亚洲果业(00073) - 2020 - 中期财报

Financial Highlights The company's financial performance for the period shows significant revenue growth and reduced losses, alongside changes in its financial position Operating Performance Summary (Six Months Ended December 31) | Metric | 2019 (Unaudited) | 2018 (Unaudited) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | RMB 116.9 million | RMB 9.4 million | +1,143.6% | | Profit before interest, tax, depreciation and amortization | RMB 4.2 million | RMB -5.7 million | +173.7% | | Loss before tax | RMB -1 million | RMB -11.2 million | -91.1% | | Loss attributable to shareholders | RMB -2.8 million | RMB -11.2 million | -75.0% | | Basic loss per share | RMB -0.002 | RMB -0.009 | -77.8% | Financial Position Summary | Metric | December 31, 2019 (Unaudited) | June 30, 2019 (Audited) | | :--- | :--- | :--- | | Total assets | RMB 134.6 million | RMB 119.7 million | | Cash and cash equivalents | RMB 10.7 million | RMB 18.3 million | | Shareholders' funds | RMB 103.7 million | RMB 105.4 million | | Current ratio | 1.78 times | 2.60 times | Chairman's Statement The Chairman's Statement highlights significant progress despite economic challenges, particularly in resuming share trading, and outlines future business expansion plans - Despite challenges from the China-US trade war and economic slowdown, the Group made significant progress, especially in submitting a resumption proposal to the Stock Exchange for share trading[9] - During the review period, total revenue from plantation and fruit distribution businesses surged approximately 11.4 times to about RMB 116.9 million, driven by fruit distribution expansion and the 'Royalstar' brand development[10] - Looking ahead, the Group plans to expand fruit distribution and enhance plantation cost control and productivity, while cautiously assessing and mitigating the potential economic impact of the recent coronavirus outbreak[11] Management Discussion and Analysis This section provides an in-depth review of the Group's business operations, financial performance, liquidity, and other significant corporate developments Business Review The Group primarily operates two core businesses: plantation in Guangxi, China, for fresh oranges, and fruit distribution under its 'Royalstar' brand - The Group's two core businesses are plantation operations, primarily cultivating fresh oranges in Hepu, Guangxi, and fruit distribution under its 'Royalstar' brand[16] - The Group is continuously expanding its fruit distribution business by acquiring new clients and strengthening supplier relationships to enhance the market recognition and penetration of its 'Royalstar' brand[17] Financial Review During the period, total revenue surged 11.5 times to RMB 116.9 million, driven by a 16.5-fold increase in fruit distribution revenue, significantly narrowing loss attributable to shareholders by 75.0% to RMB 2.8 million Segment Revenue (Six Months Ended December 31) | Business Segment | 2019 (RMB) | 2018 (RMB) | Change (%) | | :--- | :--- | :--- | :--- | | Plantation Business | RMB 4.919 million | RMB 2.940 million | +67.3% | | Fruit Distribution Business | RMB 112.0 million | RMB 6.414 million | +1,646.1% | | Total | RMB 116.9 million | RMB 9.354 million | +1,149.9% | - Fruit distribution business revenue significantly increased by nearly 16.5 times, primarily due to an increase in customer numbers and the inclusion of more high-value fruits in the product portfolio[21] - Loss attributable to shareholders significantly decreased by 75.0% from RMB 11.2 million in the prior period to RMB 2.8 million, mainly due to substantial revenue growth and reduced depreciation, staff costs, and administrative expenses[30] - The Board does not recommend the payment of an interim dividend for the review period[31] Liquidity and Financial Resources As of December 31, 2019, the Group had no bank borrowings, holding net cash of approximately RMB 10.7 million, a decrease from the beginning of the period, with the current ratio declining from 2.60 to 1.78, yet maintaining sufficient working capital and strict cost control Liquidity Ratios | Metric | December 31, 2019 | June 30, 2019 | | :--- | :--- | :--- | | Net cash position | RMB 10.7 million | RMB 18.3 million | | Current ratio | 1.78 | 2.60 | | Quick ratio | 1.35 | 2.13 | - As of the end of the reporting period, the Group had no debt instruments, bank borrowings, or pledged assets[33][35] Other Significant Matters Company shares have been suspended from trading on the Stock Exchange since September 2016; despite meeting most resumption conditions, the Listing Committee decided to delist due to insufficient operations, a decision the company is appealing - The Company's shares have been suspended from trading on the Main Board of the Stock Exchange since September 29, 2016[42] - The Stock Exchange Listing Committee decided on September 13, 2019, to cancel the Company's listing status due to its failure to resume share trading by the specified date[46] - The Company has