瀛海集团(08668) - 2025 - 中期财报

Financial Highlights The Group's revenue increased while its loss for the period significantly narrowed, reflecting improved financial performance Financial Highlights for the Six Months Ended June 30, 2025 | Metric | Six Months Ended June 30, 2025 (thousand HKD) | Six Months Ended June 30, 2024 (thousand HKD) | | :--- | :--- | :--- | | Revenue | 51,500 | 48,300 | | Loss for the period attributable to owners of the Company | (1,000) | (5,900) | | Basic and diluted loss per share | (0.08) HK cents | (0.49) HK cents | - The Group's revenue increased by approximately 6.6% year-on-year, and its loss significantly narrowed by approximately 83.1%[10] - The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025[10] Unaudited Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income This section presents the Group's financial performance, highlighting revenue, cost of sales, gross profit, and loss for the period Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (Six Months Ended June 30) | Metric | 2025 (thousand HKD) | 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Revenue | 51,490 | 48,302 | 3,188 | 6.6% | | Cost of sales | (44,449) | (43,464) | (985) | 2.3% | | Gross profit | 7,041 | 4,838 | 2,203 | 45.5% | | Other income and gains | 400 | 178 | 222 | 124.7% | | Administrative expenses | (9,601) | (12,039) | 2,438 | -20.2% | | Loss before tax | (1,008) | (5,921) | 4,913 | -83.0% | | Loss for the period | (1,008) | (5,921) | 4,913 | -83.0% | | Basic and diluted loss per share | (0.08) HK cents | (0.49) HK cents | 0.41港仙 | -83.7% | - The Group's loss for the period significantly narrowed, primarily due to a substantial increase in gross profit and a reduction in administrative expenses[12] Unaudited Condensed Consolidated Statement of Financial Position This section provides a snapshot of the Group's assets, liabilities, and equity, reflecting its financial health Condensed Consolidated Statement of Financial Position (As at June 30) | Metric | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Non-current assets | 10,946 | 11,929 | (983) | -8.2% | | Current assets | 33,774 | 32,943 | 831 | 2.5% | | Trade receivables | 10,115 | 16,377 | (6,262) | -38.2% | | Deposits, prepayments and other receivables | 16,086 | 10,092 | 5,994 | 59.4% | | Cash and cash equivalents | 4,995 | 3,248 | 1,747 | 53.8% | | Current liabilities | 20,395 | 19,417 | 978 | 5.0% | | Trade and other payables | 15,653 | 13,226 | 2,427 | 18.3% | | Net current assets | 13,379 | 13,526 | (147) | -1.1% | | Net assets | 22,934 | 23,990 | (1,056) | -4.4% | - Trade receivables significantly decreased, while deposits, prepayments, and other receivables substantially increased[15] Unaudited Condensed Consolidated Statement of Changes in Equity This section outlines changes in the Group's equity during the reporting period, including the impact of loss and exchange differences Condensed Consolidated Statement of Changes in Equity (Six Months Ended June 30) | Metric | June 30, 2025 (thousand HKD) | January 1, 2024 (thousand HKD) | Change (thousand HKD) | | :--- | :--- | :--- | :--- | | Total equity at beginning of period | 23,990 | 33,672 | (9,682) | | Loss for the period | (1,008) | (5,921) | 4,913 | | Exchange differences | (48) | (92) | 44 | | Total equity at end of period | 22,934 | 27,659 | (4,725) | - Total equity attributable to owners of the Company decreased from HKD 23,990 thousand at the beginning of the period to HKD 22,934 thousand, primarily due to the loss for the period and a decrease in exchange reserves[16] Unaudited Condensed Consolidated Statement of Cash Flows This section presents the Group's cash inflows and outflows from operating, investing, and financing activities Condensed Consolidated Statement of Cash Flows (Six Months Ended June 30) | Metric | 2025 (thousand HKD) | 2024 (thousand HKD) | Change (thousand HKD) | | :--- | :--- | :--- | :--- | | Net cash generated from/(used in) operating activities | 3,284 | (683) | 3,967 | | Net cash generated from/(used in) investing activities | 67 | (10) | 77 | | Net cash used in financing activities | (1,556) | (615) | (941) | | Net increase/(decrease) in cash and cash equivalents | 1,795 | (1,308) | 3,103 | | Cash and cash equivalents at end of period | 4,995 | 5,182 | (187) | - Cash flow from operating activities shifted from a net outflow to a net inflow, indicating improved operating conditions[23] Notes to the Unaudited Condensed Consolidated Financial Statements This section details the basis and key information for the Group's