Lottery Sales Performance - China's lottery ticket sales reached RMB 614.275 billion during the Reporting Period, an increase of RMB 97.787 billion or 18.9% year-on-year[24] - Welfare lottery sales increased by RMB 46.559 billion or 28.5% year-on-year to RMB 209.645 billion[24] - Sports lottery sales grew by RMB 51.228 billion or 14.5% year-on-year to RMB 404.630 billion[24] - Lotto sales increased by 11.7% year-on-year to RMB 182.505 billion[24] - Paper-based Scratch Card (PSC) sales increased by 71.3% year-on-year to RMB 131.587 billion[24] - Single Match Games (SMG) sales increased by 5.5% year-on-year to RMB 258.428 billion[24] - KENO type Lottery (KENO) sales increased by 33.1% to RMB 41.754 billion[24] - China's lottery market achieved total sales of RMB 614.275 billion, a year-on-year increase of 18.9%[26] - Welfare lottery sales reached RMB 209.645 billion, up 28.5% year-on-year, while sports lottery sales reached RMB 404.63 billion, up 14.5% year-on-year[26] - Instant lottery sales surged by 71.3% to RMB 131.587 billion, accounting for 21.42% of total lottery sales[26] - Guangdong Welfare Lottery sales served by the company reached RMB 20.64 billion, ranking first in provincial welfare lottery markets[34] - Chongqing Welfare Lottery sales served by the company increased by 35% year-on-year to RMB 4.97 billion[34] - The company secured bids for sports lottery terminal projects in multiple provinces, including Guizhou, Inner Mongolia, and Shaanxi[34] - The company won the sixth consecutive bid for the Guangdong Welfare Lottery sales management system maintenance and development project in May 2024[34] Overseas Lottery Business Expansion - The company is actively exploring and cultivating business models in emerging markets such as the Philippines and Ghana[37] - The Group's lottery business sales in Ghana achieved an average monthly growth rate of 27.4% during the fiscal year[39] - The Group has deployed over 12,000 lottery POS units in Ghana and expanded sales to mobile clients[39] - The Group leverages the Philippines' demographic benefits to launch low-bet, high-reward lottery products[38] - The Group plans to expand its overseas lottery business and provide new lottery products and services to emerging markets[63] - The Group is exploring overseas markets for lottery business development in the Philippines and Ghana, with expected income generation by early 2025[87] Tourism and Ecotourism Performance - Domestic tourism revenue in 2023 recovered to 85.59% of 2019 levels, with domestic tourist numbers reaching 80.25% of 2019 levels[27] - In the first half of 2024, domestic tourists reached 2.725 billion, a year-on-year increase of 14.3%, with total spending of RMB 2.73 trillion, up 19% year-on-year[28] - Wangwu Shan Scenic Area saw a 13.2% increase in tourist numbers and a 34.6% increase in tourism revenue compared to 2019[48] - Wangwu Mountain and Wulongkou Scenic Area saw a 5.5% increase in tourist visits and a 6.8% increase in tourism revenue compared to the same period last year[54] - Wangwu Shan and Wulongkou Scenic Areas were selected as provincial civilized tourism demonstration units in Henan Province[48] Natural and Health Food Business - The Group's new bar-packed wheat protein powder production line has a daily capacity of over 500 boxes, with over 3,000 boxes in stock[52] - Yongzhentang Honey sold over 900 boxes of new gift box products during the Mid-Autumn Festival launch period[53] - Natural Forest Food Co., Ltd. sold over 500 boxes of new strip-packaged wheat protein powder during the launch period, with a daily stable production capacity of over 500 boxes per production line and a stock of over 3,000 boxes[54] - Yongzhentang Honey launched two new gift box products, selling over 900 boxes during the Mid-Autumn Festival[54] - NFFL developed a grading system for group leaders, corresponding to different agent prices and reward policies to encourage sales expansion[56] - NFFL opened a WeChat video account flagship store, settled on the "Aikucun" platform, and officially opened a "Taobao Factory" store[56] Financial Performance and Debt - The Group recorded a turnover of approximately HK$67.30 million for the year ended 30 June 2024, a decrease of 67.6% compared to the previous period[65] - The Group's loss attributable to owners amounted to approximately