智通财经APP讯，大成玉米集团(03889)发布公告，本集团预期将于截至2025年6月30日止期间(呈报期) 取得净亏损约6500万港元至 8500万港元，而截至2024年6月30日止期间(去年同期)则取得溢利净额约 1.66亿港元。 该变动主要是由于呈报期内并无确认以下一次性收益所致，于2024年1月完成中国信达资产管理股份有 限公司吉林省分公司(作为债权人)，锦州元成生化科技有限公司(作为债务人)，及上海好成食品发展有 限公司(作为担保人)(后两者均为本公司的间接全资附属公司)订立的债务重组协议后取得的未经审核的 一次性收益约1.676亿港元;及就于2024年4月出售本公司的前全资附属公司大成零售投资有限公司及其 附属公司取得未经审核的一次性收益约5410万港元。 ...

大成玉米集团(03889)发布公告，本集团预期将于截至2025年6月30日止期间(呈报期)取得净亏损约6500 万港元至8500万港元，而截至2024年6月30日止期间(去年同期)则取得溢利净额约1.66亿港元。 该变动主要是由于呈报期内并无确认以下一次性收益所致，于2024年1月完成中国信达资产管理股份有 限公司吉林省分公司(作为债权人)，锦州元成生化科技有限公司(作为债务人)，及上海好成食品发展有 限公司(作为担保人)(后两者均为本公司的间接全资附属公司)订立的债务重组协议后取得的未经审核的 一次性收益约1.676亿港元;及就于2024年4月出售本公司的前全资附属公司大成零售投资有限公司及其 附属公司取得未经审核的一次性收益约5410万港元。 ...

格隆汇7月30日丨大成玉米集团(03889.HK)公告，集团预计截至2025年6月30日止中期录得净亏损介于约 65,000,000港元至85,000,000港元，而去年同期则录得溢利净额约165,600,000港元。 该变动主要是由于呈报期内并无确认以下一次性收益所致：(a)于2024年一月完成(i)中国信达资产管理 股份有限公司吉林省分公司（作为债权人），(ii)锦州元成生化科技有限公司（作为债务人），及(iii)上 海好成食品发展有限公司（作为担保人）（后两者均为公司的间接全资附属公司）订立的债务重组协议 后录得的未经审核的一次性收益约167,600,000港元；及(b)就于2024年四月出售公司的前全资附属公司 大成零售投资有限公司及其附属公司录得未经审核的一次性收益约54,100,000港元。 ...

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責，對其 準確性或完整性亦不發表任何聲明，並明確表示，概不就因本公告全部或任何部分內容 而產生或因依賴該等內容而引致的任何損失承擔任何責任。 GLOBAL CORN GROUP LIMITED * 03889 內幕消息 盈利警告 本公告是大成玉米集團有限公司（「本公司」，連同其附屬公司統稱「本集團」）根據香港聯 合交易所有限公司證券上市規則（「上市規則」）第13.09條及香港法例第571章證券及期貨條 例第XIVA部項下的內幕消息條文而作出。 本公司董事（「董事」）會（「董事會」）謹此知會本公司股東（「股東」）及潛在投資者，根據對 現時可得的本集團截至二零二五年六月三十日止期間（「呈報期」）未經審核綜合管理賬目 所作出的初步審閱，本集團預期將於呈報期錄得淨虧損介乎約65,000,000港元至 85,000,000港元，而截至二零二四年六月三十日止期間（「去年同期」）則錄得溢利淨額約 165,600,000港元。 香港，二零二五年七月三十日 於本公告日期，董事會包括三名執行董事王鐵光先生、孔展鵬先生及李方程先生；一名 非執行董事台樹濱先生；以及 ...

Core Viewpoint - The announcement from Da Cheng Sugar Industry (03889) details a subscription option agreement involving major shareholders and Mr. Gao, allowing for the issuance of convertible bonds totaling RMB 27 million, convertible at an initial price of HKD 0.1 per share [1][2]. Group 1: Subscription Option Agreement - Major shareholders have agreed to grant Mr. Gao a subscription option for the second batch of convertible bonds amounting to RMB 27 million, with a conversion price of HKD 0.1 per share [1]. - The subscription options can be exercised in five tranches, with amounts of RMB 6 million for the first four tranches and RMB 3 million for the last tranche [2]. - The exercise period for the subscription options starts on May 12, 2025, with the first tranche expiring on November 11, 2025, and the last tranche expiring on June 24, 2027 [2]. Group 2: Shareholder Holdings Post-Exercise - If Mr. Gao fully exercises the subscription options, the major shareholders will hold specific amounts of convertible bonds, with Mr. Kong holding RMB 9 million and RMB 11 million in the first and second batches respectively, Mr. Wang holding RMB 11 million in the second batch, and Mr. Hua holding RMB 9 million and RMB 11 million in the first and second batches respectively [3].

