格隆汇8月15日丨太平洋酒吧(08432.HK)公告，于2025年8月11日，租户与业主凌昌有限公司就有关物业 订立租赁协议，固定租期自2025年9月10日至2028年9月9日(包括首尾两天)为期三年。 ...

智通财经APP讯，太平洋酒吧(08432)发布公告，于2025年8月11日，租户(公司附属公司太平洋酒吧(第 六十三分店)国际有限公司)与业主(凌昌有限公司)就有关物业订立租赁协议，固定租期自2025年9月10日 至2028年9月9日(包括首尾两天)为期3年。 物业为新界粉岭联和墟和泰街19号地铺及阁楼。董事考虑该物业位处于有利集团在香港扩张其酒吧及餐 饮业务的战略位置。 ...

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之內容概不負責，對 其準確性或完整性亦不發表任何聲明，並明確表示概不就因本公告全部或任何部份內 容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 BAR PACIFIC GROUP HOLDINGS LIMITED 太平洋酒吧集團控股有限公司 （於開曼群島註冊成立的有限公司） （股份代號：8432） 有關租賃協議的須予披露交易 於2025年8月11日，租戶與業主就有關物業訂立租賃協議，固定租期自2025年9月10日 至2028年9月9日（包括首尾兩天）為期三年。 根據香港財務報告準則第16號「租賃」，本公司於其綜合財務狀況表中確認該租賃協議 項下的一項與該租賃物業有關的使用權資產價值。因此，該租賃協議項下的交易被視 為本集團的一項使用權資產收購交易。 自2026年7月10日至2026年9月9日期間：無，該期間為免租期； 自2026年9月10日至2027年7月9日期間：每月49,920港元； 自2027年7月10日至2027年9月9日期間：無，該期間為免租期； 自2027年9月10日至2028年7月9日期間：每月49,920港元；及 自2028年7月 ...

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之內容概不負責，對 其準確性或完整性亦不發表任何聲明，並明確表示概不就因本公告全部或任何部份內 容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 太平洋酒吧集團控股有限公司 （於開曼群島註冊成立的有限公司） （股份代號：8432） 延遲召開股東週年大會的最新消息 及 更改暫停辦理股份過戶登記手續期間及記錄日期 茲提述太平洋酒吧集團控股有限公司（「本公司」）日期為2025年7月18日的通函（「股東週 年大會通函」）及通告（「股東週年大會通告」），內容有關（其中包括）本公司即將舉行的 股東週年大會（「股東週年大會」）日期及將於股東週年大會上供審議的決議案詳情，以 及本公司於2025年7月25日刊發的關於延遲召開股東週年大會的公告（「該公告」）。除非 另有界定，否則本公告所用的詞彙與股東週年大會通函及股東週年大會通告所界定者 具有相同涵義。 延遲召開股東週年大會的最新消息 BAR PACIFIC GROUP HOLDINGS LIMITED 該公告稱，根據本公司實際工作安排，本公司決定將股東週年大會延期至今年9月，即 2025年9月30日或之前舉行。董事 ...

股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2025年7月31日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 太平洋酒吧集團控股有限公司 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | | 於香港聯交所上市 (註1) | | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 08432 | 說明 | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 10,000,000,000 | HKD | | 0.01 | HKD | | 100,000,000 | | 增加 / 減少 (-) | | | | | | | HKD | | | | 本月底結存 | | | 10,000,000,000 | HKD | | 0.01 | HKD | | 100,000,000 | 本月底法定/註冊股本總額： HKD 100,000,000 FF ...

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之內容概不負責，對 其準確性或完整性亦不發表任何聲明，並明確表示概不就因本公告全部或任何部份內 容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 BAR PACIFIC GROUP HOLDINGS LIMITED 太平洋酒吧集團控股有限公司 （於開曼群島註冊成立的有限公司） （股份代號：8432） 有關租賃協議的須予披露交易 於2025年7月22日，租戶與業主就有關物業訂立租賃協議，固定租期追溯至自2025年4 月22日至2028年4月21日（包括首尾兩天）為期三年。 根據香港財務報告準則第16號「租賃」，本公司於其綜合財務狀況表中確認該租賃協議 項下的一項與該租賃物業有關的使用權資產價值。因此，該租賃協議項下的交易被視 為本集團的一項使用權資產收購交易。 基於該租賃協議項下擬進行交易的物業有關的使用權資產價值的一項或多項適用百 分比率（定義見GEM上市規則）超過5%，但其所有適用百份比率均低於25%，故該租賃 協議項下擬進行的交易構成一項須予披露交易，並須遵守GEM上市規則第19章項下 的匯報及公告規定。 概述 茲提述本公司於2025年4月22 ...

