赏之味(08096) - 2025 - 年度财报

Company Information This section outlines fundamental company information for Savour of Life Holdings Limited, covering governance, audit, and banking details - This report provides fundamental information on Savour of Life Holdings Limited (Stock Code: 8096), covering its board of directors, committee structures, company secretary, auditor, registered office, and principal bankers[9][10] Management Discussion and Analysis Business Review and Key Risks The Group operates Hong Kong restaurants and licenses brands, facing risks in quality control, labor costs, and rental market volatility - The Group's core business is operating catering services in Hong Kong, including ramen restaurants and Chinese restaurants[12][13] - Business also includes brand licensing to Macau franchisees and trademark usage rights to licensees for royalty fees[12] - Key operational risks include failure to maintain effective quality control systems, labor shortages or increased costs, and fluctuations in the commercial property rental market[18] Financial Review FY2025 revenue declined 19.3% to HKD 30.9 million, but cost controls narrowed the loss to HKD 6.1 million, despite a 104.7% increase in rent Financial Performance Summary | Financial Metric | FY2025 (thousand HKD) | FY2024 (thousand HKD) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Revenue | 30,916 | 38,288 | -19.3% | | Loss for the year | (6,156) | (8,135) | Loss narrowed 24.3% | | Staff costs | (8,882) | (16,096) | -44.8% | | Rent and related expenses | (3,941) | (1,925) | +104.7% | | Other operating expenses | (9,399) | (11,197) | -16.1% | - Revenue decline primarily attributed to overall economic downturn, weakened consumer purchasing power, and reduced local customer base due to extensive outbound travel by local consumers[19] - Staff costs as a percentage of revenue decreased from 42.0% to 28.7%, primarily due to strict cost control measures including staff reduction and benefit cuts[23] - Annual loss narrowed mainly due to decreased operating costs, partially offset by revenue decline[33] Liquidity, Financial Resources and Capital Structure As of March 31, 2025, the Group faced liquidity pressure with HKD 6.8 million cash, a 0.9 current ratio, and net current liabilities, primarily funded by internal cash and rights issue proceeds Key Financial Position Indicators | Indicator | March 31, 2025 | March 31, 2024 | | :--- | :--- | :--- | | Bank balances and cash | 6.8 million HKD | 13.3 million HKD | | Total current assets | 12.6 million HKD | 20.9 million HKD | | Total current liabilities | 14.7 million HKD | 16.8 million HKD | | Current ratio | 0.9 times | 1.2 times | | Gearing ratio (bank borrowings) | 0% | 0% | - The Group faces multiple lawsuits and claims related to overdue rent, with corresponding liabilities recognized in other payables and provisions[38] - The Board does not recommend the payment of a final dividend for the year ended March 31, 2025[40] Use of Rights Issue Proceeds and Outlook The Group fully utilized HKD 26.5 million rights issue proceeds for restaurant expansion and working capital, and plans new restaurant openings and business diversification despite industry challenges - As of March 31, 2025, the HKD 26.5 million net proceeds from the rights issue have been fully utilized as intended, with HKD 17 million for expanding the restaurant network and HKD 9.5 million for general working capital[50] - Future strategy involves expanding the restaurant network by seeking suitable locations in Hong Kong to open new restaurants offering diverse culinary styles[51] - Facing industry challenges, the Group will focus on cost control, enhancing service offerings, capitalizing on emerging consumption trends, and actively seeking other potential business opportunities to expand revenue streams[51][52] Directors and Governance Biographical Details of Directors This section outlines the professional backgrounds of the company's directors, including an Executive Director and three Independent Non-Executive Directors with diverse expertise - Executive Director Ms. Song Junyuan, 59, is responsible for formulating the Group's business strategies, with years of experience in import-export trade and corporate operations management[53] - Independent Non-Executive Directors include Ms. Li Mingrong (marketing strategy expert), Mr. Lu Sihao (accounting and finance expert, member of HKICPA), and Ms. Kanlaya Bunphor (catering service industry expert)[54][55][56] Report of the Directors The Board Report covers the company's restaurant operations, dividend policy, key supplier concentration, major shareholder holdings, and compliance with public float requirements - The Company is an investment holding company, with its subsidiaries primarily engaged in restaurant operations in Hong Kong[59] - The Board does not recommend the payment of a final dividend for the year ended March 31, 2025[67] - During the year, the largest supplier accounted for approximately 36% of total procurement costs, with the top five suppliers collectively accounting for approximately 49%[79] - As of March 31, 2025, the major shareholder, Jinshi No. 1 Limited Partnership Fund, held 10.99% of the Company's equity[95] Corporate Governance Report The company maintains high corporate governance, complying with GEM Listing Rules, with an independent Board and established committees, ensuring effective risk management and internal controls - The Company has complied with the code provisions of the Corporate Governance Code and adopted a code of conduct for directors' securities transactions[110][111] - The Board comprises four members, including one Executive Director and three Independent Non-Executive Directors, with Independent Non-Executive Directors accounting for over one-third, meeting GEM Listing Rules requirements[116] - The Company has established an Audit Committee, Remuneration Committee, and Nomination Committee, all chaired by Independent Non-Executive Directors[136][139][140][141] - The Audit Committee has reviewed the annual results, internal control, and risk management systems, deeming them effective and adequate; the Company currently has no internal audit function but