彭顺国际(06163) - 2025 - 中期业绩

Interim Results Announcement Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income The Group's revenue for the six months ended April 30, 2025, increased by 32.7% year-on-year to $11,698 thousand, but operating profit and profit for the period significantly decreased, mainly due to reduced other income and finance costs, with basic earnings per share falling from 0.29 cents to 0.01 cents Summary of Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income | Indicator | 2025 (USD '000) | 2024 (USD '000) | Year-on-year Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 11,698 | 8,813 | +32.7% | | Cost of Sales | (9,223) | (6,497) | +41.9% | | Gross Profit | 2,475 | 2,316 | +6.9% | | Other Income and Net Gains/(Losses) | 27 | 1,078 | -97.5% | | Selling and Distribution Expenses | (338) | (343) | -1.5% | | Net Impairment Loss Provision for Trade and Other Receivables | (41) | (108) | -62.0% | | General and Administrative Expenses | (1,714) | (1,531) | +11.9% | | Operating Profit | 409 | 1,412 | -71.0% | | Finance Costs | (257) | (450) | -42.9% | | Profit Before Income Tax | 152 | 962 | -84.2% | | Income Tax | (130) | (227) | -42.7% | | Profit for the Period | 22 | 735 | -97.0% | | Total Comprehensive Income for the Period | 277 | 722 | -61.6% | | Profit for the Period Attributable to Owners of the Company | 28 | 736 | -96.2% | | Basic Earnings Per Share (cents) | 0.01 | 0.29 | -96.6% | | Diluted Earnings Per Share (cents) | 0.01 | 0.20 | -95.0% | Condensed Consolidated Statement of Financial Position As of April 30, 2025, the Group's total assets and total equity both increased, with net current assets rising primarily due to changes in inventories and trade and other payables, while convertible bonds were fully converted and no longer listed as current liabilities Summary of Condensed Consolidated Statement of Financial Position | Indicator | April 30, 2025 (USD '000) | October 31, 2024 (USD '000) | Change (USD '000) | | :--- | :--- | :--- | :--- | | Non-current Assets | | | | | Property, Plant and Equipment | 6,504 | 6,478 | +26 | | Intangible Assets | 313 | 309 | +4 | | Deposit Paid for Acquisition of a Subsidiary | 330 | 330 | 0 | | Total Non-current Assets | 7,147 | 7,117 | +30 | | Current Assets | | | | | Inventories | 22,222 | 14,980 | +7,242 | | Trade Receivables | 4,113 | 5,041 | -928 | | Deposits, Prepayments and Other Receivables | 5,732 | 4,362 | +1,370 | | Tax Recoverable | 601 | 361 | +240 | | Financial Assets at Fair Value Through Profit or Loss | 54 | 2,391 | -2,337 | | Pledged Bank Deposits | 22 | 132 | -110 | | Cash and Bank Balances | 568 | 659 | -91 | | Total Current Assets | 33,312 | 27,926 | +5,386 | | Current Liabilities | | | | | Trade and Other Payables | 12,115 | 6,772 | +5,343 | | Contract Liabilities | 6,535 | 3,903 | +2,632 | | Bank Loans and Overdrafts | 6,391 | 6,670 | -279 | | Lease Liabilities | 57 | 35 | +22 | | Convertible Bonds | – | 3,586 | -3,586 | | Tax Provision | 4 | 16 | -12 | | Total Current Liabilities | 25,102 | 20,982 | +4,120 | | Net Current Assets | 8,210 | 6,944 | +1,266 | | Total Assets Less Current Liabilities | 15,357 | 14,061 | +1,296 | | Non-current Liabilities | | | | | Lease Liabilities | 106 | 68 | +38 | | Deferred Tax Liabilities | 27 | 35 | -8 | | Total Non-current Liabilities | 133 | 103 | +30 | | Net Assets | 15,224 | 13,958 | +1,266 | | Total Equity | 15,224 | 13,958 | +1,266 | Notes to the Condensed Consolidated Financial Statements This section provides supplementary information on the basis of preparation, key accounting policies, revenue and segment reporting, expenses, taxation, earnings per share, asset and liability changes, and convertible bond treatment, crucial for understanding the Group's financial position and operating results 1. General Information - Registered in Cayman Islands on June 21, 2016, as an exempted company[6] - Listed on the Main Board of The Stock Exchange of Hong Kong Limited since November 11, 2016[6] - Principal activities: investment holding, assembly and sale of aluminum and steel buses, and production of bus bodies[7] 2. Basis of Preparation and Principal Accounting Policies - Prepared in accordance with Hong Kong Accounting Standard 34 'Interim Financial Reporting' issued by the Hong Kong Institute of Certified Public Accountants and applicable disclosure requirements of Appendix D2 of the Listing Rules of the Stock Exchange[8] - Accounting policies prepared on a historical cost basis, except for financial assets at fair value through profit or loss and derivative financial instruments[9] - Going concern: Directors believe the Group will have sufficient financial resources to meet its financial obligations in the foreseeable future[8] - Application of new standards: First-time application of amendments to HKAS 1, HKFRS 16, HKAS 7, and HKFRS 7 