BAR PACIFIC GROUP HOLDINGS LIMITED 太平洋酒吧集團控股有限公司 (Incorporated in the Cayman Islands with limited liability) （於開曼群島註冊成立的有限公司） (Stock Code 股份代號： 8432) NOTIFICATION LETTER 通知函件 30 July 2025 Dear Non-registered Shareholder (Note) , Bar Pacific Group Holdings Limited (the "Company") (1) Annual Report 2024/25 The Company hereby informs you that the electronic version of the Current Corporate Communications of the Company are available on the Company's website at http://barpacific.com.hk/ by clicking "Investor re ...

BAR PACIFIC GROUP HOLDINGS LIMITED 太平洋酒吧集團控股有限公司 (Incorporated in the Cayman Islands with limited liability) （於開曼群島註冊成立的有限公司） The Company hereby informs you that the electronic version of the Current Corporate Communications of the Company are available on the Company's website at http://barpacific.com.hk/ by clicking "Investor relations" on the main page, and the website of Hong Kong Exchange and Clearing Limited at www.hkexnews.hk. If you have elected to receive the Corporate Communications* in printed fo ...

[Chairman's Report](index=6&type=section&id=Chairman%27s%20Report) [Summary of Chairman's Report](index=6&type=section&id=Summary%20of%20Chairman%27s%20Report) The Chairman's Report details the Group's strategic responses to FY2025 challenges, including revenue decline from economic volatility and changing consumer habits, and outlines future growth plans leveraging Greater Bay Area advantages and digital infrastructure - Facing challenges from slow economic recovery and outward consumer spending in Hong Kong, the Group implemented a series of strategies including brand expansion and operational cost control[9](index=9&type=chunk)[11](index=11&type=chunk) Annual Business Performance | Metric | FY2025 | FY2024 | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | HKD 194.6 million | HKD 208.1 million | -6% | - Looking ahead, the Group anticipates that close ties between Hong Kong and the Greater Bay Area will bring advantages in cost optimization and talent acquisition, planning to drive long-term sustainable growth through value-added services and digital infrastructure development[12](index=12&type=chunk) [Management Discussion and Analysis](index=7&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review](index=7&type=section&id=Business%20Review) The Group primarily operates four chain bar and restaurant brands—"Pacific Bar," "Form," "Moon Ocean," and "Pacific"—in Hong Kong and Mainland China, with 58 outlets as of March 31, 2025, and four new "Pacific Bar" branches opened this year - As of March 31, 2025, the Group operated 58 bars and restaurants in Hong Kong and Mainland China, having opened four new branches during the year[15](index=15&type=chunk) [Financial Review](index=7&type=section&id=Financial%20Review) In FY2025, the Group's total revenue decreased by 6.4% to HKD 194 million, primarily due to consumer downgrading in Hong Kong, resulting in a pre-tax loss from a prior-year profit, despite a stable gross profit margin of 73.6%, and leading to impairment losses totaling HKD 11.1 million on property, plant and equipment and right-of-use assets, while staff costs decreased by 4.8% and finance costs increased by 4.2%, with the gearing ratio significantly rising to 1,026% Operating Restaurant and Bar Performance | Metric | FY2025 | FY2024 | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | HKD 194.0 million | HKD 207.3 million | -6.4% | | Gross Profit | HKD 142.7 million | HKD 150.9 million | -5.4% | | Gross Profit Margin | 73.6% | 72.8% | +0.8pp | - Due to consumer downgrading and continuous sales decline in Hong Kong, the Group adopted a cautious approach to its bar and restaurant business, recognizing impairment losses of approximately **HKD 4.4 million** on property, plant and equipment and approximately **HKD 6.7 million** on right-of-use assets this year[24](index=24&type=chunk) Total Asset Impairment Provision | Asset Category | Impairment Provision Amount (HKD '000) | | :--- | :--- | | Property, Plant and Equipment | 4,443 | | Right-of-Use Assets | 6,680 | | **Total** | **11,123** | Liquidity and Capital Structure | Metric | March 31, 2025 | March 31, 2024 | | :--- | :--- | :--- | | Cash and Cash Equivalents | HKD 2.0 million | HKD 2.1 million | | Bank Borrowings | HKD 54.5 million | HKD 51.7 million | | Gearing Ratio | 1,026% | 458% | [Outlook](index=13&type=section&id=Outlook) Looking ahead, the Group will continue to focus on its core bar business, leveraging its four existing brands to target the mass market and further expand its market share in Hong Kong, with management confident in the business outlook and planning continued network expansion in the coming year - The Group plans to maintain its existing brand strategy, focusing on the mass market, and intends to further expand its business network in the coming year[51](index=51&type=chunk) [Biographies of Directors and Senior Management](index=14&type=section&id=Biographies%20of%20Directors%20and%20Senior%20Management) [Summary of Biographies of Directors and Senior Management](index=14&type=section&id=Summary%20of%20Biographies%20of%20Directors%20and%20Senior%20Management) This