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VISION DEAL-Z(07827) - 2023 - 中期业绩
2023-08-25 08:33
Financial Performance - For the six months ended June 30, 2023, the company reported total revenue of HKD 4,000[6] - Other income and losses amounted to HKD 19,387,000, a significant increase from HKD 82,000 in the same period last year[6] - Administrative expenses for the period were HKD 60,265,000, compared to HKD 5,928,000 in the previous year[6] - The loss before income tax for the six months ended June 30, 2023, was HKD 40,878,000, a decrease from HKD 96,944,000 in the same period last year[6] - Basic and diluted loss per share was HKD 1.633, compared to HKD 4.423 for the same period last year[6] - The company recorded a net loss of HKD 43,704,000 for the six months ended June 30, 2023, an improvement from a net loss of HKD 57,006,000 for the same period in 2022, reflecting a reduction of 23.3%[27] - The company incurred a loss of HKD 40,878,000 during the reporting period[39] - As of June 30, 2023, the company reported a loss of approximately HKD 40,878,000, compared to a loss of HKD 96,944,000 for the same period in 2022[46] - The company did not generate any revenue for the six months ended June 30, 2023, consistent with the period from January 20, 2022, to June 30, 2022[43] Assets and Liabilities - As of June 30, 2023, the company reported cash and cash equivalents of HKD 20,327,000, an increase from HKD 8,001,000 as of December 31, 2022, representing a growth of 153.4%[27] - The company has total current assets of HKD 21,745,000 as of June 30, 2023, compared to HKD 8,944,000 as of December 31, 2022, indicating a significant increase of 143.5%[27] - The company has total liabilities of HKD 1,066,449,000 as of June 30, 2023, slightly decreasing from HKD 1,066,950,000 as of December 31, 2022, showing a marginal decline of 0.05%[27] - The company has a restricted cash balance of HKD 1,001,000,000, unchanged from December 31, 2022, indicating stability in this asset category[27] - As of June 30, 2023, the company has cash of HKD 20,327,000 and net current liabilities of HKD 1,044,704,000[39] - The company has approximately HKD 1,001.0 million in non-current assets as of June 30, 2023, all attributed to the proceeds held in the trust account[112] - The company has approximately HKD 21.7 million in current assets, including cash and cash equivalents of about HKD 20.3 million[112] Share Capital and Financing - The company has issued 100,100,000 Class A shares and 50,050,000 listed warrants as of June 30, 2023, since its listing on June 10, 2022[30] - The total amount of funds raised from the listing is HKD 1,001,000,000, which is held in a trust account[33] - The total amount raised from the issuance of A shares and listed warrants on June 10, 2022, was HKD 1,001.0 million[81] - The company issued 25,025,000 B shares and 35,000,000 founder warrants, with total subscription amounts of HKD 195,000 and HKD 35,000,000 respectively[64] - The company has a maximum operating loan facility of HKD 10 million, but did not withdraw any funds from this facility during the relevant period[138] - The company has a loan agreement for HKD 10.0 million, dated June 2, 2022, which is an unsecured loan[162] Corporate Governance and Compliance - The company is committed to adhering to corporate governance principles and will continue to review and enhance the quality of its governance practices[125] - The company has adopted standard rules for regulating directors' securities trading[146] - The company has complied with the applicable corporate governance code provisions during the relevant period[146] - The company maintains compliance with public shareholding requirements as stipulated by listing rules[129] Special Purpose Acquisition Company (SPAC) Activities - The company was established as a special purpose acquisition company (SPAC) on January 20, 2022[8] - The company anticipates generating operational revenue only after the completion of a merger transaction[9] - The company is focusing on potential merger targets in the intelligent vehicle technology sector and companies with supply chain and cross-border e-commerce capabilities[82] - The company has not yet identified a suitable special purpose acquisition company target that aligns with its business strategy and commercial viability[84] - The expected special purpose acquisition company merger date is between December 2022 and December 2023, with a projected period of 5 years[101] - The company plans to conduct due diligence on the identified special purpose acquisition company targets and expects the related expenses to be covered by the successor company[75] - The company is in the process of identifying suitable targets for special purpose acquisition transactions that align with its business strategy[143] - The company has committed to publish announcements regarding special purpose acquisition company transactions within 18 and 30 months from the listing date[143] Future Outlook and Risks - There is significant uncertainty regarding the company's ability to continue as a going concern[40] - The company expects to continue incurring significant costs while executing the special purpose acquisition[39] - The company may require additional financing to complete SPAC transactions if cash needs exceed the amounts held in the trust account[111] - The company aims to create substantial returns for shareholders by selecting quality acquisition targets with attractive valuations[87] - The company will continue to closely monitor global economic and market conditions while exploring potential acquisition targets[88] Miscellaneous - The company has not engaged in any revenue-generating transactions during the reporting period[70] - The company has not yet commenced any business or generated any revenue since its establishment on January 20, 2022[93] - The company has not engaged in the purchase, sale, or redemption of any listed securities during the relevant period[150] - The company has not recognized any significant deferred tax liabilities during the reporting period[53] - The company has not employed any staff, and the executive and non-executive directors do not receive any remuneration[144] - The company has not pledged any of its assets as of June 30, 2023[145] - There have been no significant events for the company or its subsidiaries after the relevant period and until the approval date of this interim performance announcement[149]
