46 ZO FUTURE GROUP 大象未來集團 2 ZO FUTURE GROUP 大象未來集團 ABBREVIATIONS 簡稱 | --- | --- | |----------------------------------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------| | | | | ABBREVIATIONS (Continued) | 簡稱 （續） | | "Oriental Rainbow" | Oriental Rainbow Investments Limited, a company incorporated in the British Virgin Islands with limited liability and wholly owned by Mr ...

Financial Performance - Total revenue for the year ended June 30, 2023, was HKD 217,097,000, a decrease of 1.3% from HKD 220,939,000 in 2022[2] - The operating loss narrowed to HKD 201,111,000 from HKD 244,613,000, showing an improvement of 17.7%[2] - The company reported a pre-tax loss of HKD 84,846,000 for 2023, an improvement from a loss of HKD 107,768,000 in 2022, representing a reduction of approximately 21.2%[16] - The company incurred a total comprehensive loss of HKD 96,295,000 in 2023, compared to HKD 82,001,000 in 2022, which is an increase of approximately 17.4%[16] - The net loss attributable to the owners of the company was approximately HKD 25,657,000 for the year ended June 30, 2023[11] - The company reported a loss attributable to shareholders of HKD 25,657,000 for 2023, a decrease from a loss of HKD 40,661,000 in 2022, indicating an improvement of approximately 37%[39] - The basic and diluted loss per share for the company was HKD 3.33, improved from HKD 5.27 in the previous year, indicating a reduction of about 36.8%[16] Revenue Breakdown - The company generated commercial revenue of HKD 21,396,000 from contracts with customers at a point in time, up from HKD 11,929,000 in 2022, reflecting an increase of approximately 79.5%[19] - Matchday revenue increased to HKD 16,060,000 in 2023 from HKD 15,557,000 in 2022, showing a growth of about 3.2%[19] - The company’s segment revenue from football clubs was HKD 186,587,000, while property investment generated HKD 28,179,000, and healthcare business contributed HKD 2,331,000, totaling HKD 217,097,000[26] - The total revenue from contracts with customers in the UK was HKD 186,206,000 for 2023, a slight decrease from HKD 190,891,000 in 2022[49] - The overall revenue from the football club segment for the year ended June 30, 2023, was approximately HKD 186,600,000, a decrease of about 2.7% from HKD 191,700,000 in 2022, primarily due to the depreciation of the British pound[127] Expenses and Costs - Operating expenses decreased to HKD 418,208,000 from HKD 465,552,000, reflecting a reduction of 10.1%[2] - The company reported employee costs of HKD 319,107,000 for 2023, down from HKD 377,001,000 in 2022, representing a reduction of about 15.4%[55] - Interest expenses decreased to HKD 22,022,000 in 2023 from HKD 25,361,000 in 2022, reflecting a reduction of about 13.5%[53] - Other income fell to HKD 7,942,000 from HKD 12,715,000, representing a decrease of 37.9%[2] - The group recorded other losses of approximately HKD 500,000 for the year ended June 30, 2023, compared to other income of approximately HKD 6,700,000 in 2022, primarily due to increased impairment losses on right-of-use assets and a lack of insurance compensation related to COVID-19[109] Assets and Liabilities - Current liabilities increased to HKD 642,414,000 from HKD 443,911,000, an increase of 45.0%[6] - The total non-current liabilities decreased significantly to HKD 115,721,000 from HKD 351,080,000, a reduction of 67.0%[8] - The company’s non-current assets totaled HKD 678,044,000 as of June 30, 2023, compared to HKD 661,937,000 in 2022, indicating a growth of approximately 2.4%[49] - The company’s total liabilities decreased from HKD 349,149,000 in 2022 to HKD 253,462,000 in 2023, reflecting improved financial stability[69] - The current ratio as of June 30, 2023, was approximately 43.8%, down from 80.2% in 2022, while the debt-to-equity ratio was approximately 32.8%, down from 41.7% in 2022[110] Financing and Loans - The company has secured up to HKD 250,000,000 in unsecured revolving loan financing from its major shareholder[12] - As of June 30, 2023, the company had available undrawn loan facilities of approximately HKD 473,871,000[14] - The company’s loans decreased to HKD 253,462,000 in 2023 from HKD 349,149,000 in 2022, with a significant reduction in bank loans secured[68] - Total loans as of June 30, 2023, were approximately HKD 253,500,000, a decrease from approximately HKD 349,100,000 in 2022, with about 76.0% of the loans denominated in HKD[111] Future Outlook and Strategic Direction - The management remains cautiously optimistic about the future despite ongoing economic challenges and uncertainties[106] - The group plans to explore new business opportunities in sports accessories, health products, and high-tech and environmentally friendly technologies to diversify its operations[126] - The board recommended changing the company name from "Birmingham Sports Holdings Limited" to "ZO Future Group" to better reflect the business direction and future development[166] Other Notable Points - The company completed the sale of its entire equity interest in Beijing Target Medical Technology Co., Ltd. for a consideration of HKD 0, with associated liabilities of approximately HKD 19,307,000 transferred to the buyer[55] - The group did not declare any dividends for the year ended June 30, 2023, consistent with the previous year[82][97] - The average number of full-time employees was approximately 280, compared to 270 in 2022[149] - The group recorded a revenue of approximately HKD 217.1 million for the year ended June 30, 2023, a decrease of about 1.7% from HKD 220.9 million in 2022[98][106]

Birmingham Sports Holdings Limited 伯明翰體育控股有限公司 BIRMINGHAM SPORTS HOLDINGS LIMITED 31/F., Vertical Sq, No. 28 Heung Yip Road, Wong Chuk Hang, Hong Kong 伯明翰體育控股有限公司 (Incorporated in the Cayman Islands with limited liability) (於開曼群島註冊成立之有限公司) (Stock Code 股份代號 : 2309) 2023 INTERIM REPORT 中期報 告 CONTENTS 目錄 CORPORATE INFORMATION 公司資料 2 ABBREVIATIONS 簡稱 4 MANAGEMENT DISCUSSION AND ANALYSIS 管理層討論及分析 6 CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME 簡明綜合損益及其他全面收益表 17 CONDENSED CONSO ...