reviews its necessity annually[141][154] Independent Auditor's Report Auditor's Opinion and Material Uncertainty Related to Going Concern The auditor issued an unmodified opinion but highlighted a material uncertainty regarding going concern due to a HKD 6.156 million loss and HKD 2.126 million net current liabilities - The auditor believes the consolidated financial statements truly and fairly reflect the Group's financial position and performance, complying with relevant accounting standards and disclosure requirements[164] - The report specifically highlights a 'material uncertainty related to going concern', noting that as of March 31, 2025, the Group recorded an annual loss of approximately HKD 6.156 million and net current liabilities of approximately HKD 2.126 million, which may cast significant doubt on its ability to continue as a going concern[166] Key Audit Matters The auditor identified 'impairment of non-financial assets' as a key audit matter, involving significant judgment in testing property, equipment, and right-of-use assets due to restaurant losses - The key audit matter is 'impairment of non-financial assets', involving property and equipment (carrying amount approximately HKD 12.76 million) and right-of-use assets (carrying amount approximately HKD 1.60 million)[168] - Due to losses at certain restaurants and decreased market demand, management engaged an independent professional valuer to perform impairment tests; this matter is considered key due to significant judgment and estimates involved[168] - Based on the impairment test results, no impairment loss was recognized for property and equipment or right-of-use assets during the year[168] Consolidated Financial Statements Consolidated Statement of Profit or Loss and Other Comprehensive Income For FY2025, Group revenue decreased to HKD 30.916 million, but cost control narrowed the annual loss to HKD 6.156 million, with basic and diluted loss per share at HKD 3.15 cents Consolidated Profit or Loss and Other Comprehensive Income | Item | 2025 (thousand HKD) | 2024 (thousand HKD) | | :--- | :--- | :--- | | Revenue | 30,916 | 38,288 | | Loss before tax | (6,156) | (8,135) | | Loss for the year | (6,156) | (8,126) | | Loss for the year attributable to owners of the Company | (6,073) | (8,133) | | Basic and diluted loss per share | (3.15) HK cents | (7.53) HK cents | Consolidated Statement of Financial Position As of March 31, 2025, the Group reported total assets of HKD 16.405 million and net assets of HKD 14.003 million, shifting to HKD 2.126 million in net current liabilities Consolidated Financial Position | Item | March 31, 2025 (thousand HKD) | March 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Non-current assets | 16,405 | 16,251 | | Current assets | 12,617 | 20,859 | | Current liabilities | 14,743 | 16,757 | | Net current (liabilities) / assets | (2,126) | 4,102 | | Non-current liabilities | 276 | 192 | | Net assets | 14,003 | 20,161 | | Equity attributable to owners of the Company | 16,137 | 22,212 | Consolidated Statement of Changes in Equity As of March 31, 2025, equity attributable to owners decreased from HKD 22.212 million to HKD 16.137 million, primarily due to the HKD 6.073 million loss for the year - Equity attributable to owners of the Company decreased from HKD 22.212 million as of March 31, 2024, to HKD 16.137 million as of March 31, 2025[184] - The primary reasons for the decrease in equity were the loss for the year of HKD 6.073 million and other comprehensive expenses of HKD 2,000[184] Consolidated Statement of Cash Flows The Group's net cash and cash equivalents decreased by HKD 6.451 million, with minor operating cash inflow, and outflows from investing and financing activities, ending with HKD 6.804 million Consolidated Cash Flows | Cash Flow Activities | 2025 (thousand HKD) | 2024 (thousand HKD) | | :--- | :--- | :--- | | Net cash generated from / (used in) operating activities | 63 | (1,543) | | Net cash used in investing activities | (2,836) | (12,372) | | Net cash (used in) / generated from financing activities | (3,678) | 20,601 | | Net (decrease) / increase in cash and cash equivalents | (6,451) | 6,686 | | Cash and cash equivalents at end of period | 6,804 | 13,257 | Notes to the Consolidated Financial Statements (Summary) Notes provide detailed accounting policies and item explanations, emphasizing going concern uncertainty, revenue sources, impairment assessments, legal proceedings, and a post-reporting operational transfer - Note 2 re-emphasizes that the annual loss and net current liabilities constitute a material uncertainty that may cast significant doubt on the Group's ability to continue as a going concern; management has formulated countermeasures, including obtaining shareholder financial support and new loan financing[190][191][193] - Note 15 discloses that due to operating losses at certain restaurants, management performed impairment assessments on property and equipment and right-of-use assets, concluding that recoverable amounts exceeded carrying values, thus no impairment loss was recognized[281] - Note 24 states that the Company completed a rights issue in October 2023, raising net proceeds of approximately HKD 26.5 million[302] - Note 36 discloses a post-reporting period event: effective April 1, 2025, the operation of a Japanese ramen restaurant was granted to an independent third-party management company to enhance operational efficiency[331] Financial Summary Five-Year Financial Data Summary This section summarizes the Group's five-year financial performance and position, showing continuous revenue decline, consecutive annual losses, and a decrease in total assets and equity in FY2025 Five-Year Financial Data Summary | Item (thousand HKD) | 2025 | 2024 | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | :--- | :--- | | Results | | | | | | | Revenue | 30,916 | 38,288 | 42,273 | 41,876 | 51,872 | | Loss for the year | (6,156) | (8,126) | (9,739) | (15,802) | (13,384) | | Assets and Liabilities | | | | | | | Total assets | 29,022 | 37,110 | 29,080 | 21,945 | 52,465 | | Total liabilities | 15,019 | 16,949 | 27,349 | 16,428 | 31,120 | | Total equity | 14,003 | 20,161 | 1,731 | 5,517 | 21,345 |