Financial Instruments and Debt Management - The company issued a total of RMB 120 million (approximately HKD 138 million) in convertible bonds with a 5% interest rate, completed in two tranches on May 3, 2024, and July 19, 2024[7]. - The company plans to issue a total of 41,000,000 new shares at a subscription price of HKD 0.1 per share[15]. - The company plans to leverage its financial instruments, such as convertible bonds, to support future growth initiatives[7]. - The net proceeds from the convertible bonds issuance are intended for repaying loans and preparing for the resumption of production facilities[46]. - The company aims to restructure debts with Jinzhou Bank to improve financial conditions and restore debt financing capabilities[62]. - The total principal amount owed by Jinzhou Yuancheng to Jinzhou Bank is RMB 212,500,000, including unpaid interest[15]. - The company is currently facilitating a debt restructuring related to the loan with Jinzhou Bank to alleviate financial pressure[195]. - The company completed the sale of the Empire Sugar and Empire Food subsidiaries to a related group on December 21, 2023[9]. - The company achieved a one-time gain of over HKD 200 million from the sale of its retail group and debt restructuring agreements[19]. Procurement and Supply Chain Management - The company has entered into a major procurement agreement for coal, corn granules, corn starch, and syrup, effective from January 1, 2025, to December 31, 2027[6]. - The strategic procurement agreement with Ruihao (Guangzhou) for the supply of corn starch and syrup is effective from January 1, 2023, to December 31, 2024[13]. - The company aims to strengthen its supply chain through agreements with various suppliers, enhancing operational efficiency[6]. - The company has ongoing procurement agreements for 240,000 tons of corn starch and 50,000 tons of syrup, effective from January 1, 2023, to December 31, 2024, with pricing based on current market rates[187]. - The company has entered into a new procurement agreement effective from January 1, 2025, to December 31, 2027, for the continuous supply of raw materials including coal, corn granules, corn starch, and syrup[192]. Corporate Governance and Management Structure - The company is committed to improving corporate governance practices as outlined in its corporate governance report[4]. - The company has established a continuous related transaction supervision committee to oversee ongoing transactions with related parties[7]. - The company emphasizes high standards of corporate governance to enhance confidence among shareholders, investors, employees, and business partners[72]. - The board confirmed compliance with all provisions of the corporate governance code for the year, ensuring adherence to the required standards[73]. - The company has established various departments and teams to promote and maintain high standards of corporate governance, including an Environmental, Social, and Governance (ESG) working group[72]. - The company has appointed new executive directors in January 2024, indicating a shift in management structure[104]. - The board consists of seven directors, including three executive directors, one non-executive director, and three independent non-executive directors[76]. - The independent non-executive directors bring diverse expertise, including accounting, law, and corporate governance, enhancing the board's oversight capabilities[68][69]. - The company has mechanisms in place for directors to seek external independent professional advice[81]. Financial Performance and Market Position - In 2024, the company's sales volume recorded a growth of approximately 60.3%, with total revenue increasing by over 40.0% year-on-year[18]. - The average selling price of sweetener products significantly adjusted downwards due to intense competition in the domestic market, leading to a gross profit margin decrease to 5.0%[18]. - The group’s sales volume and total revenue increased by approximately 60.3% and 41.4% to about 186,000 tons and HKD 623,500,000, respectively[29]. - The revenue from corn syrup increased by approximately 30.1% to about HKD 498,300,000, with sales volume rising by about 46.5% to approximately 145,000 tons[31]. - The group recognized a one-time gain of approximately HKD 42,200,000 from the sale of a retail group, leading to a significant increase in other income by about 549.6% to approximately HKD 74,700,000[34]. Risk Management and Internal Controls - The company has established a risk management framework based on the COSO model to identify and analyze key risks[135]. - The internal audit department plays a key role in monitoring governance and ensures effective implementation of internal control systems[140]. - The board of directors has reviewed the effectiveness of the company's risk management and internal control systems and found them to be sufficient[141]. - The company has adopted a culture of compliance with the highest ethical standards and relevant laws and regulations[165]. - The company monitors compliance with legal and regulatory requirements as part of its corporate governance practices[128]. Shareholder Engagement and Dividends - The company aims to pay at least 15% of the annual profit attributable to shareholders as dividends, subject to various factors[133]. - The company has a policy to maintain a progressive dividend policy to provide stable and sustainable returns to shareholders[133]. - The company encourages active communication with shareholders through various channels, including annual meetings and investor dialogues[130]. - The 2024 Annual General Meeting was held on June 28, 2024, where all proposed resolutions were passed by vote[132]. - No dividends were recommended for the year, consistent with the company's dividend policy[155].