Financial Performance - The Group's revenue for the year ended June 30, 2022, was approximately HK$220.9 million, representing an increase of approximately 33.9% compared to HK$165.0 million in 2021[6]. - The loss attributable to owners of the Company for the year ended June 30, 2022, was approximately HK$40.7 million, a decrease from approximately HK$74.2 million in 2021[6]. - The basic loss per share was approximately HK0.21 cent, compared to approximately HK0.40 cent in the previous year[27]. - Revenue from the football club segment for the year ended June 30, 2022, was approximately HK$191.7 million, an increase of approximately 50.5% from HK$127.4 million in 2021, primarily due to growth in commercial income and match day receipts[44]. - Revenue from the healthcare business for the year ended June 30, 2022, was approximately HK$1.0 million, a decrease from approximately HK$5.9 million in 2021[46]. - Operating expenses for the year ended June 30, 2022, were approximately HK$465.6 million, representing an increase of approximately 9.0% from HK$427.1 million in 2021[47]. - Other income for the year ended June 30, 2022, was approximately HK$12.7 million, a decrease of approximately 22.1% from HK$16.3 million in 2021, mainly due to a decline in government subsidies[48]. - The Group recorded a net gain of approximately HK$6.7 million in other gains and losses for the year ended June 30, 2022, compared to a loss of approximately HK$3.7 million in 2021[49]. - The Group's current ratio improved to approximately 80.2% as of June 30, 2022, compared to approximately 51.2% in 2021[59]. - Total borrowings increased to approximately HK$349.1 million as of June 30, 2022, up from approximately HK$293.8 million in 2021[60]. - The Group's total liabilities to total assets ratio was approximately 78.1% as of June 30, 2022, compared to approximately 71.7% in 2021[59]. - The Group's bank balances and cash decreased to approximately HK$35.7 million as of June 30, 2022, down from approximately HK$44.8 million in 2021[60]. - The total staff costs for the Group amounted to approximately HK$377.0 million for the year ended June 30, 2022, compared to approximately HK$369.9 million in 2021[70]. Business Segments - The Group engaged in three reportable business segments: operation of a professional football club in the UK, investment in properties, and healthcare-related business[7]. - The Group operates Birmingham City Football Club, which generated revenue from match day receipts, broadcasting income, and commercial income[31]. - The Group is focused on expanding its healthcare business, capitalizing on the increasing demand for high-end medical products and services in China due to its aging population and growing middle class[15][17]. - The Group's investment in properties in Phnom Penh, Cambodia, is expected to provide a stable income stream[14][16]. Management and Strategy - The management is committed to improving the overall game performance of the football club and will provide full support for this goal[8]. - The management aims to improve the overall performance of Birmingham City Football Club to achieve a higher ranking in the league for the upcoming season[33]. - The management is optimistic about the recovery of the local economy in Cambodia, projecting a growth of 4.5% in 2022, which may enhance the value of the Group's investment properties[14][16]. - The management will continue to seek investment opportunities globally to expand the Group's business portfolio[21][23]. Corporate Governance - The Company aims to achieve high standards of corporate governance to safeguard shareholder interests[160]. - The Company has established several Board Committees, including the Audit Committee, Remuneration Committee, and Nomination Committee, to enhance Board functions[174]. - The Company has complied with all applicable provisions of the Corporate Governance Code for the year ended June 30, 2022, except for certain regular Board meetings held with less than 14 days' notice[160]. - The Board of Directors consists of eight members, including four Executive Directors and three Independent Non-executive Directors, ensuring a balance of skills and experience[161]. - The Company received written annual confirmation of independence from all existing Independent Non-executive Directors[161]. Risk Management - The Group is exposed to financial risks related to interest rates, foreign currency, credit, and liquidity, which could impact its financial performance[73]. - Liquidity risk exists as the Group may be unable to meet obligations under loan agreements, which could lead to events of default[74]. - The Group's operations could be adversely affected by outbreaks of contagious diseases, impacting economic demand and productivity[71]. - The Group's financial condition may be influenced by fluctuations in the global economy or specific markets, posing business risks[72]. - An independent consultant was engaged to review the risk management and internal control systems for the year ended June 30, 2022[194]. - The Board will implement appropriate measures to minimize identified risks and control them within acceptable levels[195]. - The risk management and internal control systems are designed to manage risks rather than eliminate them[193]. Shareholder Information - The Board does not recommend the payment of a final dividend for the year ended June 30, 2022, consistent with the previous year where no dividend was declared[118]. - The Company's distributable reserves as of June 30, 2022, amounted to approximately HK$148,212,000, a decrease from approximately HK$193,562,000 in 2021[121]. - Sales to the five largest customers accounted for less than 30% of total revenue for the year ended June 30, 2022[121]. - The total number of shares in issue as of June 30, 2022, was 19,288,998,508[124]. Employment and Staff - The Group employed an average of approximately 270 full-time employees and 110 temporary staff members during the year ended June 30, 2022, a decrease from approximately 320 full-time employees and 60 temporary staff members in 2021[70]. - The total remuneration of senior management (excluding Directors) for the year ended 30 June 2022 ranged from HK$500,000 to HK$3,000,000[181]. - The Company continues to provide remuneration packages to attract and retain high-caliber staff, including medical and retirement benefits[181]. Environmental and Social Responsibility - The Group's commitment to environmental sustainability is reflected in its operational practices[81]. - The Group strictly complies with local environmental laws and regulations to ensure long-term sustainability[81].

