Financial Performance - The Group's revenue for the Reporting Period was approximately HK$21,961,000, representing an increase of approximately 112.9% compared to the Corresponding Period[14] - The Group recorded a loss and total comprehensive expense for the Reporting Period of approximately HK$2,258,000, compared to a loss of approximately HK$2,556,000 for the Corresponding Period[14] - Revenue for the three months ended August 31, 2023, was HK$21,961,000, a significant increase of 113.8% compared to HK$10,316,000 in the same period of 2022[26] - Loss before income tax expenses for the period was HK$2,258,000, slightly improved from a loss of HK$2,556,000 in the previous year[26] - Loss attributable to owners of the Company was HK$2,606,000, compared to a loss of HK$2,946,000 in the same period last year, indicating a reduction of 11.5%[27] - Basic and diluted loss per share attributable to owners of the Company was HK$2.63, an improvement from HK$4.85 in the previous year[26] - Total comprehensive loss for the period was HK$2,258,000, which is a decrease from HK$2,556,000 in the prior year[26] - The balance of accumulated losses as of August 31, 2023, was HK$129,114,000, compared to HK$133,103,000 as of August 31, 2022[27] Dividend Policy - The Board did not recommend payment of any dividend for the Reporting Period[15] - No dividends were paid, declared, or proposed by the Company during the reporting period and the corresponding period[56] - No dividends have been paid or declared by the Company for the Reporting Period and Corresponding Period[109] Revenue Sources - Revenue from tobacco, food, and beverage sales was HK$15,338,000, up from HK$9,856,000, while entertainment income was HK$195,000, and event income increased to HK$6,061,000 from HK$256,000[48] - Revenue from the club and entertainment business increased by approximately HK$11,645,000, or approximately 112.9%, from approximately HK$10,316,000 for the Corresponding Period to approximately HK$21,961,000 for the Reporting Period[74] Operational Highlights - The Group operated 1 night-club, 1 sports-themed bar, and 2 lounges as of August 31, 2023, diversifying its offerings in the club and entertainment market[64] - The Group's customer base is diversified, with no individual customer accounting for more than 10% of total revenue during the reporting period[43] - The Group's principal activities remain focused on the operations of club and entertainment business in Hong Kong[63] - The increase in revenue was mainly due to the relaxing of business hours of the outlets during the Reporting Period after the pandemic[74] - The removal of social distancing measures and lifting of cross-border travel restrictions in Hong Kong contributed to improved operational performance during the Reporting Period[93] Financial Management - The Company raised HK$5,878,000 through the placing of shares during the period[27] - The Group is committed to stringent financial planning and resource allocation to maintain a competitive edge and enhance diversification in response to future challenges[98] - The management will regularly review operational efficiency and impose stringent cost control measures to mitigate risks associated with market fluctuations[99] Shareholder Information - As of August 31, 2023, Ms. Liu Huijing holds 4,265,250 shares, representing 4.19% of the company's total shareholding[138] - Mr. Wang Ning is the largest shareholder with 17,401,761 shares, accounting for 17.08% of the total[143] - Mr. Yuan Lin personally holds 11,643,250 shares and has deemed interest in an additional 12,275,000 shares through his controlled entities[150] - Mr. Ho Chin Nang is deemed to have interest in 6,920,000 shares held by his wholly owned company[150] Corporate Governance - The Company has complied with the Corporate Governance Code except for the deviation where the roles of Chairman and CEO are held by the same individual, Mr. Wong Chi Yung[153] - The Board believes the current structure does not impair the balance of power and authority between the Board and management[154] - The Company aims to increase the independence of corporate governance by potentially separating the roles of Chairman and CEO in the future[154] - Information on corporate governance practices is detailed in the Corporate Governance Report in the 2023 Annual Report[158] Capital Management - The company raised approximately HK$12,000,000 in net proceeds from a rights issue, with gross proceeds of