[20] Cash Flow and Financing - Cash and cash equivalents increased to HKD 57,227 thousand from HKD 51,618 thousand, showing an increase of 10.3%[3] - The net financing cost for the six months ended June 30, 2024, was HKD (717,000), compared to HKD (1,231,000) for the same period in 2023, indicating a significant reduction in financing costs[15] - Bank borrowings increased from HKD 32.98 million as of December 31, 2023, to HKD 40.2 million as of June 30, 2024[34] Operational Highlights - The Group's main activities focus on the design, development, procurement, manufacturing, and sales of a full range of bags, luggage, and medical-related products[5] - The Group's operating activities are primarily concentrated in the self-branded product segment, which includes OEM and ODM businesses[11] - Revenue from proprietary label products increased to HKD 94.6 million, accounting for 62% of total revenue, compared to HKD 71.5 million, or 45%, in the previous period[41] Expenses - For the six months ended June 30, 2024, the cost of goods sold was HKD 112,878,000, a decrease of 1.33% from HKD 114,400,000 in the same period of 2023[12] - Employee benefit expenses were HKD 24,082,000, down 4.88% from HKD 25,319,000 year-over-year[12] - The group’s administrative expenses decreased to HKD 20,465,000 from HKD 22,005,000 year-over-year, a decline of 6.99%[12] - Sales and distribution expenses amounted to approximately HKD 5.6 million, a slight decrease of about HKD 0.8 million compared to the same period in 2023, primarily due to optimized sales and marketing strategies[43] Financial Reporting and Compliance - The financial data presented is unaudited and has been approved by the Board on August 23, 2024[6] - The Group's financial statements are prepared in accordance with Hong Kong Financial Reporting Standards, consistent with the previous year's annual financial statements[7] - The audit committee, consisting of three independent non-executive directors, has reviewed the unaudited interim financial information and confirmed compliance with applicable accounting standards[62] Future Outlook - The group anticipates continued global economic recovery in the second half of 2024, although regional recovery may vary and trade tensions could impact the pace of recovery[55] - The group will maintain a prudent approach to business development while actively monitoring market conditions and adjusting strategies accordingly[55] Dividends and Shareholder Information - The board of directors recommended not to declare an interim dividend for the six months ended June 30, 2024[36] - The board of directors recommends not to declare any interim dividends for the period ending June 30, 2023[58] - The company maintains a public float of no less than 25% as required by listing rules[59]

Financial Performance - Revenue for the year ended December 31, 2023, decreased by approximately HKD 102.5 million or 26.0% to HKD 291.6 million from HKD 394.1 million in 2022[9]. - The company's net profit for the year was HKD 1.1 million, a turnaround from a loss of HKD 0.5 million in the previous year[5]. - Sales in North America significantly declined, with revenue dropping from HKD 153.5 million in 2022 to HKD 75.0 million in 2023[9]. - The gross profit margin slightly decreased from 14.9% in 2022 to 14.5% in 2023, despite a reduction in cost of sales by approximately HKD 86.0 million or 25.6%[17]. - The total assets decreased from HKD 275.9 million in 2022 to HKD 252.9 million in 2023, while total liabilities decreased from HKD 141.6 million to HKD 116.4 million[6]. - The current ratio improved from 1.5 in 2022 to 1.6 in 2023, indicating better short-term financial health[6]. - The revenue from proprietary label products for the year was approximately HKD 291.6 million, with a significant decline in sales of basic bags, tool storage, and tool accessories[14]. - Sales and distribution expenses decreased from approximately HKD 14.3 million to about HKD 11.9 million, a reduction of approximately HKD 2.4 million, primarily due to a significant decline in sales during the second half of 2023 and optimization of the sales and marketing network[18]. - Administrative expenses slightly increased from approximately HKD 41.5 million to about HKD 42.2 million, an increase of approximately HKD 0.7 million, mainly due to a shift from a net exchange gain of about HKD 3.5 million to a net exchange loss of approximately HKD 0.8 million[19]. - Net financing costs decreased from approximately HKD 3.9 million to about HKD 2.4 million, a reduction of approximately HKD 1.5 million, attributed to improvements in the financing structure and lower financing utilization rates[20]. - Other income and net gains increased from approximately HKD 4.3 million to about HKD 14.0 million, an increase of approximately HKD 9.7 million, mainly due to a gain of HKD 15.9 million from a sale and leaseback transaction[21]. - The group recorded a net profit of approximately HKD 1.1 million during the reporting period, compared to a net loss of about HKD 0.5 million for the year ended December 31, 2022[24]. - The debt-to-equity ratio as of December 31, 2023, was 30.3%, a significant decrease from 52.4% as of December 31, 2022[26]. Strategic Initiatives - The company plans to adopt a more cautious approach to capital expenditures and implement cost control measures to mitigate losses during challenging economic conditions[10]. - The company aims to diversify its customer base and optimize its cost structure and supply chain network to achieve sustainable growth[14]. - The company emphasizes the importance of being proactive and adaptable to emerging trends in a dynamic business environment[10]. - The company anticipates continued global economic recovery in 2024, with GDP growth and employment rates expected to improve[48]. - The company will face competitive