Financial Performance - For the six months ended December 31, 2021, the Group's revenue was approximately HK$111.4 million, representing an increase of approximately 52.1% compared to HK$73.2 million for the same period in 2020[9]. - The Group recorded a loss attributable to owners of the Company of approximately HK$10.3 million for the six months ended December 31, 2021, compared to a profit of approximately HK$71.9 million for the corresponding period last year[11]. - Basic loss per share for the six months ended December 31, 2021, was approximately HK$0.05, compared to basic earnings per share of approximately HK$0.41 for the same period last year[12]. - The significant decrease in profit was mainly due to a reduction in profit from player transfer activities and the absence of fair value gains on derivative financial instruments[11]. - The operating loss for the period was HK$126.3 million, compared to a loss of HK$117.2 million for the same period in 2020, indicating a deterioration in operational performance[48]. - The total comprehensive expense for the period amounted to HK$35.1 million, a significant decline from a comprehensive income of HK$97.6 million in the previous year[48]. - The company reported a total loss for the period of HK$40,144,000, compared to a profit of HK$75,924,000 in the same period last year, indicating a significant decline in overall profitability[76]. Revenue Streams - The Group operates Birmingham City Football Club, with revenue streams including match day receipts, broadcasting income, and commercial income[15]. - The increase in revenue is attributed to improved match day attendance and broadcasting arrangements[9]. - Revenue from the Club for the same period was approximately HK$96.6 million, reflecting a 68.3% increase from HK$57.4 million in the prior year, driven by growth in commercial income and match day receipts[29]. - Revenue from contracts with customers reached HK$88,646,000, up from HK$58,119,000 in the previous year, indicating a year-over-year increase of about 52%[72]. - The broadcasting segment generated HK$45,074,000 in revenue, showcasing the importance of media rights in the company's revenue structure[72]. - Revenue from other sources, including commercial income and rental income, totaled HK$22,729,000, compared to HK$15,086,000 in the previous year, marking an increase of approximately 51%[72]. Business Segments - The Group is engaged in three reportable business segments: operation of a professional football club, investment in properties, and healthcare-related business[13]. - The football club segment generated external sales of HK$96,591,000, while the healthcare business contributed HK$694,000, reflecting the diverse revenue streams of the company[76]. - The segment results for the football club showed a loss of HK$29,853,000, while the healthcare business reported a loss of HK$2,524,000, highlighting the challenges faced in these segments[76]. Operational Challenges - The global economic recovery is facing challenges due to uneven recovery and new COVID-19 variants, impacting the Group's business outlook[26]. - The lifting of COVID-19 restrictions allowed fans to attend matches, significantly improving match day receipts and commercial income[16]. - The management will adopt a cautious approach while seeking business opportunities to create value for shareholders[26]. Financial Position - As of December 31, 2021, the Group's current ratio was approximately 61.4%, an increase from 51.2% on June 30, 2021[39]. - The gearing ratio was approximately 32.4% as of December 31, 2021, down from 35.4% on June 30, 2021[39]. - Total liabilities to total assets ratio was approximately 72.9% as of December 31, 2021, compared to 71.7% on June 30, 2021[39]. - The Group had total borrowings of approximately HK$251.8 million as of December 31, 2021, down from HK$293.8 million on June 30, 2021[39]. - Current liabilities exceeded current assets by approximately HK$179.1 million as of December 31, 2021, compared to HK$267.0 million on June 30, 2021[41]. - The management is exploring opportunities for external financing and equity funding to improve liquidity and financial position[40]. Staff and Operational Costs - The company employed an average of approximately 270 full-time employees and 110 temporary staff, with total staff costs amounting to approximately HK$192.0 million, up from HK$170.6 million in the prior year[46]. - Administrative and other expenses decreased by approximately 38.9% to approximately HK$17.7 million compared to the same period in 2020[31]. - The remuneration of Directors for the six months ended December 31, 2021, was approximately HK$3,871,000, a decrease from approximately HK$4,312,000 in the same period of 2020, reflecting a reduction of about 10.2%[146]. Share Capital and Options - The total authorized share capital was 50,000,000,000 shares, amounting to HK$500,000,000[130]. - The total number of shares issued by the company as of December 31, 2021, is 19,288,998,508[162]. - The Company aims to enhance shareholder value through the Share Option Scheme by encouraging participants to work towards this goal[154]. - The total number of share options outstanding as of December 31, 2021, was 200,412,370, reflecting the Company's commitment to incentivizing its directors and employees[157]. Corporate Governance - The company complied with all applicable provisions of the Corporate Governance Code throughout the six months ended December 31, 2021[162]. - The company has adopted the Model Code for securities transactions by Directors, and all Directors confirmed compliance during the six months ended December 31, 2021[163]. - The audit committee consists of three independent non-executive directors, with Mr. Yeung Chi Tat as the chairman[167].