approximately HK$12,500,000[118] - The net proceeds from the rights issue were allocated as follows: HK$4.0 million for renovation costs, HK$1.8 million for rent payments, and HK$6.2 million for general working capital[119] - A placing agreement was entered into on May 17, 2023, to raise funds for setting up the Wan Chai lounge, with up to 11,985,600 shares placed at HK$0.50 each[121] - The net proceeds from the placing were approximately HK$5,800,000, fully utilized for setting up the Amante House and inventory purchases[122] - A capital reorganization was proposed on July 26, 2023, involving a reduction of the par value of each issued share from HK$0.20 to HK$0.01[126] - The extraordinary general meeting to approve the capital reorganization was held on September 12, 2023[127] Audit and Compliance - The audit committee reviewed the financial statements and confirmed compliance with applicable accounting standards and legal requirements[160] - The unaudited condensed consolidated financial statements for the Reporting Period were approved on 12 October 2023[161] - The Company considers quarterly updates sufficient for the Board to fulfill their responsibilities, given no material changes in business operations noted between months[157] Market Conditions - The Group plans to expand its outlet network by establishing more clubs, bars, and restaurants in Hong Kong, despite facing significant competition in the food and beverage and entertainment industry[103] - Purchases from the largest supplier accounted for approximately 50.6% of total purchases in the Reporting Period, down from 52.5% in the Corresponding Period, highlighting dependency on a single supplier[108] - The largest supplier accounted for approximately 50.6% of total purchases during the reporting period, down from 52.5% in the previous year[110]

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責，對其準確 性或完整性亦不發表任何聲明，並明確表示概不就因本公告全部或任何部分內容而產生或因 依賴該等內容而引致的任何損失承擔任何責任。 New Amante Group Limited 新愛德集團有限公司 （於開曼群島註冊成立之有限公司） （股份代號：8412） 截至2023年8月31日止三個月 季度業績公告 新愛德集團有限公司（「本公司」，連同其附屬公司統稱「本集團」）董事（「董事」）會（「董事會」） 宣佈本集團截至2023年8月31日止三個月（「第一季度」）之未經審核簡明綜合財務報表。本公告 載列本公司2023年第一季度報告全文，並符合香港聯合交易所有限公司（「聯交所」）GEM證券 上市規則（「GEM上市規則」）有關第一季度業績初步公告附載的資料規定。 承董事會命 新愛德集團有限公司 董事會主席兼行政總裁 王志勇 香港，2023年10月12日 於本公告日，執行董事為王志勇先生、劉惠婧女士及雷樂欣女士；獨立非執行董事為龐振宇先 生、許維雄先生及蔣喬蔚先生。 本公告乃根據GEM上市規則而刊載，旨在提供有關本公司的資料。董事願就本公告的資料 ...

Financial Performance - The Group's revenue increased by approximately 55.2% from approximately HK$50,257,000 for the Corresponding Period to approximately HK$77,981,000 for the Reporting Period[18]. - The Group recorded a net profit of approximately HK$5,880,000 for the Reporting Period, compared to a net loss of approximately HK$7,942,000 for the Corresponding Period[18]. - The Group's revenue for the Reporting Period was approximately HK$77,981,000, representing an increase of approximately 55.2% compared to HK$50,257,000 for the Corresponding Period[31][34][49]. - The Group recorded a profit and total comprehensive income of approximately HK$5,880,000, a turnaround from a loss of approximately HK$7,942,000 in the Corresponding Period[32][34]. - The increase in revenue was primarily driven by strong sales in the 4th quarter due to the relaxation of pandemic restrictions, including the lifting of cross-border travel restrictions[32][34]. - Profit before income tax recorded at approximately HK$6,239,000 compared to a loss of approximately HK$9,734,000 for the same period last year[63]. - Profit and total comprehensive income for the Reporting Period was approximately HK$5,880,000 compared to a loss of approximately HK$7,942,000 for the same period last year[70]. Business Operations - Strong sales in the 4th quarter were attributed to the relaxation of pandemic restrictions, including the lifting of cross-border travel restrictions and mask-wearing requirements[18]. - The Group launched a new cigar lounge in Lan Kwai Fong during the Reporting Period, expanding its product mix offered to customers[19]. - The Group operates a night club (Faye), a sports-themed bar (Paper Street), and two lounges (LKF Lounge and Amante House)[23]. - The product mix offered to customers was increased with the opening of a cigar lounge at Lan Kwai Fong during the Reporting Period[32][34]. - The Group's operations were significantly impacted by the social distancing restrictions imposed by the Hong Kong government in 2022, leading to the termination of some operations[40][43]. - The Group has launched new cigar lounges