PHOENITRON HOLDINGS LIMITED 品創控股有限公司 （於開曼群島註冊成立之有限公司） （股份代號：8066） 截至二零二零年九月三十日止九個月之 第三季度報告 香港聯合交易所有限公司（「聯交所」）GEM之特點 GEM乃供投資風險較聯交所其他上市公司為高之中小型公司上市之市場。有意投資者 應了解投資於該等公司之潛在風險，亦應經過審慎周詳考慮後方可作出投資決定。 由於GEM上市之公司普遍為中小型公司，在GEM買賣之證券可能會較於主板買賣之 證券承受更大之市場波動風險，同時無法保證在GEM買賣之證券會有高流通量之市 場。 香港交易及結算所有限公司及聯交所對本報告之內容概不負責，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報告全部或任何部份內容而產生或因依賴 該等內容而引致之任何損失承擔任何責任。 本報告所載資料包括遵照聯交所GEM證券上市規則（「GEM上市規則」）規定提供有關 品創控股有限公司（「本公司」）之資料。本公司各董事（「董事」）對本報告所載資料共同 及個別承擔全部責任。各董事在作出一切合理查詢後確認，就彼等所深知及確信，本 報告所載資料在各重大方面均準確及完整，且並無誤 ...

Financial Performance - For the six months ended June 30, 2020, the group recorded unaudited revenue of approximately HKD 37,591,000, an increase of 42.8% compared to the same period in 2019[4] - The unaudited profit attributable to owners of the company for the six months ended June 30, 2020, was approximately HKD 2,051,000[4] - The gross profit for the six months ended June 30, 2020, was HKD 13,050,106, compared to HKD 7,440,711 for the same period in 2019, reflecting a significant increase[6] - The total comprehensive income for the six months ended June 30, 2020, was HKD 2,164,919, compared to a loss of HKD 3,918,889 for the same period in 2019[7] - The basic earnings per share for the six months ended June 30, 2020, was HKD 0.390, compared to a loss per share of HKD 0.164 for the same period in 2019[7] - The reported revenue for the six months ended June 30, 2020, was HKD 37,591,322, an increase from HKD 26,315,898 for the same period in 2019, representing a growth of approximately 42.9%[20] - The profit before tax for the ongoing business was HKD 2,030,754 for the six months ended June 30, 2020, compared to a loss of HKD 221,881 for the same period in 2019[20] - The company reported a total comprehensive income of HKD 2,165,044 for the six months ended June 30, 2020, compared to a total comprehensive loss of HKD 3,918,889 for the same period in 2019[12] - The profit before tax from continuing operations for the six months ended June 30, 2020, was HKD 2,050,879, compared to a loss of HKD 626,121 for the same period in 2019, representing a significant turnaround[39] Assets and Liabilities - Non-current assets as of June 30, 2020, amounted to HKD 14,953,320, slightly down from HKD 14,978,949 as of December 31, 2019[8] - Current assets increased to HKD 80,474,696 as of June 30, 2020, from HKD 71,307,267 as of December 31, 2019[8] - Current liabilities increased to HKD 41,781,304 as of June 30, 2020, compared to HKD 33,651,104 as of December 31, 2019[8] - The total assets as of June 30, 2020, amounted to HKD 95,428,016, up from HKD 86,286,216 as of December 31, 2019, indicating an increase of approximately 10.4%[23][24] - The total liabilities as of June 30, 2020, were HKD 47,552,005, compared to HKD 40,575,124 as of December 31, 2019, reflecting an increase of about 17.4%[23][24] - As of June 30, 2020, the company's net assets increased to HKD 47,876,011 from HKD 45,711,092 as of December 31, 2019, representing a growth of approximately 4.75%[9] - The total equity attributable to the owners of the company rose to HKD 47,645,113, up from HKD 45,480,069, indicating an increase of about 4.77%[12] Cash Flow - The net cash used in operating activities for the six months ended June 30, 2020, was HKD (2,794,234), an improvement compared to HKD (7,427,510) for the same period in 2019[14] - The net cash used in investing activities was HKD (2,252,063) for the first half of 2020, contrasting with a net cash inflow of HKD 23,242,940 in the same period of 2019[14] - The company's cash and cash equivalents decreased to HKD 2,678,387 at the end of the period from HKD 9,944,422 at the beginning of the period, reflecting a decline of approximately 73.16%[14] - The cash and bank balances as of June 30, 2020, were approximately HKD 2,700,000, down from HKD 10,300,000 as of December 31, 2019[63] - The company reported a net cash outflow from operating activities of HKD 7,213 for the six months ended June 30, 2019, indicating challenges in cash