had no significant impact on the financial position, performance, and/or disclosures for the current and prior periods[10] 3. Revenue and Segment Reporting - Principal activities: (i) sale of bus bodies and kits, (ii) sale of parts and provision of related services, (iii) leasing of motor vehicles, and (iv) sale of program and related intellectual property rights (no revenue generated in the reporting period)[11] Revenue by Major Product or Service | Product/Service | 2025 (USD '000) | 2024 (USD '000) | | :--- | :--- | :--- | | Sale of bus bodies and kits | 9,875 | 6,858 | | Sale of parts and provision of related services | 1,702 | 1,955 | | Leasing of motor vehicles | 121 | – | | Total Revenue | 11,698 | 8,813 | Revenue by Geographical Location | Region | 2025 (USD '000) | 2024 (USD '000) | | :--- | :--- | :--- | | New Zealand | 4,499 | 214 | | Malaysia (place of operation) | 3,527 | 958 | | Singapore | 2,285 | 2,788 | | United States of America ("USA") | 600 | 1,486 | | Hong Kong | 545 | 953 | | Australia | 8 | 2,271 | | Others | 234 | 143 | | Total | 11,698 | 8,813 | - Segment reporting: The Group is divided into business units by product and service, with two reportable operating segments: sale of bus bodies and kits and sale of parts and provision of related services[15][17] Analysis of Reportable Segment Revenue and Profit | Segment | 2025 Revenue (USD '000) | 2025 Profit (USD '000) | 2024 Revenue (USD '000) | 2024 Profit/(Loss) (USD '000) | | :--- | :--- | :--- | :--- | :--- | | Sale of bus bodies and kits | 9,875 | 361 | 6,858 | 170 | | Sale of parts and provision of related services | 1,702 | 476 | 1,955 | 618 | | Sale of program and related intellectual property rights | – | – | – | (70) | | Leasing of motor vehicles | 121 | 8 | – | – | | Total | 11,698 | 845 | 8,813 | 718 | 4. Other Income and Net Gains/(Losses) Details of Other Income and Net Gains/(Losses) | Item | 2025 (USD '000) | 2024 (USD '000) | | :--- | :--- | :--- | | Bank and other interest income | – | 96 | | Dividends from listed securities | 1 | – | | Net exchange gains | 7 | 92 | | Gain on disposal of listed securities | 3 | – | | Gain on disposal of property, plant and equipment | – | 575 | | Fair value (loss)/gain on financial assets at fair value through profit or loss | (3) | 299 | | Others | 19 | 16 | | Total | 27 | 1,078 | - Total other income and net gains significantly decreased by 97.5% from $1,078 thousand in 2024 to $27 thousand in 2025[20] 5. Profit Before Income Tax Details of Finance Costs | Item | 2025 (USD '000) | 2024 (USD '000) | | :--- | :--- | :--- | | Interest expense on bank and other borrowings | 164 | 320 | | Interest expense on lease liabilities | 3 | 3 | | Imputed interest on convertible bonds | 90 | 127 | | Total Finance Costs | 257 | 450 | Details of Staff Costs | Item | 2025 (USD '000) | 2024 (USD '000) | | :--- | :--- | :--- | | Salaries, wages and other benefits | 1,263 | 1,069 | | Contributions to defined contribution retirement plans | 116 | 92 | | Total Staff Costs | 1,379 | 1,161 | - Cost of inventories increased from $6,497 thousand in 2024 to $9,223 thousand in 2025[23] - Net impairment loss provision for trade and other receivables decreased from $108 thousand in 2024 to $41 thousand in 2025[23] 6. Dividends - The Board does not recommend the payment of an interim dividend for the reporting period (six months ended April 30, 2024: nil)[24] 7. Income Tax Details of Income Tax Expense | Item | 2025 (USD '000) | 2024 (USD '000) | | :--- | :--- | :--- | | Current tax | 138 | 213 | | Deferred tax | (8) | 14 | | Income Tax Expense | 130 | 227 | - Hong Kong and PRC subsidiaries had no assessable profits during the reporting period and were therefore not subject to income tax[25] - Statutory income tax rate in Singapore is 17%, and in Malaysia is 24%[25] 8. Earnings Per Share Earnings Per Share | Indicator | 2025 (cents) | 2024 (cents) | | :--- | :--- | :--- | | Basic Earnings Per Share | 0.01 | 0.29 | | Diluted Earnings Per Share | 0.01 | 0.20 | - Profit for the period attributable to owners of the Company decreased from $736 thousand in 2024 to $28 thousand in 2025[27] - Weighted average number of ordinary shares in issue increased from 251,364,000 shares in 2024 to 258,960,685 shares in 2025[27] - No dilutive effect from share options in 2025 as the exercise price was higher than the average market price of shares during the reporting period and for the six months ended April 30, 2024[28] 9. Movements in Property, Plant and Equipment and Right-of-Use Assets - Cost of purchases of property, plant and equipment: approximately $0.10 million in 2025 (2024: approximately $17,000)[29] - No gain or loss on disposal of property, plant and equipment recorded (2024: gain of approximately $575,000)[29] - New lease arrangements: approximately $74,000 for motor vehicles in 