in Lan Kwai Fong and Wan Chai, diversifying its business offerings[130]. Financial Management - The Group did not recommend any dividend payment for the Reporting Period, consistent with the previous year[33][35]. - As of May 31, 2023, total cash and bank balances were approximately HK$10,589,000, up from approximately HK$1,578,000 in 2022[72]. - The gearing ratio was 90.0% as of May 31, 2023, compared to zero in 2022, reflecting the completion of placing and rights issue[72]. - The company raised approximately HK$5,800,000 in net proceeds from the placing of up to 199,760,000 ordinary shares at a price of HK$0.03 per share, completed on 8 June 2022[78][81]. - A rights issue raised approximately HK$12,000,000 in net proceeds from the issuance of 29,964,000 ordinary shares at a price of HK$0.42 per share, completed on 27 February 2023[92][87]. - The allocation of the net proceeds from the rights issue includes HK$4.0 million for renovation costs of the new lounge at Lan Kwai Fong, HK$1.8 million for rent payments, and HK$6.2 million for general working capital[93]. - The gross proceeds from the rights issue were approximately HK$12,500,000, with HK$10.8 million already utilized as of the report date[92]. - The company completed a placing of up to 11,985,600 shares at a price of HK$0.50 per share, raising approximately HK$5,800,000 net proceeds, which have been fully utilized for various purposes including HK$1,000,000 for setting up Amante House and HK$4,000,000 for inventory purchasing[95][98][99]. Employee and Operational Costs - Employee benefits expenses increased by approximately HK$3,406,000 or 25.9% to approximately HK$16,569,000 due to relaxed business hour restrictions[60]. - Employee benefit expenses for the Reporting Period amounted to approximately HK$16,569,000, compared to approximately HK$13,163,000 in 2022, reflecting an increase of about 25.5%[128]. - Advertising and marketing expenses rose by approximately HK$1,510,000 or 17.6% to approximately HK$10,104,000 due to increased business hours[55]. - Total depreciation increased by approximately HK$1,781,000 or 16.9% to approximately HK$12,350,000[61]. Corporate Governance - The company emphasizes high standards of corporate governance, focusing on transparency, independence, accountability, responsibilities, and fairness[156]. - The Board has three committees: audit committee, remuneration committee, and nomination committee, to assist in supervising senior management functions[165]. - The company has complied with the Corporate Governance Code except for the deviation regarding the roles of Chairman and CEO being held by the same individual[158]. - The Board of Directors consists of six members, including three Independent Non-Executive Directors (INEDs) and three Executive Directors[170]. - The Company has established measurable objectives to implement the Board Diversity Policy and will review these objectives periodically[195]. - The Remuneration Committee oversees the remuneration policy for all Directors and senior management, ensuring no Director participates in deciding their own remuneration[198]. - The Board is responsible for developing and reviewing corporate governance policies and practices[192]. Future Plans and Risks - The management is confident that the Group's financial performance will continue to improve as cross-border economic activities resume[24][26]. - The company plans to expand its outlet network by establishing more bars and restaurants in Hong Kong, facing risks such as securing suitable locations and managing operational costs[105][106]. - The management plans to allocate dedicated resources to revenue-generating operations to maintain a competitive edge and enhance diversification[131]. - Purchases from the largest supplier accounted for approximately 30.3% and 38.2% of total purchases in the corresponding period and reporting period, respectively, posing a risk if supply is interrupted[109][106].

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責，對其準確 性或完整性亦不發表任何聲明，並明確表示概不就因本公告全部或任何部分內容而產生或因 依賴該等內容而引致的任何損失承擔任何責任。 New Amante Group Limited 新愛德集團有限公司 （於開曼群島註冊成立之有限公司） （股份代號：8412） 截至2023年5月31日止年度 年度業績公告 新愛德集團有限公司（「本公司」，連同其附屬公司統稱「本集團」）董事（「董事」）會（「董事會」） 宣布本集團截至2023年5月31日止年度之經審核業績。本公告載列本公司2023年年度報告全 文，並符合香港聯合交易所有限公司（「聯交所」）GEM證券上市規則（「GEM上市規則」）有關 年度業績初步公告附載的資料規定。本公司2023年年度報告的印刷版本將會於適當時候寄發 予本公司的股東，並可於2023年9月7日或之前於聯交所網站www.hkexnews.hk及本公司網站 www.new-amante.com閱覽。 承董事會命 新愛德集團有限公司 董事會主席兼行政總裁 王志勇 香港，2023年8月31日 於本公告日，執行董事為王志勇先生、劉惠婧 ...

