Financial Statements Condensed Consolidated Statement of Comprehensive Income The Group turned from profit to loss during the period, with revenue decreasing by 27.0% to HKD 263.15 million and a gross loss of HKD 13.08 million, leading to a loss of HKD 43.76 million for the period | Metric | Nine Months Ended December 31, 2019 (thousand HKD) | Nine Months Ended December 31, 2018 (thousand HKD) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Revenue | 263,152 | 360,757 | -27.0% | | Gross (Loss)/Profit | (13,078) | 2,641 | Turned from profit to loss | | Operating (Loss)/Profit | (42,875) | 11,386 | Turned from profit to loss | | (Loss)/Profit for the Period | (43,759) | 9,113 | Turned from profit to loss | | Basic (Loss)/Earnings Per Share (HK cents) | (3.51) | 0.73 | Turned from profit to loss | Condensed Consolidated Statement of Changes in Equity As of December 31, 2019, the Group's total equity significantly decreased by 44.8% to HKD 45.51 million, primarily due to a HKD 43.76 million loss for the period, partially offset by HKD 6.81 million from share option issuance | Item | Amount (thousand HKD) | | :--- | :--- | | Balance as at April 1, 2019 (Audited) | 82,459 | | Share options issued during the period | 6,806 | | Loss and total comprehensive loss for the period | (43,759) | | Balance as at December 31, 2019 (Unaudited) | 45,506 | Notes to the Unaudited Condensed Consolidated Financial Statements These notes clarify the company's basic information, accounting policies, revenue composition, taxation, dividend policy, and EPS calculation, highlighting civil engineering as the main business, unaudited statements reviewed by the audit committee, and no interim dividend for the period 1. General Information The company is an investment holding company incorporated in the Cayman Islands, listed on GEM of the Stock Exchange on April 12, 2016, primarily engaged in civil engineering and investment holding - The Group is principally engaged in the provision of civil engineering and investment holding11 - The Company's shares were listed on GEM of the Stock Exchange on April 12, 201612 2. Basis of Preparation These quarterly financial statements are prepared in accordance with Hong Kong Financial Reporting Standards on a historical cost basis, unaudited by the company's auditor but reviewed by the audit committee - The unaudited condensed consolidated financial statements have not been audited by the Company's auditor but have been reviewed by the Audit Committee15 3. Revenue All of the Group's revenue is derived from the received and receivable consideration for providing civil engineering services - Revenue represents the received and receivable consideration for the provision of civil engineering services15 4. Income Tax The Group adopts a two-tiered profits tax rate system, with income tax expense for the nine months ended December 31, 2019, significantly decreasing to HKD 0.86 million, consistent with the decline in pre-tax profit | Item | Nine Months Ended December 31, 2019 (thousand HKD) | Nine Months Ended December 31, 2018 (thousand HKD) | | :--- | :--- | :--- | | Current tax | 858 | 252 | | Deferred tax | – | 2,003 | | Total income tax expense | 858 | 2,255 | 5. Dividend The Board recommended no interim dividend for the nine months ended December 31, 2019, and 2018 - The Board recommended no interim dividend for the nine months ended December 31, 201919 6. (Loss)/Earnings Per Share For the nine months ended December 31, 2019, basic loss per share was 3.51 HK cents, compared to basic earnings per share of 0.73 HK cents in the prior period, with diluted loss per share being the same due to no potential dilutive ordinary shares | Item | Nine Months Ended December 31, 2019 | Nine Months Ended December 31, 2018 | | :--- | :--- | :--- | | (Loss)/Profit attributable to owners of the Company (thousand HKD) | (43,759) | 9,113 | | Weighted average number of ordinary shares (thousand shares) | 1,248,000 | 1,248,000 | | Basic (Loss)/Earnings Per Share (HK cents) | (3.51) | 0.73 | Management Discussion and Analysis Business Review and Prospects With over 20 years of civil engineering experience, the Group's revenue declined due to social unrest and economic downturn, yet management remains confident and plans to explore overseas expansion in markets like Japan and Thailand to enhance shareholder returns - The decrease in revenue during the period was primarily due to the negative impact of social demonstrations affecting the progress of certain ongoing projects, coupled with the overall economic downturn in Hong Kong and globally23 - Looking ahead, the Group will assess the feasibility of obtaining necessary licenses to expand civil engineering and related operations in other countries, such as Japan and Thailand, to enhance shareholder returns24 Financial Review During the reporting period, the Group's financial performance significantly declined, with revenue down 27.0% due to social and economic factors, gross profit turning to loss as major projects neared completion, and administrative expenses rising sharply from share option issuance and listed securities investment losses, resulting in a substantial loss for the period Financial Review - Revenue For the nine months ended December 31, 2019, total revenue was approximately HKD 263.15 million, a decrease of HKD 97.61 million (-27.0%) from HKD 360.76 million in the prior period, primarily due to social unrest impacting project progress and overall economic downturn | Period | Revenue (thousand HKD) | Y-o-Y Change | | :--- | :--- | :--- | | Nine Months Ended December 31, 2019 | 263,152 | -27.0% | | Nine Months Ended December 31, 2018 | 360,757 | N/A | Gross Profit and Gross Margin For the nine months ended December 31, 2019, the Group recorded a gross loss of approximately HKD 13.08 million, compared to a gross profit of HKD 2.64 million in the prior period, primarily due to certain large construction projects entering their completion phase - For the nine months ended December 31, 2019, the Group shifted from a gross profit of approximately HKD 2.64 