unaudited condensed consolidated financial statements 1. General Information Ying Hai Group Holdings Company Limited was incorporated in the Cayman Islands, with its shares listed on GEM of the Stock Exchange - The Company was incorporated in the Cayman Islands on December 18, 2018, and its shares were listed on GEM of the Stock Exchange on September 26, 2019[25] - The Company is an investment holding company, with subsidiaries primarily engaged in: Macau travel business (hotel room sales and distribution, profit income from air tickets/hotel rooms/travel packages), Macau automobile business (vehicle rental and limousine services), and Asia event and activity business (ticket sales, event organization and investment)[25] - The Company's functional currency is HKD, and financial statements are presented in thousand HKD[26] 2. Basis of Preparation and Accounting Policies The interim financial statements are prepared in accordance with HKAS 34 and GEM Listing Rules, using historical cost convention, consistent with annual financial statements, with no significant impact from new HFRS amendments - The interim financial statements are prepared in accordance with Hong Kong Accounting Standard 34 'Interim Financial Reporting' issued by the Hong Kong Institute of Certified Public Accountants and the GEM Listing Rules[27] - The accounting policies adopted are consistent with those applied in the audited consolidated financial statements for the year ended December 31, 2024[27] - The application of new and revised Hong Kong Financial Reporting Standards had no significant impact on the financial position and performance for the current period[28][29] 3. Financial Risk Management and Financial Instruments The Group is exposed to credit, cash flow, fair value interest rate, and liquidity risks, with unchanged risk management policies since December 31, 2024, and current financial instruments' carrying amounts approximating fair values - The Group's operations are exposed to credit risk, cash flow and fair value interest rate risk, and liquidity risk[30] - Risk management policies remained unchanged since December 31, 2024[31] - The carrying amounts of current financial assets and liabilities approximate their fair values due to their short-term nature[32] 4. Critical Accounting Estimates and Judgements The preparation of interim financial statements involves management judgments, estimates, and assumptions, consistent with those followed in the audited consolidated financial statements for the year ended December 31, 2024 - The significant judgments made by management in preparing the financial statements and the key sources of estimation uncertainty are consistent with those in the 2024 annual report[34] 5. Revenue and Segment Information The Group's revenue primarily stems from hotel room sales and distribution, limousine services, and event and activity business; for the six months ended June 30, 2025, hotel room sales and distribution revenue significantly increased, while event and activity income decreased, with the Group having three reportable operating segments: travel, automobile, and event and activity businesses Revenue by Source (Six Months Ended June 30) | Revenue Source | 2025 (thousand HKD) | 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Hotel room sales and distribution | 39,791 | 33,444 | 6,347 | 19.0% | | Provision of limousine services | 7,987 | 7,374 | 613 | 8.3% | | Event and activity income | 2,168 | 5,202 | (3,034) | -58.3% | | Vehicle rental income | 1,209 | 2,057 | (848) | -41.2% | | Total Revenue | 51,490 | 48,302 | 3,188 | 6.6% | - The Group has three reportable operating segments: travel business, automobile business, and event and activity business[37][38][39][40] Segment Revenue and Results (Six Months Ended June 30, 2025) | Segment | Revenue (thousand HKD) | Results (thousand HKD) | | :--- | :--- | :--- | | Travel business | 39,936 | 1,680 | | Automobile business | 9,196 | 5,065 | | Event and activity business | 2,358 | 296 | | Total | 51,490 | 7,041 | Segment Revenue and Results (Six Months Ended June 30, 2024) | Segment | Revenue (thousand HKD) | Results (thousand HKD) | | :--- | :--- | :--- | | Travel business | 34,302 | 1,686 | | Automobile business | 8,792 | 3,352 | | Event and activity business | 5,208 | (200) | | Total | 48,302 | 4,838 | 6. Other Income and Gains For the six months ended June 30, 2025, other income and gains increased to HKD 400 thousand, primarily due to higher exchange gains and miscellaneous income Other Income and Gains (Six Months