菊福堂生物(08217) - 2021 Q1 - 季度财报

Report Overview Company Information and GEM Characteristics Luen Wong Group Holdings Limited (stock code 8217) operates in the high-risk GEM market for SMEs - Company Name: Luen Wong Group Holdings Limited1 - Stock Code: 82171 - Place of Incorporation: Cayman Islands1 - Report Type: First Quarterly Results Report 20202 - GEM Market Characteristics: A listing market for small and mid-sized companies with high investment risks, where securities may experience high market volatility and are not guaranteed to have high liquidity3 Financial Highlights The Group's revenue fell sharply, turning from a profit in the prior period to a loss of HK$2.3 million this quarter Financial Highlights for the First Quarter of 2020 (For the three months ended June 30) | Indicator | 2020 (HKD) | 2019 (HKD) | Change | | :--- | :--- | :--- | :--- | | Revenue | 52,200,000 | 121,600,000 | Decrease 69,400,000 | | Total Performance | Loss 2,300,000 | Profit 9,900,000 | Turned from profit to loss | | Loss/Profit Attributable to Equity Holders | Loss 2,000,000 | Profit 300,000 | Turned from profit to loss | | Basic and Diluted Loss/Earnings Per Share | Loss 0.63 HK cents | Earnings 0.11 HK cents | Turned from profit to loss | - The Board of Directors does not recommend the payment of an interim dividend for the three months ended June 30, 20205 Financial Performance Condensed Consolidated Statement of Comprehensive Income Revenue declined 57% year-on-year, resulting in a period loss of HK$1,979 thousand Condensed Consolidated Statement of Comprehensive Income (Unaudited) | Indicator | 2020 (HK$ '000) | 2019 (HK$ '000) | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | 52,227 | 121,642 | -57.07% | | Cost of sales | (54,483) | (111,780) | -51.26% | | Gross (loss)/profit | (2,256) | 9,862 | Turned from profit to loss | | Other income or loss | 2,741 | (5,560) | Turned from loss to profit | | Administrative and other operating expenses | (2,456) | (3,385) | -27.43% | | Operating (loss)/profit | (1,971) | 917 | Turned from profit to loss | | (Loss)/profit before income tax | (1,979) | 908 | Turned from profit to loss | | Income tax expense | – | (565) | -100% | | (Loss)/profit and total comprehensive (loss)/income for the period attributable to equity holders of the Company | (1,979) | 343 | Turned from profit to loss | | Basic and diluted (loss)/earnings per share | (0.63) HK cents | 0.11 HK cents | Turned from profit to loss | Condensed Consolidated Statement of Changes in Equity Total equity attributable to owners decreased significantly to HK$29,242 thousand due to the period's loss Condensed Consolidated Statement of Changes in Equity (Unaudited) | Indicator | 30 June 2020 (HK$ '000) | 30 June 2019 (HK$ '000) | | :--- | :--- | :--- | | Share capital | 12,480 | 12,480 | | Share premium | 36,672 | 36,672 | | Share-based payment reserve | 4,329 | – | | Other reserve | 10,400 | 10,400 | | Capital reserve | 3,820 | 3,820 | | Retained earnings/(Accumulated losses) | (38,459) | 19,430 | | Total equity | 29,242 | 84,802 | - The total loss and comprehensive loss for the period amounted to HK$1,979 thousand, leading to a decrease in total equity9 Notes to Financial Statements General Information The Company is incorporated in the Cayman Islands, primarily engaged in civil engineering and investment holding - Place of Incorporation: Cayman Islands11 - Principal Activities: Providing civil engineering services and investment holding12 - Listing Date and Venue: Listed on GEM of the Stock Exchange on April 12, 201613 - Ultimate Controlling Shareholders: Mr Wong Chi Keung and Mr Wong Wing Wah12 Basis of Preparation The financial statements are prepared under HKFRS and GEM Listing Rules and presented in Hong Kong dollars - Basis of Preparation: Hong Kong Financial Reporting Standards (HKFRS) and GEM Listing Rules14 - Accounting Policies: Consistent with the annual consolidated financial statements for the year ended March 31, 202014 - Presentation Currency: Hong Kong dollars (HKD)15 - Audit Status: Unaudited, but reviewed by the Audit Committee16 Revenue (Notes) The Group's revenue is derived entirely from the provision of civil engineering services - Source of Revenue: All revenue is derived from the provision of civil engineering services18 Income Tax Expense (Notes) The Group's income tax expense was zero for the period due to a recorded loss Income Tax Expense | Indicator | 2020 (HK$ '000) | 2019 (HK$ '000) | | :--- | :--- | :--- | | Current tax - Hong Kong Profits Tax | – | 565 | | Deferred tax | – | – | | Income tax expense | | 565 | - Hong Kong Profits Tax is levied under a two-tiered system, with the first HK$2 million of assessable profits taxed at 8.25% and the remainder