Financial Performance - The company reported an unaudited interim loss of approximately HKD 34.7 million for the six months ended June 30, 2024, primarily due to share-based payment expenses and special purpose acquisition company (SPAC) transaction costs[11]. - The company recorded a total loss of approximately HKD 34.7 million during the relevant period, primarily due to share-based payment expenses[17]. - The company reported a total loss of HKD 34,740,000 for the six months ended June 30, 2024, compared to a loss of HKD 40,878,000 for the same period in 2023, representing a 15% improvement in performance[48]. - The company’s equity as of June 30, 2024, showed a total accumulated loss of HKD (261,665,000), compared to HKD (226,925,000) at the beginning of the year[51]. - The company’s administrative expenses decreased to HKD 57,277,000 for the six months ended June 30, 2024, from HKD 60,265,000 in the previous year, marking a reduction of approximately 5%[48]. - The company reported a net cash outflow from operating activities of HKD (2,706,000) for the six months ended June 30, 2024[53]. - The basic loss per share for the period was HKD 1.39, compared to HKD 1.63 for the same period in 2023, indicating an improvement in loss per share[82]. - The company did not incur any income tax expenses for the six months ended June 30, 2024, as there were no taxable profits, consistent with the previous year[80]. SPAC Transactions - The company is focused on identifying high-quality Chinese companies engaged in smart automotive technology or supply chain and cross-border e-commerce capabilities for potential SPAC transactions[12]. - The company has identified a target company in the online audio content and entertainment services sector, which aligns with its business strategy[12]. - The company has submitted a new listing application to the Stock Exchange on June 27, 2024, due to the need for additional time to obtain regulatory approvals for the SPAC transaction[12]. - The company has extended the deadline for the SPAC transaction by up to six months, as approved by shareholders and the Stock Exchange[11]. - The company has identified an attractive SPAC merger target, the Qubole Group, which provides online audio content and entertainment services, and has signed relevant agreements for the transaction[16]. - The company is in a special purpose acquisition company (SPAC) phase, with a deadline to complete the acquisition by December 9, 2024[66]. - The company has committed to completing the special purpose acquisition company merger transaction within 30 months post-listing, which is by December 9, 2024[86]. - The company is collaborating with independent third-party investors for the PIPE investment, which is expected to enhance capital for the merger[114]. Share Structure and Ownership - The company has 100,100,000 Class A shares and 25,025,000 Class B shares, with a total of 50,050,000 listed warrants and 35,000,000 founder warrants[24]. - The ownership of Class B shares is distributed as follows: 45% by VKC Acquisition Management Limited, 45% by Vision Deal Acquisition Sponsor LLC, and 10% by Opus Vision SPAC Limited[57]. - The company’s directors and senior management hold a total of 7,875,000 Class A shares, representing 7.87% of the relevant class and 6.29% of the total issued shares[36]. - The company’s directors and senior management hold a total of 11,261,250 Class B shares, representing 45.00% of the relevant class and 9.00% of the total issued shares[36]. - The total number of issued Class A shares as of June 30, 2024, is 100,100,000, with a potential maximum of 17,500,000 Class A shares to be exercised from the founder warrants, representing 14% of the total issued shares post-offering[41]. - The total number of issued Class B shares as of June 30, 2024, is 25,025,000[41]. - The company has issued 100,100,000 Class A shares and 50,050,000 warrants, with a total price of HKD 10 per share, as of June 30, 2024[90]. Cash and Financial Resources - As of June 30, 2024, the company's current assets amounted to approximately HKD 1,060.6 million, including cash and cash equivalents of about HKD 59.1 million and proceeds held in the escrow account of approximately HKD 1,001.0 million[17]. - The company has sufficient financial resources to meet its ongoing capital needs prior to the completion of the SPAC merger transaction[19]. - The total amount raised from the listing is HKD 1,001,000,000, which is held in a trust account and will be used primarily for the completion of the business combination transaction[59]. - The company has a loan facility providing up to HKD 10.0 million for operational funding, but no loans have been drawn during the relevant period[20]. - The company has restricted cash amounting to HKD 1,001,000,000, unchanged from December 31, 2023, held in a closed escrow account[86]. Regulatory and Compliance - The company has established an audit committee consisting of three independent non-executive directors to review financial reporting matters[34]. - The company has not adopted any dividend policy and has not declared any interim dividends prior to the completion of the SPAC merger[31]. - The company has not established any reportable segments, as its purpose is to facilitate the SPAC acquisition[73]. - The company has disclosed all relevant interests and holdings in accordance with the Securities and Futures Ordinance[42]. - The financial statements are prepared based on the assumption of going concern, despite uncertainties regarding the company's ability to continue operations[66]. - The company has adopted all new and revised International Financial Reporting Standards effective from January 1, 2024, with no significant impact on its financial statements[65]. Future Outlook - The company anticipates that the global economy will gradually improve in the second half of 2024, particularly in the Chinese market, which is expected to show significant growth potential[16]. - The company’s future outlook includes expanding its market presence through strategic acquisitions and partnerships[115]. - The company aims to leverage new technologies and product developments to drive growth in the upcoming fiscal periods[115].
VISION DEAL-Z(07827) - 2024 - 中期财报