Financial Performance - The group's revenue for the six months ended June 30, 2021, was approximately HKD 91.6 million, an increase from HKD 69.5 million in the same period last year, representing a growth of about 31.5%[3] - Revenue from the childcare business in Singapore increased from approximately HKD 20 million to about HKD 43.8 million, a rise of approximately HKD 23.8 million or 119%[3] - Revenue from the dance academy business in Hong Kong rose from approximately HKD 19 million to about HKD 34.6 million, an increase of approximately HKD 15.6 million or 82.1%[3] - The profit attributable to shareholders for the six months ended June 30, 2021, was approximately HKD 86 million, compared to a loss of about HKD 110.3 million in the same period last year[3] - Basic earnings per share for the period were approximately HKD 0.2235, compared to a basic loss per share of approximately HKD 0.3104 in the previous year[3] - The group reported a total comprehensive income of approximately HKD 88.5 million for the six months ended June 30, 2021, compared to a total comprehensive loss of about HKD 112.1 million in the same period last year[5] Cost and Expenses - The group experienced a significant reduction in financing costs, which decreased from HKD 5.472 million to HKD 7.970 million for the six months ended June 30, 2021[4] - The group’s other income for the six months was approximately HKD 17.975 million, slightly down from HKD 18.757 million in the previous year[4] - Employee and teaching consultancy service costs were approximately HKD 60.8 million, an increase of about 7.0% compared to HKD 56.8 million in the previous year[72] Assets and Liabilities - Total assets decreased from HKD 362,102 million to HKD 351,386 million, a decline of approximately 3.5%[6] - Non-current liabilities decreased from HKD 385,963 million to HKD 372,818 million, a reduction of about 3.4%[7] - The company's total liabilities decreased from HKD 410,146 million to HKD 314,730 million, a decrease of about 23.2%[7] - Cash and cash equivalents decreased from HKD 38,458 million to HKD 24,276 million, a decline of approximately 36.8%[6] Future Outlook and Expansion - The group plans to continue expanding its operations in Singapore and Hong Kong, focusing on enhancing service offerings in the childcare and dance education sectors[3] - The board is optimistic about future growth prospects, driven by increased demand in the childcare and education markets[3] - The group continues to focus on developing new courses to attract students and expand its coverage in response to market trends[67] - The board believes that the acquisition of several preschool institutions in Singapore will provide an excellent development platform and opportunities to expand its early childhood education business internationally[83] Acquisitions and Investments - The company has entered into non-binding term sheets and memoranda of understanding to acquire interests in entities engaged in the education sector in Singapore and Thailand[43] - The acquisition of Cherie Hearts @ Eastgate Pte Ltd was completed for a total consideration of SGD 1,200,000 (approximately HKD 7,044,000), with SGD 1,000,000 (approximately HKD 5,870,000) paid by June 30, 2021[55] - The company committed to acquire Moriah Schoolhouse LLP and Moriah Schoolhouse @ FV LLP for a total cash consideration of SGD 1,300,000 (approximately HKD 7,085,000), with SGD 650,000 (approximately HKD 3,765,000) paid as of December 31, 2019[55] Share Capital and Governance - The total issued share capital of the company as of June 30, 2021, was HKD 38.46 million, divided into 384.6 million shares with a par value of HKD 0.1 each[88] - Directors and senior executives hold a combined 60.41% equity interest in the company, with Mr. Zhao and Dr. Qin each holding 225.25 million shares[87] - The company has adhered to all corporate governance codes as per GEM listing rules, with no deviations reported as of June 30, 2021[102] - The audit committee, composed of independent non-executive directors, reviewed the unaudited consolidated results for the six months ended June 30, 2021, and found no objections to the accounting treatment adopted by the company[106] Stock Options and Employee Incentives - The stock option plan allows for a maximum of 10% of the total issued shares to be granted as options, which translates to 20,000,000 shares post-IPO[92] - On June 15, 2021, the company granted 26,730,000 stock options at an exercise price of HKD 0.80 per share[97] - The company granted 15,192,000 share options to employees on June 15, 2021, with an exercise price of HKD 0.40, valid until June 14, 2024[99] Miscellaneous - The company did not declare any dividends for the six months ended June 30, 2021, consistent with the previous year[40] - The company reported no impairment of goodwill for the six months ended June 30, 2021, similar to the previous year[42] - There were no single customers contributing more than 10% of the total revenue during the reporting periods[32]

Financial Performance - For the three months ended March 31, 2021, the group's revenue was approximately HKD 38,400,000, compared to HKD 31,600,000 for the same period in 2020, representing an increase of 21.4%[3] - The profit attributable to shareholders for the three months ended March 31, 2021, was approximately HKD 40,400,000, compared to a loss of approximately HKD 60,800,000 for the same period last year[3] - Basic earnings per share for the three months ended March 31, 2021, were approximately HKD 0.105, compared to a loss per share of approximately HKD 0.1718 for the same period in 2020[5] - Total comprehensive income for the period was HKD 41,648,000, compared to a total comprehensive loss of HKD 64,732,000 for the same period last year[5] - The group reported a pre-tax profit of HKD 39,965,000 for the three months ended March 31, 2021, compared to a pre-tax loss of HKD 61,929,000 for the same period in 2020[4] Revenue Breakdown - Revenue from the Singapore early childhood education business increased from approximately HKD 7,900,000 in the previous year to approximately HKD 18,900,000, an increase of HKD 11,000,000 or 139%[3] - Revenue from the Dance Academy business was HKD 11,992,000, up 70.5% from HKD 7,027,000 in the previous year[16] - Revenue from the Early Childhood Education business reached HKD 19,733,000, a significant increase of 120.7% compared to HKD 8,934,000 in 2020[16] - Revenue from Hong Kong was HKD 14,633,000, up 48.0% from HKD 9,864,000 in 2020, while Singapore's revenue increased to HKD 18,883,000 from HKD 7,905,000, a rise of 138.5%[19] - Revenue from the early childhood education business rose to approximately HKD 10,800,000, while revenue from the dance academy business increased to approximately HKD 5,000,000[37] Other Income and Expenses - The group's other income for the three months ended March 31, 2021, was HKD 11,482,000, compared to HKD 4,491,000 in the previous year, indicating a significant increase[4] - Employee and teaching consultancy service costs were approximately HKD 30,800,000, an increase of about 4.9% from approximately HKD 29,300,000 in 2020[37] Business Operations - The company operates in various sectors including early childhood education, dance academies, and language training, indicating a diversified business model[7] - The group operates 25 wholly-owned dance centers in Hong Kong, 1 kindergarten, 16 international preschool institutions in Singapore, and 2 