2025 (2024: nil)[30] 10. Trade Receivables, Deposits, Prepayments and Other Receivables Trade Receivables | Item | April 30, 2025 (USD '000) | October 31, 2024 (USD '000) | | :--- | :--- | :--- | | Trade receivables | 4,631 | 5,511 | | Less: Impairment loss provision | (518) | (470) | | Net | 4,113 | 5,041 | Ageing Analysis of Trade Receivables | Ageing | April 30, 2025 (USD '000) | October 31, 2024 (USD '000) | | :--- | :--- | :--- | | Within 30 days | 2,850 | 3,925 | | 31 to 90 days | 178 | 369 | | Over 90 days | 1,085 | 747 | | Total | 4,113 | 5,041 | Deposits, Prepayments and Other Receivables | Item | April 30, 2025 (USD '000) | October 31, 2024 (USD '000) | | :--- | :--- | :--- | | Deposits | 748 | 413 | | Prepayments | 4,823 | 3,912 | | Other receivables* | 4,215 | 4,091 | | Less: Impairment loss provision | (3,724) | (3,724) | | Subtotal | 6,062 | 4,692 | | Less: Non-current portion (Deposit paid for acquisition of a subsidiary**) | (330) | (330) | | Net | 5,732 | 4,362 | - Impairment loss of $3,724 thousand recognized for other receivables related to the sale of program and related intellectual property rights segment, due to overdue status and uncertain recoverability[35] - Deposit paid for acquisition of a subsidiary is $330 thousand, with the condition period extended to July 26, 2025[36][37] 11. Pledged Bank Deposits Pledged Bank Deposits | Item | April 30, 2025 (USD '000) | October 31, 2024 (USD '000) | | :--- | :--- | :--- | | Fixed deposits | 22 | 132 | - Pledged bank deposits are collateral for bank facilities granted to the Group[38] 12. Trade and Other Payables Trade and Other Payables | Item | April 30, 2025 (USD '000) | October 31, 2024 (USD '000) | | :--- | :--- | :--- | | Trade payables | 11,706 | 5,676 | | Other payables and accrued expenses | 391 | 1,096 | | Deposits received | 18 | – | | Total | 12,115 | 6,772 | Ageing Analysis of Trade Payables | Ageing | April 30, 2025 (USD '000) | October 31, 2024 (USD '000) | | :--- | :--- | :--- | | Within 30 days | 2,493 | 2,284 | | 31 to 90 days | 6,998 | 2,056 | | Over 90 days | 2,215 | 1,336 | | Total | 11,706 | 5,676 | - All trade and other payables are expected to be settled within one year or on demand[40] 13. Bank Loans and Overdrafts Bank Loans and Overdrafts | Item | April 30, 2025 (USD '000) | October 31, 2024 (USD '000) | | :--- | :--- | :--- | | Bank overdrafts | 1,947 | 2,328 | | Trust receipt loans | 3,251 | 2,268 | | Other bank loans | 1,193 | 2,074 | | Total | 6,391 | 6,670 | - New bank borrowings of approximately $4,859 thousand obtained during the reporting period[41] - Bank borrowings are secured by the Group's freehold land and buildings, deposits with licensed banks, listed securities held for trading, and joint and several personal guarantees from directors limited to $210,000[42] 14. Convertible Bonds - Total principal amount of convertible bonds: HK$25,000,000 (equivalent to approximately $3,222,000)[43] - Initial conversion price: HK$1.00 per share, with an annual interest rate of 4.25%[43] - Maturity date extended to the third anniversary of the convertible bonds' issue date[44] - On March 7, 2025, convertible bonds matured and were fully converted, resulting in the allotment and issue of 25,000,000 shares by the Company[47] Breakdown of Convertible Bonds | Item | Liability Component (USD '000) | Derivative Financial Instrument (USD '000) | Equity Component (USD '000) | Total (USD '000) | | :--- | :--- | :--- | :--- | :--- | | November 1, 2024 (audited) | 3,586 | (2,276) | 1,031 | 2,341 | | Imputed interest for the six months ended April 30, 2025 | 90 | – | – | 90 | | Interest payment | (411) | – | – | (411) | | Conversion to shares | (3,265) | 2,276 | (1,031) | (2,020) | | April 30, 2025 (unaudited) | – | – | – | – | Business Review Products and Markets The Group primarily designs, assembles, and manufactures bus bodies and assembles buses, including aluminum city and long-distance buses, sold to core markets (Singapore, Malaysia) and expanding markets (Australia, New Zealand, Hong Kong, USA), with products delivered as semi-knocked down, completely knocked down, or complete buses - Principal activities: design, assembly, and manufacture of bus bodies and assembly of buses[49] - Target markets: core markets (Singapore and Malaysia) and expanding markets (Australia, New Zealand, Hong Kong, and USA)[49] - Product types: aluminum city buses and long-distance buses, primarily delivered to public and private bus transport operators[49] - Sales forms: (i) local assembly and subsequent sale of bus bodies (semi-knocked down and completely knocked down); and (ii) complete buses (finished vehicles)[49] Revenue Contribution The sale of bus bodies and kits segment is the Group's primary revenue source, accounting for 84.5% of total revenue, driven mainly by aluminum bus and body sales due to