香港交易及結算所有限公司及聯交所對本公佈的內容概不負責，對其準 確性或完整性亦不發表任何聲明，並明確表示概不對因本公佈全部或任 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。 Amuse Group Holding Limited 佰 集 團 控 股 有 限 公 司 (cid:18211) （於開曼群島註冊成立之有限公司） （股份代號：8545） 截 至 二 零 二 三 年 九 月 三 十 日 止 六 個 月 之 中 期 業 績 公 佈 香港聯合交易所有限公司（「聯交所」）GEM的特色 GEM的 定 位，乃 為 中 小 型 公 司 提 供 一 個 上 市 的 市 場，此 等 公 司 相 比 其 他 在聯交所上市的公司帶有較高投資風險。有意投資者應了解投資於該等 公司的潛在風險，並應經過審慎周詳的考慮後方作出投資決定。 由於GEM上市公司普遍為中小型公司，在GEM買賣的證券可能會較於聯 交所主板買賣的證券承受較大的市場波動風險，同時無法保證在GEM 買 賣的證券會有高流通量的市場。 本公告乃遵照聯交所GEM 證券上市規則（「GEM上市規則」）而刊載，旨在 提供有關佰悅集團控股有限公司（「本公司」 ...

Financial Results - The unaudited consolidated results for the three months ended June 30, 2023, have been announced, with comparative figures for the same period in 2022 provided[16]. - The report includes a condensed consolidated statement of profit or loss and other comprehensive income for the period[16]. - The financial results have not been audited but have been reviewed and approved by the audit committee of the company[16]. - Revenue for the three months ended June 30, 2023, was HK$52,372,000, representing a 21.5% increase from HK$43,142,000 in the same period of 2022[18]. - Gross profit for the same period was HK$10,391,000, up 35.3% from HK$7,681,000 year-over-year[18]. - Profit for the period was HK$529,000, a significant recovery from a loss of HK$713,000 in the previous year[18]. - Basic and diluted earnings per share improved to HK$0.04 compared to a loss of HK$0.06 per share in the prior year[18]. - Total comprehensive income for the period was HK$529,000, contrasting with a total comprehensive loss of HK$713,000 in the same period last year[18]. - Profit before taxation for the period was approximately HK$529,000, a recovery from a loss of approximately HK$713,000 in the corresponding period[44]. Revenue Breakdown - Total revenue for the period reached HK$52,372,000, a rise from HK$43,142,000 in the same period last year, representing an increase of approximately 21.5%[39]. - Revenue from ODM toy sales to license holders increased by approximately 10.7% to HK$26,569,000 compared to HK$24,002,000 in the corresponding period[53]. - Revenue from the distribution of imported toys and related products surged by approximately 59.9% to HK$13,477,000, up from HK$8,429,000 in the previous year[54]. - The Group's five largest customers contributed approximately 68.9% of total revenue, down from 80.6% in the corresponding period[36]. - The Group's largest customer generated sales of HK$28,300,000, compared to HK$24,704,000 in the previous year[39]. Expenses and Costs - Administrative expenses increased to HK$5,966,000 from HK$4,957,000, reflecting a 20.4% rise[18]. - Selling expenses decreased slightly to HK$1,735,000 from HK$1,924,000, indicating a 9.8% reduction[18]. - Cost of sales increased by approximately 18.4% to approximately HK$41,981,000 from approximately HK$35,461,000 in the corresponding period[65]. - Staff costs rose slightly to HK$3,541,000 from HK$3,439,000 in the previous year[41]. - Other net expenses decreased by approximately 1,069.4% to approximately HK$1,076,000 from other income of approximately HK$111,000 in the corresponding period[73]. Corporate Governance and Compliance - The company emphasizes the importance of accurate and complete information in compliance with GEM Listing Rules[4]. - The company has confirmed that there are no misleading or deceptive statements in the report[4]. - The company is committed to transparency and accountability in its financial reporting[4]. - The Board does not recommend the payment of dividends for the period, consistent with the previous period where no dividends were paid[102]. - The Company has complied with the Corporate Governance Code during the period, except for a deviation regarding the roles of the chairman and CEO[134]. - The Audit Committee reviewed the unaudited condensed consolidated financial statements for the three months ended June 30, 2023, confirming compliance with applicable accounting standards[139]. Risks and Future Plans - The company has a higher risk profile, making it more suitable for professional and sophisticated investors[1]. - There is a risk of high market volatility for securities traded on GEM compared to those on the main board[2]. - The Group faces risks including the inability to secure new orders, which could significantly impact financial performance, and reliance on the senior management team's effectiveness[110]. - The Group plans to expand its network beyond the ACG figure toys market to diversify income sources and enhance shareholder value[111]. - The Board believes that leveraging its wide product portfolio of high-end toys will lead to a breakthrough in business performance in the future[112]. Share Capital and Ownership - As of June 30, 2023, Mr. Li Wai Keung holds a long position of 180,800,000 shares, representing 15.16% of the issued share capital of the Company[117]. - Infinite Force holds 180,800,000 shares, representing 15.16% of the Company's issued share capital[122]. - Ms. Fong Wing Yan, as the spouse of Mr. Li, also holds 180,800,000 shares, equating to 15.16% of the Company's issued share capital[122]. - Ms. Lam Hoi Yan is a beneficial owner of 65,000,000 shares, which is 5.45% of the Company's issued share capital[122]. - The Company's issued ordinary share capital was HK$11,923,077, divided into 1,192,307,692 shares of HK$0.01 each[130]. - The Company did not redeem any of its ordinary shares during the period, nor did it or its subsidiaries purchase or sell any ordinary shares[124]. - There were no options granted, exercised, lapsed, or cancelled under the Share Option Scheme as of June 30, 2023[133]. Audit and Review - The report will be available on the Stock Exchange's website for at least seven days from the posting date[5]. - The unaudited condensed consolidated financial statements for the three months ended June 30, 2023, have been reviewed by the audit committee and management, confirming compliance with applicable accounting standards and GEM listing rules[141]. - The Group has made sufficient disclosures in its financial reporting as of the report date[141].