pressures, including rising material and labor costs in China, and will adopt prudent measures to maintain financial stability[48]. - The company plans to adjust its strategies in response to market conditions and potential geopolitical uncertainties affecting recovery[48]. Corporate Governance - The company has adhered to all applicable corporate governance code provisions during the reporting period[69]. - The company is committed to enhancing shareholder value through effective corporate governance practices[69]. - The nomination committee emphasizes diversity in selecting board members based on various criteria, including gender and professional experience[76]. - The company has established a corporate governance framework to ensure accountability and protect shareholder interests[69]. - The independent non-executive directors provide independent opinions and contribute to the audit, nomination, and remuneration committees[66]. - The company has appointed three independent non-executive directors, meeting the requirement that at least one-third of the board members must be independent[81]. - The board consists of three executive directors and three independent non-executive directors, ensuring a balance of power[71]. - The roles of the chairman and CEO are separated to maintain a balance of authority and responsibility[75]. - The company has established specific service agreements for directors, with provisions for termination and re-election at annual general meetings[82]. - The company has not yet established a corporate governance committee, with the board currently overseeing corporate governance functions[87]. - The company has implemented a policy for directors to provide training records, ensuring ongoing professional development[91]. - The company has a policy for independent directors to confirm their independence annually, in compliance with listing rules[81]. - The board is responsible for approving significant capital expenditures, acquisitions, and related transactions[87]. - The company has established three board committees to oversee specific areas, including audit, remuneration, and nomination[99]. - The audit committee consists of three independent non-executive directors, ensuring compliance with listing rules regarding financial management expertise[101]. - The remuneration committee reviewed the remuneration policies for directors and senior management, ensuring no individual participated in determining their own remuneration[105]. - The company paid HKD 893,000 for audit services and HKD 42,000 for non-audit services during the reporting period[116]. - The company has established a risk management and internal control system, which is reviewed annually by the board and audit committee[117]. - The company has a policy to ensure insider information is disclosed fairly and timely according to applicable laws and regulations[120]. - The company confirmed that there are no significant uncertainties affecting its ability to continue as a going concern[112]. - The company has complied with corporate governance codes regarding the composition and independence of its committees[110]. Employee and Management - As of December 31, 2023, the group had 393 employees, a decrease from 399 employees as of December 31, 2022[175]. - Employee costs totaled approximately HKD 49.1 million for the reporting period, compared to HKD 48.8 million in 2022, reflecting a year-over-year increase of 0.6%[175]. - The company has a strong management team with over 30 years of experience in sales and marketing, enhancing operational efficiency[54]. - The group has made significant advancements in financial and strategic planning under the leadership of the CEO, who has nearly 20 years of experience in accounting and auditing[56]. - The company has implemented internal guidelines to assess employee performance and regularly provides training programs to enhance employee skills[175]. - The remuneration range for senior management includes one individual earning between HKD 1,000,001 and HKD 2,000,000[107]. Shareholder Communication and Dividends - The company emphasizes the importance of shareholder communication and has established a shareholder communication policy[128]. - The annual general meeting is scheduled for June 21, 2024, with a notice to be sent at least 21 full business days prior[128]. - The board has decided not to recommend any final dividend for the reporting period[140]. - The board is committed to balancing shareholder interests with prudent capital management in its dividend policy[139]. Market Risks and Relationships - The company faces risks related to order fluctuations from private label customers and distribution model uncertainties, which may adversely affect its business and financial performance[146]. - The company is exposed to various market risks, including currency risk, interest rate risk, credit risk, and liquidity risk[147]. - The company maintains stable relationships with major customers, which include world-renowned brands, enhancing its competitive position in the backpack and luggage manufacturing industry[152]. - The company has established strong relationships with key suppliers and subcontractors, focusing on material quality and reliability to enhance competitiveness[154]. - Major customers and suppliers accounted for a significant percentage of sales and purchases during the reporting period, although specific percentages were not disclosed[190]. - The largest customer accounted for 18.1% of revenue, down from 19.1% in the previous year[191]. - Top five customers contributed 66.2% of total revenue, a decrease from 67.4% year-on-year[191]. - The largest supplier represented 18.6% of total purchases, significantly reduced from 30.5% in the prior year[191]. - Top five suppliers made up 36.9% of total purchases, down from 48.9% year-on-year[191].