VISION DEAL-Z(07827) - 2022 - 年度财报
2023-04-25 10:03
Financial Performance - The company did not generate any revenue during the period from January 20, 2022, to December 31, 2022[27]. - Bank interest income amounted to 6,944 thousand HKD during the same period[28]. - The loss before income tax expense was 61,715 thousand HKD[34]. - The company recorded a total loss of approximately HKD 153.6 million for the reporting period, primarily due to listing expenses and changes in the fair value of warrant liabilities[150]. - The company did not engage in any revenue-generating transactions during the reporting period, resulting in no employees, customers, or suppliers[187]. Share Issuance and Financial Instruments - The company has issued A class shares classified as financial liabilities under International Accounting Standard 32[20]. - The company issued 100,100,000 Class A shares and 50,050,000 warrants on June 9, 2022, at a total price of HKD 10 per share[59]. - The fair value of the conversion rights of B class shares and founder warrants was calculated at the listing date[8]. - The fair value of the listed warrants as of December 31, 2022, was approximately HKD 30,030,000, resulting in a recognized fair value gain of HKD 50,776,000[56]. - The estimated fair value of each warrant was HKD 1.6145, based on a Monte Carlo simulation model[65]. - The total amount raised from the issuance of redeemable Class A shares was HKD 1,001,000, after deducting transaction costs of HKD 60,224[60]. Assets and Liabilities - As of December 31, 2022, the company's total non-current assets amounted to approximately HKD 1,001 million, all attributed to funds received from the sale held in a trust account[161]. - The total current assets as of December 31, 2022, were approximately HKD 8.9 million, including cash and cash equivalents of about HKD 8.0 million[161]. - As of December 31, 2022, the company had cash and cash equivalents that were approximately equal to their carrying value due to their short-term nature[78]. - The company has not recognized any liabilities for potential economic outflows due to past events[3]. - The company did not have any pledged assets as of December 31, 2022[175]. Risks and Financial Management - The company faced credit risk, liquidity risk, interest rate risk, and market risk during its normal business operations[83]. - The company did not recognize any impairment provisions for expected credit losses on amounts due from sponsors during the reporting period[85]. - The company did not have any major financial assets or liabilities denominated in currencies other than its functional currency, thus avoiding significant foreign exchange risks[171]. - The company did not face any significant foreign exchange risks during the reporting period[191]. Acquisition Plans and Strategy - The expected merger date for the special purpose acquisition company is between December 2022 and December 2023, with an exercise price of HKD 11.50 per warrant[77]. - The company plans to identify potential acquisition targets in sectors such as smart automotive technology and cross-border e-commerce capabilities[151]. - The company has not selected any specific acquisition targets as of the report date and has not entered into any binding agreements for potential transactions[152]. - The company expects to attract opportunities through the reputation of its sponsors and management team, with thorough due diligence on potential acquisition targets[156]. - The company will seek independent third-party investors for its acquisition transactions, ensuring compliance with listing rules regarding investor independence[158]. - The company believes it has sufficient financial resources to meet its capital needs prior to the completion of any acquisition transaction[164]. - As of December 31, 2022, the company had no significant investments or capital asset plans aside from identifying potential targets for special purpose acquisition company transactions[170]. Corporate Governance and Compliance - There were no directors who received retirement benefits or termination benefits during the reporting period[39]. - The company has not established any financial assistance or guarantees that require disclosure under Listing Rule 13.22 during the reporting period[181]. - The company has not entered into any agreements that impose specific performance obligations on any controlling shareholders during the relevant period[180]. - The company has actively consulted insurance experts to determine appropriate terms and reasonable premiums for directors' and officers' liability insurance during the reporting period[192]. - The company did not violate any terms of its loan agreements that could significantly impact its operations as of December 31, 2022[178].
