Financial Statements UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS For the six months ended September 30, 2021, revenue decreased 19.9% to HKD 1.008 billion, profit for the period declined 54.1% to HKD 40.11 million, and basic EPS dropped from 32.0 to 12.3 HK cents Key Data from 2021/22 H1 Statement of Profit or Loss | Metric | Six Months Ended Sep 30 (2021) | Six Months Ended Sep 30 (2020) | YoY Change | | :--- | :--- | :--- | :--- | | Revenue (HKD '000) | 1,008,422 | 1,258,521 | -19.9% | | Gross Profit (HKD '000) | 189,784 | 227,460 | -16.6% | | Operating Profit (HKD '000) | 50,375 | 107,097 | -53.0% | | Profit for the Period (HKD '000) | 40,113 | 87,478 | -54.1% | | Basic EPS (HK Cents) | 12.3 | 32.0 | -61.6% | UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Total comprehensive income for the period was HKD 46.14 million, a 51.1% decrease from HKD 94.31 million in the prior year, primarily due to a significant reduction in profit for the period Total Comprehensive Income Change | Metric | Six Months Ended Sep 30 (2021) | Six Months Ended Sep 30 (2020) | YoY Change | | :--- | :--- | :--- | :--- | | Profit for the Period (HKD '000) | 40,113 | 87,478 | -54.1% | | Other Comprehensive Income (HKD '000) | 6,025 | 6,827 | -11.8% | | Total Comprehensive Income for the Period (HKD '000) | 46,138 | 94,305 | -51.1% | UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION As of September 30, 2021, total assets were HKD 2.98 billion, a 5.7% decrease from March 31, 2021, while total liabilities decreased 15.1% to HKD 1.63 billion, and total equity increased 8.9% to HKD 1.36 billion due to the open offer and accumulated profits Financial Position Summary | Metric | Sep 30, 2021 (HKD '000) | Mar 31, 2021 (HKD '000) | Period Change | | :--- | :--- | :--- | :--- | | Total Assets | 2,982,582 | 3,161,609 | -5.7% | | Total Liabilities | 1,626,563 | 1,916,542 | -15.1% | | Total Equity | 1,356,019 | 1,245,067 | +8.9% | | Net Current Assets | 627,083 | 701,958 | -10.7% | UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY Total equity increased from HKD 1.245 billion at the beginning of the period to HKD 1.356 billion at the end, primarily driven by profit for the period, net proceeds from the open offer, and exercise of share options - Total equity increased by HKD 111 million during the period, primarily contributed by profit for the period, the open offer, and the exercise of share options25 Key Changes in Equity (Six Months Ended Sep 30, 2021) | Item | Amount (HKD '000) | | :--- | :--- | | Equity at Beginning of Period | 1,245,067 | | Total Comprehensive Income for the Period | 46,138 | | Open Offer (Net) | 36,296 | | Share Options Exercised | 20,151 | | Equity-settled Share-based Transactions | 8,367 | | Equity at End of Period | 1,356,019 | UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS Net cash flow from operating activities shifted from a HKD 294.57 million inflow to a HKD 131.35 million outflow, while investing activities saw increased net outflow and financing activities turned to net inflow due to the open offer and share option exercises Cash Flow Statement Summary | Item | Six Months Ended Sep 30 (2021) (HKD '000) | Six Months Ended Sep 30 (2020) (HKD '000) | | :--- | :--- | :--- | | Net Cash Flows from Operating Activities | (131,349) | 294,574 | | Net Cash Flows from Investing Activities | (191,162) | (134,776) | | Net Cash Flows from Financing Activities | 41,735 | (9,366) | | (Decrease)/Increase in Cash and Cash Equivalents | (280,776) | 150,432 | | Cash and Cash Equivalents at End of Period | 639,918 | 859,294 | Notes to the Financial Statements 1. GENERAL INFORMATION The Group primarily engages in high-tech product distribution and services, leasing, and investment holding, with this interim report prepared in accordance with GEM Listing Rules and consistent accounting policies - The Group's core businesses include high-tech product distribution and services (SMT assembly equipment trading and related services), leasing (finance and operating leases), and investment holding33 - This financial report's preparation basis is consistent with the accounting policies followed in the annual consolidated financial statements for the year ended March 31, 2021, with new adoption of Hong Kong Financial Reporting Standards regarding investment properties36 3. REVENUE AND SEGMENT INFORMATION Total revenue decreased 19.9% year-on-year, with high-tech product distribution revenue declining while leasing revenue grew, and China (including Hong Kong) remained the primary but declining revenue source 3.1 Revenue Revenue from contracts with customers decreased to HKD 984.92 million, primarily due to a decline in goods sales, while other revenue sources also saw a reduction Revenue Source Analysis (Six Months Ended Sep 30) | Revenue Source | 2021 (HKD '000) | 2020 (HKD '000) | YoY Change | | :--- | :--- | :--- | :--- | | Revenue from Contracts with Customers | 984,917 | 1,218,887 | -19.2% | | Of which: Sales of Goods | 875,315 | 1,098,994 | -20.4% | | Revenue from Other Sources | 23,505 | 39,634 | -40.7% | | Total Revenue | 