colleges in Australia[32] - The flagship childcare school in Singapore achieved a student enrollment rate of over 100 within six months of opening, despite delays due to the pandemic[34] - The company plans to continue exploring business opportunities in the Australian education market once travel restrictions are lifted[36] Share Capital and Options - As of March 31, 2021, the company's issued share capital was HKD 38,460,000, with a total of 384,600,000 shares issued[40] - The company has outstanding convertible bonds with a face value of approximately HKD 293,800,000 as of March 31, 2021[40] - The total issued share capital of the company as of March 31, 2021, was HKD 38.46 million, divided into 384.6 million shares with a par value of HKD 0.1 each[50] - The company has 32,667,000 unexercised share options available under the share option plan[59] - The share option plan allows for a maximum of 10% of the total issued shares to be granted as options, which is capped at 20,000,000 shares post-IPO[55] Governance and Compliance - The company has adhered to all provisions of the corporate governance code as outlined in the GEM Listing Rules Appendix 15 for the three months ending March 31, 2021[62] - The board of directors includes both executive and independent non-executive members, ensuring a diverse governance structure[67] - The company has received annual written confirmations from its controlling shareholders regarding compliance with the non-competition agreement as of December 31, 2020[61] Future Outlook and Investments - The group aims to strengthen its position in the dance school industry in Hong Kong and overseas, actively seeking investment opportunities for expansion[44] - The group has been exploring suitable investment opportunities to diversify its business since the second half of 2018, including acquisitions in Singapore and Australia[44] - The group continues to seek suitable opportunities for business expansion in both Hong Kong and overseas markets[45] Miscellaneous - The company did not declare or recommend any dividends for the three months ended March 31, 2021, consistent with the previous year[30] - The group did not recognize any tax provisions for its operations in Australia due to reporting a loss for tax purposes during the period[27] - There were no significant acquisitions during the reporting period[42] - As of March 31, 2021, the group did not hold any significant investments[43] - The company has not reported any competitive interests from directors or major shareholders during the reporting period[60] - There were no purchases, sales, or redemptions of any listed securities by the company or its subsidiaries during the reporting period[64] - The financial information in the report has not been audited by the company's auditors, but the audit committee has reviewed the unaudited consolidated results for the three months ending March 31, 2021[66] - An indirect wholly-owned subsidiary was declared insolvent and will undergo voluntary liquidation as of April 27, 2021[47] - The company has not disclosed any other individuals with significant shareholdings apart from those listed[54]

CHARACTERISTICS OF GEM OF THE STOCK EXCHANGE OF HONG KONG LIMITED (THE "STOCK EXCHANGE") GEM has been positioned as a market designed to accommodate small and mid-sized companies to which a higher investment risk may be attached than other companies listed on the Stock Exchange. Prospective investors should be aware of the potential risks of investing in such companies and should make the decision to invest only after due and careful consideration. Given that the companies listed on GEM are generally small ...

Financial Performance - The group's revenue for the nine months ended September 30, 2020, was approximately HKD 107.8 million, compared to approximately HKD 81.2 million for the same period in 2019, representing a year-over-year increase of 32.6%[4] - The company's loss attributable to owners for the nine months ended September 30, 2020, was approximately HKD 42.87 million, compared to HKD 21.58 million for the same period in 2019, indicating an increase in loss of 98.1%[4] - The basic loss per share for the nine months ended September 30, 2020, was approximately HKD 0.12, compared to HKD 0.0609 for the same period in 2019, reflecting a 96.5% increase in loss per share[4] - The total comprehensive loss attributable to owners for the nine months ended September 30, 2020, was approximately HKD 43.05 million, compared to HKD 21.45 million for the same period in 2019, indicating an increase of 100.5%[7] - The group reported a pre-tax loss of approximately HKD 46.56 million for the nine months ended September 30, 2020, compared to HKD 25.66 million for the same period in 2019, reflecting an increase of 81.6%[5] - For the nine months ended September 30, 2020, the loss attributable to owners was approximately HKD 42,865,000, compared to a loss of HKD 21,580,000 for the same period in 2019, indicating an increase of 98.5%[34] - The company reported a total loss before tax of HKD 46,563,000 for the nine months ended September 30, 2020[20] - The total accumulated losses as of September 30, 2020, amounted to HKD 234,265,000, reflecting the financial challenges faced by the company[38] Revenue Breakdown - For the nine months ended September 30, 2020, total revenue was HKD 107,751,000, an increase of 32.7% compared to HKD 81,195,000 for the same period in 2019[18] - The dance academy business generated revenue of HKD 27,259,000 for the nine months ended September 30, 2020, down 42.1% from HKD 47,090,000 in the previous year[18] - The early childhood education business saw revenue rise to HKD 37,879,000, an increase of 77.5% from HKD 21,358,000 in the same period last year[18] - Adult education and training business reported revenue of HKD 34,660,000 for the nine months ended September 30, 2020, with no revenue reported in the previous year[18] Other Income and Costs - Total other income for the nine months ended September 30, 2020, was HKD 39.45 million, compared to HKD 18.43 million for the same period in 2019, marking an increase of 114.5%[5] - The group experienced a significant increase in employee costs, which totaled HKD 88.31 million for the nine months ended September 30, 2020, compared to HKD 52.10 million for the same period in 2019, an increase of 69.4%[5] - The group's financing costs for the nine months ended September 30, 2020, were approximately HKD 8.31 million, compared to HKD 7.45 million for the same period in 2019, representing an increase of 11.5%[5] - The company’s advertising and promotional expenses for the nine months ended September 30, 2020, were HKD 12.07 million, compared to HKD 5.07 million for the same period in 2019, representing an increase of 138.4%[5] Impact of COVID-19 - The company has observed a negative impact on revenue and operating performance due to the COVID-19 outbreak, leading to the suspension of classes and a shift to online courses[40] - The company has implemented online teaching platforms to adapt to adverse changes in the environment due to the COVID-19 pandemic[43] Corporate Actions and Acquisitions - The company has entered into an agreement to acquire certain assets from Cherie Hearts for a cash consideration of SGD 1,200,000, equivalent to approximately HKD 6,840,000[41] - The company has committed to acquiring all business assets of Moriah Schoolhouse LLP and Moriah Schoolhouse @ FV LLP for a total cash consideration