generation during that period[37] Business Operations - The company has expanded its business segments to include media and entertainment, following new investments in television programming[18] - The company has terminated its operations in the petrochemical products sector, focusing on five main business segments[18] - Revenue from SIM card production increased to approximately HKD 37,600,000, up 43.0% from HKD 26,300,000 in the same period last year[50] - Cost of sales for SIM card production rose to approximately HKD 24,500,000, an increase of 30.3% from HKD 18,800,000 in the previous year[51] - Gross profit increased to approximately HKD 13,100,000, up 77.0% from HKD 7,400,000 in the same period last year[51] - The company reported a net miscellaneous income of HKD 590,545 for the six months ended June 30, 2020, compared to HKD 17,475 for the same period in 2019, indicating a substantial increase[26] Shareholder Information - As of June 30, 2020, major shareholders included Golden Dice Co., Ltd. with 62,332,512 shares (11.87%) and Best Heaven Limited with 31,586,500 shares (6.01%) [77] - The total number of share options granted under the new share option plan was 37,629,250, with an exercise price of HKD 0.20[78] Governance and Compliance - The audit committee, consisting of three independent non-executive directors, has reviewed the unaudited financial results for the three and six months ended June 30, 2020[79] - The company has adhered to the GEM Listing Rules Appendix 15 corporate governance code, except for the separation of the roles of Chairman and CEO as stipulated in code A2.1[80] - The current structure of having the same individual serve as both Chairman and CEO is deemed not to undermine the balance of power and authority between the board and management[81] - The company has adopted a set of guidelines for directors' securities transactions, which comply with GEM Listing Rules 5.48 to 5.67[82] - As of June 30, 2020, no directors or management shareholders have any interests in businesses that directly or indirectly compete with the company[83] - During the six months ended June 30, 2020, the company or any of its subsidiaries did not purchase, sell, or redeem any of the company's securities[84] Risks and Future Outlook - The company anticipates that the adoption of new and revised Hong Kong Financial Reporting Standards will not have a significant impact on its financial results[16] - The company is exposed to currency risk primarily from overseas sales and purchases, with significant exposure to RMB, EUR, and USD[72] - There were no major events after the reporting period[71] - The estimated applicable income tax rate for the group's operations in China remained at 25% for both the six months ended June 30, 2020, and 2019[32] Employment and Workforce - The company employed 175 employees as of June 30, 2020, an increase from 153 employees as of December 31, 2019[64] - The company did not recommend the payment of any interim dividend for the six months ended June 30, 2020[4] - The company did not declare any interim dividend for the six months ended June 30, 2020, consistent with the same period in 2019[38] Miscellaneous - The company's lease liabilities decreased to HKD 5,765,994 from HKD 6,919,313, a reduction of approximately 16.63%[9] - Trade receivables, net, increased to HKD 30,543,056 as of June 30, 2020, from HKD 13,812,809 as of December 31, 2019, showing a growth of 121%[44] - The inventory balance as of June 30, 2020, was HKD 2,729,741, compared to HKD 2,243,733 as of December 31, 2019, indicating a 22% increase[43] - Financial expenses for the six months ended June 30, 2020, totaled HKD 206,565, a decrease from HKD 344,422 for the same period in 2019, representing a reduction of about 40%[28] - The net exchange loss for the six months ended June 30, 2020, was HKD 137,622, compared to a gain of HKD 687,274 for the same period in 2019[27] - The loss from discontinued operations for the six months ended June 30, 2019, was HKD 313,149, with a loss per share of HKD 0.045[41]