section details the personal resumes, professional backgrounds, and industry experience of the company's executive directors, non-executive directors, independent non-executive directors, and senior management, noting the family relationships among board members, such as Executive Director Ms. Chan Ching being the aunt of Non-Executive Director Ms. Chan Tsz Kiu and Executive Director Ms. Chan Tsz Tung, who are sisters - Ms. Chan Ching was appointed Chairman of the Board and Chief Executive Officer on January 28, 2025[52](index=52&type=chunk) - Significant family relationships exist among board members: Ms. Chan Ching (Chairman and CEO) is the aunt of Ms. Chan Tsz Tung (Executive Director) and Ms. Chan Tsz Kiu (Non-Executive Director), who are sisters[53](index=53&type=chunk)[55](index=55&type=chunk) [Corporate Governance Report](index=17&type=section&id=Corporate%20Governance%20Report) [Corporate Governance Practices](index=17&type=section&id=Corporate%20Governance%20Practices) During the reporting period, the company complied with all applicable code provisions of the GEM Listing Rules' Corporate Governance Code, with one deviation: the roles of Chairman and Chief Executive Officer are not segregated, both held by Ms. Chan Ching, which the Board believes ensures leadership consistency and effective strategy implementation, and will continue to review its effectiveness - The company deviated from the Corporate Governance Code's provision requiring separation of Chairman and Chief Executive Officer roles, with Ms. Chan Ching currently holding both positions, which the Board believes helps ensure leadership consistency and efficient strategy execution[66](index=66&type=chunk) [Board and Committees](index=17&type=section&id=Board%20and%20Committees) The Board comprises six directors, including three independent non-executive directors, accounting for 50% and meeting independence requirements, with Audit, Remuneration, and Nomination Committees established under the Board, all chaired by independent non-executive directors, who held multiple meetings during the reporting period to fulfill responsibilities such as reviewing financial statements, assessing remuneration, evaluating director independence, and nominating the new Chairman, while the company also adopted a Board Diversity Policy, achieving 50% female director representation - The Board comprises six directors, including three independent non-executive directors, accounting for **50%**, exceeding the GEM Listing Rules' requirements[69](index=69&type=chunk) - The company adopted a Board Diversity Policy, with female directors accounting for **50%** (three out of six directors) as of March 31, 2025, a relatively high level[95](index=95&type=chunk) - The Audit Committee reviewed the annual financial statements and made recommendations to the Board regarding the appointment of auditors and internal controls[98](index=98&type=chunk)[100](index=100&type=chunk)[101](index=101&type=chunk) - The Nomination Committee reviewed the Board's composition this year and recommended the appointment of Ms. Chan Ching as the new Chairman[93](index=93&type=chunk) [Internal Control and Risk Management](index=28&type=section&id=Internal%20Control%20and%20Risk%20Management) The Board bears ultimate responsibility for the Group's risk management and internal control systems, regularly reviewing their effectiveness, with the Audit Committee assisting in overseeing system implementation and having jointly reviewed relevant systems with an independent internal audit service provider this year, finding no significant issues, and the Group has engaged an independent professional consultant for annual review of risk management and internal control systems, which the Board is satisfied adequately meet business needs - The Board is fully responsible for risk management and internal control systems, having engaged an independent professional consultant for annual review, and the Audit Committee also conducted a review, finding no material issues[108](index=108&type=chunk) [Directors' Responsibilities for Financial Statements](index=28&type=section&id=Directors%27%20Responsibilities%20for%20Financial%20Statements) The Directors acknowledge their responsibility for preparing the financial statements, noting that as of March 31, 2025, the Group's current liabilities exceeded current assets by HKD 96.642 million and a bank borrowing covenant of HKD 41.75 million was breached; despite the independent auditor's emphasis of a "material uncertainty related to going concern" in their report, the Directors consider the going concern basis appropriate given plans to improve liquidity and financial support from the major shareholder - As of March 31, 2025, the Group's current liabilities exceeded current assets by **HKD 96.642 million**, and a bank borrowing covenant amounting to **HKD 41.75 million** was breached[106](index=106&type=chunk) - Despite significant uncertainties that may cast substantial doubt on the ability to continue as a going concern, the Directors believe that preparing the financial statements on a going concern basis is appropriate, based on