Financial Performance - Revenue for the year ended December 31, 2023, was HKD 291,560,000, a decrease of 26% from HKD 394,119,000 in 2022[2] - The net profit for the year was HKD 1,088,000, compared to a loss of HKD 466,000 in the previous year[4] - Basic and diluted earnings per share for 2023 were HKD 0.09, compared to a loss per share of HKD 0.05 in 2022[6] - The gross profit margin for the year was approximately 14.5%, down from 14.9% in the previous year[4] - The company reported a total comprehensive income of HKD 2,245,000 for 2023, compared to a loss of HKD 2,016,000 in 2022[6] - The company generated rental income of HKD 348 thousand in 2023, compared to HKD 503 thousand in 2022, reflecting a decrease of approximately 31%[31] - The company recorded a loss of HKD 4,552 thousand from the fair value changes of financial assets in 2023, compared to a loss of HKD 3,780 thousand in 2022, indicating a worsening of about 20%[31] - For the fiscal year ending December 31, 2023, the total expenses amounted to HKD 303,388,000, a decrease of 23.1% compared to HKD 394,680,000 in 2022[32] - The cost of goods sold for 2023 was HKD 249,259,000, a decrease of 25.7% from HKD 335,278,000 in 2022[32] - Administrative expenses for 2023 were HKD 42,180,000, slightly up from HKD 41,519,000 in 2022, reflecting a 1.6% increase[32] - The company reported a significant decrease in sales and marketing expenses, which were HKD 11,949,000 in 2023 compared to HKD 14,255,000 in 2022, a reduction of 16.1%[32] - Financing costs decreased to approximately HKD 2.4 million from HKD 3.9 million for the year ending December 31, 2022[58] Assets and Liabilities - Total assets decreased to HKD 252,905,000 from HKD 275,875,000, reflecting a decline of approximately 8%[2] - Current liabilities increased to HKD 113,398,000 from HKD 138,463,000, indicating a reduction of about 18%[2] - Non-current assets were valued at HKD 69,694,000, a decrease from HKD 72,616,000 in the previous year[2] - Total assets increased from HKD 252,905,000 to HKD 275,875,000, representing a growth of approximately 9.05% year-over-year[8] - Total liabilities decreased from HKD 141,644,000 to HKD 116,429,000, indicating a reduction of about 17.74%[9] - The net value of current assets rose from HKD 64,796,000 to HKD 69,813,000, reflecting an increase of approximately 7.77%[9] - The company's retained earnings increased from HKD 70,002,000 to HKD 71,090,000, showing a growth of about 1.55%[8] - The total equity increased from HKD 134,231,000 to HKD 136,476,000, which is an increase of approximately 1.67%[8] - The company's total liabilities to equity ratio improved from 1.05 to 0.85, indicating a stronger financial position[9] - The company's total current liabilities decreased from HKD 58,380,000 to HKD 65,959,000, reflecting a decrease of about 12.00%[9] - The company's total non-current liabilities decreased from HKD 83,264,000 to HKD 50,470,000, indicating a reduction of approximately 39.50%[9] Market and Operations - The company operates primarily in investment holding and its subsidiaries are engaged in the design, development, procurement, manufacturing, and sale of a full range of bags, luggage, and accessories, as well as medical-related products[12] - The group conducts its business activities in Hong Kong, Denmark, and the People's Republic of China, with major export markets in Europe and North America[12] - The company plans to focus on market expansion and new product development in the upcoming year[3] - The company expects to face various competitive pressures, including rising material and labor costs in China, pricing strategies from competitors, and changes in customer preferences and consumption trends[92] - The company plans to continue expanding its customer base and optimizing its cost structure to maintain profitability and growth[53] Taxation and Compliance - The effective tax rate for Hong Kong profits tax was maintained at 16.5% for both 2023 and 2022, with a two-tiered system applicable for qualifying entities[34] - The corporate income tax rate in China remained at 25% for 2023, consistent with 2022, with a reduced rate of 5% applicable for small profit enterprises[35] - The income tax expense for the year included a current tax charge of HKD 804,000 for China, down from HKD 894,000 in 2022[37] - The group has adopted new and revised Hong Kong Financial Reporting Standards effective from January 1, 2023, which do not have a significant impact on the financial statements[17] - The company expects that the revised Hong Kong Financial Reporting Standards will not have a significant impact on its consolidated financial statements[19] Shareholder Information - The annual general meeting of shareholders is scheduled for June 21, 2024[93] - The board of directors did not recommend the payment of a final dividend for the reporting period, consistent with the previous year[75] - The group reported no issuance of potential dilutive ordinary shares for both 2023 and 2022, resulting in basic earnings per share being the same as diluted earnings per share[40] External Transactions - The company engaged in a continuous connected transaction with GPL Hong Kong, selling products worth HKD 52.686 million during the reporting period[81] - The pricing for the products sold to GPL Hong Kong was determined based on normal commercial terms and was not less favorable than those offered to independent third parties[81] - The company confirmed that the continuous connected transactions were conducted under fair and reasonable terms, benefiting the overall interests of shareholders[82] - The company sold a property to Vking Marine Limited for HKD 19.5 million, with the transaction completed on September 25, 2023[87] - The company has entered into a lease agreement for a property with a quarterly rent of HKD 243,000 starting from September 25, 2023, for a duration of three years[88] Future Outlook - The group anticipates a continued global economic recovery in 2024, with improvements in GDP growth rate and employment rate, although recovery may be uneven across regions[92] - The group continues to monitor foreign exchange risks, particularly related to the US dollar and RMB, without currently having a hedging policy in place[74] Governance and Audit - The audit committee has reviewed and approved the consolidated financial statements for the reporting period, ensuring compliance with applicable accounting standards and regulations[101] - The company has engaged an external auditor, which confirmed that the financial data in the performance announcement aligns with the audited consolidated financial statements[102] - The annual performance announcement and annual report will be published on the company's website and the Hong Kong Stock Exchange website[104]