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佈的內容 概不負責，對其準確性或完整性亦不發表任何聲明，並明確表示概不對 因本公佈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。 Amuse Group Holding Limited 佰 集 團 控 股 有 限 公 司 (cid:18211) （於開曼群島註冊成立之有限公司） （股份代號：8545） 截 至 二 零 二 三 年 六 月 三 十 日 止 三 個 月 之 第 一 季 度 業 績 公 佈 香港聯合交易所有限公司（「聯交所」）GEM的特色 GEM的 定 位，乃 為 中 小 型 公 司 提 供 一 個 上 市 的 市 場，此 等 公 司 相 比 其 他 在聯交所上市的公司帶有較高投資風險。有意投資者應了解投資於該等 公司的潛在風險，並應經過審慎周詳的考慮後方作出投資決定。 由於GEM上市公司普遍為中小型公司，在GEM買賣的證券可能會較於聯 交所主板買賣的證券承受較大的市場波動風險，同時無法保證在GEM買 賣的證券會有高流通量的市場。 本公佈乃遵照聯交所GEM證券上市規則（「GEM上市規則」）而刊載，旨在 提供有關佰悅集團控 ...

Economic Impact - The past year was significantly impacted by the fifth wave of the COVID-19 pandemic, particularly affecting industries in Hong Kong and leading to a downturn in the Chinese economy [18]. - The lockdown in Shanghai for over two months severely affected the local economy, marking a turning point for economic deterioration in China [18]. - Rising global interest rates and rapid price increases contributed to a further decline in the sluggish Chinese economy, impacting consumer purchasing desire [18]. Revenue and Profitability - Revenue increased by approximately 9.0% to approximately HK$235,963,000 for the Year from approximately HK$216,485,000 for the Prior Year [37]. - Revenue from sales of ODM toys increased by approximately 6.6% to approximately HK$114,835,000 (2022: approximately HK$107,749,000) [26]. - Revenue from the distribution of imported toys and related products increased sharply by approximately 36.6% to HK$68,645,000 (2022: approximately HK$50,264,000) [28]. - Gross profit increased by approximately 31.2% to approximately HK$45,736,000 for the Year from approximately HK$34,873,000 for the Prior Year [39]. - The profit margin of the sales of ODM toys declined by approximately 29.7%, from 11.1% for the Prior Year to 7.8% for the Year [27]. - Revenue from sales of own licensed toys and related products dropped by 16.0% to approximately HK$49,099,000 (2022: approximately HK$58,472,000) [29]. - New revenue stream from agency services related to engineering projects contributed approximately HK$3,384,000 for the Year [36]. Costs and Expenses - Cost of sales increased by approximately 4.7% to approximately HK$190,227,000 for the Year from approximately HK$181,612,000 for the Prior Year [38]. - Sales cost increased by approximately 4.7% from HK$181,612,000 last year to approximately HK$190,227,000 this year, consistent with revenue growth [42]. - Other income, net decreased by approximately 83.3% to approximately HK$651,000 from approximately HK$3,898,000 last year, primarily due to foreign exchange losses [45]. - Selling expenses increased by approximately 12.0% from HK$8,200,000 last year to approximately HK$9,187,000 this year, mainly due to increased online marketing expenses [46]. - Administrative expenses rose approximately 3.5% from HK$27,036,000 last year to approximately HK$27,993,000 this year [48]. - Finance costs increased by approximately 116.7% to approximately HK$234,000 from approximately HK$108,000 last year, driven by higher mortgage interest and lease liabilities [49]. - Income tax expenses increased by approximately 13.8% to approximately HK$1,861,000 from approximately HK$1,636,000 last year [57]. Investments and Acquisitions - The Group has no definite future plans for material investments and capital assets, aside from those disclosed in the prospectus dated May 18, 2018 [58]. - The Group holds a 30% investment in a joint venture with Grand View Protective Products Limited, with a total investment of HK$10 million for setting up medical face mask production