a series of improvement measures and shareholder support[106](index=106&type=chunk)[107](index=107&type=chunk) [Directors' Report](index=31&type=section&id=Directors%27%20Report) [Key Risks and Uncertainties](index=31&type=section&id=Key%20Risks%20and%20Uncertainties) The Board identified several key risks that could significantly impact the Group's operations, including the inability to obtain or renew critical licenses (such as liquor licenses), failure to renew property leases on favorable terms, reliance on key suppliers, rising alcohol and labor costs, and dependence on key employees - The Group's primary operational risks include license renewal, lease negotiations, supplier reliance, rising costs, and loss of key personnel[124](index=124&type=chunk) [Results and Dividends](index=32&type=section&id=Results%20and%20Dividends) The Group's performance for the current year is detailed in the consolidated statement of profit or loss, and the Board has resolved not to recommend any final dividend for the year, consistent with the previous year - The Board resolved not to recommend a final dividend for the financial year ended March 31, 2025[127](index=127&type=chunk) [Disclosure of Interests](index=34&type=section&id=Disclosure%20of%20Interests) As of March 31, 2025, Moment to Moment Company Limited held approximately 49.62% of the company's shares, serving as the major controlling shareholder, a company wholly owned by Harneys Trustees Limited as trustee of the Pacific Bar Trust, with Ms. Chan Tsz Kiu, Ms. Chan Tsz Tung, Ms. Chan Ching, and Ms. Tse deemed to have interests in these shares due to their roles (beneficiaries or protectors) in the trust Directors' and Major Shareholders' Interests in Shares | Name/Entity | Capacity/Nature of Interest | Number of Shares Held | Approximate Percentage of Issued Share Capital | | :--- | :--- | :--- | :--- | | Moment to Moment | Beneficial Owner | 431,543,700 | 49.62% | | Harneys | Trustee | 431,543,700 | 49.62% | | Ms. Chan Tsz Kiu | Trust Beneficiary | 431,543,700 | 49.62% | | Ms. Chan Tsz Tung | Trust Beneficiary | 431,543,700 | 49.62% | | Ms. Chan Ching | Interest in Controlled Corporation | 431,543,700 | 49.62% | [Share Scheme](index=37&type=section&id=Share%20Scheme) The company adopted a new share scheme on September 29, 2023, to incentivize directors and eligible employees, with an authorized limit of 10% of the issued shares on the adoption date, under which 28,896,000 share awards were granted to three directors on September 29, 2023, with 9,632,000 shares vested during the current fiscal year and 19,264,000 shares remaining unvested Share Award Movement (As of March 31, 2025) | Grantee Name | Position | Unvested at Beginning of Period | Vested During the Year | Unvested at End of Period | | :--- | :--- | :--- | :--- | :--- | | Ms. Chan Ching | Executive Director | 9,632,000 | (3,210,666) | 6,421,334 | | Ms. Chan Tsz Tung | Executive Director | 9,632,000 | (3,210,667) | 6,421,333 | | Ms. Chan Tsz Kiu | Non-Executive Director | 9,632,000 | (3,210,667) | 6,421,333 | | **Total** | | **28,896,000** | **(9,632,000)** | **19,264,000** | [Specific Performance Obligations of Controlling Shareholder](index=43&type=section&id=Specific%20Performance%20Obligations%20of%20Controlling%20Shareholder) The Group's existing bank financing includes specific performance obligations requiring controlling shareholder Ms. Chan Tsz Kiu to maintain her status as the sole major shareholder, Ms. Chan Ching to continue as CEO and actively participate in management, and the company's tangible net worth to be maintained at a minimum of HKD 30 million at all times - Existing bank financing includes specific performance clauses requiring the controlling shareholder to maintain their shareholder status, key management stability, and the company's tangible net worth to be no less than **HKD 30 million**[178](index=178&type=chunk) [Environmental, Social and Governance Report](index=46&type=section&id=Environmental%2C%20Social%20and%20Governance%20Report) [Environmental Performance](index=53&type=section&id=Environmental%20Performance) In terms of environmental performance, the Group is committed to reducing its operational impact, with total greenhouse gas emissions of approximately 1,518 tons in FY2024/25, a 5% year-on-year decrease and a significant 10% reduction in emission intensity, while total electricity consumption remained stable with an 8% decrease in per-location density, gas consumption significantly decreased by 27%, and water consumption decreased by 13% year-on-year, demonstrating the Group's ongoing environmental responsibility through green office practices, energy-saving measures, and waste management Greenhouse Gas Emissions | Metric | FY2024/25 | FY2023/24 | YoY Change | | :--- | :--- | :--- | :--- | | Total GHG Emissions | Approx. 1,518 tons | Approx. 1,604 tons | -5% | | GHG Emission Intensity | Approx. 26 tons/location | Approx. 29 tons/location | -10% | Resource Usage | Metric | FY2024/25 | FY2023/24 | YoY Change | | :--- | :--- | :--- | :--- | | Total Electricity Consumption | Approx. 3,542 MWh | Approx. 3,562 MWh | Stable | | Total Gas Consumption | Approx. 