Financial Performance - Total revenue for the year ended December 31, 2024, was HKD 623,460,000, an increase of 41.4% compared to HKD 440,813,000 in 2023[3] - Gross profit decreased to HKD 31,303,000 from HKD 36,618,000, representing a decline of 14.5% year-over-year[3] - The company reported a profit from continuing operations of HKD 66,618,000, compared to a loss of HKD 139,820,000 in the previous year[4] - Other income and gains significantly increased to HKD 74,659,000 from HKD 11,476,000, marking a rise of 551.5%[3] - The total comprehensive income for the year was HKD 121,392,000, down from HKD 299,112,000 in 2023, a decrease of 59.4%[5] - Basic earnings per share from continuing operations improved to HKD 0.038 from a loss of HKD 0.092 in the previous year[5] - The group reported a pre-tax profit from continuing operations of HKD 58,651,000 in 2024, down from HKD 63,584,000 in 2023[44] - The company reported a profit for the year of HKD 66,618,000, which includes a tax credit of HKD 9,369,000[35] - The company recorded a net profit attributable to owners of approximately HKD 66,600,000 for the year, compared to a net loss of HKD 139,800,000 in 2023[91] - EBITDA from continuing operations was approximately HKD 124,700,000, a significant improvement from the LBITDA of HKD 39,300,000 in 2023[91] Assets and Liabilities - Non-current assets increased to HKD 434,429,000 from HKD 352,842,000, reflecting a growth of 23.1%[6] - Current liabilities decreased to HKD 786,765,000 from HKD 956,860,000, a reduction of 17.8%[6] - The company's total liabilities net worth improved to HKD (218,254,000) from HKD (381,855,000), indicating a positive change in financial position[7] - As of December 31, 2024, the group recorded a net current liability of approximately HKD 652.4 million, down from HKD 734.3 million in 2023, and a net liability of approximately HKD 218.3 million, down from HKD 381.9 million in 2023[12] - The group reported a deferred loss of HKD 28,685,000 related to the convertible bonds, which has not been recognized in profit or loss[66] - The company's total liabilities for trade payables decreased to 134,308 thousand HKD in 2024 from 138,045 thousand HKD in 2023, indicating improved cash flow management[56] Revenue Segments - For the fiscal year ending December 31, 2024, the total revenue from external customers for the corn sweetener segment was HKD 623,460,000, while the corn refining products segment reported no revenue[35] - Revenue from continuing operations increased to HKD 623,460,000 in 2024, up 41.4% from HKD 440,813,000 in 2023[39] - Revenue from the corn syrup segment increased by approximately 30.1% to about HKD 498.3 million, driven by a sales volume increase of about 46.5% to approximately 145,000 tons[81] - The solid corn syrup segment's revenue surged by approximately 117.0% to HKD 125.2 million, with sales volume rising to about 41,000 tons[82] Cost and Expenses - The cost of goods sold increased to HKD 592,157,000 in 2024, compared to HKD 404,195,000 in 2023, indicating a rise of 46.5%[44] - Financial costs decreased to HKD 34,552,000 in 2024 from HKD 42,442,000 in 2023, a reduction of 18.6%[46] - The average unit production cost of sweetener products decreased by about 9.4%, but the average unit selling price fell by 12.5%, leading to a gross profit margin reduction of 3.3 percentage points to 5.0%[79] Debt and Financing - The group has secured additional bank borrowings of approximately RMB 27 million (equivalent to about HKD 28.7 million) during the year to improve financial conditions and liquidity[12] - The group is in discussions with Jinzhou Bank for a debt restructuring of a loan totaling RMB 212.5 million, which could significantly enhance the group's financial position if successful[12] - The company issued convertible bonds with a total principal amount of RMB 120,000,000 (approximately HKD 138,000,000), convertible into 1,380,000,000 new ordinary shares at an initial conversion price of HKD 0.1 per share, representing a premium of approximately 16.3% over the closing price on the agreement date[61] - The first tranche of convertible bonds totaling RMB 60,000,000 was completed on May 3, 2024, with all conditions met[62] - The second tranche of convertible bonds, also totaling RMB 60,000,000, was completed on July 19, 2024, with additional subscriptions by the underwriters[64] Operational Developments - The company has maintained its primary business focus on the production and sale of corn refining products and sweeteners, with no significant changes reported in business nature[8] - The group has implemented measures to reduce operating costs and enhance cash flow, including maximizing production capacity in Shanghai and launching high-value products[13] - The company plans to restore its Jinzhou downstream production facilities and enhance its market share while focusing on customer needs and continuous R&D investment[78] - The group plans to resume upstream operations in 2025 after completing renovations of its Jinzhou production facilities by the end of 2024[76] Shareholder and Governance - Major shareholders have confirmed financial support for the group over the next 12 months, ensuring no repayment demands will be made during this period[14] - The board believes that the group will have sufficient working capital to meet its financial obligations due within the next 12 months[16] - The board of directors did not recommend a final dividend for the year, consistent with 2023[111] - The audit committee, consisting of three independent non-executive directors, reviewed the group's financial reporting procedures and risk management without any objections[114] Market Conditions - The average operating rate for corn starch production in China increased to 69.26% in 2024, up from 61.67% in 2023[76] - China's corn production for 2024 reached 294,900,000 tons, a year-on-year increase of 2.1%[76] - The international corn price fell significantly in 2024, ending the year at USD 451.5 per bushel, down from USD 471.3 per bushel in 2023[75] - In the 2023/24 fiscal year, global sugar production reached 183.8 million tons, up from 179.1 million tons in 2022/23, while consumption was estimated at 177.6 million tons, compared to 176.4 million tons in the previous year[77]