HK$272 million for the year ended 30 June 2024[65] - The Group had outstanding bank and other borrowings of approximately HK$7.70 million as of 30 June 2024[66] - The Group's bank borrowings and facilities were secured by owned properties and leasehold land with a carrying amount of approximately HK$2.2 million[66] - The total deficit of the Group amounted to approximately HK$420.3 million at 30 June 2024, compared to HK$137.6 million at 30 June 2023[71] - Net current liabilities of the Group were approximately HK$408.0 million at 30 June 2024, down from HK$445.8 million at 30 June 2023[71] - Cash and deposits with banks and financial institutions decreased to HK$48.10 million at 30 June 2024 from HK$103.7 million at 30 June 2023[71] - The gearing ratio of the Group increased significantly to 466.8% at 30 June 2024 from 127.3% at 30 June 2023[72] - The outstanding principal of New Option 1 Bonds increased from HK$113.6 million to HK$154.2 million as of 7 May 2022[69] - The Company defaulted on the New Option 1 Bonds, with outstanding principal and accrued interest totaling HK$154,162,000 and HK$5,440,376.98 respectively as of 7 November 2023[70] - The Group employed 196 full-time employees at 30 June 2024, down from 209 at 30 June 2023[80] - The Group's owned property and related leasehold land with a carrying amount of HK$318,376,000 was pledged to secure bank borrowings at 30 June 2023, but no such pledges existed at 30 June 2024[77] - The Group's property in China with a carrying value of HK$2,165,000 was pledged to secure bank borrowings at 30 June 2024, down from HK$4,042,000 at 30 June 2023[78] - The Group had no material contingent liabilities at 30 June 2024, compared to none at 30 June 2023[79] - The Company's independent auditor, McMillan Woods (Hong Kong) CPA Limited, did not express an opinion on the consolidated financial statements due to uncertainties related to the going concern basis[84] - The Company plans to commence debt restructuring by early November 2024 to improve the asset and debt structure[86] - The Group is seeking financing from new investors to alleviate cash flow pressure[86] - The Group aims to convert a large portion of indebtedness into equity to relieve cash flow burden[84] - The Group is implementing cost control measures and working capital management to improve operating performance and cash flows[84] - The audit committee supports management's actions to mitigate liquidity pressure and improve financial position[85] - The Company expects to remove the Disclaimer Opinion in next year's audit report if all plans and measures are successfully implemented[88] - The Group is actively seeking financial support from existing shareholders and new investors[84] - The Group is accelerating the collection of outstanding receivables and controlling costs and expenses[87] Legal and Default Issues - The Group's subsidiary DGTY won a lawsuit for RMB54.84 million in unpaid terminal usage fees[47] - The consideration for the disposal of the property is HK$309,800,000, with net sales proceeds of approximately HK$291,567,000 after deducting estimated expenses of HK$18,233,000[173][177][182] - The property's net book value as of 31 December 2022 is approximately HK$324,000,000[178] - The property was used as the company's head office until September 2021 and has been vacant since then, with no net profit attributable to it for the two financial years preceding the disposal[179] - The disposal is considered a very substantial disposal under Rule 14.06(4) of the Listing Rules, with the highest applicable percentage ratio exceeding 75%[185] - The provisional agreement for the property disposal was terminated due to the purchaser's failure to pay the deposit of HK$30,980,000[186] - The company has initiated legal action (HCA 1378/2023) to claim the unpaid deposit of HK$30,980,000 from the purchaser[187] - Goldwide Limited, an indirect wholly-owned subsidiary, received a notice in October 2023 regarding a default on a loan facility with an outstanding principal amount of HK$162 million[189] - The loan facility is secured by a property owned by Goldwide, with a fair value of HK$230 million as of 30 June 2024[189] - The sale transaction was terminated due to the buyer's failure to pay the deposit of HKD 30,980,000, and the company has initiated legal action to protect