英皇娱乐酒店(00296) - 2025 - 年度财报

Management Discussion and Analysis Results Overview The Group's total revenue grew 6.0% to HKD 837 million, but a significant HKD 372 million fair value loss on investment properties led to a net loss of HKD 248 million Key Financial Data for FY2025 (HKD) | Metric | FY2025 (HKD) | FY2024 (HKD) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Total Revenue | 837 million | 789 million | +6.0% | | Hotel and Serviced Apartment Revenue | 331 million | 330 million | +0.4% | | Gaming Revenue | 506 million | 459 million | +10.1% | | Net (Loss)/Profit | (248 million) | 63 million | Turned from Profit to Loss | | Fair Value Loss on Investment Properties | (372 million) | (20 million) | - | | Basic (Loss)/Earnings Per Share | (0.16) | 0.05 | Turned from Profit to Loss | Market Review Both Hong Kong and Macau tourism markets recovered this year, driven by government initiatives and favorable policies that boosted visitor numbers and demand - Hong Kong Market: - Visitor arrivals to Hong Kong increased by 30.9% to 44.5 million in 2024[14][18] - Mainland visitors grew by 27.2%, remaining the largest source market - Talent admission schemes stimulated demand for local serviced apartments - Macau Market: - Visitor arrivals to Macau increased by 23.8% to 34.9 million in 2024[15][18] - Benefited from favorable policies, including increased duty-free allowances and more Individual Visit Scheme cities for mainland residents Business Review The Group, operating hotels and serviced apartments in Hong Kong and Macau, saw gaming revenue grow 10.1% to 60.4% of total revenue, while hotel and serviced apartment revenue remained stable, further expanding with The Unit Soho acquisition - The Group operates the following properties in Hong Kong and Macau: - Hong Kong: The Emperor Hotel, The Unit Morrison Hill, The Unit Happy Valley, The Unit Soho (acquired this year)[19][22] - Macau: Grand Emperor Hotel, Inn Hotel FY2025 Revenue Composition (HKD) | Revenue Category | FY2025 (HKD) | FY2024 (HKD) | Proportion of Total Revenue (2025) | | :--- | :--- | :--- | :--- | | Gaming Revenue | 505.6 million | 459.2 million | 60.4% | | Hotel and Serviced Apartment Revenue | 331.4 million | 330.1 million | 39.6% | | - Room Revenue | 163.8 million | 166.2 million | - | | - Food and Beverage Revenue | 115.0 million | 114.5 million | - | | - Rental and Other Income | 52.6 million | 49.4 million | - | Prospects The Group is optimistic about future growth in Hong Kong and Macau, anticipating benefits from government tourism initiatives, new infrastructure, and talent schemes, alongside Macau's economic diversification and increasing visitor numbers - Hong Kong Market Prospects: - Benefiting from the government's 'Hong Kong Tourism Development Blueprint 2.0' and event economy driven by the Kai Tak Sports Park opening[50][52] - Continued talent inflow is expected to stimulate residential leasing demand - Macau Market Prospects: - Economic diversification strategies are driving tourism market growth, with visitor numbers expected to recover to pre-pandemic levels by 2025[51][52] - New multiple-entry visa policies for Zhuhai and Hengqin residents will solidify Macau's position as a key Greater Bay Area tourist destination Financial and Other Information The Group maintains a robust financial position with zero gearing, expanding its asset portfolio through acquisitions and disposals; a significant post-reporting event is SJM's non-renewal of the gaming service agreement for Grand Emperor Hotel, impacting future gaming revenue Capital Structure and Liquidity (As at March 31, 2025) | Metric | Amount (HKD) | | :--- | :--- | | Bank Balances and Cash Equivalents | 572.9 million | | Total Borrowings | 39.5 million | | Gearing Ratio | Zero | - Significant Asset Changes: - Acquisition: Completed the acquisition of The Unit Soho on July 19, 2024, with an agreed property value of HKD 700 million[61][62] - Disposal: Completed the disposal of The Unit Davis on December 16, 2024, with an agreed property value of HKD 275 million[66] - Significant Post-Reporting Event: On June 9, 2025, the Group received notification from SJM that it will not continue to operate the gaming area at Grand Emperor Hotel after the service agreement expires on December 31, 2025[63][68] Biographies of Directors and Senior Management This section details the personal and professional backgrounds of the company's directors and senior management, highlighting