Performance Summary The company reported a revenue decrease and a shift from profit to loss in FY2025, while its financial position remained largely stable with a slight decline in net assets Annual Performance Summary for the Year Ended March 31, 2025 | Metric | 2025 (HKD Thousands) | 2024 (HKD Thousands) | Year-on-year Change | | :--- | :--- | :--- | :--- | | Revenue | 48,314 | 51,983 | -7.1% | | Profit (Loss) Before Tax | (5,893) | 19,782 | Turned from profit to loss | | Profit (Loss) for the Year Attributable to Owners of the Company | (8,474) | 12,626 | Turned from profit to loss | | Underlying Profit* for the Year Attributable to Owners of the Company | 5,892 | 8,978 | -34.4% | Financial Position Summary as of March 31, 2025 | Metric | 2025 (HKD Thousands) | 2024 (HKD Thousands) | Year-on-year Change | | :--- | :--- | :--- | :--- | | Total Assets | 586,267 | 586,300 | -0.01% | | Total Liabilities | 202,277 | 193,331 | +4.6% | | Net Assets | 383,990 | 392,969 | -2.3% | - Note: Underlying profit excludes the net impact of fair value changes in investment properties after deferred tax3 Consolidated Financial Statements This section presents the company's consolidated financial statements, including the statement of profit or loss, financial position, and changes in equity Consolidated Statement of Profit or Loss and Other Comprehensive Income For FY2025, the company turned from profit to loss, primarily due to a significant fair value decrease in investment properties, despite a slight revenue decline Key Items from Consolidated Statement of Profit or Loss | Item | 2025 (HKD Thousands) | 2024 (HKD Thousands) | | :--- | :--- | :--- | | Revenue | 48,314 | 51,983 | | Net (Decrease) Increase in Fair Value of Investment Properties | (15,107) | 6,093 | | Profit (Loss) Before Tax | (5,893) | 19,782 | | Profit (Loss) for the Year | (7,796) | 13,497 | | Profit (Loss) for the Year Attributable to Owners of the Company | (8,474) | 12,626 | Earnings (Loss) Per Share | Item | 2025 (HK Cents) | 2024 (HK Cents) | | :--- | :--- | :--- | | Basic | (1.03) | 1.55 | | Diluted | (1.03) | 1.55 | Consolidated Statement of Financial Position As of March 31, 2025, the group's total assets remained stable, while total liabilities increased, resulting in a slight decrease in net assets Key Items from Statement of Financial Position | Item | 2025 (HKD Thousands) | 2024 (HKD Thousands) | | :--- | :--- | :--- | | Assets | | | | Investment Properties | 484,673 | 485,805 | | Total Assets | 586,267 | 586,300 | | Liabilities and Equity | | | | Secured Bank Borrowings (Current + Non-current) | 157,192 | 146,700 | | Total Liabilities | 202,277 | 193,331 | | Equity Attributable to Owners of the Company | 370,923 | 380,036 | | Total Equity | 383,990 | 392,969 | - The group reported net current liabilities of approximately HKD 20,993 thousand as of March 31, 2025, but the directors believe the group has sufficient unutilized bank facilities to maintain continuous operation14 Consolidated Statement of Changes in Equity As of March 31, 2025, equity attributable to owners decreased, primarily due to the annual loss, share repurchases, and dividend payments, partially offset by share-based payments - Equity attributable to owners of the company decreased from HKD 380,036 thousand at the beginning of the year to HKD 370,923 thousand at year-end9 - Key items contributing to the equity decrease include: loss for the year (HKD 8,474 thousand), share repurchases (HKD 136 thousand), and dividends paid (HKD 1,313 thousand)9 Notes to the Consolidated Financial Statements This section provides detailed explanatory notes to the consolidated financial statements, covering business overview, revenue, and related party transactions Company Information and Business Overview Haode Holdings Limited, a Cayman Islands-registered investment holding company listed on HKEX GEM, primarily engages in corporate finance, asset management, advisory services, and proprietary investments, particularly in Japanese properties via TK arrangements - The group's principal activities include corporate finance, asset management, advisory services, and proprietary investments12 - The group invests in Japanese properties through Tokumei Kumiai (TK) arrangements12 Revenue and Segment Information Total revenue for FY2025 was primarily driven by proprietary investments and advisory services, with varying segment performance and key geographical contributions from Japan and Hong Kong Revenue by Business Segment | Business Segment | 2025 Revenue (HKD Thousands) | 2024 