of SGD 1,300,000 (approximately HKD 7,085,000)[56] - The acquisition of Childrens Services Education Pty Ltd (CSE) is valued at AUD 3,040,000 (approximately HKD 14,470,000), with an initial payment of AUD 1,100,000 (approximately HKD 6,033,000) already made[56] - The company has conditionally agreed to acquire the Global Tots group for a maximum total consideration of SGD 7,800,000 (approximately HKD 42,510,000), which provides daycare and educational services[57] - The company has completed the acquisition of Ichiban assets for a cash consideration of SGD 600,000 (approximately HKD 3,270,000)[57] Share Capital and Options - As of September 30, 2020, the company's issued share capital was HKD 35,810,000, comprising 358,100,000 shares[51] - The weighted average number of ordinary shares issued for the three months and nine months ended September 30, 2020, were 358,100,000 and 356,231,000 shares, respectively[34] - The company granted a total of 24,787,000 share options at an exercise price of HKD 1.10 per share on October 4, 2019[72] - An additional 10,623,000 share options were granted at an exercise price of HKD 1.00 per share on October 11, 2019[72] - The company has adhered to all corporate governance codes as per GEM listing rules without any deviations as of September 30, 2020[80] Governance and Compliance - The board of directors consists of both executive and independent non-executive members, ensuring a balanced governance structure[85] - The audit committee reviewed the accounting principles and practices adopted by the group for the nine months ending September 30, 2020, and found no objections[84] - The company confirmed that no directors or major shareholders had any competing business interests during the reporting period[78] - The company has adopted a code of conduct for directors' securities transactions, which complies with the GEM listing rules[81]

Revenue Performance - The group's revenue for the six months ended June 30, 2020, was approximately HKD 69,500,000, compared to HKD 53,000,000 for the same period in 2019, representing a year-over-year increase of approximately 31%[4] - Total revenue for the six months ended June 30, 2020, was HKD 69,533,000, representing an increase of 31% from HKD 53,034,000 in the same period of 2019[21] - Revenue from the adult education and training segment was HKD 24,386,000, a new addition to the business following the acquisition of Ability Education Pty Ltd and Childrens Services Education Pty Ltd[21] - The company experienced a significant increase in revenue from the preschool education segment, which rose to HKD 21,338,000 from HKD 14,623,000, marking a growth of 46%[21] - Total revenue increased from approximately HKD 53,000,000 in the same period last year to approximately HKD 69,500,000, representing an increase of about 31.1%[79] Profit and Loss - The dance academy business turned a loss of approximately HKD 8,200,000 for the three months ended March 31, 2020, into a profit of approximately HKD 2,100,000 for the three months ended June 30, 2020[4] - The early childhood education business improved from a loss of approximately HKD 4,200,000 for the three months ended March 31, 2020, to a profit of approximately HKD 3,100,000 for the three months ended June 30, 2020[4] - The loss attributable to owners of the company for the reporting period was approximately HKD 37,500,000, compared to HKD 14,500,000 in 2019, indicating a significant increase in losses[4] - The basic loss per share for the reporting period was approximately HKD 0.1055, compared to HKD 0.0410 for the same period in 2019[4] - The group reported a pre-tax loss of approximately HKD 39,986,000 for the six months ended June 30, 2020, compared to HKD 16,943,000 for the same period in 2019[5] - The company recorded a loss attributable to owners of approximately HKD 37,500,000, compared to a loss of HKD 14,500,000 in the previous year[82] Financial Position - Total assets increased from HKD 304,637 thousand in June 2020 to HKD 269,235 thousand in December 2019, reflecting a growth of approximately 13.1%[8] - The company's equity attributable to owners decreased from HKD (79,280) thousand in December 2019 to HKD (108,015) thousand in June 2020, indicating a decline of approximately 36.3%[9] - Non-current liabilities rose from HKD 360,544 thousand in December 2019 to HKD 427,068 thousand in June 2020, representing an increase of about 18.5%[9] - The company's total liabilities increased from HKD 268,347 thousand in December 2019 to HKD 255,082 thousand in June 2020, showing a decrease of about 4.9%[9] - The company's reserves showed a significant decline from HKD (114,690) thousand in December 2019 to HKD (143,825) thousand in June 2020, a decrease of approximately 25.4%[9] Cash Flow and Investments - The net cash generated from operating activities for the six months ended June 30, 2020, was HKD 10,950,000, compared to a net cash used of HKD 17,748,000 in the same period of 2019[13] - The cash and cash equivalents decreased from HKD 76,223 thousand in June 2020 to HKD 70,824 thousand, a reduction of approximately 7.0%[8] - The cash used in investing activities was HKD 12,860,000, a decrease from HKD 41,007,000 in the same period of 2019[13] - The financing activities resulted in a net cash outflow of HKD 6,601,000, contrasting with a net cash inflow of HKD 190,213,000 in the previous year[13] Acquisitions and Strategic Expansion - The company has identified adult education as a new operating segment, reflecting its strategic expansion into new markets[23] - The company has entered into non-binding term sheets and memorandums of understanding to acquire interests in educational entities in Australia, Singapore, and Thailand, indicating strategic expansion efforts[46] - The company completed the acquisition of Childrens Services Education Pty Limited, expanding its operations in Australia[77] - The company committed to acquire Moriah Group's business assets for a total cash consideration of SGD 1,300,000 (approximately HKD 7,085,000)[66] - The acquisition of Childrens Services Education Pty Ltd was valued at AUD 3,040,000 (approximately HKD 14,470,000), with an initial payment of AUD 1,100,000 (approximately HKD 6,033,000)[67] Share Capital and Governance - The total issued share capital of the company as of June 30, 2020, was HKD 35,810,000, divided into 358,100,000 shares with a par value of HKD 0.1 each[102] - Major shareholders include Wealthy Together, which holds 198,750,000 shares, representing 55.50% of the issued share capital[105] - The company’s stock option plan, adopted on September 26, 2014, allows for the issuance of up to 10% of the total issued shares as stock options, subject to shareholder approval[106] - The board believes that the acquisitions will further solidify the group's market positioning targeting children aged 2 to 12[97] - The company adhered to all corporate governance code provisions as per GEM listing rules during the six months ending June 30, 2020[116] Operational Challenges and Responses - The company has implemented online teaching platforms in response to the challenges posed by the COVID-19 pandemic[77] - The group aims to leverage its core business in jazz, ballet, and pop music dance academies to create synergies with mainstream education, enhancing competitiveness in overseas markets[97] - The group had bank and other borrowings of HKD 12,700,000 as of June 30, 2020, compared to HKD 5,500,000 as of December 31, 2019[85] - The group experienced a significant increase in advertising and promotional expenses, totaling approximately HKD 8,897,000 for the six months ended June 30, 2020, compared to HKD 2,653,000 in 2019[5] - The company is focusing on expanding its presence in the overseas early childhood education market and is considering potential acquisition opportunities[78]