Financial Performance - The Group's revenue for the nine months ended February 28, 2023, was approximately HK$44.7 million, representing an increase of approximately 2.1% compared to the corresponding period in 2022[15]. - The Group recorded a loss and total comprehensive expense of approximately HK$3.3 million for the nine months ended February 28, 2023, compared to a loss of HK$7.4 million in 2022[15]. - The Group's financial performance indicates a significant reduction in losses year-over-year, improving by approximately 55.4%[15]. - Revenue for the nine months ended February 28, 2023, increased to HK$44,735,000, up from HK$43,820,000 in the same period last year, representing a growth of 2.1%[26]. - The company reported a loss of HK$3,274,000 for the nine months ended February 28, 2023, compared to a loss of HK$7,409,000 in the previous year, indicating an improvement of 55.8%[26]. - Basic and diluted earnings per share for the nine months ended February 28, 2023, were HK$-5.40, an improvement from HK$-15.25 in the same period last year[26]. - Total comprehensive income attributable to owners of the company for the nine months ended February 28, 2023, was HK$-3,316,000, compared to HK$-7,812,000 in the previous year, reflecting a reduction of 57.5%[28]. Dividends - The Board does not recommend the payment of any dividend for the nine months ended February 28, 2023, consistent with the previous year[16]. - No dividends were paid, declared, or proposed by the Company during the nine months ended February 28, 2023, and 2022[70]. - The company did not declare or pay any dividends during the nine-month period ending February 28, 2023[135]. Operational Focus and Strategy - The Group continues to focus on strategic initiatives to enhance operational efficiency and market presence[15]. - The management discussion highlights ongoing efforts in product development and market expansion strategies[15]. - The Group has been engaged in the operation of clubhouse, entertainment, and restaurant businesses in Hong Kong, indicating a focus on market expansion in these sectors[31]. - The Group plans to open a high-ended cigar and alcohol lounge in Lan Kwai Fong, Central, expected to launch in May 2023[118]. - The Group has entered into a lease for a flagship cigar lounge and headquarters in Wanchai, aligning with its strategic expansion plans[118]. - The Group plans to expand its business model to more lifestyle-oriented clubs, bars, restaurants, and experience stores targeting individuals seeking quality and enjoyment of life[119]. - The Group aims to establish more clubs, bars, and restaurants in Hong Kong, facing risks such as competition in the food and beverage industry and the need for suitable locations[124]. Financial Position and Liquidity - The Group's financial position remains stable, with no significant changes in liabilities reported[15]. - The Group reported net current liabilities of approximately HK$10.5 million and net assets of HK$1.4 million as of February 28, 2023[40]. - The Group has revolving loan facilities of HK$25 million from a former shareholder and HK$20 million from an independent third party to support liquidity needs[40]. - A loan facility agreement was entered into in August 2022 for HK$40 million for 18 months, exclusively available upon request by the Company[48]. - The Directors are confident in the Group's ability to meet financial obligations based on future cash flow estimates[45]. - The Group's substantial lease liabilities expose it to risks from fluctuations in the commercial real estate market, which could impact operations and financial resources[128]. - The Group's expansion plans may place substantial strain on its managerial, operational, and financial resources, affecting overall profitability[124]. Cost Management - The Group has been implementing cost control measures to improve liquidity in response to the ongoing impact of the COVID-19 pandemic[83][86]. - Advertising and marketing expenses increased to HK$6,717,000 for the nine months ended February 28, 2023, down from HK$7,486,000 in the previous year, a decrease of 10.3%[26]. - Employee benefits expenses rose to HK$11,665,000 for the nine months ended February 28, 2023, compared to HK$10,864,000 in the previous year, an increase of 7.4%[26]. - The finance cost decreased significantly to HK$342,000 for the nine months ended February 28, 2023, from HK$909,000 in the previous year, a reduction of 62.4%[26]. - Other expenses decreased by approximately HK$3 million, or about 22.2%, to approximately HK$10.6 million for the nine months ended February 28, 2023[106]. Market Conditions - The increase in revenue was mainly due to the relief of COVID-19 restrictions, resumption of normalcy in Hong Kong, and an increase in tourist visits[90][92]. - The Group's financial position has been strained due to disruptions caused by the COVID-19 pandemic[80][83]. - The management will continue to monitor the developments of the COVID-19 pandemic and respond accordingly[83][86]. Corporate Governance - The company has complied with the Corporate Governance Code throughout the nine months ended February 28, 2023, except for a deviation regarding the separation of roles of chairman and CEO[170]. - The company will continue to review its operations to seek compliance with the Corporate Governance Code regarding the separation of the chairman and CEO roles[171]. - All directors confirmed compliance with the required standard of dealings in securities transactions during the nine months ended February 28, 2023[161]. - The company has adopted the GEM Listing Rules as its code of conduct for directors' securities transactions[161]. Share Capital and Ownership - A share consolidation was completed on November 16, 2022, consolidating every 20 shares of HK$0.01 into one share of HK$0.20, resulting in an issued share capital of 59,928,000 shares[137]. - The company raised approximately HK$12.5 million through a rights issue at a subscription price of HK$0.42 per share, with net proceeds of approximately HK$12.1 million[148]. - As of the report date, HK$7.7 million of the net proceeds from the rights issue has been utilized, with HK$4.4 million remaining unutilized[150]. - The allocation of the net proceeds includes HK$4.0 million for renovation costs at Lan Kwai Fong, HK$1.8 million for rent payments, and HK$6.3 million for general working capital[150]. - The company has no substantial shareholders other than the directors or chief executives as of February 28, 2023[155]. - The directors' interests in shares include Mr. Jiang Qiaowei with 20,000 shares (0.02%) and Mr. Hui Wai Hung with 20,352 shares (0.02%) after adjustments for share consolidation and rights issue[154]. - Mr. Yuan Lin holds 3,888,000 shares, representing 4.33% of the company's shareholding, and has an additional interest of 12,075,000 shares (13.43%) through a controlled corporation[157]. - Mr. Wang Ling is a beneficial owner of 15,261,761 shares, accounting for 16.98% of the company's shareholding[157]. Audit and Compliance - The audit committee reviewed the unaudited financial statements for the nine months ended February 28, 2023, confirming compliance with applicable accounting standards and GEM Listing Rules[182]. - The Board approved the issuance of the unaudited quarterly financial statements for the nine months ended February 28, 2023, on April 14, 2023[185].