submitted a review request to the Listing Review Committee to review the delisting decision; the review hearing has been postponed twice, and share trading remains suspended[48][49][50] Condensed Consolidated Financial Statements This section presents the condensed consolidated financial statements, including the income statement, statement of comprehensive income, statement of financial position, statement of changes in equity, and cash flow statement Condensed Consolidated Statement of Profit or Loss For the six months ended December 31, 2019, the company reported RMB 116.9 million in revenue, a significant year-on-year increase, with a loss for the period of RMB 2.833 million, substantially narrowed from RMB 11.229 million in the prior year Profit or Loss Statement Summary (Six Months Ended December 31) | Metric | 2019 (Unaudited) | 2018 (Unaudited) | | :--- | :--- | :--- | | Revenue | RMB 116,917 thousand | RMB 9,354 thousand | | Loss before tax | RMB (1,005) thousand | RMB (11,229) thousand | | Loss for the period attributable to owners of the Company | RMB (2,833) thousand | RMB (11,229) thousand | | Basic loss per share | RMB (0.002) | RMB (0.009) | Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income After including other comprehensive income items like exchange differences, total comprehensive loss attributable to owners for the six months ended December 31, 2019, was RMB 1.668 million, a significant reduction from RMB 21.019 million in the prior year Comprehensive Income Statement Summary (Six Months Ended December 31) | Metric | 2019 (Unaudited) | 2018 (Unaudited) | | :--- | :--- | :--- | | Loss for the period | RMB (2,833) thousand | RMB (11,229) thousand | | Exchange differences on translation of financial statements of overseas operations | RMB 1,165 thousand | RMB (9,790) thousand | | Total comprehensive loss for the period attributable to owners of the Company | RMB (1,668) thousand | RMB (21,019) thousand | Condensed Consolidated Statement of Financial Position As of December 31, 2019, the Group's total assets were RMB 134.6 million and total equity was RMB 103.7 million, with total assets increasing and total equity slightly decreasing compared to June 30, 2019, while net current assets remained stable Statement of Financial Position Summary | Metric | December 31, 2019 | June 30, 2019 | | :--- | :--- | :--- | | Total assets | RMB 134,643 thousand | RMB 119,735 thousand | | Total equity | RMB 103,728 thousand | RMB 105,396 thousand | | Total liabilities | RMB 30,915 thousand | RMB 14,339 thousand | | Net current assets | RMB 23,802 thousand | RMB 22,902 thousand | Condensed Consolidated Statement of Changes in Equity For the six months ended December 31, 2019, total equity attributable to owners decreased from RMB 105.4 million at the beginning of the period to RMB 103.7 million at the end, primarily due to a loss for the period partially offset by positive exchange reserve movements - Total equity decreased by RMB 1.668 million during the period, comprising a loss for the period of RMB 2.833 million and other comprehensive income (exchange differences) of RMB 1.165 million[61] Condensed Consolidated Cash Flow Statement During the review period, net cash outflow from operating activities was RMB 8.16 million, a significant improvement year-on-year, with cash and cash equivalents at period-end totaling RMB 10.657 million, down from RMB 18.262 million at the beginning of the period Cash Flow Statement Summary (Six Months Ended December 31) | Metric | 2019 (Unaudited) | 2018 (Unaudited) | | :--- | :--- | :--- | | Net cash used in operating activities | RMB (8,160) thousand | RMB (25,680) thousand | | Net cash used in investing activities | RMB (917) thousand | RMB (43) thousand | | Net cash used in financing activities | RMB (600) thousand | - | | Net decrease in cash and cash equivalents | RMB (9,677) thousand | RMB (25,723) thousand | | Cash and cash equivalents at end of period | RMB 10,657 thousand | RMB 21,069 thousand | Notes to the Interim Financial Information This section provides detailed notes on the interim financial information, covering the basis of preparation, segment data, revenue breakdown, and related party transactions Basis of Preparation The basis of preparation for these interim financial statements addresses the sale of previously deconsolidated Chinese subsidiaries and the significant uncertainty regarding the Group's going concern ability due to continuous losses and operating cash outflows, mitigated by board-approved measures Deconsolidation of Subsidiaries The report explains that certain Chinese subsidiaries were deconsolidated from July 1, 2015, due to management's inability to access their full accounts and uncooperative management, with these subsidiaries subsequently sold in the financial year ended June 30, 2019, and related gains recognized - Certain Chinese subsidiaries were deconsolidated from July 1, 2015, due to management's inability to access their complete accounting records and uncooperative