their extensive experience across real estate, hospitality, finance, and entertainment sectors - Ms. Luk Siu Man (Non-executive Director and Chairperson): Joined the company in 2000, with nearly 10 years of banking experience and a Bachelor of Commerce degree from the University of Toronto[71][73] - Mr. Yeung Ching Lung (Executive Director and Vice Chairperson): Appointed in April 2025, responsible for overall group business management, with extensive experience in property investment, hotel operations, and various industries, also holding several public service positions[72][74] - Ms. Fan Man Seung (Executive Director): Joined the company in 1991, responsible for group strategic planning and business development, with over 35 years of corporate management experience, and qualified as a professional solicitor and accountant in Hong Kong[75][77] Directors' Report Results and Dividends The Group recorded a loss this year, leading the Board to recommend no final dividend, contrasting with the previous year's HKD 0.015 per share, and no interim dividend was declared - The Board has resolved not to recommend any final dividend for the current year (2024: HKD 0.015 per share)[86][92] Major Customers and Suppliers The Group's revenue is highly concentrated, with the top five customers contributing 67.0% of total revenue, and the largest customer (mass market and slot hall operator) accounting for 60.4%, while the top five suppliers' purchases are below 30% - This year, revenue from the top five customers accounted for 67.0% of the Group's total revenue (2024: 63.4%)[113][117] - The largest customer, a mass market and slot hall operator, contributed 60.4% of the Group's total revenue (2024: 58.2%)[113][117] Directors' and Chief Executives' Interests in Securities The report discloses directors' and chief executives' shareholdings in the company and its associated corporations, with Ms. Luk Siu Man indirectly holding 53.52% through her spouse's trust as a major controlling shareholder, and Ms. Fan Man Seung beneficially owning 0.20% Directors' Interests in Shares of the Company (As at March 31, 2025) | Director's Name | Capacity/Nature of Interest | Number of Shares Held | Approximate % of Issued Shares | | :--- | :--- | :--- | :--- | | Ms. Luk Siu Man | Spouse's Interest | 636,075,041 | 53.52% | | Ms. Fan Man Seung | Beneficial Owner | 2,430,750 | 0.20% | Connected Transactions This year, the Group engaged in several significant connected transactions, including property leases with Emperor Watch & Jewellery, a continuing service agreement with SJM for Grand Emperor Hotel's gaming business, and the acquisition of The Unit Soho from Emperor International, all complying with listing rules - Lease Transaction with Emperor Watch & Jewellery: Property leased to Emperor Watch & Jewellery under the 2024 Master Tenancy Agreement, with a total transaction amount of HKD 3.779 million for the year[155][158] - Service Agreement with SJM: Provided management and promotion services for the gaming business at Grand Emperor Hotel, generating HKD 505.6 million in revenue for the Group this year[159][163] - Acquisition of The Unit Soho: Acquired the entire equity interest in Star Omen (indirectly holding The Unit Soho property) from fellow subsidiary Emperor International for a consideration of HKD 665 million, with the transaction completed on July 19, 2024[164][167] Corporate Governance Report The Board The Board comprises six directors, including one non-executive chairperson, two executive, and three independent non-executive directors, demonstrating diversity in gender, age, and professional skills, with good meeting attendance and a board diversity policy Board Composition and Diversity (As at March 31, 2025) | Category | Details | | :--- | :--- | | Total Members | 6 | | Composition | 1 Non-executive Director, 2 Executive Directors, 3 Independent Non-executive Directors | | Gender Distribution | 3 Female (50%), 3 Male (50%) | | Skills and Experience | 100% with Strategic Planning and Risk Management Experience, 67% with Finance and Accounting Experience | Board Committees The Board has five committees—Executive, Audit, Remuneration, Nomination, and Corporate Governance—each with clear mandates and regular meetings, assisting in financial oversight, risk management, remuneration, director nomination, and corporate governance policy review - The Board has five committees, each with distinct