香港交易及結算所有限公司及香港聯合交易所有限公司（「聯交所」）對本公告的內容概不負 責，對其準確性或完整性亦不發表任何聲明，並明確表示概不就因本公告全部或任何部分內 容而產生或因依賴該等內容而引致的任何損失承擔任何責任。 New Amante Group Limited 新愛德集團有限公司 （於開曼群島註冊成立之有限公司） （股份代號：8412） 截至2023年2月28日止九個月 季度業績公告 新愛德集團有限公司（「本公司」連同其附屬公司統稱「本集團」）董事（「董事」）會（「董事會」）謹 此宣佈本集團截至2023年2月28日止九個月（「第三季度」）的未經審核簡明綜合財務報表，連同 2022年同期的未經審核比較數字。本公告列載本公司第三季度報告全文，乃符合聯交所GEM 證券上市規則（「GEM上市規則」）中有關第三季度業績初步公告附載之相關資料要求。 承董事會命 新愛德集團有限公司 董事會主席兼行政總裁 王志勇 香港，2023年4月14日 於本公告日，執行董事為王志勇先生、劉惠婧女士及雷樂欣女士；獨立非執行董事為龐振宇先 生、許維雄先生及蔣喬蔚先生。 本公告乃根據聯交所GEM上市規則而刊載，旨在提供有關本公司的資 ...

Financial Performance - The Group's revenue for the six months ended November 30, 2022, was approximately HK$26.4 million, representing a decrease of approximately 21.3% compared to the same period in 2021[19]. - The Group recorded a loss of approximately HK$3.6 million for the six months ended November 30, 2022, an improvement from a loss of approximately HK$4.6 million for the same period in 2021[19]. - Revenue for the three months ended November 30, 2022, was HK$16,079,000, a 2.3% increase from HK$15,709,000 in the same period of 2021[29]. - Revenue for the six months ended November 30, 2022, decreased by 21.2% to HK$26,396,000 from HK$33,529,000 in the same period of 2021[29]. - Loss attributable to owners of the Company for the six months ended November 30, 2022, was HK$3,704,000, down from HK$4,620,000 in the same period of 2021[29]. - Basic and diluted loss per share attributable to owners of the Company for the six months ended November 30, 2022, was HK$6.22, compared to HK$9.25 in the same period of 2021[29]. - The Company reported a loss of HK$3,704 thousand for the six months ended November 30, 2022, compared to a loss of HK$4,620 thousand for the same period in 2021, indicating a 19.8% improvement in loss[35]. - The total comprehensive loss for the period was HK$3,704 thousand, with non-controlling interests contributing HK$55 thousand[35]. Cash Flow and Liquidity - Cash and cash equivalents increased to HK$2,448,000 as of November 30, 2022, from HK$1,578,000 as of May 31, 2022[30]. - Net cash used in operating activities for the six months ended November 30, 2022, was HK$ (1,173) thousand, a decline from net cash generated of HK$ 878 thousand in the prior year[38]. - The Company generated net cash from financing activities of HK$3,225 thousand for the six months ended November 30, 2022, compared to net cash used of HK$ (16,297) thousand in the same period of 2021[38]. - Cash and cash equivalents at the end of the period were HK$2,448 thousand, down from HK$3,449 thousand at the end of November 30, 2021[38]. - The Group has revolving loan facilities of HK$25,000,000 from a former shareholder and HK$20,000,000 from an independent third party to support liquidity needs[51]. - In August 2022, the Group entered into a loan facility agreement for HK$40 million for 18 months, exclusively available upon request[51]. Assets and Liabilities - Total current liabilities as of November 30, 2022, were HK$37,289,000, a decrease from HK$39,416,000 as of May 31, 2022[30]. - Non-current assets decreased to HK$15,707,000 as of November 30, 2022, from HK$22,788,000 as of May 31, 2022[30]. - Net liabilities improved to HK$11,113,000 as of November 30, 2022, from HK$13,337,000 as of May 31, 2022[33]. - The Company reported a total deficiency in assets of HK$11,113,000 as of November 30, 2022, compared to HK$13,337,000 as of May 31, 2022[33]. - As of November 30, 2022, the total equity attributable to owners of the Company was HK$ (3,833) thousand, a decrease from HK$ (5,809) thousand as of November 30, 