their environmental compliance and energy efficiency advantages - Sale of bus bodies and kits segment contributed approximately 84.5% (2024: approximately 77.8%) of revenue, primarily from aluminum bus and body sales[50] - Demand for aluminum buses and bodies will continue to be the main driver of business growth due to environmental standards, lighter weight, and better energy efficiency[50] Delivery Volume During the reporting period, the Group delivered a total of 72 complete vehicles and 47 completely knocked down units to customers - During the reporting period, the Group delivered a total of 72 complete vehicles and 47 completely knocked down units to customers[51] Revenue from External Customers - Sale of Bus Bodies and Kits Segment Revenue from the sale of bus bodies and kits segment increased by 44.0% year-on-year to $9.88 million, primarily driven by an increase in completed bus orders delivered to New Zealand and Malaysia, totaling 72 complete vehicles and 47 completely knocked down units Revenue from External Customers - Sale of Bus Bodies and Kits Segment (by Geographical Location) | Region | 2025 (USD '000) | 2024 (USD '000) | | :--- | :--- | :--- | | New Zealand | 4,499 | 81 | | Malaysia (place of operation) | 3,342 | 933 | | Singapore | 768 | 1,188 | | USA | 538 | 1,410 | | Hong Kong | 509 | 926 | | Australia | – | 2,177 | | Others | 219 | 143 | | Total | 9,875 | 6,858 | - Revenue from the sale of bus bodies and kits segment was approximately $9.88 million, an increase of approximately 44.0% compared to approximately $6.86 million in the same period of 2024[55] - Revenue increase primarily due to an increase in the number of completed bus orders delivered to New Zealand and Malaysia[55] - During the reporting period, the Group delivered a total of 72 complete vehicles (2024: 58 vehicles) to customers in New Zealand, Hong Kong, Malaysia, and the USA, and 47 completely knocked down units (2024: 4 units) to customers in New Zealand and Hong Kong[55] Revenue from External Customers - Sale of Parts and Provision of Related Services Revenue from the sale of parts and provision of related services segment decreased by 12.9% year-on-year to $1.70 million, mainly due to a decline in maintenance and after-sales service volume in Singapore Revenue from External Customers - Sale of Parts and Provision of Related Services Segment (by Geographical Location) | Region | 2025 (USD '000) | 2024 (USD '000) | | :--- | :--- | :--- | | Singapore | 1,517 | 1,600 | | Malaysia (place of operation) | 64 | 25 | | USA | 62 | 76 | | Hong Kong | 36 | 27 | | Australia | 8 | 94 | | New Zealand | – | 132 | | Others | 15 | 1 | | Total | 1,702 | 1,955 | - Revenue from the sale of parts and provision of related services segment was approximately $1.70 million, a decrease of approximately 12.9% compared to approximately $1.96 million in the same period of 2024[56] - The decrease was mainly due to a decline in maintenance and after-sales service volume in Singapore, which is correlated with the cumulative number of buses sold to Singapore[56] Motor Vehicle Leasing Revenue During the reporting period, the Group recorded motor vehicle leasing revenue of approximately $0.12 million for the first time, primarily from leasing vans to customers in Malaysia - During the reporting period, the Group recorded revenue of approximately $0.12 million from leasing vans to customers in Malaysia (2024: nil)[57] Outlook Market Position and Expansion The Group is committed to maintaining its market position in Asia and continuously expanding its presence in other regions such as the USA, Australia, New Zealand, and the Middle East, believing that superior product quality is key to becoming a leading bus manufacturing solution provider - The Group has consistently maintained its market position in Asia, continuously receiving customer support in the region[58] - In recent years, the Group has been dedicated to expanding its market presence in other regions such as the USA, Australia, New Zealand, and the Middle East[58] - The Group firmly believes that maintaining superior product quality is crucial to becoming a leading bus manufacturing solution provider[58] Electric Vehicle Market The Group actively embraces the EV market trend, delivering 99 EVs and generating approximately $6.02 million in revenue during the reporting period, with future plans to explore trading complete EVs, participating in more EV projects, and strengthening collaborations with Chinese chassis operators to broaden EV manufacturing - Electric vehicles (EVs) have become a major trend in the bus market, and the Group is focused on adapting to this trend to maintain its competitive advantage[59] - During the reporting period, the Group delivered 99 EVs (including complete vehicles and completely knocked down units) to customers (2024: 34 