VISION DEAL-Z(07827) - 2022 - 年度业绩
2023-03-30 23:57
損 益 及 其 他 全 面 收 益 表 2022年1月20日(註 冊 成 立 日 期)至2022年12月31日 止 期 間 財 務 狀 況 表 於2022年12月31日 1. 一 般 資 料 及 業 務 營 運 除 成 立 特 殊 目 的 收 購 公 司 實 體 及 物 色 收 購 目 標 相 關 行 政 管 理 外,本 公 司 並 無 任 何 其 他 業 務 營 運。本 公 司 預 計 最 早 於 特 殊 目 的 收 購 公 司 併 購 交 易 完 成 後 才 會 產 生 除 利 息 收 入 外 的 經 營 收 益。本 公 司 已 選 定12月31日 為 其 財 政 年 度 結 算 日。 B類 股 份 可 於 特 殊 目 的 收 購 公 司 併 購 交 易 完 成 時 或 之 後 以 一 對 一 基 準 轉 換 為A類 股 份,惟 須 進 行 反 攤 薄 調 整。 發 起 人 權 證 不 得 轉 讓,除 非 於 聯 交 所 證 券 上 市 規 則(「上 市 規 則」)允 許 的 非 常 有 限 情 況 下 並 遵 守 上 市 規 則 規 定。上 市 規 則 規 定,發 起 人 權 證 於 特 殊 目 的 收 ...
VISION DEAL-Z(07827) - 2022 - 中期财报
2022-09-15 09:02
Fundraising and Financial Position - The company raised a total of HKD 1,001.0 million from the issuance of Class A shares and warrants listed on June 10, 2022[10]. - The total amount raised from the sale was HKD 1,001.0 million, with 94 professional investors participating, of which 24 were institutional investors holding approximately 75.7% of Class A shares post-sale[25]. - The company raised approximately HKD 1,001.0 million from the sale, net of underwriting commissions and related costs[72]. - The company issued 100,100,000 Class A shares and 50,050,000 warrants at a total price of HKD 10.00 per share, raising a total of HKD 1,001,000,000[88]. - As of June 30, 2022, the total non-current assets amounted to approximately HKD 1,001.0 million, all attributed to funds received from the sale held in a trust account[22]. - The company has a trust account for holding funds, which will be released upon completion of a merger transaction or under specific conditions[13]. - The company has restricted cash amounting to HKD 1,001,000,000, which is held in a closed escrow account in Hong Kong, classified as non-current assets due to the uncertainty of completing the acquisition transaction within the next twelve months[173]. - The company has a credit facility providing up to HKD 10.0 million in operating funds, but no amounts were drawn from this facility during the relevant period[27]. Losses and Expenses - For the period from January 20, 2022, to June 30, 2022, the company recorded a total loss of approximately HKD 96.9 million, primarily due to listing expenses and changes in the fair value of warrant liabilities[10]. - The company recorded a total loss of approximately HKD 96.9 million during the relevant period, primarily due to listing expenses and transaction costs related to redeemable Class A shares[22]. - The company generated listing expenses of approximately HKD 4.0 million and administrative expenses of approximately HKD 5.9 million during the relevant period[25]. - The total listing expenses, including underwriting commissions and deferred underwriting commissions, amounted to approximately HKD 63,570,000[181]. - The company incurred a loss before tax of approximately HKD 96,944,000, resulting in a basic loss per share of approximately HKD 4.42 based on the weighted average of 21,916,304 shares outstanding[171]. - The total comprehensive loss for the period was HKD (96,944,000) with a loss per share of HKD 9[76]. Business Operations and Strategy - The company has not yet selected any specific merger targets and has not engaged in any substantial discussions regarding potential mergers as of the reporting date[11]. - The company aims to focus on acquiring high-quality targets in the smart automotive technology sector and companies with supply chain and cross-border e-commerce capabilities[10]. - The company is committed to announcing any merger transactions within 18 months and completing them within 30 months from the listing date, subject to shareholder and exchange approval if deadlines are not met[11]. - The company plans to create significant returns for shareholders by selecting quality merger targets with attractive valuations and strong market potential[18]. - The company has established general criteria for evaluating potential merger targets, including market leadership and competitive product offerings[11]. - The company has not commenced any operations or generated any revenue since its incorporation on January 20, 2022, with all activities related to its establishment and listing[22]. - The company expects to generate operating income only after completing a business combination transaction[91]. - The company has not yet identified any potential business combination targets and has not engaged in substantial discussions regarding any