its interests[190] - The company's subsidiary, Yewei, has a loan default with an outstanding principal of HKD 162 million, secured by a property valued at HKD 230 million[191] - The company and its subsidiary, Goldwide, were ordered by the court to repay all outstanding amounts, including interest and costs, and to deliver vacant possession of the property[193][196] - The default on the Facility triggered a cross-default under a short-term loan agreement, with an outstanding principal of approximately HKD 71,285,000 as of 30 June 2024[194] - The company failed to make the principal and final interest payments on HKD 154,162,000 7.0% convertible bonds due on 10 November 2023, triggering an event of default[195][197] - The company is working with advisors to review its financial position and formulate a debt restructuring plan due to multiple defaults[199] - Creditors have not granted any waivers for the defaults and are demanding immediate repayment of outstanding amounts under the Facility, Short-term Loan, and Bonds[200] Corporate Governance and Leadership - Mr. Di, aged 60, joined the Group in July 2021 and is responsible for the business expansion and operation management of the Group's ecotourism in China[95] - Ms. Zhu, aged 45, was promoted to a director of the Company in November 2023 and holds a Master's degree in Development Finance from the University of Manchester[96][97] - Dr. Meng, aged 55, joined the Group in July 2021 and holds a doctorate degree in Laws from the Central University of Finance and Economics[99][101] - Mr. Duan, aged 43, joined the Group in January 2024 and is responsible for the group's strategic planning and decision-making[100][102] - Mr. Wang, aged 53, joined the Group in October 2024 and holds a Bachelor's degree in maritime and communication accounting from Shanghai Maritime University[103] - The Group's principal businesses include (i) provision of technology and operation services for lottery systems, terminal equipment, and gaming products in China's lottery market, (ii) research, development, production, and sales of natural and health food, and (iii) project development and operation of ecotourism[110] - The Group's revenue and segment information for the year ended 30 June 2024 are detailed in Notes 5 and 6 of the consolidated financial statements[111] - The Group's financial condition and business prospects may be affected by various risks and uncertainties, as outlined in the "Management Discussion and Analysis," "Corporate Governance Report," and "Independent Auditor's Report"[113] - The Group maintains good relationships with employees, customers, and suppliers to support long-term business development and sustainability[116] - The Group emphasizes employee development through continuous learning and training programs, and its emolument policy is based on merit, qualifications, and competence[117] - The Group values customer feedback and ensures the quality of services and products from suppliers to meet immediate and long-term business goals[118] - The Board is responsible for developing and monitoring the Company's environmental, social, and governance (ESG) objectives, ensuring compliance with legal and regulatory requirements[120] - The Group's five largest customers accounted for approximately 50% of its revenue during the Reporting Period, with the largest customer contributing about 13% of the Group's revenue[130] - The Group's five largest suppliers accounted for approximately 55% of its purchases during the Reporting Period, with the largest supplier contributing about 17% of the Group's purchases[130] - No interim dividend was paid during the Reporting Period, and the Board does not recommend the payment of a final dividend for the year ended 30 June 2024[125][126] - The Group's distributable reserves to shareholders as of 30 June 2024 were Nil, consistent with the previous year[135] - The Group's share option scheme was adjusted to 15,442,210 shares of HK$0.50 each following a share consolidation[141] - The Group's operations comply with relevant laws and regulations in Hong Kong, Bermuda, and Mainland China, with no material breaches reported[123][128] - The Group's environmental, social, and governance (ESG) performance and compliance with relevant laws are detailed in the "Environmental, Social and Governance