450,000 MJ | Approx. 613,000 MJ | -27% | | Total Water Consumption | Approx. 26,316 cubic meters | Approx. 30,091 cubic meters | -13% | [Social Performance](index=59&type=section&id=Social%20Performance) Regarding social responsibility, the Group prioritizes employee well-being, health and safety, and community contributions, with the workforce increasing to 622 persons by year-end, 60% of whom are female, strictly adhering to labor laws, providing equal opportunities, and maintaining an average monthly turnover rate of 6.6%, while reporting 5 work-related injuries, offering onboarding and in-service training, rigorously managing the supply chain, maintaining an anti-corruption whistleblowing policy with no concluded corruption lawsuits during the year, and engaging in community investment through entrepreneurship programs and charitable services Employee Profile (As of March 31, 2025) | Category | Data | | :--- | :--- | | Total Employees | 622 persons (2024: 564 persons) | | Gender Ratio (Male:Female) | 40% : 60% | | Average Monthly Turnover Rate | 6.6% (2024: 4.7%) | - This fiscal year, **5 cases** of work-related injuries were reported, resulting in approximately **1,700 workdays** lost, with no work-related fatalities[243](index=243&type=chunk) - The Group strictly adheres to anti-corruption regulations, with no concluded corruption lawsuits against the Group or its employees during the year[262](index=262&type=chunk) - The Group continues to promote community investment, including an entrepreneurship program to help aspiring business owners open stores, and organized employee participation in charitable services, totaling approximately **600 hours**[264](index=264&type=chunk) [Independent Auditor's Report](index=68&type=section&id=Independent%20Auditor%27s%20Report) [Summary of Independent Auditor's Report](index=68&type=section&id=Summary%20of%20Independent%20Auditor%27s%20Report) Independent auditor BDO Limited issued an unmodified opinion on the Group's consolidated financial statements for the year ended March 31, 2025, deeming them to present a true and fair view of the Group's financial position and performance, but included an emphasis of matter paragraph on "material uncertainty related to going concern," highlighting that the Group's current liabilities exceeded current assets and a bank borrowing covenant was breached, which may cast significant doubt on the Group's ability to continue as a going concern, and also listed the impairment assessment of property, plant and equipment and right-of-use assets as a key audit matter - The auditor issued an unmodified opinion but specifically drew attention to a "material uncertainty related to going concern"[265](index=265&type=chunk)[267](index=267&type=chunk) - The material uncertainty primarily stems from the Group's current liabilities exceeding current assets by **HKD 96.642 million** as of March 31, 2025, and the breach of a bank borrowing covenant amounting to **HKD 41.75 million**[267](index=267&type=chunk) - A key audit matter was the "impairment of property, plant and equipment and right-of-use assets," as determining their recoverable amounts involves significant management judgment and estimation uncertainty[269](index=269&type=chunk) [Consolidated Financial Statements](index=73&type=section&id=Consolidated%20Financial%20Statements) [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=73&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the year ended March 31, 2025, the Group's revenue was HKD 194.6 million, a 6.5% decrease from HKD 208.1 million in the previous year, resulting in a pre-tax loss of HKD 18.234 million, compared to a pre-tax profit of HKD 0.623 million in the prior year, due to significant asset impairment losses and fair value losses on investment properties, leading to a net loss of HKD 18.047 million, versus a net profit of HKD 0.791 million in the previous year Annual Performance Summary | Metric (HKD '000) | 2025 | 2024 | | :--- | :--- | :--- | | Revenue | 194,640 | 208,085 | | (Loss)/Profit Before Income Tax | (18,234) | 623 | | (Loss)/Profit for the Year | (18,047) | 791 | | (Loss)/Profit Attributable to Owners of the Company | (17,777) | 604 | [Consolidated Statement of Financial Position](index=74&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of March 31, 2025, the Group's total assets were HKD 156.1 million, a 15% decrease from HKD 183.8 million in the previous year, while total liabilities were HKD 143.9 million, slightly lower than HKD 154.5 million in the previous year, and net assets significantly decreased by 58% to HKD 12.234 million, with net current liabilities expanding from HKD 94.924 million to HKD 96.642 million Financial Position Summary | Metric (HKD '000) | March 31, 2025 | March 31, 2024 | | :--- | :--- | :--- | | Non-current Assets | 139,745 | 167,439 | | Current Assets | 16,354 | 16,399 | | **Total Assets** | **156,099** | **183,838** | | Current Liabilities | 112,996 | 111,323 | | Non-current Liabilities | 30,869 | 43,153 | | **Total Liabilities** | **143,865** | **154,476** | | **Net Assets** | **12,234** | **29,362** | [Consolidated