responsibilities: - Executive Committee: Responsible for the Group's daily management and business operations - Audit Committee: Composed of three independent non-executive directors, overseeing financial reporting, risk management, and internal controls - Remuneration Committee: Responsible for reviewing the remuneration structure of directors and senior management - Nomination Committee: Responsible for the nomination, appointment, and succession planning of directors - Corporate Governance Committee: Responsible for formulating and reviewing the company's corporate governance policies[233][238][242] Risk Management and Internal Control The Group has established comprehensive risk management and internal control systems, overseen by the Board, addressing key risks including macro-environmental changes, SJM service agreement termination, industry competition, AML compliance, and human resource shortages, with corresponding mitigation strategies Identified Major Risks and Mitigation Strategies | Risk Category | Description | Key Mitigation Strategies | | :--- | :--- | :--- | | Macro-environmental Changes | US-China relations, and changes in Chinese and Macau government policies affecting tourism | Adjust business strategies, expand Hong Kong market, control expenses | | SJM Service Agreement | Gaming service agreement with SJM to terminate upon expiry at end of 2025 | Actively seek new business opportunities to strengthen revenue base | | Intense Industry Competition | Increased competition from new luxury hotels and gaming facilities in Macau and Asia | Offer personalized services, collaborate with travel agencies, enhance marketing and promotion | | Anti-Money Laundering (AML) Risk | Violation of AML laws could harm business and reputation | Continuously review compliance policies, strengthen internal audit and staff training | | Human Resources Shortage | Shortage of experienced management and technical personnel in Macau's gaming industry, intense recruitment competition | Optimize remuneration and incentive systems, provide career development paths, broaden talent recruitment channels | - The Board has received management's confirmation on the effectiveness of the risk monitoring system for the year, with no significant issues identified[313][315] Independent Auditor's Report Deloitte Touche Tohmatsu issued an unmodified opinion on the Group's consolidated financial statements as of March 31, 2025, affirming a true and fair view of its financial position and operating results, with 'Valuation of Investment Properties in Macau' highlighted as a key audit matter and detailed audit procedures outlined - Audit Opinion: Deloitte issued an unmodified opinion, stating that the financial statements present a true and fair view[342][345] - Key Audit Matter: Identified 'Valuation of Investment Properties in Macau' as a key audit matter due to significant management assumptions; auditors addressed this by assessing the independence of the valuer, understanding valuation techniques and key input data, and evaluating reasonableness with internal valuation experts[348][351] Auditor's Remuneration (HKD '000) | Service Category | Fees (HKD '000) | | :--- | :--- | | Audit Services | 3,373 | | Non-audit Services | 700 | Consolidated Financial Statements Consolidated Statement of Profit or Loss and Other Comprehensive Income The Group's total revenue grew 6.0% to HKD 837 million, but a significant HKD 372 million fair value loss on investment properties resulted in a pre-tax loss of HKD 279 million and a net loss of HKD 248 million, with a basic loss per share of HKD 0.16 Consolidated Statement of Profit or Loss Summary (HKD '000) | Item | FY2025 (HKD '000) | FY2024 (HKD '000) | | :--- | :--- | :--- | | Total Revenue | 836,955 | 789,262 | | Gross Profit | 340,806 | 307,849 | | Changes in Fair Value of Investment Properties | (371,670) | (20,300) | | (Loss)/Profit Before Tax | (279,448) | 35,410 | | (Loss)/Profit for the Year | (248,078) | 62,831 | | (Loss)/Profit Attributable to Owners of the Company | (188,859) | 60,885 | | Basic (Loss)/Earnings Per Share (HKD) | (0.16) | 0.05 | Consolidated Statement of Financial Position As of March 31, 2025, the Group's total assets were HKD 4.71 billion, total liabilities HKD 403 million, and net assets HKD 4.31 billion, with non-current assets, mainly investment properties and PPE, forming the majority, indicating a stable financial position Consolidated Statement of