vehicles), generating revenue of approximately $6.02 million from these completed EV orders (2024: approximately $3.77 million)[59] - In addition to manufacturing EV bodies, the Group is exploring opportunities to trade complete EVs to diversify revenue streams and capitalize on EV market growth[59] - The Group is actively negotiating with potential customers in various markets, aiming to participate in more EV projects and tenders, and continue designing and manufacturing suitable bodies for different EV chassis based on regional demands[59] - The Group will intensify promotion of its lightweight aluminum EV bus body solutions and strengthen relationships with major chassis operators in China[59] - Beyond electric buses, the Group will also explore the possibility of manufacturing and trading a wider range of commercial and special-purpose electric vehicles[59] Diversified Revenue Streams Beyond its core bus manufacturing business, the Group has initiated motor vehicle leasing to diversify revenue and increase passive income, continuously seeking various business development opportunities for sustainable growth - The Group has also started leasing motor vehicles to customers to diversify its revenue streams and increase passive income[60] - In the future, the Group will continuously seek various business development opportunities and formulate different business strategies to effectively utilize resources and maintain long-term sustainable growth[60] Operating Results and Financial Review Revenue During the reporting period, the Group's revenue was approximately $11.70 million, an increase of about 32.7% from $8.81 million in the prior year, primarily due to increased completed orders delivered to New Zealand and Malaysian customers, driving growth in bus body and kit sales - During the reporting period, the Group recorded revenue of approximately $11.70 million, an increase of approximately 32.7% compared to approximately $8.81 million in the same period of 2024[61] - The increase was primarily attributable to the increase in completed orders delivered to customers in New Zealand and Malaysia, leading to higher revenue from the sale of bus bodies and kits[61] By Product Category The Group's revenue is primarily derived from complete city buses, accounting for 69.8% of total revenue, with significant growth in completely knocked down city bus revenue, a decrease in maintenance and after-sales service revenue, and the first contribution from motor vehicle leasing income Revenue by Product Category | Product Category | 2025 (USD '000) | 2025 (%) | 2024 (USD '000) | 2024 (%) | | :--- | :--- | :--- | :--- | :--- | | Buses | | | | | | Complete vehicles - City buses | 8,162 | 69.8 | 6,526 | 74.0 | | Complete vehicles - Long-distance buses | – | – | 251 | 2.8 | | Complete vehicles - Others | 768 | 6.6 | – | – | | Bus Bodies | | | | | | Completely knocked down - City buses | 945 | 8.1 | 81 | 1.0 | | Maintenance and after-sales services | 1,702 | 14.5 | 1,955 | 22.2 | | Motor vehicle leasing income | 121 | 1.0 | – | – | | Total | 11,698 | 100.0 | 8,813 | 100.0 | By Geographical Location Revenue from New Zealand and Malaysia significantly increased to $4,499 thousand and $3,527 thousand respectively, becoming key growth drivers, while revenue from Singapore, the USA, and Australia decreased Revenue from External Customers by Geographical Location | Region | 2025 (USD '000) | 2024 (USD '000) | | :--- | :--- | :--- | | New Zealand | 4,499 | 214 | | Malaysia (place of operation) | 3,527 | 958 | | Singapore | 2,285 | 2,788 | | USA | 600 | 1,486 | | Hong Kong | 545 | 953 | | Australia | 8 | 2,271 | | Others | 234 | 143 | | Total | 11,698 | 8,813 | Gross Profit and Gross Profit Margin Gross profit for the reporting period was approximately $2.48 million, with a gross profit margin of about 21.2%, a decrease from 26.3% in the prior year, mainly due to the relatively higher gross profit margin from electric bus body sales to Australia in the previous period - The Group's gross profit for the reporting period and the same period in 2024 was approximately $2.48 million and $2.32 million, respectively[65] - The Group's gross profit margin for the reporting period and the same period in 2024 was approximately 21.2% and approximately 26.3%, respectively[65] - The decrease in gross profit margin for the reporting period compared to the same period in 2024 was mainly due to the relatively higher gross profit margin from electric bus body sales to Australia in the prior period[65] Selling and Distribution Expenses Selling and distribution expenses for the reporting period were approximately $0.34 million, similar to the prior year, primarily comprising advertising, logistics, and sales staff travel expenses - The Group's selling and distribution expenses for the reporting period were approximately $0.34 million, similar to the level in the same period of 2024[66] - The Group's selling and distribution expenses primarily include advertising and promotion expenses, logistics expenses, and sales staff travel expenses[66] General and Administrative Expenses General and administrative expenses increased by approximately $0.18 million (about 12.0%) during the reporting period, mainly due to higher staff costs resulting from revised management employee salaries - The Group's general and administrative expenses for the reporting period increased by approximately $0.18 million (approximately 12.0%) compared to the same period in 2024[67] - The increase was primarily attributable to higher staff costs resulting from revised management employee salaries during the reporting period compared to the same period in 2024[67] Income Tax Expense Income tax expense for the reporting period was approximately $0.13 million, a decrease from the prior year, mainly due to income tax provisions for Singaporean and Malaysian subsidiaries with profits before tax, and temporary tax differences from impairment loss provisions for trade receivables - Income tax expense recognized during the reporting period was approximately $0.13 million, compared to approximately $0.23 million in the same period of 2024[68] - Income tax expense for the reporting period was primarily attributable to income tax provisions recognized for the Group's Singaporean and Malaysian subsidiaries that recorded profit before income tax, and temporary tax differences arising from impairment loss provisions for trade receivables recognized during the reporting period[68] Liquidity, Financial Resources and Capital Structure Cash Flow During the reporting period, the Group's working capital was primarily financed by bank loans - During the reporting period, the Group's working capital was primarily financed by bank loans[69] Net Current Assets As of April 30, 2025, the Group's net current assets were approximately $8.21 million, with a current ratio of about 1.33, similar to the level on October 31, 2024 - The Group's net current assets were approximately $8.21 million as of April 30, 2025, compared to approximately $6.94 million as of October 31, 2024[70] - As of April 30, 2025, the Group's current ratio was approximately 1.33 (October 31, 2024: approximately 1.33)[70] Cash and Cash Equivalents, Bank Deposits and Bank Loans As of April 30, 2025, cash and cash equivalents were approximately $0.57 million, pledged bank deposits decreased to $22,000, and bank loans and overdrafts decreased by about 4.18% to $6.39 million, all bearing floating interest rates and denominated in Malaysian Ringgit - As of April 30, 2025, the Group's cash and cash equivalents were approximately $0.57 million, compared to approximately $0.66 million as of October 31, 2024[71] - As of April 30, 2025, the Group's pledged bank deposits were approximately $22,000, compared to approximately $0.13 million as of October 31, 2024[71] - The Group's bank loans and overdrafts decreased by approximately 4.18% from approximately $6.67 million as of October 31, 2024, to approximately $6.39 million as of April 30, 2025[71] - As of April 30, 2025, 100% of the Group's bank borrowings bore floating interest rates, and all bank borrowings were denominated in Malaysian Ringgit[71] Cash and Cash Equivalents (by Currency) | Currency | April 30, 2025 (USD '000 equivalent) | | :--- | :--- | | USD | 64 | | Malaysian Ringgit | (1,696) | | Singapore Dollar | 209 | | Australian Dollar | 38 | | Hong Kong Dollar | 6 | | Total | (1,379) | Gearing Ratio As of April 30, 2025, the gearing ratio decreased from approximately 69% on October 31, 2024, to about 43%, primarily due to the conversion of convertible bonds into shares during the reporting period - As of April 30, 2025, the Group's gearing ratio (calculated as lease liabilities, bank borrowings, bank overdrafts, and convertible bonds less cash and bank balances divided by total equity as of April 30, 2025) decreased from approximately 69% as of October 31, 2024, to approximately 43%[74] - The decrease was primarily attributable to the allotment and issue of shares due to the conversion of convertible bonds during the reporting period[74] Capital Expenditure Capital expenditure for the reporting period was approximately $0.10 million, primarily for the acquisition of property, plant and equipment and the recognition of lease liabilities - During the reporting period, the Group's capital expenditure was approximately $0.10 million, compared to approximately $17,000 in the same period of 2024[75] - Capital expenditure recorded during the reporting period was mainly for cash paid for the acquisition of property, plant and equipment and the recognition of lease liabilities[75] Material Investments During the reporting period, the