acquisition[94]. - The company is a special purpose acquisition company (SPAC) and does not have any other business operations apart from administrative management related to its acquisition activities[95]. Shareholder Information and Capital Structure - The capital structure includes 100,100,000 Class A shares and 25,025,000 Class B shares, along with 50,050,000 listed warrants and 35,000,000 founder warrants[29]. - A-class shareholders have the right to redeem their shares at a minimum of HKD 10.00 per share, plus any proportional interest held in the trust account[101]. - The company has a total of 25,025,000 Class B shares issued, with major shareholders holding 45% each by VKC Management and Vision Deal Acquisition Sponsor LLC[49]. - Major shareholders include Haitong Global Investment SPC IV with 27,390,000 shares, representing 27.36% of the relevant class and 21.89% of the total issued share capital[57]. - VKC Management holds 7,875,000 shares, accounting for 7.87% of the relevant class and 6.29% of the total issued share capital[54]. - VKC Management holds 11,261,250 B class shares, which is 45.00% of the relevant class and 9.00% of the total issued share capital[57]. - Snow Lake China Master Fund, Ltd. owns 12,210,000 shares, which is 12.20% of the relevant class and 9.76% of the total issued share capital[57]. Compliance and Governance - The company has complied with the corporate governance code since its listing date[44]. - The company has not adopted a dividend policy and will not pay any dividends before the completion of SPAC transactions[41]. - The company did not declare or propose any dividends during the reporting period[172]. - The company has no significant unrecognized deferred tax items as of the reporting date[170]. - The company has no employees and no remuneration is paid to executive or non-executive directors as of June 30, 2022[38]. Financial Reporting and Accounting - The financial statements are prepared in Hong Kong dollars (HKD) and all amounts are rounded to the nearest thousand (thousand HKD)[110]. - The financial statements are based on applicable International Financial Reporting Standards and historical cost, with certain financial instruments measured at fair value[113]. - The company recognizes deferred tax assets and liabilities based on temporary differences between the carrying amounts of assets and liabilities in the financial statements and their corresponding amounts used for tax purposes[117]. - The company classifies its financial assets into categories based on the business model for managing those assets and the contractual cash flow characteristics[125]. - Financial assets are initially recognized at fair value, and transaction costs directly attributable to the acquisition are included in the initial measurement[120]. - The company’s interest income generated from its daily operations is presented as other income[122]. - The company recognizes interest income using the effective interest method over time[141]. - The company measures expected credit losses for financial assets at amortized cost based on the increase in credit risk since initial recognition, with provisions calculated at the full expected credit loss amount if credit risk has significantly increased[127]. - The company recognizes provisions for liabilities when there is a legal or constructive obligation that may lead to an outflow of economic benefits[140]. - The company’s financial statements are prepared in the functional currency of its primary economic environment, with foreign currency transactions translated at the current exchange rate at the time of the transaction[138]. Future Outlook and Risks - The company anticipates continuing to incur substantial costs while executing the special purpose acquisition transactions[108]. - If the company fails to complete the acquisition within the specified time frame, it will be required to liquidate and return funds to shareholders[106]. - The company faces significant uncertainty that may raise substantial doubts about its ability to continue as a going concern[109]. - The interim financial statements are prepared based on the assumption that the company will continue as a going concern[109]. - The expected acquisition date for the special purpose acquisition company is between December 2022 and December 2023[191]. - The company plans to address its cash flow issues through loans provided by joint sponsors[108].