Financial Performance - The Group's revenue for the year ended June 30, 2021, was approximately HK$165.0 million, a decrease of approximately 28.7% compared to HK$231.5 million in 2020[6]. - The loss attributable to owners of the Company for the year ended June 30, 2021, was approximately HK$74.2 million, down from approximately HK$260.5 million in 2020[6]. - For the year ended June 30, 2021, the Group's revenue was approximately HK$165.0 million, a decrease of approximately 28.7% compared to HK$231.5 million for the year ended June 30, 2020[27]. - The Group recorded a loss attributable to owners of the Company of approximately HK$74.2 million, a decrease of approximately 71.5% compared to a loss of approximately HK$260.5 million for the year ended June 30, 2020[28]. - The Group's basic loss per share was approximately HK0.40 cent, down from approximately HK1.47 cents in 2020[29]. - The Group's financial results indicate a significant improvement in loss figures compared to the previous year, reflecting ongoing restructuring efforts[10]. Business Segments and Operations - The Group is engaged in four business segments: operation of a professional football club, investment in properties, provision of lottery system and online payment system service solutions, and healthcare-related business[7]. - The Group disposed of approximately 21.64% of the Club and all its interests in the football stadium, maintaining a 75% interest in the Club[8]. - The Group's strategic direction includes maintaining a strong interest in the football club while exploring opportunities in other business segments[11]. - The Group's focus will continue to be on consolidating resources to enhance the Club's performance[8]. - Future prospects will involve continued support for the Club and potential expansion in the other business segments[11]. Player Transfers and Revenue Sources - Profit from player transfer activities amounted to approximately HK$276.9 million for the year ended June 30, 2021, compared to approximately HK$115.5 million in 2020[28]. - Revenue from the Club was approximately HK$127.4 million, representing a decrease of approximately 37.7% from HK$204.4 million in 2020, primarily due to reduced match day receipts and commercial income[58]. - Revenue from investment properties increased to approximately HK$28.2 million from HK$24.8 million in 2020, reflecting a growth of approximately 17.3%[58]. Investment and Expansion - The Group acquired a medical service group in Japan, aiming to tap into the growing demand for high-end medical products and services due to China's aging population and increasing middle-class families[18]. - The Group continues to explore investment opportunities in properties, despite the adverse impact of COVID-19 on the real estate market in Phnom Penh, Cambodia[13]. - The Group's healthcare and medical-related business primarily serves overseas customers seeking medical services in Japan[52]. - The Group's revenue from the healthcare segment reflects a focus on international medical consultation and wellness services[52]. Financial Position and Capital Management - As of June 30, 2021, the Group had no significant capital commitments, consistent with the previous year[59]. - The Group's current ratio was approximately 51.2%, up from 16.3% in 2020[60]. - The gearing ratio decreased to approximately 35.4% in 2021 from 59.9% in 2020[60]. - Total borrowings as of June 30, 2021, were approximately HK$293.8 million, down from HK$487.4 million in 2020[60]. - The Group's bank balances and cash amounted to approximately HK$44.8 million as of June 30, 2021, compared to HK$38.8 million in 2020[60]. Risk Management and Compliance - The ongoing COVID-19 pandemic has led to travel restrictions and weakened consumer sentiment, creating uncertainties in the Group's operating environment[75]. - The Group is exposed to financial risks related to interest rates, foreign currency, credit, and liquidity, which could affect its financial condition[77]. - The Group's risk management and internal control systems are designed to manage risks rather than eliminate them, providing reasonable assurance against material misstatement or loss[164]. - The Board conducted an annual review of the effectiveness of the risk management and internal control systems for the year ended June 30, 2021, and found them to be effective and adequate[167]. Corporate Governance - The Company aims to achieve high standards of corporate governance to enhance efficiency and performance while safeguarding shareholder interests[133]. - The Board comprises a total of nine members, including five Executive Directors and three Independent Non-executive Directors, ensuring a balance of skills and experience appropriate for the company's business needs[134]. - The Company has complied with the relevant code provisions of the Corporate Governance Code relating to risk management and internal control[169]. - The Company recognizes the importance of high-caliber staff and continues to provide remuneration packages based on market practices and individual performance[155]. Shareholder Information - The Company does not recommend the payment of a final dividend for the year ended June 30, 2021, consistent with 2020[96]. - The Group's reserves available for distribution as of June 30, 2021, amounted to approximately HK$193,562,000, an increase from HK$127,240,000 in 2020[97]. - The Company has established a range of communication channels with shareholders, including annual general meetings and reports[184]. - Shareholders have the right to put enquiries to the Board in writing[182]. Employment and Staff Management - The Group employed an average of approximately 320 full-time employees and 60 temporary staff members during the year ended June 30, 2021, a decrease from approximately 340 full-time and 470 temporary staff in 2020[71]. - The Group recognizes the importance of high-caliber staff and provides remuneration packages based on industry practices and individual performance, along with benefits such as medical insurance and training subsidies[71]. Connected Transactions - The approved annual cap for the continuing connected transactions under the Master Lease Agreement for the year ended June 30, 2021, was US$3,613,000[125]. - The auditor issued an unqualified letter regarding the Group's continuing connected transactions, confirming compliance with the Board's approval and pricing policies[129]. - The financial assistance received from Trillion Trophy is fully exempt from reporting and independent shareholders' approval requirements as it is conducted on normal commercial terms[121].