Group held no material investments - During the reporting period, the Group held no material investments[76] - As of April 30, 2025, there were no specific plans for material investments or capital assets[78] Commitments As of the end of the reporting period, the Group had significant capital commitments contracted but not recognized as liabilities of approximately $446 thousand, primarily including investment commitments in a joint venture and acquisition of a subsidiary, with the joint venture now deregistered Significant Capital Commitments Contracted But Not Provided For | Item | April 30, 2025 (USD '000) | October 31, 2024 (USD '000) | | :--- | :--- | :--- | | Investment in a joint venture (RMB1,500,000) | 206 | 211 | | Acquisition of a subsidiary | 240 | 237 | | Total | 446 | 448 | - The joint venture has been deregistered, and the Group no longer has any capital contribution obligations[77] - The condition period for the acquisition of a subsidiary has been further extended by nine (9) months to July 26, 2025[37][77] Material Acquisitions or Disposals During the reporting period, the Group had no material acquisitions or disposals of subsidiaries, associates, and joint ventures - During the reporting period, the Group had no material acquisitions or disposals of subsidiaries, associates, and joint ventures[79] Foreign Exchange Risk The Group faces foreign exchange rate fluctuation risks from transactions denominated in foreign currencies, primarily USD, AUD, and SGD, currently without a hedging policy, but management monitors closely and considers hedging significant risks when necessary - The Group conducts certain transactions denominated in foreign currencies (primarily USD, AUD, and SGD), thus facing foreign exchange rate fluctuation risks[80] - The Group currently has no foreign exchange hedging policy; however, management closely monitors foreign exchange risk to maintain net risk at an acceptable level and will consider hedging significant foreign exchange risks when necessary[80] Pledge of Assets As of April 30, 2025, the Group pledged approximately $22,000 in bank deposits and freehold land, buildings, and financial assets at fair value through profit or loss with a net book value of approximately $5,641 thousand as collateral for bank facilities - Pledged bank deposits of approximately $22,000 (October 31, 2024: approximately $0.13 million) were pledged to banks as collateral for bank facilities granted to the Group[81] Net Book Value of Pledged Assets | Asset | April 30, 2025 (USD '000) | October 31, 2024 (USD '000) | | :--- | :--- | :--- | | Freehold land | 1,783 | 1,760 | | Buildings | 3,804 | 3,812 | | Financial assets at fair value through profit or loss | 54 | 115 | | Total | 5,641 | 5,687 | Contingent Liabilities As of April 30, 2025, the Group had contract performance guarantees of approximately $52 thousand in favor of customers, securing contractual obligations, where failure to perform satisfactorily would require the Group to compensate the banks Contingent Liabilities | Item | April 30, 2025 (USD '000) | October 31, 2024 (USD '000) | | :--- | :--- | :--- | | Contract performance guarantees in favor of customers | 52 | 26 | - Performance guarantees are issued by banks in favor of certain Group customers as security for the Group's due performance and observance of its obligations under contracts entered into with these customers[83] - Should the Group fail to perform to the satisfaction of the customers for whom performance guarantees are obtained, these customers may demand payment of the specified amount from the banks, and the Group would then be liable to reimburse the banks accordingly[83] Other Information Interim Dividend The Board does not recommend the payment of an interim dividend for the reporting period, consistent with the prior year - The Board does not recommend the payment of an interim dividend for the reporting period (six months ended April 30, 2024: nil)[84] Employees and Remuneration Policy As of April 30, 2025, the Group had 243 full-time employees, with remuneration and promotion based on qualifications, experience, performance, and contribution, supported by induction, on-the-job training, and encouragement for professional seminars - As of April 30, 2025, the Group had a total of 243 full-time employees (October 31, 2024: 256 employees)[85] - The Group's recruitment, employment, remuneration, and promotion of employees are based on their qualifications, experience, expertise, work performance, and contribution, with remuneration determined after considering market levels[85] - The Group provides extensive induction and on-the-job training to employees throughout the year and regularly encourages participation in work-related seminars, courses, and programs organized by professional or educational institutions in