Financial Performance - For the three months ended March 31, 2020, the group's revenue was approximately HKD 31,600,000, compared to HKD 25,900,000 for the same period in 2019, representing an increase of 22%[4] - The loss attributable to shareholders for the same period was approximately HKD 28,000,000, compared to HKD 9,600,000 in 2019, indicating a significant increase in losses[4] - The basic loss per share for the three months ended March 31, 2020, was approximately HKD 7.91, compared to HKD 2.71 for the same period in 2019, reflecting a deterioration in performance[4] - The group's pre-tax loss for the period was HKD 29,129,000, compared to HKD 10,945,000 in the previous year, highlighting a worsening financial situation[5] - Total comprehensive loss for the period was HKD 31,932,000, compared to HKD 10,900,000 in 2019, indicating a significant increase in overall losses[6] Operational Expenses - Employee and teaching consultancy service costs amounted to HKD 29,332,000, up from HKD 17,305,000 in the previous year, showing a rise in operational expenses[5] - Advertising and promotional expenses increased to HKD 4,978,000 from HKD 1,097,000, reflecting a substantial increase in marketing efforts[5] - The group reported a financing cost of HKD 2,914,000, compared to HKD 2,107,000 in the previous year, indicating higher borrowing costs[5] - Other operating expenses increased by approximately 18.9% to about HKD 10,400,000 from HKD 8,900,000 in the previous year[36] Revenue Breakdown - The dance academy business generated revenue of HKD 7,027,000, down 54% from HKD 15,174,000 in the previous year[17] - The early childhood education business reported revenue of HKD 8,934,000, up 26% from HKD 7,080,000 in 2019[17] - The adult education and training segment contributed HKD 13,808,000 in revenue, with no revenue reported in the same period last year[17] - The contribution from the newly acquired education business in Australia was approximately HKD 13,800,000, while revenue from the dance business decreased by HKD 8,100,000 due to temporary closures[33] Market and Business Developments - The group has not reported any new product developments or market expansions during this period[8] - There were no significant mergers or acquisitions reported in the financial summary for this quarter[8] - The group plans to accelerate overseas market expansion and is considering potential acquisition opportunities to diversify revenue sources[32] - The company has committed to acquiring Childrens Services Education Pty Ltd for AUD 3,040,000 (approximately HKD 14,470,000)[44] - The acquisition of Global Tots Group was completed on April 20, 2020, and the group is assessing the fair value of the acquired assets and liabilities[53] COVID-19 Impact - The COVID-19 outbreak has caused operational disruptions, leading to class suspensions and delays in revenue recognition, negatively impacting the estimated earnings for the fiscal year ending December 31, 2020[53] - The company has implemented online teaching platforms in response to challenges posed by the COVID-19 outbreak[31] Share Capital and Stock Options - The total issued share capital of the company as of March 31, 2020, was HKD 35,410,000, divided into 354,100,000 shares[56] - The stock option plan allows for a maximum issuance of 20,000,000 shares, which is capped at 10% of the total issued shares post-listing[60] - The company proposed to update the stock option plan to allow for a total of 35,410,000 shares to be issued, representing 10% of the issued shares as of the last approval date[61] - On February 11, 2020, the company granted 6,380,000 stock options at an exercise price of HKD 1.20 per share[62] - On February 25, 2020, the company granted an additional 2,300,000 stock options at an exercise price of HKD 1.44 per share[62] Governance and Compliance - The company adhered to all corporate governance codes as per GEM listing rules during the reporting period[66] - The company has adopted a code of conduct for directors' securities transactions, with no reported violations during the period[67] - There were no reported conflicts of interest or competitive businesses held by directors or major shareholders during the reporting period[64] - The company confirmed compliance with the non-competition agreement by its major shareholders as of December 31, 2019[65]

Business Expansion and Acquisitions - The company expanded its business in Singapore by acquiring several preschool institutions, increasing its presence in a key overseas market[13]. - In 2019, the company opened 22 wholly-owned dance centers in Hong Kong to enhance its competitive advantage and brand image[13]. - The acquisition of Ability Education Pty Limited added two colleges in Sydney and Melbourne, focusing on English intensive courses for international students, which diversifies revenue sources[14]. - The company operates seven preschool institutions in Singapore as of the end of 2019, aiming to establish its own early childhood education brand and curriculum[13]. - The company has partnered with Chatsworth East Asia (BVI) Ltd to establish kindergarten operations in Hong Kong and Singapore, leveraging Chatsworth's experience in the education sector[14]. - The group plans to open and/or acquire more dance centers in densely populated residential areas in Hong Kong to strengthen its market leadership[16]. - The group aims to accelerate its expansion in Singapore, Australia, and other overseas markets to diversify and broaden its revenue sources[16]. - The group completed the acquisition of Ability Education, which operates two colleges in Sydney and Melbourne, contributing to its expansion in the Australian education market[20]. - The group is actively seeking further investment opportunities in the education sector to drive growth[14]. Financial Performance - Total revenue increased from approximately HKD 76.5 million in 2018 to approximately HKD 128.7 million in 2019, primarily driven by contributions from the early childhood education business of about HKD 30.9 million and the college business of about HKD 15.2 million[22]. - The group recorded a significant increase in other income from approximately HKD 12.7 million in 2018 to approximately HKD 31.2 million in 2019, mainly due to management fee income and interest income[24]. - The group recorded a loss attributable to shareholders of approximately HKD 98.8 million for the year ended December 31, 2019, compared to a loss of approximately HKD 53.5 million in 2018, primarily due to increased costs and fair value losses[26]. - The group’s goodwill and intangible assets amounted to HKD 83.6 million and HKD 13.3 million, respectively, as of December 31, 2019, reflecting acquisitions made in 2018 and 2019[27]. - As of December 31, 2019, the group's total cash and bank balances were approximately HKD 76.2 million, an increase from HKD 55 million in 2018[29]. - The current ratio as of December 31, 2019, was approximately 0.64, down from 1.22 as of December 31, 2018[29]. - The group had outstanding bank and other borrowings of HKD 5.5 million and