Financial Performance - For the three months ended March 31, 2020, the unaudited revenue from continuing operations was approximately HKD 8,335,000, a decrease of 19.2% compared to approximately HKD 10,312,000 for the same period in 2019[5] - The Group recorded an unaudited loss attributable to owners of the company of approximately HKD 4,083,000 for the three months ended March 31, 2020[5] - The gross profit for the three months ended March 31, 2020, was HKD 1,556,455, down from HKD 3,089,969 in the same period of 2019, indicating a significant decline in profitability[6] - The total comprehensive loss for the period was HKD 3,997,693, compared to a loss of HKD 1,593,221 for the same period in 2019[8] - The basic loss per share for continuing operations was HKD 0.777, compared to HKD 0.632 for the same period in 2019[8] - Total revenue for the three months ended March 31, 2020, was HKD 8,335,201, compared to HKD 10,311,945 in 2019[13] - The group reported a loss attributable to owners of approximately HKD 4,080,000 for the period, compared to a loss of about HKD 3,320,000 in the same period of 2019[38] Revenue Breakdown - The group's revenue from the sale of smart cards for the three months ended March 31, 2020, was HKD 8,334,601, a decrease of approximately 19.4% from HKD 10,270,845 in the same period of 2019[13] - Revenue from the sale of smart card application systems was HKD 600, down from HKD 41,100 in the previous year[13] - Revenue from SIM card production was approximately HKD 8,300,000, a decrease of about HKD 2,000,000 or 19.4% compared to approximately HKD 10,300,000 in the same period of 2019[29] Expenses and Cost Management - The administrative expenses decreased to HKD 4,871,768 from HKD 5,630,534, reflecting cost control measures[6] - The financial expenses decreased to HKD 107,309 from HKD 218,337, indicating improved financial management[6] - Sales cost for SIM card production was approximately HKD 6,800,000, a decrease of about HKD 400,000 or 5.6% compared to the same period in 2019[30] - Gross profit decreased by approximately HKD 1,500,000 or 48.4% to about HKD 1,600,000 from approximately HKD 3,100,000 in the same period of 2019[30] - Financial expenses were approximately HKD 110,000, a decrease from about HKD 220,000 in the same period of 2019, mainly due to no interest incurred during the quarter[35] Other Income and Gains - Other income increased to HKD 20,018 from HKD 12,819 in the previous year, showing a positive trend in this area[6] - Bank interest income increased to HKD 1,763 from HKD 391 year-on-year[15] - Other income was approximately HKD 20,000, compared to about HKD 10,000 in the same period of 2019[31] - The exchange gain from the translation of foreign operations was HKD 85,800, down from HKD 305,365 in the previous year, reflecting currency fluctuations[9] - The group reported a net foreign exchange loss of HKD (134,700) compared to a gain of HKD 406,252 in the previous year[16] Dividends and Shareholder Information - The Group did not recommend any interim dividend for the three months ended March 31, 2020[5] - The group does not recommend any interim dividend for the three months ended March 31, 2020, consistent with the previous year[24] Financial Position - As of March 31, 2020, the group had cash and bank balances of approximately HKD 7,200,000, down from about HKD 10,300,000 as of December 31, 2019[39] - Current assets were approximately HKD 62,800,000 and current liabilities were about HKD 28,800,000, resulting in a current ratio of 2.2[39] - The debt-to-capital ratio was 11.7% as of March 31, 2020, compared to 13.4% as of December 31, 2019[40] Corporate Governance - The audit committee, consisting of three independent non-executive directors, oversees the financial reporting and internal control systems of the group[48] - The company has complied with the GEM listing rules regarding corporate governance, except for the separation of the roles of Chairman and CEO[50] - The