Revenue (HKD Thousands) | | :--- | :--- | :--- | | Corporate Finance, Asset Management, and Other Advisory Services | 21,875 | 21,876 | | Rental Income from Investment Properties under Operating Leases | 26,439 | 30,107 | | Total | 48,314 | 51,983 | Segment Results by Business Segment | Business Segment | 2025 Segment Profit (Loss) (HKD Thousands) | 2024 Segment Profit (HKD Thousands) | | :--- | :--- | :--- | | Advisory, Consulting, and Asset Management | 12,370 | 12,630 | | Proprietary Investments | (3,223) | 22,149 | | Total | 9,147 | 34,779 | Revenue by Region | Region | 2025 Revenue (HKD Thousands) | 2024 Revenue (HKD Thousands) | | :--- | :--- | :--- | | Hong Kong | 22,235 | 23,316 | | Japan | 26,079 | 28,667 | | Total | 48,314 | 51,983 | Profit (Loss) for the Year and Dividends Staff costs slightly increased, and the company paid dividends during the year, with the board proposing a final dividend for the current fiscal year - The Board recommended a final dividend of HKD 0.08 cents per ordinary share, totaling approximately HKD 663 thousand35 - Dividends paid during FY2025 totaled HKD 1,313 thousand (comprising final dividend for the prior year and interim dividend for the current year)35 Earnings (Loss) Per Share Due to the annual loss attributable to owners, both basic and diluted loss per share were reported, a shift from last year's earnings, with weighted average shares adjusted for corporate actions Earnings (Loss) Per Share Calculation | Item | 2025 | 2024 | | :--- | :--- | :--- | | Profit (Loss) for the Year Attributable to Owners of the Company (HKD Thousands) | (8,474) | 12,626 | | Weighted Average Number of Ordinary Shares (Thousands) | 821,550 | 814,131 | | Basic Earnings (Loss) Per Share (HK Cents) | (1.03) | 1.55 | Related Party Transactions The group engaged in related party transactions with associates, involving asset management fees and bank loan guarantees, with total remuneration for directors and key management personnel reported for the year - The group paid asset management fees and guarantee fees totaling HKD 1,015 thousand to associate KK Ascent Plus52 - The group received asset management fee income of HKD 311 thousand from associate Nippon Fudosan Fund52 - Associate KK Ascent Plus provided a guarantee for the group's bank borrowings of HKD 41,223 thousand53 Management Discussion and Analysis This section offers management's review and analysis of the company's operational and financial performance, including segment results and liquidity Operations and Financial Review For FY2025, the group turned from profit to loss, primarily due to a significant fair value loss on investment properties, particularly in Hong Kong, while underlying profit also declined due to reduced rental income and JPY depreciation - The group recorded a net loss of HKD 8.5 million in FY2025, compared to a net profit of HKD 12.6 million last year62 - The loss was primarily due to a fair value loss of HKD 15.1 million on investment properties, with revaluation loss on Hong Kong commercial properties reaching HKD 11 million62 - Underlying profit (excluding fair value changes in investment properties) decreased from HKD 9 million to HKD 5.9 million, mainly due to reduced rental income and JPY depreciation61 Business Segment Performance In the current fiscal year, the corporate finance, asset management, and advisory services segment maintained stable revenue, while the proprietary investments segment experienced a decline in rental income due to property vacancies, redevelopments, and JPY depreciation Corporate Finance, Asset Management, and Other Advisory Services This segment's revenue remained stable, with growth in regulatory-driven advisory offsetting a decline in special situation advisory, and asset management income increasing due to new fund establishments Advisory Business Revenue Details | Service Category | 2025 Revenue (HKD Thousands) | 2024 Revenue (HKD Thousands) | | :--- | :--- | :--- | | Regulatory-driven | 19,402 | 16,882 | | Special Situation Advisory | 1,692 | 4,748 | | Asset Management and Others | 781 | 246 | | Total | 21,875 | 21,876 | Proprietary Investments Rental income from proprietary investments decreased due to a vacant Hong Kong property, a Japanese property under redevelopment, portfolio adjustments, and JPY depreciation, with the group holding properties in Japan and Hong Kong - Rental income for FY2025 was HKD 26.4 million, a decrease from HKD 30.1 million in the prior year66 - The Hong Kong investment property has been vacant since July 2024, leading to