Financial Performance - For the six months ended December 31, 2020, the Group's revenue was approximately HK$73.2 million, a decrease of approximately 45.4% compared to HK$134.0 million for the same period in 2019[6]. - The Group recorded a profit attributable to owners of the Company of approximately HK$71.9 million, a turnaround from a loss of approximately HK$64.8 million in the corresponding period last year, primarily due to profit from player transfer activities amounting to approximately HK$264.4 million[6]. - Basic earnings per share for the six months ended December 31, 2020, was approximately HK0.41 cent, compared to a basic loss per share of approximately HK0.37 cent for the same period last year[6]. - The company reported a loss from operations of HK$117,193,000 for the period, compared to a loss of HK$105,351,000 in the previous year[39]. - Total comprehensive income for the period was HK$97,610,000, compared to a loss of HK$55,257,000 in the previous year[39]. - The Group's profit before taxation for the period was HK$75,374,000, with a profit for the period amounting to HK$75,924,000[68]. - The Group's total revenue for the six months ended December 31, 2020, was HK$73,205,000, a decrease from HK$133,990,000 in the same period of 2019, representing a decline of approximately 45.5%[63]. Revenue Sources - Revenue from the Club for the same period was approximately HK$57.4 million, a decrease of approximately 52.8% from HK$121.5 million in 2019, primarily due to reduced match day receipts and commercial income caused by the Outbreak and lockdown in the UK[22]. - Revenue from investment properties for the six months ended December 31, 2020, was approximately HK$14.1 million, an increase from HK$10.7 million in 2019[22]. - Revenue from external customers in the UK was HK$57,404,000, down from HK$121,510,000 in the previous year[79]. - Revenue from the football club segment was HK$57,404,000, while investment in properties generated HK$14,090,000, and system service solutions contributed HK$1,711,000[68]. Expenses and Liabilities - Operating expenses for the six months ended December 31, 2020, were approximately HK$190.4 million, a decrease of approximately 20.4% from HK$239.3 million in the same period in 2019[23]. - Administrative and other expenses decreased by approximately 3.1% to approximately HK$27.7 million for the six months ended December 31, 2020 compared to the corresponding period in 2019[24]. - Total current liabilities increased to HK$784,742,000, up from HK$685,465,000 as of June 30, 2020[41]. - The Group incurred a loss of approximately HK$15.8 million due to changes in fair value of its investment properties during the same period[9]. - The Group's current ratio was approximately 28.9% as at December 31, 2020, up from approximately 16.3% as at 30 June 2020[26]. - The gearing ratio was approximately 45.1% as at December 31, 2020, down from approximately 59.9% as at 30 June 2020[26]. Investments and Acquisitions - The Group acquired a medical services business in Japan in July 2020, which has yet to make a material contribution to the Group's overall operation[14]. - The Group's acquisition of new players during the summer transfer window amounted to approximately HK$43,881,000, down from approximately HK$101,911,000 in the previous year[100]. - The Group's acquisition of Wangmei Online in 2019 was for a consideration of RMB20,000,000, equivalent to approximately HK$21,944,000, diversifying its revenue streams[125]. - The Group acquired property, plant, and equipment amounting to approximately HK$2,453,000 during the period, an increase from approximately HK$1,553,000 in the prior year[99]. Share Capital and Financing - The Company completed the placing of 516,400,000 ordinary shares at a price of HK$0.135 per share, raising net proceeds of approximately HK$68.5 million[30]. - The Group's issued capital as of December 31, 2020, was 18,226,422,508 shares, an increase from 17,710,022,508 shares as of June 30, 2020[33]. - The Group has secured loan facilities totaling approximately HK$529,788,000 from third-party lenders, along with an unsecured revolving loan facility of up to HK$250,000,000 from Trillion Trophy Asia Limited and HK$300,000,000 from Oriental Rainbow Investments Limited[55]. - The total carrying amount of borrowings under the mentioned facilities was approximately HK$224,660,000 as of December 31, 2020, with approximately HK$855,128,000 in undrawn borrowing facilities available[56]. Sustainability and Community Engagement - Birmingham Sports Holdings Limited is committed to sustainability initiatives, with plans to reduce carbon emissions by 25% over the next five years[3]. - The company is investing in new technology for fan engagement, with a budget allocation of approximately $2 million for the upcoming season[3]. - Future outlook suggests a targeted revenue growth of 15% for the next fiscal year, driven by enhanced marketing strategies and community engagement initiatives[3]. Corporate Governance - The Company has complied with all applicable provisions of the Corporate Governance Code throughout the six months ended 31 December 2020[173]. - The Audit Committee comprises three Independent Non-executive Directors, ensuring compliance with accounting policies and disclosure requirements[173]. - All Directors confirmed compliance with the Model Code regarding securities transactions during the six months ended 31 December 2020[172].