[Financial Highlights](index=1&type=section&id=Financial%20Highlights) [Overall Performance Summary](index=1&type=section&id=Overall%20Performance%20Summary) In H1 2024, the company achieved a turnaround to profit of **HKD 166 million** from continuing operations, primarily due to one-off gains from debt restructuring and subsidiary disposal, offsetting gross profit decline from lower selling prices Key Financial Indicators for H1 2024 (Continuing Operations) | Indicator | H1 2024 (HKD Thousands) | H1 2023 (HKD Thousands) | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | 332,475 | 193,661 | +71.7% | | Gross Profit | 11,371 | 19,980 | -43.1% | | Gain on Debt Restructuring | 167,615 | — | N/A | | Profit/(Loss) for the Period | 165,601 | (65,362) | Turnaround to Profit | | Basic Earnings Per Share | 10.3 HK Cents | (4.3) HK Cents | Turnaround to Profit | - The significant improvement in the company's profitability primarily stemmed from one-off gains of approximately **HKD 168 million** from debt restructuring and **HKD 54.1 million** from disposal of a subsidiary, rather than core operational improvements[1](index=1&type=chunk)[19](index=19&type=chunk)[57](index=57&type=chunk) [Key Financial Statements](index=1&type=section&id=Key%20Financial%20Statements) Financial statements indicate significant improvement in the company's debt position through debt restructuring and convertible bond issuance, reducing net debt to **HKD 180 million** by June 30, 2024, though severe short-term liquidity challenges persist with a current ratio of **0.24** [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=1&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss) During the period, revenue grew **71.7%** to **HKD 332 million**, but gross profit declined significantly, while controlled expenses and reduced finance costs, combined with substantial one-off gains, led to a **HKD 166 million** profit before tax from continuing operations, reversing last year's loss - Despite significant revenue growth, gross profit declined, indicating that the decrease in product selling prices outpaced the benefits from cost control[1](index=1&type=chunk)[46](index=46&type=chunk) - Discontinued operations contributed a **HKD 18.58 million** loss in the prior period, with no impact this period, aiding overall profitability improvement[2](index=2&type=chunk)[3](index=3&type=chunk) [Condensed Consolidated Statement of Financial Position](index=4&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2024, total assets were **HKD 484 million** and total liabilities **HKD 664 million**, resulting in net liabilities of **HKD 180 million**, a significant improvement from **HKD 382 million** at year-end, though severe liquidity challenges persist with **HKD 490 million** net current liabilities Key Balance Sheet Item Changes | Item (HKD Thousands) | June 30, 2024 | December 31, 2023 | | :--- | :--- | :--- | | Interest-bearing Bank and Other Borrowings | 228,495 | 440,910 | | Convertible Bonds | 16,812 | — | | Share Capital | 189,037 | 152,759 | | Net Current Liabilities | (490,372) | (734,345) | | Net Liabilities | (179,839) | (381,855) | [Management Discussion and Analysis](index=28&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review and Market Outlook](index=28&type=section&id=Business%20Review%20and%20Market%20Outlook) Management notes increased global economic uncertainty and challenging Chinese recovery in H1 2024, with declining corn prices offering cost advantages, but falling sugar prices intensifying sweetener market competition and pressuring product selling prices, leading to a cautious H2 outlook and focus on resuming Jinzhou production for cost reduction - Domestic corn prices decreased from **RMB 2,760/metric ton** to **RMB 2,464/metric ton**, providing a cost advantage, with plans to resume upstream operations at the Jinzhou production base in Q4 2024 to leverage cost benefits in Northeast China[43](index=43&type=chunk) - Domestic sugar prices decreased from **RMB 7,044/metric ton** to **RMB 6,569/metric ton**, coupled with lower-than-expected market consumption, pressured the selling prices of the company's sweetener products as substitutes, directly impacting gross profit margin[43](index=43&type=chunk) - Management maintains a cautious outlook for the H2 2024 sweetener market due to oversupply in China and slow recovery in end-user demand[44](index=44&type=chunk) [Financial Performance Analysis](index=31&type=section&id=Financial%20Performance%20Analysis) During the period, the company experienced revenue growth without corresponding profit, as a **106.3%** sales volume increase drove **71.7%** revenue growth, but a **16.3%** average selling price decline, exceeding the **9.8%** unit production cost reduction, slashed gross margin from **10.3%** to **3.4%**, with ultimate profitability relying on significant one-off gains - The company achieved significant sales volume and revenue growth by increasing production at its Shanghai base, but core profitability deteriorated due to selling price pressure[46](index=46&type=chunk) - The company recorded EBITDA of **HKD 195 million** from continuing operations, a significant improvement from an LBITDA of **HKD 21.2 million** in the prior period, primarily driven by one-off gains[57](index=57&type=chunk) [Overall Performance](index=31&type=section&id=Overall%20Performance) In H1 2024, consolidated revenue increased to **HKD 332.5 million** and sales volume to **99,000 metric tons**, growing **71.7%** and **106.3%** respectively, yet gross profit halved to **HKD 11.4 million**, with gross margin falling from **10.3%** to **3.4%**, reflecting a sacrifice of profit for volume in a challenging market Key Operating Metrics Changes | Indicator | H1 2024 | H1 2023 | Change | | :--- | :--- | :--- | :--- | | Consolidated Revenue | HKD 332.5 million | HKD 193.7 million | +71.7% | | Sales Volume | Approx. 99,000 Metric Tons | Approx. 