Financial Position Summary (HKD '000) | Item | March 31, 2025 (HKD '000) | March 31, 2024 (HKD '000) | | :--- | :--- | :--- | | Non-current Assets | 4,093,594 | 4,157,013 | | - Investment Properties | 1,530,100 | 1,485,900 | | - Property, Plant and Equipment | 2,159,022 | 2,253,841 | | Current Assets | 616,108 | 705,371 | | Total Assets | 4,709,702 | 4,862,384 | | Current Liabilities | 284,052 | 200,752 | | Non-current Liabilities | 119,401 | 89,478 | | Total Liabilities | 403,453 | 290,230 | | Net Assets | 4,306,249 | 4,572,154 | | Total Equity | 4,306,249 | 4,572,154 | Consolidated Statement of Cash Flows This year, the Group generated HKD 190 million net cash from operating activities, with net outflows of HKD 244 million from investing and HKD 19 million from financing, resulting in a HKD 74 million decrease in cash and cash equivalents, ending at HKD 526 million Consolidated Statement of Cash Flows Summary (HKD '000) | Item | FY2025 (HKD '000) | FY2024 (HKD '000) | | :--- | :--- | :--- | | Net Cash from Operating Activities | 189,742 | 147,877 | | Net Cash from Investing Activities | (244,386) | 72,888 | | - Acquisition of Investment Properties | (547,087) | - | | - Net Cash Inflow from Disposal of Subsidiaries | 271,232 | - | | Net Cash from Financing Activities | (19,203) | (1,305) | | Net (Decrease)/Increase in Cash and Cash Equivalents | (73,847) | 219,460 | | Cash and Cash Equivalents at Beginning of Year | 599,790 | 380,330 | | Cash and Cash Equivalents at End of Year | 525,943 | 599,790 | Notes to the Consolidated Financial Statements The notes provide detailed explanations for financial statement items, including revenue recognition, segment information showing Macau as the primary revenue source, investment property valuation using the income capitalization approach, and significant post-reporting events like the non-renewal of the SJM gaming service agreement Segment Revenue (HKD '000) | Region | FY2025 Revenue (HKD '000) | FY2024 Revenue (HKD '000) | | :--- | :--- | :--- | | Macau | 690,611 | 649,508 | | Hong Kong | 146,344 | 139,754 | | Total | 836,955 | 789,262 | - Investment Property Valuation: The Group's investment properties are valued by independent professional valuers using the income capitalization approach, classified as Level 3 in the fair value hierarchy; key unobservable inputs include market monthly rent and capitalization rates, resulting in a HKD 372 million decrease in fair value this year[634][642] - Post-Reporting Event: On June 9, 2025, the Group received notification from SJM that it will not continue to operate the gaming area at Grand Emperor Hotel after the service agreement expires on December 31, 2025, which will significantly impact the Group's future gaming revenue[833][834] Five-year Financial Summary This section summarizes the Group's key financial data for the past five fiscal years, showing revenue recovery post-pandemic but a net loss in FY2025 due to fair value losses, with total assets and equity trending downwards Five-Year Financial Data Summary (HKD '000) | Fiscal Year Ended March 31 | 2025 | 2024 | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | :--- | :--- | | Revenue (HKD '000) | 836,955 | 789,262 | 291,119 | 415,894 | 301,855 | | Annual (Loss)/Profit (HKD '000) | (248,078) | 62,831 | (127,997) | (644,245) | (224,449) | | Total Assets (HKD '000) | 4,709,702 | 4,862,384 | 4,837,715 | 5,030,423 | 5,868,867 | | Total Liabilities (HKD '000) | (403,453) | (290,230) | (328,392) | (388,692) | (471,612) | | Total Equity (HKD '000) | 4,306,249 | 4,572,154 | 4,509,323 | 4,641,731 | 5,397,255 | Summary of Properties This section lists the Group's completed investment properties as of March 31, 2025, covering commercial and residential properties in Macau and Hong Kong, detailing their location, usage, approximate area, and the Group's attributable interest - The Group holds 7 completed investment properties located in Macau and Hong Kong, primarily for commercial and residential leasing[840] List of Major Investment Properties | Location | Usage | Group's Attributable Interest | | :--- | :--- | :--- | | Grand Emperor Hotel, Macau (Portion) | Commercial | 80% | | Inn Hotel, Macau (Portion) | Commercial | 100% | | No. 17 Yik Yam Street, Happy Valley, Hong Kong | Shop/Residential | 80% | | Nos. 46-48 Morrison Hill Road, Wanchai, Hong Kong | Shop/Residential | 80% | | Nos. 20-26 Old Bailey Street, Mid-Levels, Hong Kong | Residential | 80% |