lines [59][60]. - The Group acquired 30% of DongYiQuan Network Technology Co., Ltd. for HK$10,000,000 and 100% of Forever Profits Development Limited for HK$7,000,000, with profit guarantees in place [65][67]. - The profit guarantee for the first year ending on June 30, 2023, remains unconfirmed, with disclosure expected in the first quarterly report [71]. - The company acquired approximately 45% of M.I.P. International Limited for HK$7,950,000, completed on October 26, 2022 [73]. Financial Position - As of March 31, 2023, the Group's gearing ratio was approximately 0.02 times, indicating a sound financial position [78]. - The total staff cost for the year amounted to approximately HK$17,266,000, an increase from approximately HK$15,884,000 in 2022 [81]. - The Group had no significant contingent liabilities as of March 31, 2023 [89]. - The Group's building, with a carrying value of HK$5,892,000, was mortgaged to secure banking facilities as of March 31, 2023 [80]. Corporate Governance - The company is committed to maintaining high standards of corporate governance, complying with all applicable code provisions of the Corporate Governance Code during the year [155]. - The Board will continuously review and improve corporate governance practices to safeguard shareholder interests and enhance group performance [156]. - The company adopted a code of conduct regarding securities transactions by directors, confirming compliance with the required standards during the year [156]. - The Board has appointed non-executive Directors with appropriate management experience to enhance the collective knowledge and skills of the Board [159]. - Independent Non-executive Directors (INEDs) account for 33% of the Board, ensuring independent judgment on strategic issues [166]. - The Group has adopted a Board diversity policy, considering factors like gender, age, and professional experience to enhance performance quality [159]. - The Board has established mechanisms for Directors to seek external independent advice to enhance decision-making credibility [170]. - The Board has delegated appropriate management and administrative functions to management while retaining clear oversight responsibilities [181]. Management and Leadership - The Chairman and Chief Executive Officer roles are held by Mr. Li, who has been managing the Group since 2004, providing strong leadership [173]. - All directors participated in ongoing professional development as per code provision A.6.5, ensuring they remain updated on significant changes affecting the Group [177]. - The Board held a total of ten meetings during the year, with attendance rates for executive directors ranging from 87.5% to 100% [190]. - The Board has established three committees: Audit Committee, Remuneration Committee, and Nomination Committee, to assist in fulfilling its duties [182]. Audit and Remuneration Committees - The Audit Committee consists of three independent non-executive Directors, including Ms. Chow Chi Ling Janice as Chairlady, Mr. Yu Pui Hang, and Mr. Tung Man [195]. - The Audit Committee held a meeting on June 30, 2023, to review and approve the annual financial results for the year ended March 31, 2023 [197]. - The Audit Committee is required to meet at least four times a year, and the attendance record shows Mr. Yu Pui Hang attended all four meetings [199]. - The Remuneration Committee also consists of three independent non-executive Directors, with Mr. Yu Pui Hang as Chairman [200]. - The Audit Committee's main duties include overseeing the Group's financial reporting system and internal control systems [195].