Financial Performance - Revenue for the six months ended June 30, 2023, was HKD 157,131, a decrease of 15.9% compared to HKD 186,832 in the same period of 2022[4] - The net loss for the period was HKD 2,698, improving from a net loss of HKD 4,926 in the prior year, representing a reduction of 45%[4] - Basic and diluted loss per share was HKD 0.22, compared to HKD 0.49 in the same period last year[7] - The company reported a gross profit of HKD 25,678, down from HKD 29,812, reflecting a decrease of 13.5%[7] - For the six months ended June 30, 2023, the company reported a total comprehensive loss of HKD 3,062,000, compared to a total comprehensive loss of HKD 6,158,000 for the same period in 2022, representing a 50.3% improvement[13] - The total expenses for the six months ended June 30, 2023, amounted to HKD 159,829,000, down from HKD 188,106,000 in 2022[35] - The company reported a net profit of approximately HKD 0.7 million from other income and gains, reversing a loss of about HKD 4.0 million in the previous period[75] Assets and Liabilities - Total assets decreased to HKD 232,144 as of June 30, 2023, down from HKD 275,875 at the end of 2022, reflecting a decline of 15.8%[9] - Current assets decreased to HKD 161,776 from HKD 203,259, a reduction of 20.4%[9] - Current liabilities decreased to HKD 98,667 from HKD 138,463, a decrease of 28.7%[11] - The company's retained earnings decreased to HKD 67,304,000 as of June 30, 2023, down from HKD 70,468,000 as of June 30, 2022, reflecting a decline of 4.5%[13] - The company’s total equity attributable to owners decreased to HKD 131,169,000 as of June 30, 2023, down from HKD 134,231,000 as of January 1, 2023, representing a decline of 2.3%[13] - Trade receivables as of June 30, 2023, totaled HKD 56,302,000, down from HKD 67,533,000 as of December 31, 2022, resulting in a net trade receivable of HKD 49,725,000[45] - Trade payables decreased to HKD 33,720,000 as of June 30, 2023, from HKD 41,492,000 as of December 31, 2022, representing a reduction of approximately 18.8%[60] - Bank borrowings decreased to HKD 36,473,000 as of June 30, 2023, from HKD 51,996,000 as of December 31, 2022, reflecting a decline of approximately 29.9%[63] Cash Flow and Investments - Operating cash flow for the six months ended June 30, 2023, was HKD 2,935,000, a significant recovery from a cash outflow of HKD 1,372,000 in the same period of 2022[15] - The company generated net cash from investing activities of HKD 14,865,000 for the six months ended June 30, 2023, compared to a cash outflow of HKD 26,045,000 in the prior year, indicating a turnaround in investment performance[15] - Cash and cash equivalents at the end of June 30, 2023, stood at HKD 32,204,000, an increase from HKD 10,889,000 at the end of June 30, 2022[15] - The company’s bank borrowings amounted to HKD 70,905,000 for the six months ended June 30, 2023, compared to HKD 88,153,000 in the same period of 2022, reflecting a decrease of 19.5%[15] - The group invested HKD 8,000,000 in an NFT-themed project, with a revenue-sharing agreement of 10% over eight years[48] - The group has made a new investment of HKD 9,251,000 in preferred shares of Legend Gainer, a holding company focused on generating returns through diverse asset investments[48] Operational Highlights - The company experienced a significant increase in luggage sales due to the relaxation of COVID-19 restrictions, although overall sales were impacted by geopolitical tensions and inflation[90] - Sales of luggage experienced significant growth due to the recovery of global travel and the lifting of COVID-19 restrictions, with expectations for further growth as travel normalizes[71] - The sales revenue breakdown for the six months ending June 30, 2023, showed backpacks and others at HKD 71,459 thousand (45%), tool storage and accessories at HKD 25,480 thousand (16%), luggage at HKD 26,653 thousand (17%), and medical bags and related supplies at HKD 33,539 thousand (22%)[74] - The company's overall sales cost decreased to approximately HKD 131.5 million, a reduction of about HKD 25.5 million or 16.2% from HKD 157.0 million in the previous period, with a stable gross profit margin of approximately 16.3%[74] Financial Ratios and Health - The current ratio improved to 1.6 from 1.5, indicating better short-term financial health[4] - The debt-to-asset ratio improved to 31.6% from 51.3%, showing a significant reduction in leverage[4] - The debt-to-equity ratio decreased to 31.6% as of June 30, 2023, down from 51.3% at the end of 2022, primarily due to a reduction in bank borrowings by HKD 26.4 million[78] Corporate Governance and Compliance - The audit committee, consisting of three independent non-executive directors, has reviewed the unaudited interim financial information and confirmed compliance with applicable accounting standards[119] - The audit committee is responsible for reviewing the effectiveness of the group's financial reporting procedures and internal controls[119] - The company has not declared any interim dividends for the reporting period[100] - The board of directors recommended not to declare an interim dividend for the six months ended June 30, 2023, consistent with the previous period[66] Future Outlook - The company anticipates continued challenges in the second half of 2023 due to ongoing geopolitical tensions and economic uncertainties[90] - The company aims to maintain its competitive edge through diversified product design and development, competitive pricing, and quality management[90] - The company is exploring alternative global procurement solutions and distribution platforms to reach potential customers[91]

香港交易及結算所有限公司、香港聯合交易所有限公司及香港中央結算 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，概不對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。 Grown Up Group Investment Holdings Limited 植 華 集 團 投 資 控 股 有 限 公 司 （於開曼群島註冊成立的有限公司） （股份代號：1842） 截 至 二 零 二 三 年 六 月 三 十 日 止 六 個 月 中 期 業 績 公 告 財務摘要 截至六月三十日止六個月 二零二三年 二零二二年 （未經審核） （未經審核） 財務業績 千港元 千港元 收益 157,131 186,832 期內虧損 (2,698) (4,926) 每股基本虧損（港仙） (0.22) (0.49) 每股攤薄虧損（港仙） (0.22) (0.49) 於二零二三年 於二零二二年 六月三十日 十二月三十一日 （未經審核） （經審核） 綜合財務狀況表 千港元 千港元 ...