Statement of Cash Flows](index=77&type=section&id=Consolidated%20Statement%20of%20Cash%20Flows) For the year ended March 31, 2025, the Group generated net cash from operating activities of HKD 49.585 million, a decrease from HKD 57.649 million in the previous year, with net cash outflow from investing activities of HKD 9.122 million primarily for purchasing property, plant and equipment, and net cash outflow from financing activities of HKD 38.893 million mainly for repaying bank borrowings and lease liabilities, resulting in cash and cash equivalents of HKD 0.752 million at year-end Cash Flow Summary | Metric (HKD '000) | 2025 | 2024 | | :--- | :--- | :--- | | Net Cash from Operating Activities | 49,585 | 57,649 | | Net Cash Used in Investing Activities | (9,122) | (11,831) | | Net Cash Used in Financing Activities | (38,893) | (45,804) | | Cash and Cash Equivalents at Year-End | 752 | (869) | [Notes to the Consolidated Financial Statements](index=79&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) [Note 3.2: Going Concern Assumption](index=83&type=section&id=Note%203.2%3A%20Going%20Concern%20Assumption) This note details the management's basis for adopting the going concern assumption despite the Group's current liabilities exceeding current assets by HKD 96.642 million and a bank borrowing covenant of HKD 41.75 million being breached, outlining management's plans including communication with banks for rectification by June 19, 2026, potential asset sales, application for additional SME financing, and financial support commitments from the major shareholder, based on which the Directors believe the Group has sufficient working capital - To address liquidity pressure and default issues, management has formulated multiple measures, including reaching agreements with banks, preparing asset sale plans, and securing financial support commitments from the major shareholder[299](index=299&type=chunk)[301](index=301&type=chunk) [Note 21: Bank Borrowings](index=128&type=section&id=Note%2021%3A%20Bank%20Borrowings) As of March 31, 2025, the Group's total bank borrowings amounted to HKD 54.503 million, with the note disclosing that the Group failed to comply with certain bank financing covenants requiring tangible net worth to be maintained above HKD 30 million, involving total defaulted bank borrowings of HKD 41.75 million at the reporting period end, for which the relevant bank subsequently agreed to grant the Group a grace period until June 19, 2026, or earlier to rectify the non-compliance - The Group failed to comply with bank financing covenants requiring tangible net worth to be no less than **HKD 30 million**, with total defaulted borrowings amounting to **HKD 41.75 million**[447](index=447&type=chunk) - Subsequent to the reporting period, the bank agreed to grant a grace period, requiring the Group to rectify the default by June 19, 2026, or earlier[448](index=448&type=chunk) [Note 25: Impairment Assessment of Property, Plant and Equipment and Right-of-Use Assets](index=131&type=section&id=Note%2025%3A%20Impairment%20Assessment%20of%20Property%2C%20Plant%20and%20Equipment%20and%20Right-of-Use%20Assets) Due to underperforming bar and restaurant operations, management conducted an impairment assessment of property, plant and equipment and right-of-use assets, based on value-in-use calculations using cash flow forecasts from management-approved financial budgets and a pre-tax discount rate of 11.7%, which revealed that the recoverable amounts of certain cash-generating units were below their carrying values, leading to the recognition of impairment losses of HKD 4.443 million for property, plant and equipment and HKD 6.68 million for right-of-use assets, respectively - Based on underperforming store operations, the Group recognized total asset impairment losses of **HKD 11.123 million**[456](index=456&type=chunk)[457](index=457&type=chunk) - Key assumptions in the impairment test included cash flow forecasts based on financial budgets and a pre-tax discount rate of **11.7%**[456](index=456&type=chunk) [Five-Year Financial Summary](index=145&type=section&id=Five-Year%20Financial%20Summary) [Summary of Five-Year Financial Summary](index=145&type=section&id=Summary%20of%20Five-Year%20Financial%20Summary) The Five-Year Financial Summary presents the Group's key performance and financial position from FY2021 to FY2025, showing that revenue significantly recovered in FY2023 and FY2024 but declined in FY2025, while profitability saw the Group return to profit in FY2023 after two years of losses, only to record a substantial loss again in FY2025, and net assets significantly decreased to a five-year low in FY2025 Five-Year Performance Trends (HKD '000) | Fiscal Year | 2021 | 2022 | 2023 | 2024 | 2025 | | :--- | :--- | :--- | :--- | :--- | :--- | | Revenue | 57,839 | 95,733 | 174,933 | 208,085 | 194,640 | | Profit (Loss) for the Year | (38,445) | (10,450) | 10,910 | 791 | (18,047) | | Total Assets | 160,925 | 196,039 | 204,263 | 183,838 | 156,099 | | Total Liabilities | (133,524) | (179,088) | (176,402) | (154,476) | (143,865) | | Total Equity | 27,401 | 16,951 | 27,861 | 29,362 | 12,234 |