company has established internal control systems to ensure oversight and balance of power within the management[51] - The company confirmed that all directors adhered to the established code of conduct regarding securities trading during the reporting period[52] - There are no interests held by directors or management shareholders that could directly or indirectly compete with the company's business as of March 31, 2020[53] - The company’s performance for the three months ending March 31, 2020, was reviewed by the audit committee[49] Management and Leadership - The Chairman of the board is Wu Yujun, who has also served as CEO since March 23, 2009[55] - The company approved a new share option plan on January 8, 2008, with all options granted being fully vested as of the grant date[46] - As of March 31, 2020, the remaining term for the share options is approximately 7.76 years[47] Operational Updates - The Shenzhen factory was temporarily closed due to the COVID-19 outbreak but has fully resumed production in April 2020[29] - No securities were purchased, sold, or redeemed by the company or its subsidiaries during the three months ending March 31, 2020[54] - Other losses amounted to approximately HKD 130,000, primarily due to foreign exchange losses[32] - The total income tax expense for the three months ended March 31, 2020, was HKD (20,000), compared to HKD 272,000 in the same period of 2019[17]

Financial Performance - For the six months ended June 30, 2019, the group recorded an unaudited revenue of approximately HKD 26,316,000, representing an increase of 7.4% compared to the same period in 2018[5]. - The unaudited loss attributable to owners of the company for the six months ended June 30, 2019, was approximately HKD 861,000[5]. - The gross profit for the six months ended June 30, 2019, was HKD 7,440,711, compared to HKD 3,884,362 for the same period in 2018, indicating a significant improvement[6]. - The total comprehensive loss for the six months ended June 30, 2019, amounted to HKD 3,918,889, compared to HKD 15,283,157 for the same period in 2018, showing a reduction in losses[7]. - The basic earnings per share for the six months ended June 30, 2019, was a loss of HKD 0.164, compared to a loss of HKD 3.097 for the same period in 2018[7]. - The company reported a loss of HKD (861,300) for the period, which is a decrease from the previous year's loss of HKD (14,823,947)[14]. - For the six months ended June 30, 2019, the total reportable segment revenue was HKD 26,315,898, an increase from HKD 24,510,696 for the same period in 2018, representing an increase of approximately 7.3%[28][32]. - The reportable segment loss for the six months ended June 30, 2019, was HKD (2,919,115), compared to a loss of HKD (7,429,312) for the same period in 2018, indicating a significant improvement in performance[28][29]. - The company reported a net profit attributable to shareholders of HKD 989,032 for the three months ended June 30, 2019, compared to a loss of HKD 6,437,025 in the same period of 2018[41]. - For the six months ended June 30, 2019, the company recorded a loss attributable to shareholders of HKD 861,300, an improvement from a loss of HKD 14,823,947 in the same period of 2018[41]. Cash Flow and Assets - The company's cash and cash equivalents increased to HKD 9,944,422 as of June 30, 2019, compared to HKD 837,849 as of December 31, 2018[9]. - The net cash used in operating activities for the six months ended June 30, 2019, was HKD (7,427,510), an improvement compared to HKD (12,033,016) for the same period in 2018[18]. - The net cash generated from investing activities increased significantly to HKD 23,242,940 in 2019, compared to HKD 2,113,232 in 2018, indicating a growth of approximately 1000%[18]. - The company's total equity decreased to HKD 84,003,188 as of June 30, 2019, from HKD 89,106,223 as of December 31, 2018, indicating a decline in shareholder equity[10]. - As of June 30, 2019, the total equity amounted to HKD 84,003,188, a decrease from HKD 