Report" within the annual report[122][127] - The Group's borrowings and financial results for the year ended 30 June 2024 are detailed in the consolidated financial statements[125][132] - The Group did not engage in any purchase, sale, or redemption of its listed securities during the year ended 30 June 2024[140] - The Group's property, plant, and equipment movements during the Reporting Period are detailed in Note 16 of the consolidated financial statements[132] - No outstanding share options as of June 30, 2024, and no share options were granted, exercised, cancelled, or lapsed since the adoption of the Option Scheme[145][150] - The Option Scheme allows for the issuance of shares up to 30% of the total issued shares at any time[148] - No single participant can be granted options exceeding 1% of the issued shares in any 12-month period without shareholder approval[149] - The Option Scheme is valid for 10 years starting from August 2, 2022, and no further options will be granted after this period[156] - The subscription price for shares under the Option Scheme is determined by the Board and must be at least the highest of the closing price on the grant date, the average closing price for the preceding five business days, or the nominal value of the shares[155] - Mr. QIU Peiyuan holds 1,955,500 shares, representing 1.27% of the company's issued share capital[161] - Ms. ZHU Xinxin holds 292,500 shares, representing 0.19% of the company's issued share capital[161] - Ms. LAU Ting holds 55,032,782 shares, representing 35.64% of the company's issued share capital[165] - Mr. CAO Junsheng holds 12,525,000 shares, representing 8.11% of the company's issued share capital[165] - China Carbon Neutral Development Group Limited holds 10,000,000 shares, representing 6.48% of the company's issued share capital[165] - The company's issued share capital as of 30 June 2024 is 154,422,109 shares[159][165] - Smart Best International Corporation, wholly owned by Mr. QIU Peiyuan, holds 1,000,000 shares[161] - Hang Sing Overseas Limited, wholly owned by Ms. LAU Ting, holds 375,264 shares[165] - Strong Purpose Corporation, wholly owned by Ms. LAU Ting and Mr. Chan Shing, holds 688,677 shares[165] - Glory Add Limited, wholly owned by Favor King Limited, holds 2,562,462 shares[165] Property Disposal and Legal Actions - The consideration for the disposal of the property is HK$309,800,000, with net sales proceeds of approximately HK$291,567,000 after deducting estimated expenses of HK$18,233,000[173][177][182] - The property's net book value as of 31 December 2022 is approximately HK$324,000,000[178] - The property was used as the company's head office until September 2021 and has been vacant since then, with no net profit attributable to it for the two financial years preceding the disposal[179] - The disposal is considered a very substantial disposal under Rule 14.06(4) of the Listing Rules, with the highest applicable percentage ratio exceeding 75%[185] - The provisional agreement for the property disposal was terminated due to the purchaser's failure to pay the deposit of HK$30,980,000[186] - The company has initiated legal action (HCA 1378/2023) to claim the unpaid deposit of HK$30,980,000 from the purchaser[187] - Goldwide Limited, an indirect wholly-owned subsidiary, received a notice in October 2023 regarding a default on a loan facility with an outstanding principal amount of HK$162 million[189] - The loan facility is secured by a property owned by Goldwide, with a fair value of HK$230 million as of 30 June 2024[189] - The sale transaction was terminated due to the buyer's failure to pay the deposit of HKD 30,980,000, and the company has initiated legal action to protect its interests[190] - The company's subsidiary, Yewei, has a loan default with an outstanding principal of HKD 162 million, secured by a property valued at HKD 230 million[191] - The company and its subsidiary, Goldwide, were ordered by the court to repay all outstanding amounts, including interest and costs, and to deliver vacant possession of the property[193][196] - The default on the Facility triggered a cross-default under a short-term loan agreement, with an outstanding principal of approximately HKD 71,285,000 as of 30 June 2024[194] - The company failed to make the principal and final interest payments
中国生态旅游(01371) - 2024 - 年度财报