issued corporate bonds of HKD 71 million as of December 31, 2019[29]. - The group reported financial investments of HKD 49.6 million as of December 31, 2019, compared to HKD 3.6 million in 2018[36]. Corporate Governance - The board of directors consists of seven members, including two executive directors, two non-executive directors, and three independent non-executive directors[52]. - The roles of the chairman and the CEO are clearly separated, with Zhao Jiale serving as chairman and Qin Zhi'ang as CEO as of December 31, 2019[58]. - The company has adopted a board diversity policy, considering various measurable aspects such as gender, age, ethnicity, knowledge, and tenure when appointing board members[60]. - The board's diversity policy aims to enhance the quality of performance by ensuring a diverse composition of board members[60]. - The board of directors held a total of 12 meetings in 2019, with attendance rates for executive directors at 100%[69]. - The company is committed to high standards of corporate governance, aligning with the interests of stakeholders and enhancing business growth and corporate culture[49]. - The board regularly reviews its governance practices to comply with tightening regulatory requirements and meet the increasing expectations of shareholders and stakeholders[49]. - The Audit Committee held a total of five meetings during the year, reviewing quarterly and annual financial results[75]. - The company appointed KPMG as its auditor following the resignation of Deloitte, effective January 8, 2020[75]. - The Remuneration Committee is responsible for recommending appropriate policies regarding the remuneration of directors and senior management, considering factors such as comparable company salaries and performance-based pay[78]. - The Nomination Committee is tasked with reviewing the board's structure and recommending suitable candidates for directorship, ensuring alignment with the company's strategic goals[79]. - All independent non-executive directors confirmed their independence in accordance with GEM Listing Rules, and the company considers them to be independent[81]. - The company has established three board committees: Audit Committee, Remuneration Committee, and Nomination Committee, each with defined terms of reference[72]. - The Audit Committee is composed of three independent non-executive directors, with the chairman possessing appropriate professional qualifications and experience in accounting[75]. - The company ensures adequate insurance coverage for directors and senior management against legal actions arising from their duties[80]. - The board is responsible for ensuring compliance with corporate governance policies and legal regulations[72]. - The company has a policy for the rotation of directors, requiring one-third of the board to retire at each annual general meeting[81]. - The independent auditor's fee for audit services was approximately HKD 2,640,000 for the year ended December 31, 2019, compared to HKD 2,400,000 in 2018[87]. - Non-audit service fees incurred during the year were approximately HKD 29,000, down from HKD 91,000 in 2018[87]. - The board has reviewed the internal control systems and believes that appropriate procedures are in place to safeguard the group's assets and ensure compliance with relevant laws and regulations[86]. - The internal control system aims to assist management in achieving business objectives and provides reasonable assurance against material misstatements or losses[86]. - The company secretary participated in no less than 15 hours of relevant professional training during the year[88]. - The company has established multiple channels for communication with shareholders and investors, including annual general meetings and a dedicated website[98]. - The board is responsible for establishing, maintaining, and reviewing the internal control system to protect shareholder investments and group assets[85]. - The company encourages all directors to participate in ongoing professional development seminars to stay updated on regulatory developments[84]. - The risk management and internal control systems are reviewed annually, and the group believes these systems are effective and sufficient[90]. Environmental and Social Responsibility - Total energy consumption increased by 84% to 815,899 kWh in 2019 from 444,390 kWh in 2018[115]. - Water consumption surged by 6,243% to 3,806 cubic meters in 2019 from 60 cubic meters in 2018[116]. - Total greenhouse gas emissions rose by 112% to 596,905 kg in 2019 from 280,991 kg in 2018[111]. - Nitrogen oxides emissions decreased by 92% to 1,008 grams in 2019 from 12,863 grams in 2018[108]. - The number of facilities increased by 16% to 36 in 2019 from 31 in 2018[115]. - The annual emission intensity was 16,580 kg CO2 equivalent per facility in 2019, up from 9,064 kg CO2 equivalent per facility in 2018[111]. - Non-hazardous waste generated was 5 tons in 2019, up from 3 tons in 2018[113]. - The company implemented energy-saving measures, including installing energy-efficient lighting systems[107]. - The company has committed to enhancing information collection to improve environmental performance and sustainability disclosures[107]. - The company aims to integrate economic, social, and environmental welfare into its business decisions for sustainable development[102]. - The company encourages employees to participate in community activities, promoting a low-carbon and sustainable lifestyle through initiatives like Green Monday[143]. - Donations were made to various charitable organizations, including Bo Ai Hospital and the Green Monday Foundation[144]. - The company is committed to community engagement across various activities, from community service to environmental initiatives[145]. - Students have the opportunity to participate in meaningful activities that promote positive energy[146]. Employee and Workforce Development - The company employed a total of 526 employees as of December 31, 2019, up from 268 in 2018, indicating a growth of 96.3% in workforce size[122]. - The employee age distribution shows that 60% of employees are aged between 30-50 years in 2019, compared to 32% in 2018, reflecting a significant shift towards a more experienced workforce[123]. - The company reported a zero injury rate for employees in 2019, with no work-related deaths or lost workdays due to injuries, maintaining a strong safety record[131][133]. - The employee turnover rate for those under 30 years old decreased from 15% in 2018 to 10% in 2019, indicating improved retention among younger employees[126]. - The company has implemented various air quality improvement measures, including regular maintenance of air handling units and monitoring of dust and microbial levels[121]. - The company has not identified any non-compliance with labor and employment laws during the year, demonstrating adherence to legal standards[130]. - The company emphasizes equal opportunities in hiring, training, and promotion, ensuring no discrimination based on gender, race, or other factors[137]. - The company conducted various training programs, including team-building and sales skills training, to enhance employee development and service quality[134]. Compliance and Risk Management - The company has a strict internal control process for procurement, ensuring compliance with legal regulations and maintaining high standards for suppliers[138]. - The company has not reported any non-compliance with