Financial Performance - The company's revenue increased from approximately HKD 304.7 million in 2021 to approximately HKD 394.1 million in 2022, representing a growth of about 29.4%[11]. - The net loss for the year was HKD 466,000, compared to a profit of HKD 5.3 million in the previous year, indicating a significant decline in profitability[5]. - The total assets rose to HKD 275.9 million in 2022 from HKD 228.9 million in 2021, reflecting an increase of approximately 20.5%[7]. - The company's current liabilities increased to HKD 138.5 million in 2022 from HKD 122.9 million in 2021, which is an increase of about 12.6%[7]. - The debt-to-equity ratio increased to 51.3% in 2022 from 35.3% in 2021, indicating a rise in financial leverage[7]. - Gross profit decreased to approximately HKD 58.8 million with a gross margin of 14.9%, down from HKD 59.9 million and 19.6% in the previous year, primarily due to a 36.9% increase in cost of sales[22]. - Sales and distribution expenses rose to approximately HKD 14.3 million, an increase of about HKD 1.8 million from HKD 12.5 million in the previous year, mainly due to increased sales activities[23]. - Administrative expenses increased to approximately HKD 41.5 million, up by about HKD 2.0 million from HKD 39.5 million, driven by higher employee benefits and director remuneration[24]. - Financing costs increased to approximately HKD 3.9 million, up by about HKD 2.2 million from HKD 1.7 million in the previous year, due to rising interest rates and increased bank borrowings[25]. Business Strategy and Outlook - The company plans to explore new business opportunities and maintain long-term growth despite challenges from global economic conditions[15]. - The company anticipates gradual economic recovery in Hong Kong and China, which may positively impact its performance in 2023[11]. - The overall revenue growth of 29% was driven by increased demand for bags and luggage as travel restrictions were lifted in 2022[18]. - The company aims to enhance brand awareness through participation in a non-fungible token project, which is expected to drive sales and create synergies with its travel-related manufacturing business[13]. - The company is actively exploring new business opportunities to diversify its revenue streams[61]. - The company will continue its expansion plans to mitigate the negative impact of US tariffs by relocating some production facilities outside of China[60]. - The company is seeking opportunities to increase brand awareness in anticipation of post-pandemic economic recovery to drive sales[60]. - The company will maintain a cautious approach in 2023 due to evolving market conditions, including the Russia-Ukraine war, global high inflation and interest rates, and deteriorating US-China relations[60]. Corporate Governance - The company emphasizes the importance of good corporate governance to enhance shareholder value and ensure accountability[85]. - The board consists of 8 members, including 4 executive directors, 1 non-executive director, and 3 independent non-executive directors[89]. - The independent non-executive directors account for at least one-third of the board, ensuring compliance with listing rules[97]. - The company has adopted a board diversity policy since June 28, 2019, focusing on various criteria including gender, age, and professional experience[92]. - The board is responsible for overall management and has delegated daily operations to the CEO and management team[101]. - The company has established a training program for directors to enhance their skills and knowledge regarding applicable laws and regulations[106]. - The board's main roles include setting long-term goals, approving financial statements, and monitoring risk management[103]. - The company has a fixed term of three years for executive and non-executive directors, with specific termination clauses[94][96]. - The board will review corporate governance policies annually to ensure compliance with governance codes[103]. Risk Management - The company faces various market risks, including currency risk, interest rate risk, credit risk, and liquidity risk, which could impact its financial performance[164]. - Currency fluctuations may pose significant challenges for the company due to its global customer base[59]. - The company’s financial performance and business outlook may be affected by risks related to order fluctuations from private label customers[163]. Employee Relations - The company emphasizes the importance of maintaining good relationships with employees, providing regular training to enhance skills and knowledge related to product quality and production safety[168]. - As of December 31, 2022, the group had approximately 399 employees, with salaries and benefits maintained at market levels[36]. - The group had a total employee cost of approximately HKD 48.8 million for the reporting period, down from HKD 59.0 million in the previous year[193]. Shareholder Information - The board did not recommend the payment of a final dividend for the reporting period[40]. - The company reported a distributable reserve of HKD 131.4 million as of December 31, 2022, compared to HKD 104.5 million in 2021, indicating a year-over-year increase of approximately 25.8%[153]. - The company has adopted a dividend policy to balance shareholder interests with prudent capital management[156]. - The company has not purchased, sold, or redeemed any of its securities during the reporting period[158]. Financial Activities - The company raised approximately HKD 31.5 million through a placement of 200 million shares at HKD 0.16 per share to support its operations and repay debts[13]. - The net proceeds from the fundraising amounted to approximately HKD 49.9 million, which were fully utilized by the reporting date[41]. - The net proceeds were allocated to enhance design and development capabilities, expand sales and marketing networks, and repay bank loans, among other uses[42]. - The group issued convertible bonds with a principal amount of HKD 15 million, with a conversion price adjusted to HKD 2.09 per share, representing about 0.72% of the existing issued share capital[46]. - The group plans to use the net proceeds from the convertible bonds for general working capital and potential projects in the digital asset sector[46]. Customer and Supplier Relations - The group has established stable relationships with major customers, enhancing its position as a well-known manufacturer and exporter of backpacks and luggage[169]. - The group maintains strong relationships with key suppliers, focusing on material quality, delivery time, pricing, service quality, reliability, and past experience[170]. - The group plans to continue close collaboration with major customers to improve design and production capabilities for backpacks and luggage products[169]. Environmental and Social Responsibility - The company is committed to sustainable development and actively participates in environmental protection initiatives[165].