Financial Performance - The Group's revenue for the year ended June 30, 2020, was HK$231.5 million, representing a 10.0% increase compared to HK$210.4 million in 2019[11]. - The loss attributable to owners of the Company for the year ended June 30, 2020, was HK$260.5 million, an improvement from a loss of HK$360.9 million in 2019[11]. - Profit from player transfer activities for the year ended June 30, 2020, amounted to approximately HK$115.5 million, which was HK$73.4 million more than the previous year[27]. - The basic loss per share for the year ended June 30, 2020, was approximately HK1.47 cents, compared to approximately HK2.66 cents for the year ended June 30, 2019[28]. - The Group recorded rental income of approximately HK$24.8 million from investment properties during the year ended 30 June 2020[35]. - Other income for the year was approximately HK$14.6 million, an increase of about 66.4% compared to the previous year, mainly due to government subsidies received[59]. - The Group's reserves available for distribution as of June 30, 2020, amounted to approximately HK$127,240,000, down from approximately HK$229,224,000 in 2019[93]. - The Group incurred a loss of approximately HK$22.4 million due to changes in fair value of its investment properties during the same period[36]. - The total comprehensive expense for the year attributable to owners of the company was HK$272,955,000, down from HK$371,005,000 in 2019[169]. Business Operations - The Group operates in three main business segments: operation of Birmingham City Football Club, investment in properties, and provision of lottery system and online payment system service solutions[8]. - The Club finished at the 20th position in the English Football League Championship Division for the 2019/20 season, marking its 9th consecutive season in this division[9]. - The management aims to improve the overall game performance of the Club and achieve a higher ranking in the league for the 2020/21 season[9]. - The Group's investment in properties remains a key focus area for future growth[10]. - The Group acquired a system service provider for lottery and online payment systems, aiming to capitalize on the significant development potential in this industry[16]. - The Group completed the acquisition of a medical service business in Japan in July 2020, aiming to enhance market share and position[44]. - The medical service business will focus on attracting high net worth customers from China for medical services in Japan[44]. - The Group's operations include a football club in the UK, property investment in Cambodia, and provision of lottery and online payment system services[70]. Financial Position and Risks - The ongoing COVID-19 pandemic has significantly impacted global economic activities, affecting the Group's operations and market conditions[21]. - The Group's current liabilities exceeded current assets by approximately HK$573.5 million as of June 30, 2020, compared to HK$187.0 million in 2019[62]. - The gearing ratio increased to 59.9% as at June 30, 2020, compared to 26.4% in 2019, reflecting higher leverage[61]. - The ratio of total liabilities to total assets was 71.7% as at June 30, 2020, up from 44.4% in 2019, indicating increased financial risk[61]. - The Group is exposed to financial risks relating to interest rate, foreign currency, credit, and liquidity risk in its ordinary course of business[76]. - The Group's financial condition and results of operations may be influenced by fluctuations in the global economy or specific markets[74]. Management and Strategy - The management is optimistic about the potential for revenue growth in the upcoming fiscal year[12]. - The Group continues to explore opportunities for market expansion and strategic partnerships[12]. - The Company is focused on enhancing its operational efficiency and financial performance moving forward[12]. - The Group's management will continue to streamline operations and implement stringent cost control measures to enhance competitiveness[24]. - The management plans to diversify the Group's business and broaden revenue streams while exploring cooperation opportunities with business partners[23]. Corporate Governance - The Company aims to achieve a high standard of corporate governance to safeguard shareholders' interests[117]. - The Board comprises a total of nine members, including five Executive Directors and three Independent Non-executive Directors[118]. - The Company has received written annual confirmation from each Independent Non-executive Director regarding their independence[119]. - The Company is committed to providing tailored induction for newly appointed Directors to ensure understanding of business operations and responsibilities[119]. - The Company has established a range of communication channels with shareholders, including annual general meetings and reports available on its website[162]. Accounting Policies - The Group's financial statements include significant accounting policies that ensure accurate measurement and reporting of assets and liabilities[195]. - Investment properties are measured initially at cost, including all direct costs, and are subsequently stated at fair value based on external independent valuation[196]. - The Group's amortization expense for intangible assets is recognized in profit or loss and included in administrative and operating expenses[198]. - The Group must recognize impairment charges for intangible assets if applicable, even if amortization is suspended upon reclassification[198]. - The Group's financial statements continue to report under HKAS 17 for comparative information, without restating prior periods[184].