89,106,223 as of January 1, 2019, reflecting a decline of approximately 5.0%[14]. - The total assets less current liabilities as of June 30, 2019, were HKD 92,581,180, compared to HKD 89,110,930 as of December 31, 2018, indicating growth in net assets[9]. - Non-current assets increased to HKD 16,401,131 as of June 30, 2019, from HKD 8,578,438 as of December 31, 2018, reflecting investment in property, plant, and equipment[9]. - Trade receivables net amount increased to HKD 15,681,302 as of June 30, 2019, from HKD 14,791,612 as of December 31, 2018[46]. - The company’s inventory as of June 30, 2019, was HKD 1,399,015, slightly up from HKD 1,331,159 as of December 31, 2018[45]. - Current assets amounted to approximately HKD 120,400,000, down from HKD 132,800,000 at the end of the previous year[64]. Expenses and Liabilities - The total income tax expense for the six months ended June 30, 2019, was HKD 404,365, significantly higher than HKD 109,953 for the same period in 2018[37]. - Administrative expenses decreased to approximately HKD 11,760,000, down by HKD 3,960,000 or 25.2% from the previous year[59]. - Financial expenses for the six months ended June 30, 2019, totaled HKD 344,422, a decrease from HKD 547,526 in the same period of 2018, showing a reduction of approximately 37%[35]. - The reportable segment liabilities as of June 30, 2019, were HKD 51,971,632, compared to HKD 45,844,280 as of December 31, 2018, indicating an increase of approximately 13.8%[31]. - Current liabilities decreased to approximately HKD 44,200,000, down from HKD 52,300,000 at the end of the previous year[64]. Shareholder Information - The company did not recommend any interim dividend for the six months ended June 30, 2019[5]. - The company did not declare any interim dividend for the six months ended June 30, 2019, consistent with the same period in 2018[40]. - Major shareholders include Golden Dice Co., Ltd. with 51,927,512 shares (9.87%) and Best Heaven Limited with 31,586,500 shares (6.01%) as of June 30, 2019[77]. - The company has a total of 4,500,000 share options granted to each of the executive directors, with an exercise price of HKD 0.20[79]. - The company repurchased a total of 945,000 shares at a total cost of HKD 164,050 during the six months ending June 30, 2019[85]. - The share repurchase details include 330,000 shares bought in May at an average price of HKD 0.190 and 615,000 shares in June at an average price of HKD 0.186[86]. Corporate Governance - The company has established an audit committee in compliance with GEM listing rules, consisting of three independent non-executive directors[81]. - The company has adhered to the corporate governance code as per GEM listing rules for the six months ending June 30, 2019, except for the separation of roles between the chairman and CEO[82]. - The company confirmed that all directors complied with the code of conduct regarding securities trading during the six months ending June 30, 2019[83]. - As of June 30, 2019, no directors or management shareholders had interests in any business that directly or indirectly competes with the company[84]. Future Outlook and Risks - The company did not early adopt new or revised HKFRS that have been issued but are not yet effective, which may impact future financial reporting[25]. - The company expects that the adoption of new and revised HKFRS will not have a significant impact on its unaudited condensed consolidated financial information[20]. - The company manages foreign exchange risk through monitoring cash flows in foreign currencies, primarily in RMB, EUR, and USD[72]. - The company has no future significant investment or capital asset plans disclosed as of June 30, 2019[68]. - The company reported no significant contingent liabilities as of June 30, 2019[71]. - The company has no assets pledged as of June 30, 2019, consistent with the previous year[69]. - There were no significant acquisitions or disposals of subsidiaries or associates during the six months ended June 30, 2019[67].