million to a gross loss of approximately HKD 13.08 million27 - This shift from profit to loss was primarily due to certain large construction projects entering their completion phase27 Other Income/(Loss) Other income shifted from a gain of HKD 15.89 million in the prior period to a loss of HKD 12.22 million in the current period, mainly due to listed securities investments turning from realized and unrealized gains to losses - Other income/(loss) shifted from a gain of approximately HKD 15.89 million in the prior period to a loss of approximately HKD 12.22 million in the current period, primarily due to realized and unrealized gains on investments in listed securities turning into losses28 Administrative and Other Operating Expenses Administrative and other operating expenses significantly increased by 146.2% from HKD 7.14 million to HKD 17.58 million, primarily due to approximately HKD 6.81 million in share-based payments recognized from share option issuance during the period - Administrative expenses increased from HKD 7.14 million in the prior period to HKD 17.58 million, primarily due to the recognition of approximately HKD 6.81 million in share-based payments from the issuance of share options during the period29 Loss for the Period Due to the combined impact of decreased revenue and gross profit, and increased administrative expenses, the Group shifted from a profit of HKD 9.11 million in the prior period to a loss of HKD 43.76 million in the current reporting period - The result attributable to owners of the Company for the period shifted from a profit of approximately HKD 9.11 million for the nine months ended December 31, 2018, to a loss of approximately HKD 43.76 million for the nine months ended December 31, 201933 Other Disclosures Disclosure of Interests This section discloses the shareholdings of directors, chief executives, and substantial shareholders, noting Executive Directors Mr. So Kwok Hung and Ms. Yu Xiao each hold 1% of share options, and Link-All Investment Limited holds 26.20% of the company's shares Directors' and Chief Executive's Interests As of December 31, 2019, Executive Directors Mr. So Kwok Hung and Ms. Yu Xiao each held 12,480,000 unlisted share options, representing 1.00% of the issued share capital | Director's Name | Type of Interest | Number | Percentage of Issued Share Capital | | :--- | :--- | :--- | :--- | | So Kwok Hung | Unlisted Share Options | 12,480,000 | 1.00% | | Yu Xiao | Unlisted Share Options | 12,480,000 | 1.00% | Substantial Shareholders' Interests As of December 31, 2019, Link-All Investment Limited, a substantial shareholder, held 327,030,000 shares (26.20%), with Mr. Wong Chi Kwok and Mr. Wong Wing Wah deemed to have interests due to their 50% equity stakes in Link-All - Substantial shareholder Link-All Investment Limited is the beneficial owner of 327,030,000 shares, representing 26.20% of the shareholding37 - Mr. Wong Chi Kwok and Mr. Wong Wing Wah are deemed to have interests in the shares held by Link-All, as they each hold 50% equity interest in Link-All Investment Limited3739 Corporate Governance and Other Information This section covers disclosures on competing interests, post-reporting period events, securities transactions, corporate governance, share option scheme, and the audit committee, noting no competing interests, no significant post-reporting events, no securities repurchases, general compliance with corporate governance, and significant share option grants during the period Competing Interests The Directors confirm that no controlling shareholders, directors, or their close associates are engaged in any business that directly or indirectly competes with the Group's business - The Directors confirm that no controlling shareholders, directors, or their respective close associates have any interests in any business that competes with the Group's business38 Post-Reporting Period Events There have been no significant post-reporting period events for the Group from the end of the reporting period (December 31, 2019) up to the date of this quarterly report - There have been no significant post-reporting period events for the Company or the Group from December 31, 2019, up to the date of this quarterly report40 Purchase, Sale or Redemption of Listed Securities Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the nine months ended December 31, 2019 - Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the period41 Corporate Governance Code The Company has complied with all applicable provisions of the Corporate Governance Code, with the sole deviation being Independent Non-executive Director Mr. Dai Qian's absence from the AGM on September 6, 2019, due to other commitments - The Company has complied with the Corporate Governance Code, except for Independent Non-executive Director Mr. Dai Qian's absence from the Company's Annual General Meeting held on September 6, 2019, due to other commitments42 Share Option Scheme On July 11, 2019, the Company granted 124,800,000 share options under the Share Option Scheme at an exercise price of HKD 0.101 per share to executive directors, other employees, and consultants, with all granted options unexercised by period-end | Grantee | Number of Share Options Granted During the Period | Exercise Price Per Share | | :--- | :--- | :--- | | Executive Directors (So Kwok Hung, Yu Xiao) | 24,960,000 | 0.101 HKD | | Other Employees | 62,400,000 | 0.101 HKD | | Consultants | 37,440,000 | 0.101 HKD | | Total | 124,800,000 | N/A | Audit Committee The Audit Committee, comprising three independent non-executive directors with Mr. Wong Chi Kwan as chairman, has reviewed the unaudited consolidated financial statements for the period and found them compliant with applicable accounting standards and disclosure requirements - The Audit Committee has reviewed the Group's unaudited consolidated financial statements for the nine months ended December 31, 2019, and considers the results to be in compliance with applicable accounting standards, GEM Listing Rules, and adequately disclosed49
菊福堂生物(08217) - 2020 Q3 - 季度财报