48,000 Metric Tons | +106.3% | | Gross Margin | 3.4% | 10.3% | -6.9 Percentage Points | | Average Unit Selling Price | - | - | -16.3% | | Average Unit Production Cost | - | - | -9.8% | [Segment Performance](index=31&type=section&id=Segment%20Performance) All company revenue derived from the corn sweeteners segment, with upstream products suspended; both corn syrup and solid corn syrup segments saw strong revenue growth but significant gross margin declines to **3.2%** and **4.3%** respectively, indicating widespread price pressure across all product lines - The upstream products (corn starch, etc.) segment had no sales revenue or gross profit in both the current and prior periods, indicating suspended operations[46](index=46&type=chunk) Corn Sweetener Segment Performance | Product Segment | Revenue (HKD Millions) | Gross Profit (HKD Millions) | Gross Margin | | :--- | :--- | :--- | :--- | | **Corn Syrup** | | | | | 2024 H1 | 267 | 8.6 | 3.2% | | 2023 H1 | 176 | 17.9 | 10.2% | | **Solid Corn Syrup** | | | | | 2024 H1 | 65.5 | 2.8 | 4.3% | | 2023 H1 | 17.8 | 2.1 | 11.8% | [Operating Expenses and Other Gains/Losses](index=33&type=section&id=Operating%20Expenses%20and%20Other%20Gains%2FLosses) During the period, the company achieved cost control, with administrative expenses decreasing **12.2%** and other expenses falling due to reduced idle capacity, while finance costs significantly dropped due to debt restructuring, and a crucial **HKD 54.1 million** one-off gain from the disposal of a retail group significantly contributed to current period profit - The disposal of the retail group (Dacheng Retail Investment Limited and its subsidiaries) generated a one-off gain of approximately **HKD 54.1 million** for the company[20](index=20&type=chunk)[50](index=50&type=chunk) - Administrative expenses decreased **12.2%** to **HKD 29.5 million**, reflecting the company's stringent cost control measures[52](index=52&type=chunk) - Finance costs decreased from **HKD 21.5 million** to **HKD 14.8 million**, primarily due to a significant reduction in financial liabilities following the completion of the debt restructuring agreement[54](index=54&type=chunk) [Capital Structure, Liquidity, and Financial Resources](index=35&type=section&id=Capital%20Structure%2C%20Liquidity%2C%20and%20Financial%20Resources) The company optimized its capital structure through debt restructuring and convertible bond issuance, reducing the debt-to-capital ratio from **76.6%** to **50.7%**, yet liquidity remains severe with current and quick ratios at **0.24** and **0.19** respectively, indicating significant short-term solvency risks, which the company is addressing through shareholder support and new financing - The company's debt-to-capital ratio (total debt/total assets) decreased from **76.6%** to **50.7%**, primarily benefiting from debt restructuring and the disposal of a subsidiary that divested liabilities[65](index=65&type=chunk) - As of June 30, 2024, the current ratio and quick ratio were approximately **0.24** and **0.19** respectively, significantly below healthy levels, indicating severe liquidity pressure[65](index=65&type=chunk) [Capital and Debt Status](index=35&type=section&id=Capital%20and%20Debt%20Status) As of June 30, 2024, total interest-bearing bank and other borrowings significantly decreased from **HKD 441 million** to **HKD 229 million**, primarily due to the debt restructuring of the Yuancheng Construction Bank loan, while the issuance of convertible bonds, with the first tranche of **RMB 60 million** used for loan repayment, collectively reduced the company's net borrowings - Total interest-bearing bank and other borrowings decreased by approximately **HKD 212 million** to **HKD 228.5 million**, primarily due to a recognized gain of approximately **HKD 207 million** from debt restructuring[59](index=59&type=chunk) - The company issued convertible bonds with a total principal amount of **RMB 120 million**; the first tranche of **RMB 60 million** was issued on May 3, 2024, with proceeds used to repay loans incurred for debt restructuring completion[62](index=62&type=chunk)[63](index=63&type=chunk) [Key Financial Ratios](index=37&type=section&id=Key%20Financial%20Ratios) During the period, the company improved operational efficiency, with inventory turnover days decreasing from **31** to **20** and trade payables turnover days significantly dropping from **125** to **64**, indicating faster cash conversion, while trade receivables turnover remained stable at **57** days; however, extremely low liquidity ratios remain a core financial risk Turnover Days Changes | Turnover Days | June 30, 2024 | December 31, 2023 | | :--- | :--- | :--- | | Trade Receivables | Approx. 57 Days | Approx. 56 Days | | Trade Payables | Approx. 64 Days | Approx. 125 Days | | Inventory | Approx. 20 Days | Approx. 31 Days | [Risk Management and Compliance](index=38&type=section&id=Risk%20Management%20and%20Compliance) The company faces key risks including foreign exchange fluctuations and loan defaults; while RMB exchange risk is deemed manageable without hedging, a significant default on a **RMB 212.5 million** loan from Jinzhou Bank Tiebei Branch is ongoing, with debt restructuring or renewal negotiations representing a critical uncertainty for the company's going concern - The company has defaulted on a loan from Jinzhou Bank Tiebei Branch, with an outstanding principal amount of **RMB 212.5 million**, and is currently negotiating debt restructuring or renewal, with uncertain outcomes[67](index=67&type=chunk) - Most of the company's business is settled in RMB, and management considers foreign exchange risk not material, thus no hedging measures have been adopted[66](index=66&type=chunk) [Significant Events and Outlook](index=39&type=section&id=Significant%20Events%20and%20Outlook) During and after the reporting period, the company completed a change of control, mandatory general offer, and issued two tranches of convertible bonds totaling **RMB 120 million**, with funds allocated to debt repayment and Jinzhou production facility resumption; future plans focus on optimizing production, developing high-value-added products, and preparing for Jinzhou plant restart to enhance competitiveness in a challenging market - Post-reporting