[Financial Highlights](index=2&type=section&id=Financial%20Highlights) [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=2&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) In FY2025, the Group turned from profit to loss, recording a net loss of HKD 18.05 million, compared to a profit of HKD 0.79 million in the prior year, primarily due to decreased revenue, asset impairment losses, and fair value losses on investment properties, resulting in a basic loss per share of 2.06 HK cents | Metric | 2025 (HKD '000) | 2024 (HKD '000) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Revenue | 194,640 | 208,085 | -6.5% | | Loss/Profit Before Income Tax | (18,234) | 623 | Turned from Profit to Loss | | Loss/Profit for the Year | (18,047) | 791 | Turned from Profit to Loss | | Loss/Profit Attributable to Owners of the Company | (17,777) | 604 | Turned from Profit to Loss | | Basic Loss/Earnings Per Share (HK cents) | (2.06) | 0.07 | Turned from Profit to Loss | - This year, impairment losses of **HKD 4.44 million** on property, plant and equipment and **HKD 6.68 million** on right-of-use assets were recorded, with no such losses in the prior year[4](index=4&type=chunk) - Fair value losses on investment properties expanded from **HKD 1.08 million** last year to **HKD 2.70 million** this year[4](index=4&type=chunk) [Consolidated Statement of Financial Position](index=4&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of March 31, 2025, the Group's financial position significantly deteriorated, with total assets decreasing by 15.1% to HKD 156.099 million and net assets sharply declining by 58.3% to HKD 12.234 million, while net current liabilities expanded to HKD 96.642 million, indicating severe liquidity pressure | Metric | 2025 (HKD '000) | 2024 (HKD '000) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Total Assets | 156,099 | 183,838 | -15.1% | | Total Liabilities | 143,865 | 154,476 | -6.9% | | Net Assets | 12,234 | 29,362 | -58.3% | | Net Current Liabilities | (96,642) | (94,924) | +1.8% | - Non-current assets decreased from **HKD 167 million** to **HKD 140 million**, primarily due to a reduction in the carrying values of right-of-use assets, property, plant and equipment, and investment properties[6](index=6&type=chunk) - Bank borrowings increased from **HKD 51.75 million** to **HKD 54.50 million**, increasing the Group's debt burden[6](index=6&type=chunk) [Management Discussion and Analysis](index=23&type=section&id=Management%20Discussion%20and%20Analysis) [Business and Financial Review](index=23&type=section&id=Business%20and%20Financial%20Review) This year, the Group's total revenue decreased by 6.4% to HKD 194 million, primarily due to reduced income from the core bar and restaurant business driven by consumption downgrade in Hong Kong, while significant asset impairment provisions totaling approximately HKD 11.1 million were recognized due to a cautious business outlook, leading to the company's turn from profit to loss, despite opening four new bars in Hong Kong and Mainland China - The Group operates **58 bars and restaurants** in Hong Kong and Mainland China, with **four new 'Pacific Bar' outlets** opened this year[47](index=47&type=chunk) - Revenue from operating restaurants and bars decreased by **6.4%** year-on-year to **HKD 194 million**, primarily due to consumption downgrade in Hong Kong[48](index=48&type=chunk) - Due to negative impacts such as the trend of Hong Kong residents spending in Mainland China, the Group recognized impairment losses of approximately **HKD 4.4 million** on property, plant and equipment and approximately **HKD 6.7 million** on right-of-use assets for the 'Bar and Restaurant' segment[56](index=56&type=chunk) - Staff costs decreased by **4.8%** year-on-year to **HKD 65.7 million**, mainly due to reduced part-time staff hours following decreased sales[51](index=51&type=chunk) [Segment Information](index=8&type=section&id=Segment%20Information) The Group's business is divided into 'Bar and Restaurant Operations' and 'Property Investment' segments, with the core bar and restaurant segment experiencing revenue decline and turning from profit to a loss of HKD 12.71 million, while the property investment segment's loss expanded, and geographically, Hong Kong remains the primary revenue source with a 7.0% year-on-year decrease, though Mainland China's revenue, despite a low base, grew significantly Performance by Business Segment | Business Segment | 2025 Segment Results (HKD '000) | 2024 Segment Results (HKD '000) | | :--- | :--- | :--- | | Bar and Restaurant Operations | (12,708) | 4,040 | | Property Investment | (2,906) | (430) | Revenue from External Customers by Geographical Region | Region | 2025 Revenue (HKD '000) | 2024 Revenue (HKD '000) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Hong Kong | 193,589 | 208,030 | -7.0% | | Mainland China | 1,051 | 55 | +1810.9% | - Revenue from the Bar and Restaurant Operations segment primarily derived from sales of food, beverages, and snacks, with this portion of revenue decreasing from **HKD 203 million** to **HKD 189 million**[26](index=26&type=chunk) [Liquidity, Financial