Malaysia, Hong Kong, or other jurisdictions[85] Events After Reporting Period As of the date of this announcement, there have been no significant events concerning the Company or the Group after April 30, 2025 - There have been no significant events concerning the Company or the Group after April 30, 2025, and up to the date of this announcement[86] Purchase, Sale or Redemption of the Company's Listed Securities During the reporting period, neither the Company nor its subsidiaries purchased, sold, or redeemed any of the Company's listed securities, and no treasury shares were held as of April 30, 2025 - During the reporting period, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities (including the sale of treasury shares)[87] - As of April 30, 2025, the Company held no treasury shares (as defined in the Listing Rules)[87] Standard Code for Securities Transactions by Directors The Company adopted the Standard Code for Securities Transactions by Directors of Listed Issuers as its code of conduct, confirmed compliance by all directors during the reporting period, and established written guidelines for employees with inside information, with no non-compliance found - The Company has adopted the Standard Code for Securities Transactions by Directors of Listed Issuers (the 'Standard Code') as set out in Appendix C3 of the Listing Rules as its code of conduct for directors' securities transactions, with rules no less exacting than those in the Standard Code[88] - Following specific inquiries to all directors, they confirmed compliance with the required standards for directors' securities transactions under the Standard Code during the reporting period[88] - The Company also established written guidelines for employees who may possess inside information (the 'Employee Written Guidelines'), with terms no less exacting than the Standard Code; no non-compliance by any employee was known during the reporting period[88] Compliance with Corporate Governance Code The Company complied with applicable provisions of the Corporate Governance Code during the reporting period, except for Code Provision C.2.1 where the Chairman and CEO roles are held by the same person, an arrangement the Board believes ensures leadership consistency and strategic planning, balanced by independent non-executive directors - During the reporting period, the Company complied with the applicable code provisions of the Corporate Governance Code as set out in Appendix C1 of the Listing Rules, except for Code Provision C.2.1[89] - Code Provision C.2.1 of the Corporate Governance Code requires the roles of Chairman and Chief Executive Officer to be separate and not performed by the same individual; thus, Mr. Pang Chung Yong concurrently serving as the Company's CEO and Chairman represents a deviation from this code provision[89] - The Board believes that having the same individual serve as Chairman and CEO ensures consistency in the Group's leadership and enables more effective and efficient overall strategic planning; the Board also believes this arrangement does not compromise the balance of power and authority, given that half of the Board members are independent non-executive directors providing diverse and independent perspectives[90] Audit Committee The Audit Committee, comprising three independent non-executive directors with Mr. Huan Yean San as Chairman, reviewed the Company's unaudited condensed consolidated interim results and report for the period, concurring with the adopted accounting principles and practices - The Audit Committee comprises three independent non-executive directors: Mr. Huan Yean San, Mr. Lim Yew Chong, and Ms. Kwok Yuen Lam; Mr. Huan Yean San was elected Chairman of the Audit Committee[92] - The primary functions of the Audit Committee include reviewing and overseeing the Group's financial reporting process, risk management, and internal control systems, supervising the audit process, and selecting external auditors while assessing their independence and qualifications[92] - The Audit Committee has reviewed the Company's unaudited condensed consolidated interim results and interim report for the reporting period and concurs with the accounting principles and practices adopted by the Company[92] Publication of Interim Report The interim report, containing all information from this announcement, will be dispatched to shareholders and published on the Company's and Stock Exchange's websites in due course - In accordance with the Listing Rules, the interim report, containing all Company information from this announcement and including the unaudited condensed consolidated financial results for the reporting period, will be dispatched to shareholders (if required) and published on the Company's website (www.gml.com.my) and the Stock Exchange's website (www.hkex.com.hk) in due course[93]