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。 Grown Up Group Investment Holdings Limited 植 華 集 團 投 資 控 股 有 限 公 司 （於開曼群島註冊成立的有限公司） （股份代號：1842） 截 至 二 零 二 二 年 十 二 月 三 十 一 日 止 年 度 年 度 業 績 公 告 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 持續經營業務的財務業績 千港元 千港元 收益 394,119 304,716 年內（虧損）╱溢利 (466) 5,256 每股基本（虧損）╱盈利（港仙） (0.05) 0.53 每股攤薄（虧損）╱盈利（港仙） (0.05) 0.53 於十二月三十一日 二零二二年 二零二一年 財務狀況表 千港元 千港元 ...

Financial Performance - Revenue for the six months ended June 30, 2022, was HKD 186,832,000, an increase of 12.5% compared to HKD 166,435,000 for the same period in 2021[9] - The company reported a loss of HKD 4,926,000 for the period, compared to a profit of HKD 5,752,000 in the previous year, indicating a significant decline in profitability[9] - Basic and diluted loss per share for the ongoing business was HKD 0.49, down from earnings of HKD 0.57 per share in the prior year[9] - Gross profit for the period was HKD 29,812,000, a decrease from HKD 33,333,000 in the same period last year, reflecting a decline of 10.5%[16] - Operating loss for the period was HKD 5,302,000, compared to an operating profit of HKD 8,291,000 in the previous year[16] - The company experienced a net loss of HKD 6,158,000 for the period, compared to a total comprehensive income of HKD 4,276,000 in the prior year[16] - The company reported a total comprehensive loss of HKD 6,158 thousand for the six months ended June 30, 2022, compared to a total comprehensive income of HKD 4,276 thousand in the same period of 2021, highlighting a shift in financial performance[28] - The company reported a loss attributable to shareholders of approximately HKD 4.9 million, a decrease of HKD 9.0 million compared to a profit of HKD 4.1 million in the same period last year[148] Assets and Liabilities - Total assets increased to HKD 255,022,000 as of June 30, 2022, compared to HKD 228,883,000 at the end of 2021, reflecting a growth of 11.5%[9] - Current liabilities rose to HKD 155,782,000, up from HKD 122,948,000, resulting in a current ratio of 1.2, down from 1.5 in the previous year[9] - The debt-to-asset ratio increased to 78.2% from 35.3%, indicating a higher level of financial leverage[9] - Total liabilities increased to HKD 156,451 thousand as of June 30, 2022, compared to HKD 124,154 thousand as of December 31, 2021, representing a growth of 26%[24] - The company’s retained earnings decreased to HKD 65,542 thousand as of June 30, 2022, from HKD 77,589 thousand as of June 30, 2021, indicating a reduction in accumulated profits[28] - The company reported a bank loan of HKD 64,948,000 as of June 30, 2022, compared to HKD 31,840,000 as of December 31, 2021[128] Cash Flow and Investments - Cash and cash equivalents increased to HKD 10,889 thousand as of June 30, 2022, from a decrease of HKD 20,903 thousand in the previous year, showing a recovery in liquidity[32] - Operating cash flow for the six months ended June 30, 2022, was a net outflow of HKD 1,372 thousand, compared to an inflow of HKD 3,020 thousand in the same period of 2021, reflecting operational challenges[31] - The company incurred capital expenditures of HKD 1,172 thousand for property, plant, and equipment during the first half of 2022, compared to HKD 239 thousand in the previous year, suggesting increased investment in assets[30] - Capital expenditures for the reporting period were approximately HKD 0.2 million, a decrease from HKD 1.2 million in the same period last year[149] Revenue Segmentation - The group recognized revenue from external customers solely from its own label products, with no inter-segment sales reported[70] - Revenue from external customers for self-branded products reached HKD 166,435,000, while revenue from discontinued operations for brand-labeled products was HKD 57,321,000, totaling HKD 223,756,000[74] - The total segment revenue was HKD 190,897,000, with inter-segment revenue adjustments of HKD (24,462,000)[74] Operational Challenges and Strategies - The company is focusing on improving operational efficiency and exploring new market opportunities to enhance future performance[15] - The company plans to enhance its design and R&D capabilities and expand its supply chain and production footprint outside of China to improve competitiveness[161] - The company will maintain a cautious approach in the second half of 2022 due to rising oil prices, raw material costs, and global inflation[161] Shareholder Information - As of June 30, 2022, Mr. Thomas Berg holds 510,000,000 shares, representing 51.0% of the issued share capital[188] - The major shareholder, Berg Group, holds a controlling interest of 51.0% in the company[200] - The company has not issued any new shares or options during the reporting period[184] Compliance and Governance - The company has not complied with certain listing rules regarding independent non-executive directors, but has since appointed a new independent director to meet compliance[176] - The board of directors has proposed not to declare any interim dividend for the period ending June 30, 2021[183]