period event: The company completed the issuance of the second tranche of convertible bonds with a principal amount of **RMB 60 million** on July 19, 2024, with proceeds earmarked for preparing the Jinzhou production facility for resumption[71](index=71&type=chunk) - The core of future plans is to prepare for the resumption of the Jinzhou production facility to strengthen operating cash flow and leverage cost advantages[73](index=73&type=chunk) - During the reporting period, a change of control and subsequent mandatory general offer were completed, with the joint offerors and parties acting in concert holding approximately **51.00%** of the shares[68](index=68&type=chunk) [Summary of Notes to Financial Statements](index=6&type=section&id=Summary%20of%20Notes%20to%20Financial%20Statements) [Basis of Preparation and Going Concern](index=6&type=section&id=Basis%20of%20Preparation%20and%20Going%20Concern) While financial statements are prepared on a going concern basis, significant uncertainties exist, with **HKD 490 million** net current liabilities and **HKD 180 million** net liabilities as of June 30, 2024; management has implemented measures including convertible bond issuance, shareholder financial support, major debt restructuring, and new bank financing, though their ultimate effectiveness remains uncertain, posing challenges to going concern - As of June 30, 2024, the company had approximately **HKD 490 million** in net current liabilities and **HKD 180 million** in net liabilities, raising significant doubt about its ability to continue as a going concern[8](index=8&type=chunk) - To improve its financial position, the company completed the issuance of convertible bonds totaling **RMB 120 million** and secured written financial support commitments from controlling shareholders Mr. Kong and Mr. Wang[8](index=8&type=chunk)[9](index=9&type=chunk)[11](index=11&type=chunk) - The company successfully completed the debt restructuring of the 'Yuancheng Construction Bank loan,' settling approximately **RMB 276 million** of original debt for **RMB 88 million**, recognizing a one-off gain of approximately **HKD 168 million**, significantly improving its financial position[12](index=12&type=chunk)[35](index=35&type=chunk) [Operating Segments](index=12&type=section&id=Operating%20Segments) The company's business is divided into two reportable segments: corn refining products and corn sweeteners; currently, all continuing operations revenue comes from the corn sweeteners segment, which recorded **HKD 332 million** revenue and a **HKD 11.76 million** segment loss, while the suspended corn refining products segment recorded a **HKD 23.74 million** segment loss, with overall profitability entirely dependent on one-off gains in unallocated items Segment Performance Summary (H1 2024, HKD Thousands) | Segment | Revenue | Segment Result (Loss) | | :--- | :--- | :--- | | Corn Refining Products | — | (23,741) | | Corn Sweeteners (Continuing Operations) | 332,475 | (11,755) | | **Total** | **332,475** | **(35,496)** | [Discontinued Operations](index=20&type=section&id=Discontinued%20Operations) On December 21, 2023, the company completed the disposal of Dihao Company (Dihao Food and Dihao Crystalline Sugar), its Jilin-based corn sweetener business, which is now classified as discontinued operations; this segment recorded a **HKD 18.58 million** loss in the prior period (H1 2023) and no longer impacts the group's financial performance in the current reporting period - The company completed the disposal of Dihao Company on December 21, 2023, with the business classified as discontinued operations[31](index=31&type=chunk) - Discontinued operations resulted in a loss of **HKD 18,577 thousand** in H1 2023[32](index=32&type=chunk)[56](index=56&type=chunk) [Convertible Bonds and Share Capital Changes](index=25&type=section&id=Convertible%20Bonds%20and%20Share%20Capital%20Changes) To raise funds, the company issued **RMB 120 million** in three-year, 5% convertible bonds to controlling shareholders; the first tranche of **RMB 60 million** was issued in May 2024, with **RMB 33 million** converted into **363 million** shares at **HKD 0.1** per share, increasing issued share capital from **1.528 billion** to **1.890 billion** shares - The company issued convertible bonds with a principal amount of **RMB 120 million**, with an initial conversion price of **HKD 0.1** per share[38](index=38&type=chunk) - As of the reporting period end, convertible bonds with a principal amount of **RMB 33 million** were converted into **362,788,856** new shares, increasing the company's total share capital[38](index=38&type=chunk)[40](index=40&type=chunk) - The convertible bonds were bifurcated on the balance sheet into a liability component of **HKD 16.81 million** and an equity component of **HKD 13.19 million**[39](index=39&type=chunk)[63](index=63&type=chunk) [Other Information](index=42&type=section&id=Other%20Information) [Dividend Policy](index=43&type=section&id=Dividend%20Policy) Considering the company's current financial position and capital requirements, the Board does not recommend an interim dividend for the six months ended June 30, 2024, consistent with no dividend payout in the prior period - The Board does not recommend the payment of any dividend for the current period[30](index=30&type=chunk)[75](index=75&type=chunk) [Corporate Governance](index=43&type=section&id=Corporate%20Governance) The company confirms compliance with the Corporate Governance Code in Appendix C1 of the Listing Rules throughout the reporting period; the Audit Committee reviewed the period's results and discussed adopted accounting principles with management, with no disagreements - The company has complied with all code provisions of the Corporate Governance Code[76](index=76&type=chunk) - The Audit Committee, comprising three independent non-executive directors, has reviewed these interim results[77](index=77&type=chunk) [Employees](index=42&type=section&id=Employees) As of June 30, 2024, the Group's total number of employees was approximately **620**, a reduction from **840** in the prior period, with employee benefit expenses (including directors' emoluments) for the period approximately **HKD 27.9 million**, largely consistent with **HKD 28.3 million** in the prior period Employee and Remuneration Overview | Item | June 30, 2024 | June 30, 2023 | | :--- | :--- | :--- | | Number of Employees | Approx. 620 Persons | Approx. 840 Persons | | Employee Benefit Expenses | Approx. HKD 27.9 Million | Approx. HKD 28.3 Million |