Resources and Capital Structure](index=27&type=section&id=Liquidity%2C%20Financial%20Resources%20and%20Capital%20Structure) The Group's liquidity position is extremely tight, with the gearing ratio sharply increasing from 458% to 1,026%, indicating very high financial leverage and repayment risk, while cash and cash equivalents remained low at HKD 2 million and bank borrowings increased to HKD 54.5 million, with operating cash flow and bank borrowings being the primary funding sources | Metric | As at March 31, 2025 | As at March 31, 2024 | | :--- | :--- | :--- | | Cash and Cash Equivalents | HKD 2.0 million | HKD 2.1 million | | Bank Borrowings | HKD 54.5 million | HKD 51.7 million | | Gearing Ratio | 1,026% | 458% | - Gearing ratio is defined as net debt divided by total equity[69](index=69&type=chunk) - The Group had **HKD 2.7 million** in unutilized bank credit facilities, compared to zero in the prior year[67](index=67&type=chunk) [Future Prospects](index=28&type=section&id=Future%20Prospects) Despite current underperformance, management remains confident in business prospects and plans to continue expanding the business network in the coming year, maintaining its core bar business and existing brand strategy, focusing on the mass market to increase market share in Hong Kong - The Group will maintain its core bar business and existing brand strategy, aiming to increase its market share in Hong Kong[71](index=71&type=chunk) - Management remains confident in the business and plans to further expand the business network in the coming year[71](index=71&type=chunk) [Significant Risks and Auditor's Opinion](index=7&type=section&id=Significant%20Risks%20and%20Auditor%27s%20Opinion) [Material Uncertainty Related to Going Concern](index=7&type=section&id=Material%20Uncertainty%20Related%20to%20Going%20Concern) The auditor explicitly highlighted 'material uncertainty related to going concern' in the report, primarily due to the Group's current liabilities exceeding current assets by HKD 96.64 million and a breach of bank borrowing covenants amounting to HKD 41.75 million at the reporting period end, which cast significant doubt on the Group's ability to continue as a going concern, prompting management to devise countermeasures including bank negotiations, asset disposals if necessary, and seeking shareholder financial support - The auditor's report highlighted that as of March 31, 2025, the Group's current liabilities exceeded current assets by **HKD 96.64 million**, and it breached bank borrowing covenants amounting to **HKD 41.75 million**, indicating a material uncertainty that may cast significant doubt on the Group's ability to continue as a going concern[14](index=14&type=chunk)[84](index=84&type=chunk) - Management's response plan includes communicating with banks and obtaining approval to rectify the default by June 19, 2026; selling properties if necessary to repay loans; and applying for additional loans under the SME Financing Guarantee Scheme[14](index=14&type=chunk) - Mr. Chan, a related party of the Group's major shareholder, has committed to providing financial support to the Group to ensure it can meet its financial obligations as they fall due[15](index=15&type=chunk) [Corporate Governance and Other Information](index=21&type=section&id=Corporate%20Governance%20and%20Other%20Information) [Share Scheme](index=21&type=section&id=Share%20Scheme) The company adopted a new share scheme in September 2023, granting a total of 28,896,000 award shares to three directors at zero consideration, with these shares vesting in tranches over three years, and as of March 31, 2025, 19,264,000 shares remained unvested - On September 29, 2023, the company granted a total of **28,896,000 award shares** to three directors (Ms. Chan Ching, Ms. Chan Tsz Tung, and Ms. Chan Tsz Kiu) at zero consideration[45](index=45&type=chunk)[73](index=73&type=chunk) - The award shares vest in three tranches and become unconditional upon vesting; as of March 31, 2025, **19,264,000 shares** remained unvested, representing **2.22%** of the issued shares[45](index=45&type=chunk)[74](index=74&type=chunk) - Share-based payment expenses related to share awards amounted to **HKD 1.04 million** during the current year[45](index=45&type=chunk) [Corporate Governance Code](index=30&type=section&id=Corporate%20Governance%20Code) The company complied with most provisions of the Corporate Governance Code during the year, with one deviation: the roles of Chairman and Chief Executive Officer are not separated, both held by Ms. Chan Ching, which the Board believes ensures leadership consistency and efficient strategy execution - The company deviated from Corporate Governance Code provision C.2.1, where the roles of Chairman and Chief Executive Officer are both held by Ms. Chan Ching[78](index=78&type=chunk) [Dividend](index=17&type=section&id=Dividend) The Board has decided not to recommend any dividend payment for the year ended March 31, 2025, consistent with the prior year - The Board did not recommend any dividend payment for the current year (2024: nil)[33](index=33&type=chunk)[62](index=62&type=chunk)