Financial Performance - Revenue for the year ended December 31, 2021, increased to HKD 304.7 million, up from HKD 276.6 million in 2020, representing a growth of approximately 10.5%[7] - Net profit for the year was HKD 5.3 million, a significant increase from HKD 0.07 million in the previous year[7] - Basic and diluted earnings per share were both HKD 0.53, compared to HKD 0.01 in 2020[7] - The total revenue from continuing operations for the reporting period was approximately HKD 304.7 million, an increase of about HKD 28.1 million or approximately 10.2% compared to HKD 276.6 million for the year ended December 31, 2020[20] - The proprietary label product business recorded a profit of approximately HKD 5.3 million for the reporting period, compared to a profit of approximately HKD 0.1 million for the year ended December 31, 2020[25] - The group's profit from continuing operations increased from approximately HKD 0.1 million for the year ended December 31, 2020, to approximately HKD 5.3 million during the reporting period, resulting in a net loss of approximately HKD 3.0 million for the year, compared to a loss of approximately HKD 14.5 million for the year ended December 31, 2020[40] Assets and Liabilities - The total assets decreased to HKD 228.9 million from HKD 295.0 million in 2020, reflecting a decline of approximately 22.4%[7] - Current liabilities reduced to HKD 122.9 million from HKD 176.0 million, a decrease of about 30.0%[7] - The debt-to-equity ratio improved to 35.3% from 79.6% in the previous year, indicating a stronger financial position[7] - As of December 31, 2021, the group's net current assets were HKD 59.1 million, up from HKD 36.1 million as of December 31, 2020, while cash and bank balances were approximately HKD 58.2 million, down from HKD 77.2 million[41] - The group's debt-to-equity ratio as of December 31, 2021, was approximately 35.3%, significantly reduced from 79.6% as of December 31, 2020[41] Business Strategy and Operations - The company plans to focus on expanding its private label product business, anticipating growth in sales as countries relax COVID-19 restrictions[11] - The brand label product business saw revenue increase by approximately 70.7% to HKD 50.0 million, although it still recorded a loss of HKD 8.3 million[12] - The company has entered into an agreement to sell its brand product business to allocate more resources towards its private label products[12] - Ongoing challenges include rising oil prices and raw material costs due to geopolitical tensions, which may impact production costs[13] - The company plans to focus on its private label product business and seek new customers as global economic recovery is anticipated[77] - The company will maintain a cautious approach in 2022 due to evolving market conditions, including rising oil prices and logistics costs[77] - The company aims to enhance its competitive advantage through quality management, cost control, and customer service[77] - The company is actively seeking potential business opportunities to drive future development and create greater value for shareholders[77] Corporate Governance - The company emphasizes the importance of independent opinions from its board members to enhance governance[100] - The company has adopted a board diversity policy to enhance the quality of board performance, considering various factors such as gender, age, and industry experience[122] - The company is committed to maintaining good corporate governance to protect shareholder interests and enhance shareholder value[114] - The company has complied with all applicable code provisions of the corporate governance code during the reporting period[114] - The roles of the chairman and the CEO are separated to ensure a balance of power and authority within the board[121] - The company has a strong independent element within the board to ensure effective independent judgment[116] - The company has appointed independent non-executive directors to provide independent opinions and oversight[108] - The company has established three board committees: Audit Committee, Remuneration Committee, and Nomination Committee, to oversee specific areas of the company's affairs[151] Board Composition and Diversity - The company has appointed eight male directors and one female director as of January 12, 2022, achieving the required gender diversity level at the board level[122] - The gender ratio among the company's employees is 36.0% male and 64.0% female, which the company considers to be within a reasonable range[123] - The board consists of eight members, including four executive directors, one non-executive director, and three independent non-executive directors[116] - The independent directors confirmed their independence according to the relevant regulations during the reporting period[128] Financial Reporting and Audit - The Audit Committee held three meetings during the reporting period, with all members attending all meetings except for one member who attended 2 out of 2 meetings[154] - The Audit Committee reviewed the audited annual performance and annual report for the year ended December 31, 2020, and the unaudited interim performance for the six months ended June 30, 2021[158] - The company has engaged independent internal control consultants to review the effectiveness and efficiency of its risk management and internal control systems during the reporting period[178] - The company has established a policy to ensure that insider information is disclosed fairly and timely in accordance with applicable laws and regulations[182] Shareholder Relations - The company emphasizes the importance of shareholder feedback to improve transparency and promote investor relations[188] - The board is committed to maintaining ongoing dialogue with shareholders and investors, providing accessible and timely information[189] - The company has a distributable reserve amounting to HKD 104.5 million as of December 31, 2021, compared to HKD 107.9 million in 2020[198]