Financial Performance - The company reported a net profit margin of 12% for the fiscal year 2023, reflecting improved operational efficiency[4]. - The group recorded a one-time gain of approximately HKD 477 million from the transfer of the subsidiary Dihao Company, significantly improving annual performance and reducing overall debt[26]. - The group reported a net profit attributable to owners of approximately HKD 289,500,000 for the year, a significant improvement from a net loss of HKD 212,500,000 in 2022, due to increased gross profit and recognition of discontinued operations income[53]. - The company reported a significant increase in revenue, achieving a total of 20 million in 2023, representing a growth of 15% compared to the previous year[81]. - In the 2023 fiscal year, the company's sales volume increased by approximately 34.9% to about 116,000 tons, and total revenue rose by 22.6% to approximately HKD 440.8 million[38]. Debt and Financing - The company has outstanding loans totaling RMB 212,500,000 from Jinzhou Bank Tiebei Branch and RMB 188,700,000 from Jinzhou Construction Bank as of December 31, 2023[19]. - The group plans to issue convertible bonds totaling RMB 120 million to alleviate financial conditions and fund the first phase of production recovery at the Jinzhou facility[27]. - The company has agreed to repay RMB 88,000,000 to Jilin Xinda as part of a debt restructuring agreement, which will relieve the company of further repayment obligations to Yuan Cheng Construction Bank[72]. - The company plans to use RMB 60,000,000 from the convertible bond proceeds for repayment to creditors and the remaining for the resumption of production at the Jinzhou facility[127]. - The group is negotiating with banks in China to secure new financing to meet its funding needs, with a proposed loan of RMB 70 million from Shanghai Nanyang and Shanghai Minhang Bank[134]. Strategic Initiatives - The company aims to enhance its market presence through strategic acquisitions and partnerships in the next fiscal year[4]. - The company is focusing on expanding its product offerings in the health and wellness sector to capture emerging market trends[4]. - The company plans to optimize production, maintain market share, and enhance its product portfolio while focusing on high-value product development and strategic business alliances[73]. - The company plans to expand its market presence in Southeast Asia, targeting a 20% increase in market share by 2025[87]. - A strategic acquisition of a local competitor is in progress, expected to enhance production capacity by 30%[86]. Corporate Governance - The board emphasized the importance of corporate governance, aiming to maintain high standards to boost investor confidence[86]. - The company has adopted a new compliance framework, ensuring adherence to all regulatory requirements and enhancing operational transparency[87]. - The company has established a corporate governance committee to review and monitor compliance with corporate governance policies and practices[149]. - The company has implemented a dual chair structure with two co-chairmen to enhance corporate governance and clarify roles[116]. - The board has established measurable targets for diversity, including specific ratios for independent non-executive directors and members with professional qualifications[104]. Operational Efficiency - The group aims to enhance operational efficiency by restoring production facilities in Jinzhou and diversifying its product offerings to improve sales revenue[29]. - The company has taken measures to reduce operating costs and has developed new product lines to enhance cash flow, while increasing production capacity at the Shanghai facility[129]. - The internal audit department plays a key role in monitoring the group's governance and reports directly to the audit committee, ensuring effective internal control systems are in place[170]. - The company has implemented a three-line defense model for operational risk management, clarifying responsibilities across management levels[163]. - The company has complied with relevant codes regarding internal control and risk management as per the corporate governance code, confirming the effectiveness of its internal control procedures[171]. Market Trends - Sugar prices are expected to remain high in 2024, while corn prices have started to decline, potentially lowering overall production costs[29]. - The overall retail sales in China increased by 7.2% year-on-year, although consumer confidence remains low due to various economic pressures[32]. - The international monetary fund forecasts a global economic growth rate of 3.1% for 2024, with China's GDP growth target set at 5%[29]. - The company is committed to sustainable practices, with initiatives aimed at reducing carbon emissions by 25% over the next five years[86]. - The company continues to prioritize gender diversity in recruitment to ensure potential successors maintain this diversity[103]. Shareholder Communication - The company has established various communication channels with shareholders, including annual and interim reports published on the stock exchange and a dedicated website[156]. - The company has a public website to disclose operational and financial information, enhancing transparency with stakeholders[156]. - The company has conducted a review of its shareholder communication policy, which has been effectively implemented during the year[158]. - The company will hold its next annual general meeting on June 20, 2024, to approve the audited consolidated financial statements for 2023 and re-elect directors[159]. - The company has established a mechanism to ensure strong independence of the board, which is reviewed annually for effectiveness[92].