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佈之內容 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，概不對 因本公佈全部或任何部份內容而產生或因倚賴該等內容而引致之任何損 失承擔任何責任。 Amuse Group Holding Limited 佰 集 團 控 股 有 限 公 司 (cid:18211) （於開曼群島註冊成立之有限公司） （股份代號：8545） 全 年 業 績 公 佈 截 至 二 零 二 三 年 三 月 三 十 一 日 止 年 度 香港聯合交易所有限公司（「聯交所」）GEM的特色 GEM乃 為 較 於 聯 交 所 上 市 的 其 他 公 司 帶 有 更 高 投 資 風 險 的 公 司 提 供 上 市 的 市 場。有 意 投 資 者 應 瞭 解 投 資 於 該 等 公 司 的 潛 在 風險，並 應 經 過 審 慎周詳考慮後方作出投資決定。GEM的較高風險及其他特色表示GEM較 適合專業及其他資深投資者。 由於GEM上市公司新興的性質使然，在GEM買賣的證券可能會承受較於 聯交所主板買賣的證券為高的市場波動風險，同時亦無法保證在GEM買 賣的證券會有高流通量的市場。 香港交易 ...

Financial Performance - The unaudited condensed consolidated results for the nine months ended December 31, 2022, have been announced, showing performance compared to the corresponding period in 2021[19]. - The report includes a statement of profit or loss and other comprehensive income for the nine months, indicating financial performance metrics[20]. - Revenue for the nine months ended December 31, 2022, increased to HK$203,046,000, representing a growth of 15.5% compared to HK$175,901,000 in the same period of 2021[21]. - Gross profit for the same period rose to HK$32,722,000, up 33.5% from HK$24,507,000 year-on-year[21]. - Profit from operations significantly improved to HK$6,365,000, compared to HK$1,480,000 in the previous year, marking a growth of 329.6%[21]. - Profit before taxation reached HK$6,232,000, a substantial increase from HK$1,392,000, reflecting a growth of 347.5%[21]. - The company reported a profit for the period of HK$3,999,000, compared to a loss of HK$643,000 in the same period last year[21]. - Basic and diluted earnings per share improved to HK$0.34, compared to a loss per share of HK$0.06 in the previous year[21]. - Total comprehensive income for the period was HK$3,999,000, a turnaround from a loss of HK$643,000 in the prior year[21]. Expenses and Costs - Selling expenses decreased to HK$7,303,000 from HK$9,446,000, indicating a reduction of 22.7%[21]. - Administrative expenses increased slightly to HK$18,269,000 from HK$16,626,000, reflecting a rise of 9.9%[21]. - Staff costs for the period were HK$10,799,000, down from HK$13,016,000, reflecting a reduction of 17%[55]. - Depreciation of property, plant, and equipment was HK$2,914,000, significantly lower than HK$12,358,000 in the previous year[55]. - Cost of sales increased by approximately 12.5% to approximately HK$170,324,000, aligning with the revenue increase[87]. Corporate Governance and Compliance - The audit committee has reviewed and approved the financial results, ensuring compliance with internal governance standards[19]. - The company is committed to maintaining transparency and accuracy in its financial reporting, as confirmed by the directors[5]. - The board of directors collectively accepts full responsibility for the report's contents, affirming its completeness and accuracy[5]. - The Company has complied with the Corporate Governance Code during the period, except for a deviation regarding the roles of chairman and CEO[172]. - The Audit Committee reviewed the unaudited condensed consolidated financial statements for the nine months ended December 31, 2022, confirming compliance with applicable accounting standards and adequate disclosures[178]. Share Capital and Dividends - The company issued new shares during the period, increasing share capital to HK$11,923,000 from HK$10,000,000[24]. - No dividends were paid or declared by the Company or any of the subsidiaries during the Period and the Corresponding Period[63]. - The Board does not recommend the payment of dividends for the current period, consistent with the corresponding period where no dividends were paid[140][143]. Business Operations and Market Insights - The company emphasizes the importance of understanding the risks associated with investing in GEM-listed companies, which may exhibit higher volatility[3]. - There are no mentions of new products, technologies, market expansions, or mergers in the current report[19]. - The Group's five largest customers contributed approximately 72% of total revenue, consistent with the previous period[44][45]. - The Group aims to expand its network beyond the ACG figure toys market to diversify income sources and enhance shareholder value[148][150]. - The Group's business operations may be affected by the failure to renew existing license rights or obtain new ones for licensed toys[152]. Acquisitions and New Ventures - The Group has acquired a company engaged in engineering projects, expanding its operational capabilities in Hong Kong[42]. - On 8 August 2022, the Company acquired 100% equity interest in Forever Profits Development Limited for HK$7,000,000, aiming to broaden profit sources[109]. - The revenue contributed by Forever Profits Development Limited for the period ended 31 December 2022 was approximately HK$310,000, with a loss of approximately HK$124,000[127]. - The goodwill arising from the acquisition of Forever Profits was recognized at HK$6,854,000[124]. Financial Position and Indebtedness - As of 31 December 2022, the Group had cash and bank deposits of approximately HK$123,278,000, down from approximately HK$151,640,000 as of 31 March 2022[99]. - The Group's indebtedness included bank loans of HK$3,218,000 and lease liabilities of HK$8,458,000, with a gearing ratio of approximately 0.02 times as of 31 December 2022[106]. - As of December 31, 2022, the Group had no material contingent liabilities[128]. Employee and Shareholder Information - The Group had 47 employees as of 31 December 2022, an increase from 41 employees as of 31 March 2022[135]. - The weighted average number of ordinary shares increased to 1,174,825,175 during the Period from 1,000,000,000 shares in the Corresponding Period[58]. - As of December 31, 2022, Mr. Li Wai Keung holds 180,800,000 shares, representing 15.16% of the issued share capital[155]. - Infinite Force holds 180,800,000 shares, representing 15.16% of the Company's issued share capital[159]. - Ms. Fong Wing Yan, as the spouse of Mr. Li, also holds 180,800,000 shares, equating to 15.16% of the Company's issued share capital[159]. - Ms. Lam Hoi Yan is a beneficial owner of 65,000,000 shares, which is 5.45% of the Company's issued share capital[159].