Financial Performance - Birmingham Sports Holdings Limited reported a significant increase in revenue, achieving a total of HK$XXX million, representing a YY% growth compared to the previous period[3]. - For the six months ended December 31, 2019, the Group's revenue was approximately HK$134.0 million, representing an increase of approximately 15.1% compared to HK$116.4 million for the same period last year[5]. - The Group recorded a loss attributable to owners of the Company of approximately HK$64.8 million, a decrease of 61.6% from a loss of approximately HK$168.9 million in the corresponding period last year[5]. - The Group reported a basic loss per share of approximately HK$64,837,000 for the six months ended 31 December 2019, compared to a loss of approximately HK$168,942,000 for the same period in 2018[71]. - The total comprehensive expense for the period amounted to HK$55,257,000, a decrease from HK$184,222,000 in the prior year, reflecting improved overall financial performance[24]. Revenue Sources - Revenue from the Club for the same period was approximately HK$121.5 million, reflecting a 5.0% increase from HK$115.7 million in 2018[11]. - Revenue from investment properties was approximately HK$10.7 million, a significant increase from HK$0.7 million in the previous year[11]. - Revenue from the football club segment was HK$121,510,000, while investment in properties generated HK$10,721,000, and lottery system and online payment services contributed HK$1,759,000[46]. - The Group received approximately HK$3,254,000 from the Premier League during the six months ended December 31, 2019, down from HK$3,552,000 in the same period of 2018[61]. Operational Efficiency - The company reported a net profit margin of BB%, indicating improved cost management and operational efficiency[3]. - Overall operating expenses were approximately HK$239.3 million, an increase of about 9.9% over the corresponding period in 2018[11]. - The Group's loss from operations for the period was HK$105,351,000, compared to a loss of HK$101,428,000 in the previous year, indicating a slight increase in operational losses[24]. Strategic Initiatives - The company has provided an optimistic outlook for the next quarter, projecting a revenue increase of AA% driven by new marketing strategies and fan engagement initiatives[3]. - Birmingham Sports Holdings Limited is actively developing new technologies to enhance fan experience, including a mobile app that will launch in the upcoming quarter[4]. - The company is exploring market expansion opportunities in Southeast Asia, aiming to increase brand presence and fan engagement in the region[3]. - Birmingham Sports Holdings Limited is considering strategic acquisitions to bolster its portfolio and enhance competitive advantage in the sports industry[4]. Sustainability and Community Engagement - The company is committed to sustainability practices, aiming to reduce its carbon footprint by DD% over the next five years[3]. - The user base for Birmingham City Football Club has expanded, with an increase of ZZ% in season ticket sales, reflecting strong community support[4]. Financial Position - As of 31 December 2019, the Group's current ratio was approximately 31.2%, down from approximately 44.0% as of 30 June 2019[13]. - The gearing ratio as of 31 December 2019 was approximately 42.4%, compared to approximately 26.4% as of 30 June 2019[13]. - The Group's bank balances and cash were approximately HK$51.3 million as of 31 December 2019, down from approximately HK$83.7 million as of 30 June 2019[13]. - Total borrowings as of 31 December 2019 were approximately HK$400.6 million, an increase from approximately HK$214.5 million as of 30 June 2019[13]. Employee and Management Information - The Group employed approximately 326 full-time employees and 459 temporary staff members as of 31 December 2019, an increase from 279 full-time employees and 522 temporary staff members as of 30 June 2019[22]. - The total remuneration for key management personnel was approximately HK$4,414,000 for the six months ended December 31, 2019, compared to approximately HK$4,945,000 in the same period of 2018[94]. Shareholder Information - The Company had an issued capital of 17,710,022,508 shares of HK$0.01 each as of 31 December 2019[14]. - The Group issued 5,903,340,836 shares during the rights issue completion[89]. - As of December 31, 2019, Trillion Trophy holds 5,425,000,000 shares, representing approximately 30.63% of the issued share capital[141]. - The existing Share Option Scheme, adopted on December 30, 2016, will remain valid for ten years, allowing the company to grant options to eligible participants[105].