Financial Performance - Total revenue for the year ended December 31, 2023, was HKD 440,813,000, an increase of 22.6% from HKD 359,567,000 in 2022[3] - Gross profit for the same period was HKD 36,618,000, up 34.4% from HKD 27,267,000 in the previous year[3] - The company reported a loss from continuing operations before tax of HKD 144,187,000, slightly improved from a loss of HKD 148,838,000 in 2022[3] - The net loss for continuing operations for the year was HKD 139,820,000, compared to a loss of HKD 141,407,000 in 2022[3] - The profit from discontinued operations was HKD 429,336,000, a significant recovery from a loss of HKD 71,084,000 in the previous year[4] - The total comprehensive income for the year was HKD 299,112,000, compared to a loss of HKD 180,392,000 in 2022[4] - Basic earnings per share from discontinued operations was HKD 0.281, compared to a loss of HKD 0.046 in 2022[5] - The total profit for the year ending December 31, 2023, was HKD 289,516,000, a significant improvement compared to a loss of HKD 212,491,000 in the previous year[41][43] - The company recorded a net loss of HKD 139.8 million for the year, slightly improved from a loss of HKD 141.4 million in the previous year[112] - The company recorded a net profit attributable to owners of approximately HKD 289.5 million for the year, compared to a net loss of approximately HKD 212.5 million in 2022[114] Assets and Liabilities - Non-current assets decreased to HKD 352,842,000 from HKD 564,862,000 in 2022, reflecting a reduction in property, plant, and equipment[7] - Current liabilities decreased to HKD 956,860,000 from HKD 1,329,029,000 in the previous year, indicating improved liquidity[7] - As of December 31, 2023, the group recorded a net current liability of approximately HKD 734.3 million, down from HKD 1,206.8 million on December 31, 2022[15] - The company's total assets decreased from HKD 611,280,000 in 2022 to HKD 312,325,000 in 2023, representing a decline of approximately 48.9%[64] - Total borrowings decreased by approximately HKD 354.5 million to about HKD 440.9 million as of December 31, 2023, down from HKD 795.4 million in 2022[116] - The net borrowing value decreased to approximately HKD 427.3 million, compared to HKD 791.1 million as of December 31, 2022[116] - The capital debt ratio improved to approximately 76.6%, down from 115.8% as of December 31, 2022, primarily due to the completion of the transaction with Empire[120] Cash Flow and Financing - The group has implemented measures to monitor operating cash flow and reduce operating costs during market volatility, while also developing new product lines to enhance cash inflow[18] - The group has received a confirmation letter from the new controlling shareholder, ensuring financial support for the next 12 months without requiring collateral from the group's assets[20] - A debt restructuring agreement was established to repay RMB 88 million to China Construction Bank, significantly improving the group's financial condition in 2024[21] - The group is in discussions with banks to secure new financing, with a total loan amount of RMB 70 million agreed upon by two banks as of March 21, 2024[23] - The company has agreed to repay a total of RMB 88,000,000 to Jilin Xinda as part of a debt restructuring agreement by January 26, 2024, which will clear the remaining obligations under the Yuan Cheng Construction Bank loan[137] Operational Performance - The adjusted profit before tax for the corn refining products segment was a loss of HKD 72,791,000 for the year ending December 31, 2023, compared to a loss of HKD 50,100,000 in the previous year, indicating a decline in performance[41][43] - The company completed the sale of its corn sweetener business, which has been classified as discontinued operations, resulting in a gain of HKD 476,997,000 from the sale[41] - The company has two reportable operating segments: corn refining products and corn sweeteners, with the latter now classified as discontinued operations following the recent sale[39][41] - The company’s management has independently monitored the performance of each operating segment to make resource allocation and performance evaluation decisions[39] - The company is focusing on optimizing production, enhancing its product mix, and developing high-value products to maintain competitiveness and market share[138] Market and Economic Conditions - The overall economic recovery in China remains fragile, with consumer confidence low and retail sales increasing by only 7.2% year-on-year[94] - The company’s upstream corn refining sector faced significant challenges, leading to continued operational suspensions[97] - The global corn production for the 2023/24 season is estimated at 1,235,700,000 tons, marking a historical high and contributing to price declines[95] - China's corn imports surged by 31.6% in 2023, totaling 27,130,000 tons, compared to 20,620,000 tons in 2022[95] - The average spot price of corn in China decreased from nearly RMB 3,000 per ton to RMB 2,560 per ton by the end of 2023[95] Corporate Governance and Reporting - The Audit Committee, composed entirely of independent non-executive directors, reviewed the group's financial reporting procedures and risk management, holding three meetings during the year[148] - The company's annual report, including information required by listing rules, will be published on its website and the stock exchange's website at an appropriate time[149] - The 2023 Annual General Meeting is scheduled for June 20, 2024, at 10:30 AM[150] - Share transfer registration will be suspended from June 14, 2024, to June 20, 2024, to determine shareholder rights for attending the Annual General Meeting[151] - Shareholders must ensure that all transfer documents are submitted by June 13, 2024, at 4:30 PM to qualify for attending the Annual General Meeting[153] - The auditor confirmed that the financial statements for the year align with the figures presented in the announcement[154]