data privacy regulations, ensuring the confidentiality of student information[139]. - The company has established procedures to handle relationships with students, parents, and business partners, emphasizing integrity and compliance with relevant laws and regulations[141]. - No instances of non-compliance with anti-corruption or money laundering laws were reported during the year[142]. Strategic Management and Leadership - The executive team includes experienced individuals with backgrounds in education and management, contributing to the company's strategic direction[148][150][153]. - The company has not reported any board positions held by its executives in other listed companies over the past three years[149][151][155]. - The independent non-executive director has over 21 years of experience in auditing and financial accounting, currently serving as company secretary and financial director for another listed company[157]. - The company maintains a focus on ethical practices and community involvement as part of its corporate governance strategy[141][145]. - The company primarily engages in investment holding activities, with its subsidiaries focusing on adult education training services[172]. - The board presented the audited consolidated financial statements for the year ending December 31, 2019[171]. - Dr. Yuan has over 25 years of experience in brand building and marketing management, previously serving as CEO of a fashion brand planning company[164]. - Mr. Zhai has over 13 years of professional experience in auditing, accounting, corporate finance, and financial management[161]. - Ms. Chan has approximately 15 years of experience in management and marketing, overseeing the operations of SDM Jazz & Ballet Academy[164]. - Mr. Yu has extensive management and business development experience, particularly in the automotive, insurance, and financial sectors[168]. - The company has not disclosed any other directorships held by its directors in listed companies over the past three years[161][162][165][166][169]. - The company aims to expand its market presence through strategic planning and operational management[168]. - The management team is focused on enhancing overall operational efficiency and organizational effectiveness[168]. - The company is committed to developing new products and technologies to strengthen its market position[168]. Shareholder Returns and Dividends - The company did not recommend the distribution of a final dividend for the year ended December 31, 2019, consistent with the previous year[175]. - The company will continue to review its financial position and capital requirements annually to determine future dividend recommendations[176]. - The total number of share options granted or agreed to be granted under the share option scheme since its adoption is 35,410,000 and 44,090,000 respectively[181]. - The maximum number of shares that may be issued upon exercise of all options granted under the share option scheme shall not exceed 10% of the total issued shares immediately following the completion of the company's share listing[185]. - The company granted a total of 24,787,000 and 10,623,000 share options at exercise prices of HKD 1.10 and HKD 1.00 respectively on October 4 and October 11, 2019[186]. - The company proposed to seek shareholder approval to update the share option scheme limit, allowing for a total of 35,410,000 shares to be issued upon exercise of options[185]. - The exercise price for any specific share option granted under the share option scheme must be at least the higher of the closing price on the date of grant or the average closing price for the five trading days preceding the grant[191]. - The share option scheme is valid for a period of 10 years from the date of adoption, unless terminated earlier by the company at a general meeting or by the board[191]. - The company has issued a circular regarding the proposed update of the share option scheme limit to shareholders on December 18, 2019[186]. - The company will continue to assess its financial condition and capital needs to inform future strategic decisions[176]. - As of December 31, 2019, the company had 35,410,000 unexercised share options available under the share option scheme[193]. - The company did not redeem any of its shares during the year, nor did it or any of its subsidiaries purchase or sell any listed securities[195]. - The sales from the top five customers accounted for approximately 0.5% of the total sales for the year ended December 31, 2019, with the largest customer contributing about 0.1%[200]. - Rental payments accounted for approximately 31.9% of total revenue for the year ended December 31, 2019, compared to 32.5% in 2018[200]. - As of December 31, 2019, the company had no distributable reserves according to the Cayman Islands Companies Law[199].

Financial Performance - The group's revenue for the nine months ended September 30, 2019, was approximately HKD 81,200,000, compared to HKD 50,400,000 for the same period in 2018, representing a growth of 61.5%[3] - The loss attributable to owners of the company for the nine months ended September 30, 2019, was approximately HKD 21,580,000, compared to HKD 10,374,000 for the same period in 2018, indicating an increase in loss of 108.5%[3] - The basic loss per share for the nine months ended September 30, 2019, was approximately HKD 6.09 cents, compared to HKD 3.7 cents for the same period in 2018, reflecting an increase of 64.3%[5] - The group's total comprehensive loss for the nine months ended September 30, 2019, was HKD 25,762,000, compared to HKD 13,096,000 for the same period in 2018, which is an increase of 96.7%[5] - The group reported a loss before tax of HKD 25,655,000 for the nine months ended September 30, 2019, compared to HKD 13,089,000 for the same period in 2018, which is an increase of 96.5%[4] - The group reported a total loss before tax of HKD 25,655,000 for the nine months ended September 30, 2019, compared to a loss of HKD 10,374,000 for the same period in 2018[36] - The net loss attributable to the owners of the company was approximately HKD 21.6 million, compared to a loss of approximately HKD 10.4 million in the same period last year[49] Revenue Breakdown - The dance academy business generated revenue of HKD 47,090,000 for the nine months ended September 30, 2019, compared to HKD 46,227,000 for the same period in 2018, showing a slight increase of 1.9%[23] - The early childhood education business saw significant growth, with revenue rising to HKD 21,358,000 for the nine months ended September 30, 2019, compared to HKD 3,597,000 in the same period of 2018, marking an increase of approximately 493.3%[23] - The group’s other revenue streams, including speech therapy and children's photography services, contributed HKD 12,200,000 for the nine months ended September 30, 2019, compared to HKD 586,000 in the same period of 2018, indicating substantial growth[23] - The contribution from the early childhood education business was approximately HKD 21.4 million, while contributions from speech therapy and children's photography services were approximately HKD 5.4 million and HKD 6.8 million, respectively[46] Expenses and Costs - The group's employee costs for the nine months ended September 30, 2019, were HKD 52,103,000, compared to HKD 27,429,000 for the same period in 2018, representing an increase of 89.5%[4] - The group's financing costs for the nine months ended September 30, 2019, were