reduced rental income6872 - The Japanese property portfolio underwent adjustments, including the disposal of Wisteria-S, acquisition of Rakuyukan Kitago, and redevelopment of Tommy House Hiragishi67 Financial Performance Analysis Total revenue declined primarily due to reduced rental income, while administrative and operating expenses increased, and finance costs decreased due to a shift to lower-interest JPY borrowings, leading to a post-tax loss - Total revenue decreased by 7.0%, primarily due to a 12.2% reduction in rental income from the proprietary investments segment, from HKD 30.1 million to HKD 26.4 million77 - Administrative and operating expenses increased by 3.9% to HKD 24.9 million, mainly due to increased staff costs and exchange losses84 - Finance costs decreased from HKD 5.1 million to HKD 4.4 million, benefiting from the conversion of some HKD borrowings to lower-interest JPY borrowings85 Liquidity, Financial Resources, and Capital Structure As of March 31, 2025, the group reported a net current liability and an increased gearing ratio, though management believes sufficient liquidity exists from cash balances and rental cash flows to meet short-term obligations, with increased bank borrowings for property acquisitions and redevelopments Key Financial Ratios | Metric | As of March 31, 2025 | As of March 31, 2024 | | :--- | :--- | :--- | | Current Ratio (Times) | 0.7 | 0.8 | | Gearing Ratio (%) | 40.9 | 37.3 | - The group recorded net current liabilities of HKD 21 million as of March 31, 2025, higher than HKD 15.4 million last year91 - Total interest-bearing borrowings increased from HKD 147 million to HKD 157 million, primarily to finance the acquisition and redevelopment of Japanese properties97 Outlook This section outlines the company's future prospects and strategies for its advisory and proprietary investment segments Advisory, Consulting, and Asset Management Despite a projected subdued IPO market, the group anticipates increased regulatory-driven advisory mandates from privatization trends and will continue to develop asset management businesses, including new funds, for stable recurring fee income - IPO sponsorship activities are not expected to rebound significantly, but the trend of public company privatizations may generate more independent financial advisory mandates106 - The group will continue to strengthen its asset management services, including the established Japan real estate fund NFF and a credit fund under establishment, to increase recurring fee income106107 Proprietary Investments In Hong Kong, the group will adopt flexible leasing strategies for its vacant Central office, while in Japan, it will focus on completing redevelopment and leasing, expecting the residential investment property portfolio to remain stable with potential for rental increases - The Hong Kong Central office unit has been vacant since July 2024, and the group will adopt flexible leasing strategies to attract tenants108 - The Japanese property portfolio will continue to be optimized, focusing on completing redevelopment projects and tenant recruitment, with the residential property portfolio expected to remain stable109110 Company Matters This section details corporate governance practices, dividend policy, and share repurchase activities Dividend Policy Balancing business development needs with shareholder returns, the board recommended a final dividend per ordinary share for FY2025, consistent with the prior year - The Board recommended a final dividend of HKD 0.08 cents per ordinary share, totaling HKD 663 thousand111 Share Repurchases During FY2025, the company repurchased and cancelled ordinary shares on the Stock Exchange, aiming to enhance net asset value and/or earnings per share FY2025 Share Repurchase Details | Month | Number of Ordinary Shares Repurchased | Total Consideration Paid (HKD Thousands) | | :--- | :--- | :--- | | August 2024 | 390,000 | 42 | | September 2024 | 630,000 | 69 | | October 2024 | 230,000 | 25 | | Total | 1,250,000 | 136 | Corporate Governance and Audit The company confirmed compliance with all applicable Corporate Governance Code provisions for FY2025, and the Audit Committee reviewed the consolidated financial statements, which were also reconciled by the group's auditors - The company confirmed compliance with all applicable code provisions of the Corporate Governance Code during FY2025115 - The Audit Committee has reviewed the group's accounting principles, practices, and the consolidated financial statements for FY2025119
浩德控股(08149) - 2025 - 年度业绩