Financial Performance - The consolidated turnover from continuing operations in 2023 was HK2,709.2million,a212,709.2 million compared to HK3,432.7millionin2022[71]−Profitfor2023totaledHK514.4 million, a significant decrease from HK1,114.6millionin2022[71]−TotalrevenuedecreasedtoHK2,709,164 thousand in 2023 from HK3,432,728thousandin2022,adeclineof21.1300,875 thousand in 2023 from HK640,002thousandin2022,adeclineof53.074,545 thousand in 2023 from HK378,061thousandin2022,adeclineof80.3514,374 thousand in 2023 from HK605,037thousandin2022,adeclineof15.00.169 in 2023 from HK0.340in2022,adeclineof50.30.133 in 2023 from HK0.313in2022,adeclineof57.5198.3 million, a 13% decrease from HK228.7millionin2022,whilesegmentaloperatingprofitincreasedtoHK43.0 million from HK14.8millionin2022,primarilyduetoreducedcreditimpairmentlosses[22]−Platformoperationsolutionssegmentturnoverdecreasedby2166.0 million in 2023 from HK169.5millionin2022[32]−PlatformoperationsolutionssegmentoperatinglossimprovedtoHK19.5 million in 2023 from HK24.6millionin2022,primarilyduetofairvaluelossonfinancialassetsofHK8.2 million[32] - Financial solutions segment turnover decreased by 12% to HK304.6millionin2023fromHK346.1 million in 2022[40] - Financial solutions segment operating loss increased to HK19.9millionin2023fromHK7.4 million in 2022, mainly due to upfront costs on various projects[41] - Other business operations segment turnover increased to HK46.8millionin2023fromHK36.5 million in 2022, contributing 1.7% of total consolidated turnover[43] - Other business operations segment operating loss improved to HK27.2millionin2023fromHK67.0 million in 2022[43] - Segmental turnover for payment and digital services decreased by 25% to HK1,993.4millionin2023fromHK2,652.0 million in 2022[87] - Segmental operating profit for payment and digital services dropped by 64% to HK196.5millionin2023[87]−EBITDAforpaymentanddigitalservicesdecreasedby57297.2 million in 2023 from HK695.2millionin2022[87]−PaymentanddigitalservicessegmentrevenuedecreasedtoHK1,994,129 thousand in 2023 from HK2,655,820thousandin2022,adeclineof24.9200,473 thousand in 2023 from HK229,917thousandin2022,adeclineof12.8166,856 thousand in 2023 from HK169,483thousandin2022,adeclineof1.5325,437 thousand in 2023 from HK346,068thousandin2022,adeclineof6.015.0 million, partially offset by reduced depreciation expenses[21] - The company's cost of sales decreased significantly in 2023, primarily due to a decline in total turnover, especially in the payment and digital services segment[21] - The company's credit impairment loss in 2023 was primarily due to impairment losses on aged loan receivable balances under the fintech services segment[21] Investments and Assets - The company holds 364,000,000 ordinary shares in PAX Global Technology Limited, representing a 34.0% effective interest with a fair value of approximately HK2,202.2millionasofDecember31,2023[25]−Thecompany′sinvestmentinPAXGlobalTechnologyLimitedaccountedfor23.4259.8 million[25] - Total assets as of 31 December 2023 increased to HK13,031.7millionfromHK11,455.3 million in 2022[87] - Net current assets as of 31 December 2023 were HK3,958.4million,upfromHK3,689.9 million in 2022[87] - The Group holds 364,000,000 ordinary shares of PAX Global, representing a 34.0% effective interest with a fair value of approximately HK2,202.2millionasof31December2023[194]−ThecarryingvalueoftheGroup′sinterestinPAXGlobalwasHK3,046.0 million, representing approximately 23.4% of the Group's audited total assets as of 31 December 2023[194] - The cost of investment in PAX Global as of 31 December 2023 was HK259.8million[194]ShareSchemesandAwards−Atotalof31,995,000shareswereissuedundertheawardswithafairvalueofapproximately15,038,000 as of the grant date[93] - The New VBill (Cayman) Share Option Scheme was adopted on 12 June 2023 and will remain valid for 10 years until 11 June 2033[98] - As of 31 December 2023, 800 VBill (Cayman) shares were available for issue under the New VBill (Cayman) Share Option Scheme, representing 10% of the total issued shares[110] - The 2020 VBill (Cayman) Share Option Scheme was terminated effective 12 June 2023 upon adoption of the New VBill (Cayman) Share Option Scheme[95] - Participants of the New VBill (Cayman) Share Option Scheme include directors and employees of the VBill (Cayman) Group and its holding companies, fellow subsidiaries, or associated companies[98] - The exercise price of options under the New VBill (Cayman) Share Option Scheme must not be less than the highest of the closing price on the grant date, the average closing price for the five preceding trading days, or the nominal value of a share[119] - No options were granted, vested, exercised, canceled, or lapsed under the New VBill (Cayman) Share Option Scheme during the year ended 31 December 2023[110] - The 2021 Share Option Scheme was terminated on 12 June 2023 and replaced by the New Share Option Scheme[106] - The number of shares issued upon exercise of options granted to any grantee in a 12-month period must not exceed 1% of the total issued shares, with a reduced limit of 0.1% and HK5millionforsubstantialshareholdersorindependentnon−executivedirectors[114]−ThereisnominimumholdingperiodrequiredbeforeexercisingoptionsundertheNewVBill(Cayman)ShareOptionScheme[115]−227,683,383optionswereavailableforgrantasattheadoptionoftheschemeon12June2023and31December2023,representing10109.3 million in February 2023[67] - The company did not recognize any liability related to the 2021 Manufacturer Guarantee Agreement as of 31 December 2023[76] - The Company entered into a guarantee agreement in 2020 to repay up to US10million(equivalenttoapproximatelyHK78 million) owed to an OEM, but no liability was recognized as at 31 December 2023[142] Strategic and Market Developments - The decrease in segmental turnover and operating profit is primarily attributable to the replacement of traditional payment market by digital payments, which have lower handling fee rates[58] - The company is actively expanding its management service products, platforms, and cross-border business despite short-term pressure during digital transformation[58] - Megahunt, an associated company, submitted an application for listing on the SSE STAR Market in June 2023[44] - PAX Global remains at the forefront of payment terminal technology, benefiting from global cashless initiatives and consumer preference for convenient payment options[54] - The Group is optimistic about the future prospects of its associated companies, including PAX Global and Megahunt Technologies Inc.[193] Financial Reporting and Measures - The Company uses non-GAAP measures such as EBITDA to assess performance, providing consistency in financial reporting[151] - The Directors do not recommend the payment of dividend for the year 2022[169] Business Operations - The principal activities of the Group are the provision of payment and digital services, fintech services, platform operation solutions, and financial solutions[159] - PAX Global is primarily engaged in the development and sales of electronic payment point-of-sale terminals and related services[195] Restricted Bank Balances and Cash Equivalents - The company's restricted bank balances and cash equivalents as of December 31, 2022, were denominated in various currencies: RMB (HK2,693.6million),HKD(HK681.7 million), USD (HK1,125.4million),EUR(HK71.5 million), GBP (HK18.5million),SGD(HK5.3 million), and JPY (HK$6.4 million)[1][2]