1,008,422 | 1,258,521 | -19.9% | 3.2 Operating segment information High-tech product distribution and services remained the core revenue and profit driver, contributing HKD 925.99 million in revenue and HKD 89.11 million in segment results, while leasing revenue grew but segment results significantly declined Operating Segment Performance (Six Months Ended Sep 30, 2021) | Operating Segment | Revenue (HKD '000) | Segment Results (HKD '000) | | :--- | :--- | :--- | | Hi-Tech Product Distribution and Services | 925,991 | 89,108 | | Leasing Business | 82,431 | 2,581 | | Total | 1,008,422 | 91,689 | Operating Segment Performance Comparison (Six Months Ended Sep 30, 2020) | Operating Segment | Revenue (HKD '000) | Segment Results (HKD '000) | | :--- | :--- | :--- | | Hi-Tech Product Distribution and Services | 1,211,707 | 95,377 | | Leasing Business | 46,814 | 17,837 | | Total | 1,258,521 | 113,214 | Geographical and Major Customer Information Over 90% of the Group's revenue originated from China (including Hong Kong), which experienced a 21.5% year-on-year decline, and unlike the prior period, no single customer contributed over 10% of total revenue - China (including Hong Kong) is the Group's absolute core market, contributing HKD 958 million in revenue, but this is a decline compared to HKD 1.221 billion in the prior year5960 - In the corresponding period of 2020, three major customers collectively contributed HKD 547 million in revenue, whereas in this reporting period, customer concentration decreased with no single customer accounting for over 10% of total revenue6466 6. EARNINGS PER SHARE Basic and diluted earnings per share significantly decreased to 12.3 HK cents and 12.2 HK cents respectively, from 32.0 HK cents, despite an increase in the weighted average number of ordinary shares due to the open offer and share option exercises Earnings Per Share Calculation | Item | Six Months Ended Sep 30 (2021) | Six Months Ended Sep 30 (2020) | | :--- | :--- | :--- | | Profit Attributable to Shareholders (HKD '000) | 40,113 | 87,478 | | Weighted Average Number of Ordinary Shares (Basic) | 326,746,426 | 273,213,243 | | Weighted Average Number of Ordinary Shares (Diluted) | 327,497,985 | 273,213,243 | 7. DIVIDENDS The Board of Directors did not recommend an interim dividend for the six months ended September 30, 2021, consistent with the prior year's policy - The company did not declare an interim dividend for the 2021/22 financial year8889 11. SHARE CAPITAL Issued share capital increased from 273 million to 354 million shares, primarily due to the open offer and exercise of share options, with 19.48 million new options granted and 27.18 million exercised during the period - Issued share capital increased during the period due to the open offer and the exercise of share options119120 Share Option Movement | Item | Number of Share Options | | :--- | :--- | | Outstanding at Beginning of Period | 14,931,200 | | Granted During Period | 19,484,000 | | Exercised During Period | (27,176,345) | | Outstanding at End of Period | 7,404,388 | 12. EQUITY The company completed an open offer on May 13, 2021, issuing 54.52 million new shares at HKD 0.71 per share, raising approximately HKD 38.71 million in gross proceeds and HKD 36.30 million net of expenses - The company raised approximately HKD 38.71 million (before expenses) through an Open Offer, with an issue price of HKD 0.71 per share150154 Management Discussion and Analysis BUSINESS REVIEW The Group experienced overall revenue and profit decline, with high-tech distribution affected by chip shortages but maintaining gross margins, while leasing revenue grew due to portfolio changes but profit significantly decreased, and open offer proceeds were fully utilized for printer acquisition Financial and Business Performance Group revenue decreased 19.9% to HKD 1.008 billion, and net profit declined 54.1% to HKD 40.11 million, primarily due to non-cash share-based payment expenses from share options and increased staff costs 2021/22 H1 Performance Summary | Metric | Amount | YoY Change | | :--- | :--- | :--- | | Revenue | HKD 1.008 billion | -19.9% | | Operating Expenses | HKD 158 million | +13.9% | | Net Profit | HKD 40.11 million | -54.1% | | Basic Earnings Per Share | 12.3 HK Cents | -61.6% | Hi-Tech Distribution and Services Division This segment's revenue decreased 23.6% to HKD 925.99 million due to global semiconductor chip shortages, yet gross margin improved from 17% to 19.8% due to favorable customer mix, limiting net profit decline to 2.1% - Segment revenue decreased by 23.6% due to global semiconductor chip shortages168 - Despite the revenue decline, gross margin improved from 17% to 19.8%, resulting in only a 2.1% decrease in net profit170 Leasing Division Total revenue for this segment increased 76.1% to HKD 82.43 million due to a shift towards higher-volume, lower-margin trade and supply chain management services, but net profit significantly decreased by 78.1% to HKD 2.95 million, with active reduction of finance lease asset exposure for risk control - Revenue increased by 76.1% due to a shift