management[84][87] - The deconsolidated subsidiaries (Guoxiangyuan Group and Xinya Group) were sold during the year ended June 30, 2019[86] Going Concern Basis of Accounting The report highlights significant uncertainty regarding the Group's going concern ability due to net operating loss and cash outflow for the six months ended December 31, 2019; however, the Board deems the going concern basis appropriate given measures like sales promotion, cost control, and a major shareholder's financial support commitment - The Group recorded a net operating loss of approximately RMB 2.833 million and net operating cash outflow of approximately RMB 8.16 million, indicating significant uncertainty that may cast doubt on the Group's ability to continue as a going concern[90] - To address liquidity pressure, management has implemented several measures, including: (1) striving to promote sales activities; (2) strictly controlling administrative and capital expenditures; and (3) securing a financial support commitment from a major shareholder[90] Segment Information The Group's operations are divided into plantation and fruit distribution; during the period, fruit distribution became the primary revenue and profit driver, turning a loss into significant profit, while plantation losses also narrowed considerably Segment Results (Six Months Ended December 31) | Segment | 2019 (RMB thousand) | 2018 (RMB thousand) | | :--- | :--- | :--- | | Revenue | | | | Plantation Business | 4,919 | 2,940 | | Fruit Distribution Business | 111,998 | 6,414 | | Segment Results | | | | Plantation Business | 947 | (7,298) | | Fruit Distribution Business | 7,012 | 64 | Revenue The Group's total revenue primarily stems from sales of fresh oranges, other citrus fruits, and diverse other fruits, with the latter experiencing explosive growth during the period to become the main revenue component Revenue by Product Category (Six Months Ended December 31) | Product Category | 2019 (RMB thousand) | 2018 (RMB thousand) | | :--- | :--- | :--- | | Sales of fresh oranges and other citrus fruits | 37,061 | 6,922 | | Sales of other fruits | 79,856 | 2,432 | | Total | 116,917 | 9,354 | Related Party Transactions Significant related party transactions for the period primarily involved key management personnel compensation, totaling RMB 2.633 million, largely consistent with the prior year Key Management Personnel Compensation (Six Months Ended December 31) | Item | 2019 (RMB thousand) | 2018 (RMB thousand) | | :--- | :--- | :--- | | Short-term employee benefits | 2,625 | 2,567 | | Defined contribution retirement plan contributions | 8 | 8 | | Total | 2,633 | 2,575 | Other Information This section provides additional information on director and major shareholder interests, corporate governance practices, and the review of financial statements Directors' and Major Shareholders' Interests As of December 31, 2019, Chairman, Executive Director, and CEO Mr. Ng Ong Nee was deemed interested in 179,252,394 shares, representing 14.34% of the total issued share capital, held through Changjiang Tailin Management Limited, in which he holds a 50% equity interest - Company Chairman Mr. Ng Ong Nee holds a 14.34% equity interest in the Company through Changjiang Tailin Management Limited, in which he holds a 50% equity interest[145][149][151] Corporate Governance Code The company adopted the Corporate Governance Code but had deviations during the period, including the Chairman and CEO being the same person, no nomination committee, and some directors' absence from the AGM - The Company deviates from the Corporate Governance Code, with Mr. Ng Ong Nee serving as both Chairman and Chief Executive Officer, a dual role the Board believes enhances overall strategic planning efficiency[154] - The Company has not established a nomination committee, as the Board deems it unnecessary given the Group's current size and development stage[155] Review of Financial Statements The company's Audit Committee, comprising three independent non-executive directors, has reviewed the Group's unaudited consolidated financial statements and this interim report for the six months ended December 31, 2019 - The Audit Committee has reviewed this interim report and the unaudited consolidated financial statements, discussing internal controls and financial reporting matters with management[162] Company Information This section provides essential company details, including board members, company secretary, principal place of business, registered office, auditor, legal advisors, and share registrar Company Basic Information This section provides fundamental company details, including the list of Board members, company secretary, principal place of business, registered office, auditor, legal advisors, and share registrar - This section lists core company information, including executive, non-executive, and independent non-executive directors, the auditor (National Alliance CPA Limited), and detailed addresses of various registered offices[164][165]