Financial Performance - The company recorded a consolidated revenue of approximately HKD 52,333,000 for the fiscal year ending December 31, 2018, a decrease from HKD 380,960,000 in 2017[16]. - The company achieved a profit attributable to owners of approximately HKD 1,615,000, compared to a loss of HKD 19,770,000 in 2017[16]. - The company reported a net profit for the year of HKD 1,418,133, a recovery from a loss of HKD 19,942,563 in 2017[164]. - The company's total assets decreased from HKD 237,062,415 in 2017 to HKD 132,833,817 in 2018, a reduction of approximately 44%[166]. - The company reported a total comprehensive loss of HKD 3,675,873 for 2018, compared to a loss of HKD 12,171,625 in 2017, showing a reduction in losses by approximately 69.8%[164]. - The company's equity attributable to owners increased from HKD 67,742,225 in 2017 to HKD 83,478,553 in 2018, an increase of approximately 23.2%[166]. - The company recognized a reversal of impairment loss on receivables from joint ventures amounting to HKD 23,215,878 in 2018, which was not present in 2017[164]. Revenue Sources - The SIM card business faced a challenging environment, resulting in a net loss of approximately HKD 4,600,000 for the reporting period, an improvement from a loss of HKD 7,800,000 in 2017[21]. - Revenue from SIM card production increased to approximately HKD 50,200,000, representing an 8.9% increase from HKD 46,100,000 in the same period last year[31]. - Revenue from the sale of petrochemical products significantly declined to approximately HKD 2,100,000, down from HKD 334,700,000 in the previous year[32]. - The joint venture in Shanghai, Shanghai Pinchuang Petrochemical Co., Ltd., generated revenue of approximately HKD 2,100,000, down from HKD 334,700,000 in 2017 due to global oil price fluctuations[22]. Cost Management - The company implemented cost-cutting and operational efficiency measures, which showed some effectiveness as the market began to recover in the second half of the year[19]. - Administrative expenses increased by 30.9% to approximately HKD 33,400,000, primarily due to stock option grants and legal fees[43]. - Financial expenses increased to approximately HKD 1,100,000 due to rising interest rates on borrowings[45]. Dividend Policy - The company did not recommend the payment of any final dividend for the reporting period[17]. - For the fiscal year ending December 31, 2018, the company did not recommend any final dividend, consistent with the previous year where no dividend was paid[124]. - The board's general dividend policy aims to provide dividends from the group's profits, considering factors such as financial performance, shareholder interests, and future expansion plans[121]. Corporate Governance - The board consists of six directors, including three executive directors and three independent non-executive directors[75]. - The company has adopted corporate governance practices in line with GEM listing rules[71]. - The board believes that the current structure of having the same person serve as both chairman and CEO does not impair the balance of power[74]. - The company has established internal control systems to ensure accountability and transparency to shareholders[70]. - The audit committee confirmed that the financial statements presented comply with applicable accounting standards and regulations[85]. - The company emphasizes board diversity as a key factor in achieving strategic goals and sustainable development[87]. Financial Position - As of December 31, 2018, the group had cash and bank balances of approximately HKD 800,000, down from HKD 4,500,000 in 2017[56]. - The group reported current assets of approximately HKD 132,800,000 and current liabilities of approximately HKD 52,300,000, resulting in a current ratio of 2.5, compared to 1.5 in 2017[56]. - The group had trade receivables from a petroleum company reduced by RMB 16,250,000 (approximately HKD 18,465,909) as part of a capital repayment arrangement[52]. - The group plans to negotiate the potential transfer of RMB 48,750,000 (approximately HKD 55,397,727) in other receivables with a potential buyer, having received a deposit of approximately HKD 2,700,000[54]. Operational Challenges - The company is currently reviewing its operations in the petrochemical sector to determine the appropriate actions to take in response to resource requirements[22]. - The company is focused on expanding its customer base to mitigate risks associated with reliance on a few key clients[100]. - The company has acknowledged the importance of compliance with relevant laws and regulations, reporting no significant non-compliance issues for the fiscal year[142]. Audit and Compliance - The independent auditor, Deloitte Touche Tohmatsu, is proposed for reappointment at the upcoming annual general meeting[149]. - The independent auditor was unable to express an opinion on the financial statements due to the inability to obtain adequate audit evidence[161]. - The company has not reported any significant changes to its organizational documents as of December 31, 2018[109]. Future Outlook - The company anticipates a gradual return to profitability in 2019, focusing on expanding new business areas and optimizing asset utilization[26]. - The board believes that diversification and synergy will enhance long-term development and shareholder value[26]. - The company plans to introduce higher value-added card services, such as machine-to-machine (M2M) smart card related businesses in the coming year[20].