HKD 7,449,000, compared to HKD 1,672,000 for the same period in 2018, indicating an increase of 345.5%[4] - The total expenses for the group, including corporate expenses, amounted to HKD 25,781,000, contributing to the overall loss[28] - Other operating expenses increased by approximately 62.7% to about HKD 27.5 million, attributed to professional fees from business acquisitions and increased overseas travel expenses[49] Accounting Standards and Compliance - The group has adopted new and revised Hong Kong Financial Reporting Standards effective from January 1, 2019, which did not result in significant changes to the accounting policies or financial statements[10] - The group recognized lease liabilities of HKD 65,856,000 upon the initial application of HKFRS 16, which was discounted using an incremental borrowing rate of approximately 8%[15] - The total depreciation and amortization for the nine months ended September 30, 2019, was HKD 29,878,000, compared to HKD 4,398,000 under the previous accounting standard, reflecting a significant increase of approximately 579.5%[18] - The company has not yet applied new accounting standards that have been issued but are not yet effective, and is currently assessing their potential impact on financial performance[18] Shareholder Information - The total issued share capital of the company as of September 30, 2019, was HKD 35,410,000, divided into 354,100,000 shares with a par value of HKD 0.1 each[74] - Mr. Zhao holds 198,750,000 shares, representing 56.13% of the company's issued share capital[72] - Major shareholder Wealthy Together also holds 198,750,000 shares, equivalent to 56.13% of the issued share capital[75] - Other significant shareholders include Mr. Xu Peixiang with 35,722,000 shares (10.09%) and Chen Jiaxin with 28,000,000 shares (7.91%)[75] Corporate Governance - The company adhered to all corporate governance codes as per GEM listing rules during the nine months ending September 30, 2019, with no deviations reported[84] - The company has adopted a code of conduct for securities trading, with all directors confirming compliance during the reporting period[85] - The audit committee, composed of independent non-executive directors, reviewed the accounting principles and financial reporting matters for the nine months ending September 30, 2019, with no objections raised[87] - The board of directors includes both executive and independent non-executive members, ensuring a diverse governance structure[88] Business Expansion and Acquisitions - The company completed the acquisition of Ability Education Pty Ltd, which became an indirect wholly-owned subsidiary, effective September 30, 2019[43] - The company plans to accelerate its expansion into overseas markets and is considering potential acquisition opportunities or partnerships[45] - The group is actively seeking investment opportunities to expand its business in the dance school industry, particularly in Asia[67] - Potential acquisitions include professional psychological services, preschools in Singapore and Thailand, and vocational training centers in Australia, aligning with the group's expansion plans[67] - The board believes that these potential acquisitions will enhance the group's competitive position in the international early childhood education market[67]

Financial Performance - The group's revenue for the six months ended June 30, 2019, was approximately HKD 53,000,000, compared to HKD 28,900,000 for the same period in 2018, representing an increase of 83.5%[1] - The loss attributable to owners of the company for the six months ended June 30, 2019, was approximately HKD 14,500,000, compared to HKD 8,300,000 for the same period in 2018, indicating a year-over-year increase in loss of 74.7%[1] - The basic loss per share for the six months ended June 30, 2019, was approximately HKD 4.10, compared to HKD 2.34 for the same period in 2018, reflecting an increase of 75.3%[1] - The company reported a loss of HKD (14,503,000) for the six months ended June 30, 2019, compared to a loss of HKD (8,288,000) in the same period of 2018, indicating a worsening financial performance[7] - The group reported a total loss before tax of HKD 16,943,000 for the six months ended June 30, 2019[34] - The net loss attributable to the company's owners increased to approximately HKD 14,500,000 from HKD 8,300,000 in the previous year, with total net loss rising from HKD 9,700,000 to HKD 16,900,000[73] Assets and Liabilities - Total assets as of June 30, 2019, amounted to HKD 336,899,000, compared to HKD 121,181,000 as of December 31, 2018, showing a significant increase of 177.5%[4] - The total liabilities as of June 30, 2019, were HKD 348,636,000, compared to HKD 113,809,000 as of December 31, 2018, reflecting an increase of 206.5%[5] - The group's non-current assets increased to HKD 175,949,000 as of June 30, 2019, from HKD 105,667,000 as of December 31, 2018, representing a growth of 66.3%[4] - The total equity attributable to owners decreased to HKD (47,376,000) as of June 30, 2019, from HKD 13,863,000 at the beginning of the year, highlighting a significant decline in shareholder equity[7] Cash Flow - The group's cash and cash equivalents as of June 30, 2019, were HKD 186,184,000, compared to HKD 54,966,000 as of December 31, 2018, indicating an increase of 238.5%[4] - For the six months ended June 30, 2019, the net cash used in operating activities was HKD (17,748,000), compared to HKD (9,716,000) for the same period in 2018, indicating a significant increase in cash outflow[8] - The net cash used in investing activities was HKD (41,007,000) for the first half of 2019, a decrease from HKD 2,980,000 in the previous year, reflecting a substantial shift towards cash outflows in investments[8] - The net cash generated from financing activities was HKD 190,213,000 in 2019, a notable increase from HKD 240,000 in 2018, suggesting a strong reliance on financing to support operations[8] - The total cash and cash equivalents increased by HKD 131,458,000 in the first half of 2019, compared to a decrease of HKD (6,496,000) in the same period of 2018, indicating improved liquidity[8] Income and Expenses - The group recognized other income of HKD 10,296,000 for the six months ended June 30, 2019, compared to HKD 7,030,000 for the same period in 2018, marking an increase of 46.3%[2] - The group reported a financing cost of HKD 4,541,000 for the six months ended June 30, 2019, compared to HKD 1,653,000 for the same period in 2018, indicating an increase of 174.5%[2] - The group’s total expenses, including corporate expenses, were HKD 17,992,000 for the reporting period[34] - Other operating expenses increased significantly by approximately 52.1% to about HKD 18,400,000, primarily due to professional fees, commissions, and travel expenses related to business acquisitions[73] Business Operations - The company operates in various sectors, including dance education and early childhood education, which may provide opportunities for market expansion and diversification[10] - The dance academy business generated revenue of HKD 29,297,000, while the early childhood education business contributed HKD 14,623,000[34] - The company has implemented strategies to improve operations by collaborating with Chatsworth to launch kindergarten services in Hong Kong[69] - The company plans to accelerate its expansion in the overseas early childhood education market and is considering potential acquisition