at 16.5% for qualifying entities19 - The directors consider that the two-tiered profits tax rates system has no material impact on the Group's current and deferred tax position20 Dividends (Notes) The Board does not recommend the payment of an interim dividend for the three months ended June 30, 2020 and 2019 - Dividend Policy: The Board of Directors does not recommend the payment of an interim dividend20 Earnings/(Loss) Per Share Basic and diluted loss per share was 0.63 HK cents, compared to earnings of 0.11 HK cents in the prior year period Earnings/(Loss) Per Share | Indicator | 2020 (HK$ '000) | 2019 (HK$ '000) | | :--- | :--- | :--- | | (Loss)/profit for the period attributable to equity holders of the Company | (1,979) | 343 | | Weighted average number of ordinary shares ('000) | 312,000 | 312,000 (Restated) | | Basic and diluted (loss)/earnings per share | (0.63) HK cents | 0.11 HK cents (Restated) | - The weighted average number of shares has been adjusted for the share consolidation (four shares into one) completed in March 202022 - The exercise of share options was not assumed in calculating diluted loss/earnings per share as it would result in a decrease in loss/earnings per share22 Management Discussion and Analysis Business Review and Outlook The Group faces challenges from project completions and COVID-19 but remains confident due to government infrastructure investment - Core Business: Providing civil engineering services as a subcontractor in Hong Kong, including roads and drainage, structural engineering, and site formation24 - Reasons for Performance Decline: The near completion of several large-scale projects and the impact of the COVID-19 pandemic on project progress24 - Industry Challenges: Filibustering causing budget delays, social demonstrations, project delays, and labor shortages24 - Industry Opportunities: Government's commitment to an average annual capital works expenditure of HK$100 billion on infrastructure projects in the coming years24 - Future Strategy: Strengthening competitive advantages, prudently evaluating projects, controlling costs, and assessing the feasibility of expanding civil engineering operations to Japan and Thailand25 Financial Review The Group's financial performance deteriorated significantly, with a sharp decline in revenue and a shift from profit to loss - The financial review details the changes in various financial indicators for the quarter, showing an overall trend of significant decline in revenue and profit272834 Revenue (Financial Review) Revenue decreased by approximately HK$69,415 thousand due to project completions and the COVID-19 pandemic Revenue Change | Indicator | 2020 (HK$ '000) | 2019 (HK$ '000) | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | 52,227 | 121,642 | -69,415 (-57.07%) | - The decrease in revenue was mainly due to the near completion of several large-scale projects and the impact of the COVID-19 outbreak on project progress27 Gross Profit and Gross Margin The Group's gross profit turned from a profit of HK$9,862 thousand in 2019 to a loss of HK$2,256 thousand in 2020 Gross Profit Change | Indicator | 2020 (HK$ '000) | 2019 (HK$ '000) | Change | | :--- | :--- | :--- | :--- | | Gross (loss)/profit | (2,256) | 9,862 | Turned from profit to loss | - Gross profit margin varies significantly due to the cost-plus pricing model and differences between projects28 Other Income or Loss Other income or loss shifted from a loss of HK$5,560 thousand in 2019 to an income of HK$2,741 thousand in 2020 Other Income or Loss Change | Indicator | 2020 (HK$ '000) | 2019 (HK$ '000) | Change | | :--- | :--- | :--- | :--- | | Other income or loss | 2,741 | (5,560) | Turned from loss to profit | - The change was mainly due to the reversal of over-provision for severance payments of approximately HK$1,505 thousand from previous periods29 Administrative Expenses Administrative expenses decreased by approximately HK$929 thousand year-on-year to HK$2,456 thousand Administrative Expenses Change | Indicator | 2020 (HK$ '000) | 2019 (HK$ '000) | YoY Change | | :--- | :--- | :--- | :--- | | Administrative expenses | 2,456 | 3,385 | -929 (-27.43%) | - Administrative expenses mainly consist of staff costs, professional fees, depreciation, rental expenses, and other administrative expenses30 Finance Costs The Group's finance costs remained stable at approximately HK$8 thousand Finance Costs Change | Indicator | 2020 (HK$ '000) | 2019 (HK$ '000) | | :--- | :--- | :--- | | Finance costs | 8 | 9 | Income Tax Expense (Financial Review) The Group's income tax expense decreased from HK$565 thousand in the prior year period to zero Income Tax Expense Change | Indicator | 2020 (HK$ '000) | 2019 (HK$ '000) | YoY Change | | :--- | :--- | :--- | :--- | | Income tax expense | – | 565 | -565 (-100%) | Loss/Profit and Total Comprehensive Loss/Income Attributable to Equity Holders The Group's performance attributable to equity holders shifted from a profit of HK$343 thousand to a loss of HK$1,979 thousand Performance Attributable to Equity Holders Change | Indicator | 2020 (HK$ '000) | 2019 (HK$ '000) | Change | | :--- | :--- | :--- | :--- | | (Loss)/profit and total comprehensive (loss)/income for the period attributable to equity holders | (1,979) | 343 | Turned from profit to loss | - The shift from profit to loss was mainly due to the decrease in revenue and gross profit34 Equity Disclosure Directors' and Chief Executive's Interests in Shares, Underlying Shares and Debentures As of June 30, 2020, two executive directors each held 1% of the Company's issued share capital Directors' and Chief Executive's Shareholdings | Director Name | Nature of Interest | Number of Shares Held | Approximate Percentage of Issued Share Capital | | :--- | :--- | :--- | :--- | | So Kwok Hung | Personal Interest | 3,120,000 | 1% | | Yu Xiao | Personal Interest | 3,120,000 | 1% | Substantial Shareholders' Interests in Shares and Underlying Shares Luen Wong Investments Limited is the largest shareholder with a 26.20% stake Substantial Shareholders' Shareholdings | Shareholder Name | Capacity/Nature of Interest | Number of Shares Held/Interested In | Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Luen Wong Investments Limited | Beneficial owner | 81,757,500 | 26.20% | | Wong Chi Keung | Interest in a controlled corporation | 81,757,500 | 26.20% | | Law Oi Ling | Interest of spouse | 81,757,500 | 26.20% | | Wong Wing Wah | Interest in a controlled corporation | 81,757,500 | 26.20% | | Lai Siu Kuen | Interest of spouse | 81,757,500 | 26.20% | - Luen Wong Investments Limited is owned as to 50% by each of Mr Wong Chi Keung and Mr Wong Wing Wah39 Other Information Purchase, Sale or Redemption of Listed Securities The Company and its subsidiaries did not purchase, sell, or redeem any of the Company's listed securities during the period - Securities Transactions: Neither the Company nor its subsidiaries engaged in the purchase, sale, or redemption of its listed securities40 Compliance with Corporate Governance Code The Company has complied with all applicable code provisions of the Corporate Governance Code in Appendix 15 of the GEM Listing Rules - Corporate Governance: The Company has complied with all applicable code provisions of the Corporate Governance Code in Appendix 15 of the GEM Listing Rules41 Model Code for Securities Transactions by Directors The Company has adopted the required code of conduct for securities transactions by directors, and all directors have confirmed compliance - Directors' Securities Transactions: All directors have confirmed full compliance with the required code of conduct42 Dividends (Other Information) The Board recommends not to declare an interim dividend for the three months ended June 30, 2020 - Dividend Policy: No interim dividend will be distributed43 Disclosure under GEM Listing Rule 17.50(2) As of the report date, the Board is not aware of any matters concerning directors that require disclosure under this rule - Disclosure Matters: There are no matters concerning directors that require disclosure under GEM Listing Rule 17.50(2)44 Share Option Scheme The Company has granted 31,200,000 share options with an exercise price of HK$0.404 per share - Share Option Scheme Adoption Date: March 24, 201646 - Total Share Options Granted: 31,200,00046 - Exercise Price Per Share: HK$0.40447 - Exercise Period: 5 years47 - Share Option Allocation: Executive Directors So Kwok Hung and Yu Xiao each received 3,120,000 options, 5 employees received a total of 15,600,000 options, and 3 consultants received a total of 9,360,000 options4748 Events After Reporting Period The Board is not aware of any significant events requiring disclosure that occurred after the reporting period - Subsequent Events: No significant subsequent events require disclosure49 Audit Committee The Audit Committee has reviewed the unaudited financial statements and found them compliant with applicable standards - Committee Composition: Comprises three independent non-executive Directors: Mr Liu Hung Fai, Mr Wong Chi Kin, and Mr Tai Chin Chun51 - Chairman: Mr Wong Chi Kin51 - Responsibilities: Provides independent review and supervision of financial reporting, and ensures the effectiveness of internal controls and adequacy of audits51 - Review Outcome: The committee has reviewed the quarterly financial statements and is satisfied that they comply with applicable accounting standards, GEM Listing Rules, and other legal requirements51