Financial Performance - Revenue for the six months ended June 30, 2021, was HKD 223,756,000, representing an increase of 13.8% compared to HKD 196,662,000 for the same period in 2020[10] - The net profit for the period was HKD 4,113,000, up 19.6% from HKD 3,438,000 in the previous year[10] - Basic and diluted earnings per share increased to HKD 0.41 from HKD 0.34, reflecting a growth of 20.6%[10] - Gross profit for the period was HKD 52,434,000, compared to HKD 51,513,000 in the previous year, marking a slight increase of 1.8%[15] - Operating profit decreased to HKD 6,236,000 from HKD 7,048,000, a decline of 11.5%, primarily due to increased administrative expenses[15] - The total comprehensive income for the first half of 2021 was HKD 4,276 thousand, compared to HKD 3,430 thousand in the same period of 2020, representing an increase of approximately 24.7%[31] - The profit before tax for the six months ended June 30, 2021, was HKD 4,490,000, compared to HKD 4,426,000 for the same period in 2020, showing a slight increase of 1.4%[70] - The net profit attributable to shareholders for the reporting period was approximately HKD 4.1 million, an increase of about HKD 0.7 million compared to HKD 3.4 million for the same period in 2020[136] Assets and Liabilities - Total assets as of June 30, 2021, were HKD 291,534,000, slightly down from HKD 295,020,000 at the end of 2020[10] - The total liabilities decreased to HKD 179,354,000 from HKD 187,116,000, indicating a reduction of 4.1%[10] - The net asset value increased to HKD 112,180,000 from HKD 107,904,000, showing a growth of 4.2%[10] - Current liabilities increased from HKD 176,031 thousand as of December 31, 2020, to HKD 170,047 thousand as of June 30, 2021, indicating a decrease of about 3.4%[28] - The company's bank borrowings decreased from HKD 78,955 thousand as of December 31, 2020, to HKD 76,622 thousand as of June 30, 2021, a decline of about 2.9%[28] - The company's total equity increased from HKD 295,020 thousand as of December 31, 2020, to HKD 291,534 thousand as of June 30, 2021, reflecting a decrease of about 1.2%[28] Cash Flow and Financing - Net cash flow from operating activities significantly increased from HKD 3,020 thousand in the first half of 2020 to HKD 40,603 thousand in the first half of 2021, marking an increase of over 1,250%[34] - Cash and cash equivalents increased from a deficit of HKD 20,903 thousand at the end of 2020 to a positive balance of HKD 15,501 thousand as of June 30, 2021[34] - The net financing cost for the six months ended June 30, 2021, was HKD (1,746,000), a decrease of 33.4% from HKD (2,622,000) in the same period of 2020[89] Segment Performance - Revenue from self-label products was HKD 166,435,000, while brand products generated HKD 57,321,000 for the six months ended June 30, 2021[74] - The group identified two reporting segments: self-label products and brand products, with performance evaluated from a product perspective[61] - Sales of private label products increased by approximately HKD 26.3 million or 18.8% to about HKD 166.4 million during the reporting period, demonstrating strong growth in this segment[124] - The company reported brand product revenue of approximately HKD 57.3 million for the six months ended June 30, 2021, a slight increase of 1.4% from HKD 56.6 million for the same period in 2020[124] Cost and Expenses - The cost of goods sold for the six months ended June 30, 2021, was HKD 150,970,000, compared to HKD 122,038,000 for the same period in 2020, representing an increase of 23.6%[85] - The cost of sales increased by approximately HKD 26.2 million or about 18.1% to approximately HKD 171.3 million, aligning with the revenue growth[135] - The overall gross profit margin decreased from approximately 26.2% to about 23.4%, primarily due to a higher proportion of lower-margin self-branded products sold during the reporting period[135] - The company incurred employee benefits expenses of HKD 29,240,000 for the six months ended June 30, 2021, compared to HKD 35,447,000 in the same period of 2020, indicating a reduction of 17.4%[86] Strategic Initiatives - The company has shifted production of products sold in the U.S. from China to other countries to mitigate the impact of U.S. tariffs, enhancing competitiveness[124] - The company continues to focus on functional products, including tool bags and medical-related items, which are less affected by the pandemic[124] - The company anticipates that the performance of its brand products may take more time to recover due to ongoing challenges from the COVID-19 pandemic[124] - The group plans to focus on products and markets less affected by the pandemic to strengthen financial performance in the short term[151] Governance and Compliance - The audit committee consists of three independent non-executive directors, ensuring compliance with corporate governance codes[185] - The audit committee has reviewed the unaudited interim condensed consolidated financial information and found it compliant with applicable accounting standards[187] Dividends and Shareholder Information - The company has not declared an interim dividend for the six months ended June 30, 2021, consistent with the previous year[113] - The board has decided not to declare any interim dividend for the reporting period[165] - Berg Group holds a controlling interest of 510,000,000 shares, representing 51.0% of the issued share capital[181] - GPG also holds a beneficial interest of 510,000,000 shares, equivalent to 51.0% of the issued share capital[181]