opportunities[69] Acquisitions and Investments - The company has made a deposit of AUD 200,000 (approximately HKD 1,126,000) for a potential acquisition, indicating ongoing strategic expansion efforts[49] - The company paid a refundable deposit of SGD 130,000 (approximately HKD 751,000) for the proposed acquisition of all assets of a target company in Singapore as of June 30, 2019[50] - A non-refundable deposit of SGD 750,000 (approximately HKD 4,332,000) was paid for the proposed acquisition of 60% equity in Sunflower Childcare Group Pte. Ltd. as of June 30, 2019[50] - The potential acquisition aligns with the group's business development and expansion plans, providing an excellent platform to expand its early childhood education business internationally[87] Shareholder Information - The company's total issued share capital as of June 30, 2019, was HKD 35,410,000, divided into 354,100,000 shares with a par value of HKD 0.1 each[93] - Major shareholders include Wealthy Together, holding 198,750,000 shares, representing 56.13% of the issued share capital[92] - The proposed update to the share option plan was approved by shareholders, allowing for a maximum of 35,410,000 shares to be issued upon exercise of options, representing 10% of the issued shares[97] Governance and Compliance - The company has adhered to all provisions of the corporate governance code as per GEM listing rules during the six months ending June 30, 2019[101] - The audit committee, composed of independent non-executive directors, reviewed the group's accounting principles and financial reporting matters without any objections[104] - The board of directors includes executive directors and independent non-executive directors, ensuring a diverse governance structure[106]

Financial Performance - The group's revenue for the three months ended March 31, 2019, was approximately HKD 25,900,000, compared to HKD 14,900,000 for the same period in 2018, representing a year-over-year increase of 73.5%[3] - The loss attributable to owners of the company for the three months ended March 31, 2019, was approximately HKD 9,600,000, compared to HKD 1,600,000 for the same period in 2018, indicating a significant increase in losses[3] - The basic loss per share for the three months ended March 31, 2019, was approximately HKD 2.71, compared to HKD 0.44 for the same period in 2018, reflecting a substantial decline in earnings[5] - The total comprehensive loss for the period was HKD 10,900,000, compared to HKD 2,094,000 for the same period in 2018, showing a worsening financial position[5] - The group reported a pre-tax loss of HKD 10,945,000 for the three months ended March 31, 2019, compared to HKD 2,094,000 for the same period in 2018, indicating a significant decline in profitability[4] - The group incurred a loss of HKD 10,889,000 for the three months ended March 31, 2019, compared to a loss of HKD 9,678,000 in the same period of 2018, indicating a decline of 12.5%[16] Operating Expenses - The group's operating expenses included employee costs of HKD 17,305,000, which increased from HKD 8,005,000 in the previous year, highlighting a rise in operational expenditures[4] - The group's financing costs for the period were HKD 2,107,000, up from HKD 826,000 in the previous year, indicating increased financial burdens[4] - Other operating expenses increased by approximately 97.8% to about HKD 8,900,000 from HKD 4,500,000 in the previous year[34] - Financing costs for the three months ended March 31, 2019, totaled HKD 2,107,000, up from HKD 826,000 in the previous year, reflecting a significant increase of 154.5%[25] Revenue Sources - The dance academy business generated revenue of HKD 15,174,000 for the three months ended March 31, 2019, compared to HKD 14,864,000 in the previous year, showing a slight increase of 2.1%[20] - The early childhood education business contributed HKD 7,080,000 in revenue for the first time, as it was not present in the previous year[20] - The contribution from early childhood education business was approximately HKD 7,100,000, while speech therapy and children's photography services contributed approximately HKD 2,400,000 and HKD 1,200,000 respectively[32] Corporate Governance - The company has complied with all corporate governance codes as per GEM Listing Rules during the reporting period[55] - The audit committee, composed of independent non-executive directors, reviewed the unaudited consolidated results for the three months ending March 31, 2019[58] - The board of directors includes executive directors Mr. Zhao Jiale (Chairman) and Mr. Qin Zhiang (CEO), along with non-executive and independent directors[60] - The company has not identified any conflicts of interest among its directors or major shareholders during the reporting period[52] Shareholder Information - Mr. Zhao and Dr. Qin each hold 198,750,000 shares, representing 56.13% of the total issued share capital of HKD 35,410,000[44] - Wealthy Together, owned by Mr. Zhao, is the beneficial owner of 198,750,000 shares, accounting for 56.13% of the issued share capital[45] - Mr. Xu Peixiang holds 60,246,000 shares, which is 17.01% of the total issued share capital[45] - Both Chen Jiaxin and Tycoon Mind Limited each hold 28,000,000 shares, representing 7.91% of the total issued share capital[45] - The company's share option plan allows for a maximum of 20,000,000 shares to be issued, which is capped at 10% of the total issued shares as of the adoption date[49] - As of March 31, 2019, no share options have been granted or agreed to be granted under the share option plan[49] Future Plans - The company plans to accelerate its expansion into overseas markets to diversify and broaden its revenue sources[31] - The board is actively seeking suitable investment opportunities to expand its business scope and diversify its existing operations[39] Financial Reporting Standards - The group adopted Hong Kong Financial Reporting Standard 16 starting from January 1, 2019, using the modified retrospective approach[13] - The group has not yet applied new Hong Kong Financial Reporting Standards that have been issued but are not yet effective, and the impact on operational performance remains uncertain[17] Miscellaneous - The report date is May 15, 2019, indicating the timing of the financial disclosures[61] - The document pertains to the first quarter report for the fiscal year 2019-2020, highlighting the company's performance during this period[61] - The company did not declare or propose any dividends for the three months ended March 31, 2019, consistent with the previous year[29] - There were no purchases, sales, or redemptions of the company's listed securities during the reporting period[57] - The group operates in Hong Kong and Singapore, with revenue from external customers reported based on the location of operations[21] - No individual customer accounted for more than 10% of the total revenue during the reporting periods[24] - As of March 31, 2019, the company's total equity was approximately HKD 26,489,000, down from HKD 28,005,000 a year earlier[30] - The company recorded other income of approximately HKD 2,600,000, up from HKD 2,300,000 in the previous year[34] - Other income for the three months ended March 31, 2019, was HKD 2,644,000, compared to HKD 2,292,000 in the previous year, showing a slight increase[4] - The group experienced a foreign exchange loss of HKD 11,000 due to overseas business translation, which was not present in the previous year[5]