2021[35]. - The balance of accumulated losses as of November 30, 2022, was HK$ (133,861) thousand, an increase from HK$ (130,157) thousand as of June 1, 2022[35]. - As of 30 November 2022, the Group had net current liabilities of approximately HK$7,790,000 and net liabilities of approximately HK$11,113,000[49]. Revenue Sources - The Group's principal activities include operating a club and a bar in Hong Kong, with all revenue derived from these operations[59][66]. - Revenue from food and beverage sales decreased to HK$13,824,000 for the three months ended 30 November 2022, down from HK$13,876,000 in 2021, reflecting a decline of 0.4%[69]. - Revenue from club and bar operations decreased by approximately HK$7.1 million, or 21.3%, from approximately HK$33.5 million for the six months ended 30 November 2021 to approximately HK$26.4 million for the six months ended 30 November 2022[127]. - The closure of the Mudita and Maximus venues contributed zero revenue in the current period, compared to approximately HK$5.9 million in the corresponding period in 2021[127]. Cost Management - The Group's management has implemented measures to improve working capital and cash flows, including monitoring administrative expenses and operating costs[56]. - The Group has been implementing cost control measures to improve liquidity in response to the ongoing impact of the COVID-19 pandemic[120]. - Other expenses decreased by approximately HK$3.8 million, or 36.2%, from approximately HK$10.4 million for the six months ended 30 November 2021 to approximately HK$6.6 million for the six months ended 30 November 2022[142]. - Loss before income tax expense decreased from approximately HK$4.6 million for the six months ended 30 November 2021 to approximately HK$3.6 million for the six months ended 30 November 2022, reflecting effective cost control[146]. Employee and Operational Changes - As of November 30, 2022, the Group employed 50 employees, with employee benefits expenses amounting to approximately HK$7.4 million for the six months ended 30 November 2022[166]. - Employee benefits expenses decreased by approximately HK$0.4 million, or 5.6%, from approximately HK$7.8 million for the six months ended 30 November 2021 to approximately HK$7.4 million for the six months ended 30 November 2022[137]. - The Board decided to terminate the operations of Mudita and Maximus Studio by the end of 2022 to reserve financial resources for better-performing operations[117]. - The cessation of Mudita and Maximus Studio is not expected to have a material adverse effect on the Group's financial position[117]. Future Plans and Risks - The Group plans to expand its business model to more lifestyle-oriented clubs, bars, restaurants, and experience stores[156]. - The Group has entered into a lease for a new premises in Lan Kwai Fong, Central, to establish a high-end cigar and alcohol lounge and club[151]. - The Group plans to expand its outlet network by establishing more clubs, bars, and restaurants in Hong Kong, facing risks related to location selection and securing leases[183]. - The Directors will closely monitor the expansion plan and evaluate business objectives to address risks and uncertainties[189]. Market Conditions - The ongoing COVID-19 pandemic has disrupted business operations and economic activities in Hong Kong, prompting the Group to implement cost control measures[198]. - The tourism industry in Hong Kong has been adversely affected by the COVID-19 pandemic, which may impact the Group's revenue as tourists contribute significantly[198].