香 港 交 易 及 結 算 所 有 限 公 司 及 聯 交 所 對 本 公 佈 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 對 因 本 公 佈 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。 Amuse Group Holding Limited 佰 悅 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：8545） 截至二零二二年九月三十日止六個月之 中期業績公佈 香 港 聯 合 交 易 所 有 限 公 司（「聯 交 所」）GEM的特色 GEM的 定 位，乃 為 中 小 型 公 司 提 供 一 個 上 市 的 市 場，此 等 公 司 相 比 其 他 在 聯 交 所 上 市 的 公 司 帶 有 較 高 投 資 風 險。有 意 投 資 者 應 了 解 投 資 於 該 等 公 司 的 潛 在 風 險，並 應 經 過 審 慎 周 詳 的 考 慮 後 方 作 出 投 資 決 定。 由 於GEM上 市 公 司 普 遍 為 中 小 型 公 司，在GEM買賣的證券可能會 ...

（於開曼群島註冊成立之有限公司） (incorporated in the Cayman Islands with limited liability) (Stock code 股份代號 : 8545) InterIm REPORT 中期報告 2022/23 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 ...

（於開曼群島註冊成立之有限公司） (incorporated in the Cayman Islands with limited liability) (Stock code 股份代號 : 8545) FIRST QUARTERLY REPORT 2022/23 第一季度業績報告 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 companie ...

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佈之內 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 不對因本公佈全部或任何部份內容而產生或因倚賴該等內容而引致之 任 何 損 失 承 擔 任 何 責 任。 Amuse Group Holding Limited 佰 悅 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：8545） 全年業績公佈 截至二零二二年三月三十一日止年度 | | | | | | 二零二二年 | | 二零二一年 | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | 註 | 附 | | | | 千港元 | 千港元 | | | | 收 益 | 4 | | | | | 216,485 | 211,467 | | | | 銷售成本 | | | | | | (181,612) | (173,503) | | | | 毛 利 | | | | | | 34,873 | 37,964 | | | | ...