in sales mix towards trade and supply chain management services175 - Net profit significantly decreased by 78.1%, while finance lease assets were actively reduced to strengthen risk management176175 Use of Proceeds from Open Offer The net proceeds of approximately HKD 36.30 million from the open offer completed in May 2021 were fully utilized during the reporting period for the planned acquisition of solder paste printers - The net proceeds of approximately HKD 36.30 million from the open offer have been fully utilized for the acquisition of solder paste printers177 OUTLOOK Management anticipates ongoing challenges from global pandemic and geopolitical tensions, particularly semiconductor chip shortages, but foresees opportunities from 5G network upgrades and Greater Bay Area real estate development, expecting improved business conditions post-pandemic and with easing chip supply constraints Overall Outlook The company faces challenges from global semiconductor chip shortages and US-China tensions, potentially delaying product supply and demand, but remains optimistic about domestic demand in China, 5G upgrade opportunities, and Greater Bay Area real estate investments, while continuing to pursue business growth and operational efficiency - Key challenges include global semiconductor chip shortages and US-China geopolitical tensions182187 - Key opportunities arise from the large-scale upgrade of 5G networks in the SMT industry and the Hong Kong real estate market under the Greater Bay Area initiative182188 Divisional Outlook For high-tech distribution, despite expected smartphone market growth, chip shortages remain a key constraint, requiring close partner collaboration, while the leasing segment plans to significantly expand operations and market share by enlarging its asset portfolio and sales team as market conditions improve - Hi-Tech Distribution and Services Division: While the smartphone market is expected to grow, chip shortages will continue to pose challenges, and the company will continue to invest in service and support infrastructure to maintain competitiveness193194 - Leasing Division: Market conditions are expected to improve, and the segment plans to expand its asset portfolio and sales team to significantly increase its presence in both operating and finance lease markets198 LIQUIDITY AND FINANCIAL RESOURCES The Group relies on internal resources and bank financing, with its gearing ratio decreasing to 54.5% from 60.6%, facing contingent liabilities primarily from performance guarantees to banks, while both staff headcount and costs increased - As of September 30, 2021, the Group's gearing ratio (total liabilities/total assets) was 54.5%, down from 60.6% as of March 31, 2021199 - As of September 30, 2021, the Group's total staff headcount was 349, with staff costs of approximately HKD 65.25 million, both increasing from 303 staff and HKD 48.46 million in the prior year205 Directors, Shareholders, and Corporate Governance DIRECTORS' AND CHIEF EXECUTIVE'S INTERESTS AND SHORT POSITIONS IN SHARES As of September 30, 2021, Ms. Zhang Yifan, Chairman and Executive Director, held approximately 7.41% of the company's interests through beneficial ownership and controlled corporations Directors' Shareholdings (Sep 30, 2021) | Director Name | Capacity | Shareholding Percentage | | :--- | :--- | :--- | | Zhang Yifan | Beneficial Owner and Controlled Corporation Interests | 7.41% | | Xu Guangming | Beneficial Owner | 0.97% | OTHER PERSONS' INTERESTS AND SHORT POSITIONS IN SHARES As of September 30, 2021, Ms. Lu Ying, through her wholly-owned Sincere Ardent Limited, held 50.53% of the company's shares, making her the controlling shareholder - Sincere Ardent Limited, wholly-owned by Ms. Lu Ying, holds 179,014,812 shares, representing 50.53% of the issued share capital, making it the company's controlling shareholder225234 SHARE OPTION SCHEME During the period, 19.48 million new share options were granted and 27.18 million exercised under the 2014 Share Option Scheme, with 7.40 million options remaining unexercised at period-end, and adjustments made to unexercised options' numbers and exercise prices due to the May 2021 open offer - During the period, 19,484,000 share options were granted, and 27,176,345 share options were exercised243 - Due to the open offer, the exercise price and number of unexercised share options granted in 2017 and 2019 were adjusted246247 CORPORATE GOVERNANCE The company maintains high corporate governance standards and largely complies with the GEM Listing Rules' Corporate Governance Code, though the roles of Chairman and Chief Executive are not separated, and an audit committee comprising three independent non-executive directors oversees financial reporting and internal controls - The company complies with the Corporate Governance Code, with a deviation regarding the non-separation of the Chairman and Chief Executive roles261 - The company has an Audit Committee composed of three independent non-executive directors responsible for reviewing the interim financial information269270
北亚策略(08080) - 2022 - 中期财报