Financial Performance - The Group's revenue for the six months ended 30 November 2022 was approximately HK$26.4 million, representing a decrease of approximately 21.3% compared to the same period in 2021[14]. - The Group recorded a loss of approximately HK$3.6 million for the six months ended 30 November 2022, an improvement from a loss of approximately HK$4.6 million for the same period in 2021[14]. - Revenue for the three months ended November 30, 2022, was HK$16,079,000, a 2.35% increase from HK$15,709,000 in the same period of 2021[24]. - Revenue for the six months ended November 30, 2022, decreased by 21.2% to HK$26,396,000 from HK$33,529,000 in the same period of 2021[24]. - Loss attributable to owners of the Company for the six months ended November 30, 2022, was HK$3,704,000, down from HK$4,620,000 in the same period of 2021[24]. - The Company reported a basic and diluted loss per share of HK$1.69 for the three months ended November 30, 2022, compared to HK$5.29 in the same period of 2021[24]. - The Company reported a loss of HK$3,704 thousand for the six months ended November 30, 2022, compared to a loss of HK$4,620 thousand for the same period in 2021, indicating a 19.8% improvement in loss[30]. - The Group's total comprehensive loss decreased from approximately HK$4.6 million for the six months ended 30 November 2021 to approximately HK$3.6 million for the six months ended 30 November 2022, mainly due to effective cost control[144]. Dividends and Share Capital - The Board did not recommend payment of any dividend for the six months ended 30 November 2022[15]. - No dividends were paid, declared, or proposed by the Company during the six months ended 30 November 2022 and 2021[74]. - The total number of issued and fully paid ordinary shares as of 30 November 2022 was 59,928,000 shares[108]. - The authorized share capital of the Company as of November 30, 2022, was HK$100 million, divided into 500 million shares of HK$0.20 each, with 59,928,000 shares issued and fully paid up[195]. - The company completed a share consolidation on 16 November 2022, consolidating every twenty shares of HK$0.01 each into one share of HK$0.20 each[109]. - The company issued 199,760,000 new ordinary shares at a price of HK$0.03 per share, generating a premium of approximately HK$3.9 million after deducting related costs[109]. Cash Flow and Liquidity - Net cash used in operating activities for the six months ended November 30, 2022, was HK$ (1,173) thousand, a decline from HK$ 878 thousand generated in the same period of 2021[33]. - Cash and cash equivalents at the end of the period on November 30, 2022, were HK$ 2,448 thousand, down from HK$ 3,449 thousand at the end of the same period in 2021[33]. - The net cash generated from financing activities was HK$ 3,225 thousand for the six months ended November 30, 2022, contrasting with a net cash used of HK$ (16,297) thousand in the same period of 2021[33]. - The Group's total cash and bank balances increased to approximately HK$2.4 million as at 30 November 2022, up from approximately HK$1.6 million as at 31 May 2022[153]. - The current ratio improved to approximately 0.37 times as at 30 November 2022, compared to 0.22 times as at 31 May 2022[153]. Assets and Liabilities - Total current liabilities as of November 30, 2022, were HK$37,289,000, a decrease from HK$39,416,000 as of May 31, 2022[25]. - Net liabilities decreased to HK$11,113,000 as of November 30, 2022, from HK$13,337,000 as of May 31, 2022[28]. - The balance of accumulated losses increased to HK$ (133,861) thousand as of November 30, 2022, from HK$ (130,157) thousand as of June 1, 2022[30]. - The Group had no significant capital commitments as of November 30, 2022, except for lease commitments of HK$5,310,000 for leases not yet commenced[169]. Operational Performance - The Group's principal activities include operating a club and a bar in Hong Kong, with all revenue derived from these operations[54][61]. - Revenue from food and beverage sales decreased to HK$13,824,000 for the three months ended 30 November 2022, down 0.4% from HK$13,876,000 in 2021[64]. - For the six months ended 30 November 2022, the revenue from club and entertainment operations decreased by approximately HK$7.1 million, or approximately 21.3%, from HK$33.5 million to HK$26.4 million[111]. - The closure of the Mudita and Maximus venues contributed zero revenue in the current period, compared to approximately HK$5.9 million in the corresponding period in 2021[122]. - The Group's management has implemented measures to improve working capital and cash flows, including monitoring administrative expenses and operating costs[51]. Cost Management - The Group has been actively implementing cost control measures to improve liquidity in response to the ongoing impact of the COVID-19 pandemic[115]. - Advertising and marketing expenses decreased by approximately HK$2 million, or 35.2%, from approximately HK$5.6 million for the six months ended 30 November 2021 to approximately HK$3.7 million for the six months ended 30 November 2022[131]. - Employee benefits expenses decreased by approximately HK$0.4 million, or 5.6%, from approximately HK$7.8 million for the six months ended 30 November 2021 to approximately HK$7.4 million for the six months ended 30 November 2022[132]. - Other expenses decreased by approximately HK$3.8 million, or 36.2%, from approximately HK$10.4 million for the six months ended 30 November 2021 to approximately HK$6.6 million for the six months ended 30 November 2022[137]. Future Plans and Risks - The Group plans to expand its business model to more lifestyle-oriented clubs, bars, restaurants, and experience stores[151]. - The Group plans to expand its outlet network by establishing more clubs, bars, and restaurants in Hong Kong, facing risks related to location selection, lease agreements, and market competition[178]. - The Directors will monitor the expansion plan closely to ensure profitability and address potential risks and uncertainties[184]. - The ongoing COVID-19 pandemic has disrupted business operations and posed risks to the tourism industry in Hong Kong, which significantly impacts revenue[193]. - The Group's substantial lease liabilities expose it to risks from fluctuations in the commercial real estate market, which could impact financial stability[182].