Financial Performance - The Group's revenue for the year ended June 30, 2019, was HK$210.4 million, representing an increase of 1.2% compared to HK$208 million in 2018[7]. - The loss attributable to owners of the Company for the year ended June 30, 2019, was HK$360.9 million, an improvement from a loss of HK$425 million in 2018[7]. - The basic loss per share was approximately HK2.66 cents, improved from approximately HK4.68 cents in 2018[21]. - The Club recorded a slight revenue increase of 2.7% in Pound Sterling, but overall revenue decreased by 1.1% to approximately HK$205.8 million due to the devaluation of Pound Sterling[38]. - Operating expenses decreased by approximately 11.5% to about HK$470.4 million, primarily due to reduced staff costs[41]. - Other income for the year was approximately HK$8.8 million, mainly from subsidies received from the Premier League[43]. - Profit on sales of players' registration increased to approximately HK$42.1 million from HK$21.7 million in 2018, attributed to higher player sales[44]. - The Group recorded gains of approximately HK$23.2 million from changes in the fair value of investment properties, with no gains recorded in 2018[45]. - The Group's reserves available for distribution as of June 30, 2019, amounted to approximately HK$229,224,000, an increase from approximately HK$222,694,000 in 2018[114]. Business Operations - The Group operates Birmingham City Football Club, with revenue streams including match day receipts, broadcasting revenue, and commercial income[22][23]. - The Club maintained a position within the top 10 since the start of the second half of the 2018/19 season, finishing the season at the 17th position despite a 9-point deduction due to breaches of the Championship Profitability and Sustainability Rules[27]. - The Birmingham City Football Academy continues to operate at Category 2 status, contributing players to the first team squad[28]. - The Group's principal activities include operating a professional football club in the UK and investing in properties in Cambodia[113]. - The Group has diversified its business by acquiring residential and commercial properties in Cambodia, which are expected to provide a stable stream of income[13]. - The construction of the properties in Cambodia has been completed, and they have started to contribute revenue to the Group[13]. - The management anticipates long-term appreciation in the value of the investment properties in Cambodia, enhancing the overall value of the Group[13]. Strategic Initiatives - The Group acquired Wangmei Online in July 2019, enhancing its capabilities in lottery service solutions in the PRC[14][16]. - Wangmei Online aims to explore overseas business opportunities, particularly in Southeast Asia, Europe, and Australia[14][16]. - The Group's strategy includes diversifying business development and increasing revenue sources to enhance overall value for shareholders[15]. - The management is focused on improving operating results and exploring joint ventures with strategic partners to enhance competitiveness[17][19]. - The Group's strategic focus includes market expansion and potential mergers and acquisitions to enhance growth opportunities[98]. Financial Position - As of June 30, 2019, the Group's current ratio was 44.0%, down from 68.4% in 2018, while the gearing ratio increased to 26.4% from 22.2%[74]. - The Group's bank balances and cash as of 30 June 2019 were approximately HK$83.7 million, an increase from approximately HK$69.2 million in 2018[74]. - Total borrowings as of 30 June 2019 were approximately HK$214.5 million, up from approximately HK$166.0 million in 2018, with HK$130.0 million repayable within one year[74]. - The Rights Issue completed on 23 April 2019 raised net proceeds of approximately HK$293.7 million, with 5,903,340,836 new shares issued[76]. - Approximately HK$236.0 million, or 80.4% of the net proceeds from the Rights Issue, was used for repayment of external debts[77]. - The Group's current liabilities exceeded current assets by approximately HK$187.0 million as of 30 June 2019, compared to approximately HK$67.7 million in 2018[81]. Risk Management - The Group is exposed to financial risks including interest rate, foreign currency, credit, and liquidity risks in its ordinary course of business[97]. - The Group's financial condition may be influenced by fluctuations in the global economy or specific markets, which could materially affect its results of operations[91]. - The uncertainties surrounding the UK's withdrawal from the European Union may have a material effect on the Group's operations and the stability of global financial markets[92]. - The management will continue to monitor identified risks and allocate adequate resources for effective control measures[198]. - The risk management and internal control systems are designed to manage risks rather than eliminate them, providing reasonable assurance against material misstatement[190]. Corporate Governance - The Company aims to achieve a high standard of corporate governance to improve efficiency and safeguard shareholder interests[158]. - The Company has complied with the provisions of the Corporate Governance Code during the year ended June 30, 2019, except for one deviation regarding the attendance of the Chairman at the AGM[159]. - The Board is responsible for determining corporate governance policies and practices, including compliance with legal and regulatory requirements[190]. - The Company has established a policy for handling inside information to ensure compliance with statutory and listing rule disclosure requirements[197]. - The Company provides tailored induction for newly appointed Directors to ensure understanding of business operations and responsibilities[162]. Employee Relations - The Group recognizes the importance of high-caliber staff and provides remuneration packages based on industry practices and individual performance[89]. - The Group continues to offer employee benefits including medical insurance, training subsidies, discretionary bonuses, and participation in the Company's share option scheme[89]. - As of June 30, 2019, the Group employed approximately 279 full-time employees and 522 temporary staff members, maintaining the same number of full-time employees as in 2018 but a decrease in temporary staff from 549[89]. Shareholder Information - The Directors do not recommend the payment of a final dividend for the year ended June 30, 2019, consistent with 2018[113]. - The Company has no provisions for pre-emptive rights under its Articles of Association or the laws of the Cayman Islands[114]. - The interests and short positions of the directors in shares and debentures as of June 30, 2019, are recorded in the register required by the Company[119]. - The total number of shares issued by the company as of June 30, 2019, was 17,710,022,508[120]. - The Company has not pledged other assets to secure its borrowings apart from the specific bank deposit account[82].