Financial Performance - The Group's revenue for the three months ended 31 August 2022 was approximately HK$10.3 million, representing a decrease of approximately 42.1% compared to the corresponding period in 2021[14]. - The Group recorded a loss and total comprehensive income of approximately HK$2.6 million for the three months ended 31 August 2022, compared to a loss of approximately HK$1.9 million for the same period in 2021[15]. - Revenue for the three months ended 31 August 2022 was HK$10,316, a decrease of 42.1% compared to HK$17,820 for the same period in 2021[28]. - Loss before income tax expenses for the period was HK$2,556, compared to a loss of HK$1,932 in the previous year, indicating a deterioration in financial performance[28]. - Loss and total comprehensive income for the period attributable to owners of the Company was HK$2,946, compared to HK$1,978 in the same period last year, reflecting an increase of 48.8%[28]. - Basic and diluted loss per share attributable to owners of the Company was HK$0.25, compared to HK$0.20 for the same period in 2021, representing a 25% increase in loss per share[28]. - The Group reported net liabilities of approximately HK$10 million as of 31 August 2022, but the Directors believe the Group can continue as a going concern[45]. - The Group's revenue includes event income, tips, and cloakroom fees, recognized when customers take possession of food and beverages or consume services[52]. - The Group's cash flow forecast considers various possible outcomes of the COVID-19 pandemic and their financial impacts[45]. - The decline in revenue was also attributed to tightened COVID-19 control measures and the relocation of expatriate clientele out of Hong Kong[82]. - The continuation of the COVID-19 pandemic has impeded economic activities in Hong Kong, leading to expected weak sales and challenges in financial performance for the year[119]. Dividends and Shareholder Information - The Board did not recommend payment of any dividend for the three months ended 31 August 2022[17]. - No dividends were paid, declared, or proposed by the Company during the three months ended 31 August 2022, and 2021[60]. - As of August 31, 2022, no share options were granted, exercised, cancelled, or lapsed during the three months ended[129]. - Directors and chief executives hold a total of 1,200,000 shares, representing 0.09% of the Company's shareholding[133]. - Mr. Sze Ching Lau is the largest shareholder with 359,590,000 shares, accounting for 30% of the total shareholding[137]. - The Company has not purchased, sold, or redeemed any of its listed securities during the three months ended August 31, 2022[141]. Operational Changes and Strategy - The Group decided to terminate the operations of Mudita and Maximus by the end of 2022 to reserve financial resources for better-performing operations[70]. - The Directors believe that the cessation of Mudita and Maximus will not have a material adverse effect on the Group's operations and financial position[70]. - The Group is closely monitoring the impact of COVID-19 variants on its operations and is considering re-entering the catering business when conditions allow[73]. - The company is actively reviewing and adjusting its overall direction and strategy to improve performance in light of the challenges posed by COVID-19[108]. - The Group's expansion plans may face significant risks, including securing suitable locations and managing lease liabilities in a competitive market[113]. - The potential for increased rental rates or lease terminations could lead to financial strain and operational disruptions[113]. Cost Management - Employee benefits expenses for the period were HK$3,525, compared to HK$3,832 in the previous year, showing a reduction of 8%[28]. - Advertising and marketing expenses decreased by approximately HK$1.4 million, or 51.9%, from approximately HK$2.7 million for the three months ended 31 August 2021 to approximately HK$1.3 million for the same period in 2022[91]. - Other expenses decreased by approximately HK$2.3 million, or about 41.3%, from approximately HK$5.7 million for the three months ended 31 August 2021 to approximately HK$3.3 million for the three months ended 31 August 2022[98]. - The Group will continue to implement cost control measures to improve its liquidity position amid ongoing challenges from the pandemic[73]. Compliance and Governance - The company has been preparing its financial statements in accordance with Hong Kong Financial Reporting Standards, ensuring compliance with local regulations[39]. - The Group has not adopted new and revised HKFRSs that are relevant but not yet effective in preparing the financial results[50]. - The audit committee reviewed the unaudited condensed consolidated financial statements for the three months ended August 31, 2022, and found them compliant with applicable accounting standards and GEM Listing Rules[154][157]. - The unaudited financial statements were approved and authorized for issue by the Board on October 13, 2022[155][158]. - The Company has complied with the Corporate Governance Code except for a deviation regarding the roles of chairman and chief executive officer being held by the same individual[143]. - The Board believes that the current structure does not impair the balance of power and authority between the Board and management, and will seek to comply with the code provision C.2.1 when appropriate[147][150].

Stock Options - The number of unexercised stock options under the "Continuous Contract Employees" category as of June 1, 2021, and May 31, 2022, should be 10,000,000 instead of 10,400,000[1] Financial Report Clarification - The announcement aims to clarify the financial report and annual report published on August 31, 2022[2] - The board confirms that the information in the announcement is accurate and complete, with no misleading or fraudulent elements[4]