Ended June 30) | Item | 2025 (thousand HKD) | 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Interest income | 38 | 10 | 28 | 280.0% | | Exchange gains | 186 | 45 | 141 | 313.3% | | Miscellaneous income | 176 | 77 | 99 | 128.6% | | Total | 400 | 178 | 222 | 124.7% | 7. Finance Costs For the six months ended June 30, 2025, finance costs decreased from HKD 69 thousand in the prior period to HKD 33 thousand, mainly due to lower interest on lease liabilities and bank borrowings Finance Costs (Six Months Ended June 30) | Item | 2025 (thousand HKD) | 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Interest on lease liabilities | 12 | 40 | (28) | -70.0% | | Interest on bank borrowings | 21 | 29 | (8) | -27.6% | | Total | 33 | 69 | (36) | -52.2% | 8. Loss Before Tax For the six months ended June 30, 2025, loss before tax was HKD 1,008 thousand, primarily impacted by depreciation, lease payments, and employee benefit expenses, with the latter decreasing year-on-year Loss Before Tax Major Components (Six Months Ended June 30) | Item | 2025 (thousand HKD) | 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Depreciation of property, plant and equipment | 1,093 | 887 | 206 | 23.2% | | Lease payments relating to leased assets under operating leases | 452 | 526 | (74) | -14.1% | | Employee benefit expenses (including directors' emoluments) | 8,818 | 10,278 | (1,460) | -14.2% | 9. Income Tax Expense For the six months ended June 30, 2025, the Group had no income tax expense due to the absence of assessable profits - For the six months ended June 30, 2025, and 2024, the Group had no income tax expense due to the absence of assessable profits[49] - The Macau Complementary Tax rate is 12%, and the China Enterprise Income Tax rate is 25%[49] 10. Loss Per Share For the six months ended June 30, 2025, basic and diluted loss per share was 0.08 HK cents, a significant narrowing from 0.49 HK cents in the prior period, mainly due to reduced loss for the period Loss Per Share (Six Months Ended June 30) | Metric | 2025 (thousand HKD) | 2024 (thousand HKD) | | :--- | :--- | :--- | | Loss for the period attributable to owners of the Company | (1,008) | (5,921) | | Weighted average number of shares (thousand shares) | 1,200,000 | 1,200,000 | | Basic and diluted loss per share | (0.08) HK cents | (0.49) HK cents | - As the Company had no potential dilutive ordinary shares during the reporting period, diluted loss per share was the same as basic loss per share[50] 11. Dividends The Board does not recommend the distribution of an interim dividend for the six months ended June 30, 2025 - The Board does not recommend or propose an interim dividend for the six months ended June 30, 2025 (2024: nil)[51] 12. Property, Plant and Equipment For the six months ended June 30, 2025, the Group acquired property, plant and equipment of approximately HKD 94 thousand, a significant decrease compared to the prior period - For the six months ended June 30, 2025, property, plant and equipment acquired amounted to approximately HKD 94 thousand (2024: approximately HKD 1,396 thousand)[52] 13. Trade Receivables As at June 30, 2025, total trade receivables were HKD 12,085 thousand, with a net amount of HKD 10,115 thousand after provisions, a significant decrease from the end of 2024; credit terms generally range from 30 to 45 days, and receivables overdue by more than 90 days substantially increased Trade Receivables (As at June 30) | Metric | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Trade receivables, gross | 12,085 | 19,566 | (7,481) | -38.2% | | Less: Provision for expected credit losses | (1,970) | (3,189) | 1,219 | -38.2% | | Net | 10,115 | 16,377 | (6,262) | -38.2% | - Credit terms granted to major customers generally range from 30 to 45 days[54] Trade Receivables Aging Analysis (As at June 30) | Aging | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | 0 to 30 days | 4,801 | 13,220 | (8,419) | -63.7% | | 31 to 60 days | 1,647 | 1,569 | 78 | 5.0% | | 61 to 90 days | 235 | 1,578 | (1,343) | -85.1% | | Over 90 days | 3,432 | 10 | 3,422 | 34220.0% | 14. Deposits, Prepayments and Other Receivables As at June 30, 2025, total deposits, prepayments, and other receivables increased to HKD 16,086 thousand, primarily due to increases in prepayments and other receivables Deposits, Prepayments and Other Receivables (As at June 30) | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Deposits paid | 4,518 | 4,752 | (234) | -4.9% | | Prepayments | 7,130 | 3,285 | 3,845 | 117.0% | | Other receivables | 4,438 | 2,055 | 2,383 | 115.9% | | Total | 16,086 | 10,092 | 5,994 | 59.4% | 15. Trade and Other Payables As at June 30, 2025, total trade and other payables increased to HKD 15,653 thousand, primarily driven by significant increases in accruals and other payables and contract liabilities, while trade payables decreased Trade and Other Payables (As at June 30) | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Trade payables | 7,239 | 8,933 | (1,694) | -19.0% | | Accruals and other payables | 4,620 | 4,023 | 597 | 14.8% | | Contract liabilities | 3,724 | 14 | 3,710 | 26500.0% | | Total | 15,653 | 13,226 | 2,427 | 18.3% | - The average credit period granted by suppliers is 30 days[60] Trade Payables Aging Analysis (As at June 30) | Aging | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | 0 to 30 days | 2,578 | 2,805 | (227) | -8.1% | | 31 to 60 days | 2,664 | 2,398 | 266 | 11.1% | | 61 to 90 days | 1,907 | 1,919 | (12) | -0.6% | | Over 90 days | 90 | 1,811 | (1,721) | -95.0% | 16. Share Capital As at June 30, 2025, there were no significant changes in the Company's share capital structure, with both authorised and issued and fully paid share capital remaining unchanged Share Capital Structure (As at June 30) | Metric | Number of Ordinary Shares as at June 30, 2025 (thousand shares) | Carrying Amount as at June 30, 2025 (thousand HKD) | Number of Ordinary Shares as at December 31, 2024 (thousand shares) | Carrying Amount as at December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | :--- | :--- | | Authorised share capital | 12,000,000 | 120,000 | 12,000,000 | 120,000 | | Issued and fully paid share capital | 1,200,000 | 12,000 | 1,200,000 | 12,000 | - For the six months ended June 30, 2025, there were no significant changes in the Company's share capital structure[92] 17. Significant Related Party Transactions For the six months ended June 30, 2025, the Group paid HKD 117 thousand in software maintenance fees to associated company Gold Faith Information Technology Limited, consistent with the prior period - Software maintenance fees of HKD 117 thousand were paid to associated company Gold Faith Information Technology Limited (2024: HKD 117 thousand)[64] - Gold Faith Information Technology Limited is beneficially owned by Ms. Chau Shu Yee, an executive Director of the Company[64] 18. Events After the Reporting Period As at the date of this report, the Board is not aware of any significant events after the reporting period that require disclosure - As at the date of this report, the Board is not aware of any significant events after the reporting period that require disclosure[65] Management Discussion and Analysis This section discusses the Group's business performance, financial position, future outlook, and key risks and uncertainties Business Review and Prospects The Group, as a licensed travel agent and car rental service provider in Macau, operates across tourism, automobile, and event activities; its strategic goals include consolidating its market position in Macau, expanding cooperation for mid-to-high-end hotel rooms, considering extending its tourism business to China, and diversifying revenue through event activities - The Group primarily provides travel services and car rental services in Macau, China, and Hong Kong[66] - Business scope includes: travel business (hotel room sales and distribution, profit income from air tickets/hotel rooms/travel packages), automobile business (vehicle rental and limousine services), and event and activity business (ticket sales, event organization and investment)[66] - Strategic objectives: consolidate market position in Macau's tourism industry, seek cooperation with more Macau hotel operators, travel agents, and corporate clients, increase the number and variety of mid-to-high-end hotel rooms, and attract business travelers and high-spending customers[67] - Plans to expand travel business to China and diversify revenue streams through event and activity business, creating synergies with existing operations[67] - For the six months ended June 30, 2025, the Group participated in and organized several events and activities, such as the 'Kamen Rider 50th Anniversary Exhibition' in Malaysia, the 'Chainsaw Man Anime Exhibition' in Hong Kong, and the 'POOHPAVEL Macau Fan Meeting' in Macau[68] Financial Review The Group's revenue increased by 6.6% year-on-year to HKD 51.5 million, primarily driven by growth in hotel room sales and distribution; gross profit surged by 45.8%, administrative expenses decreased by 20.0%, leading to a significant 83.0% narrowing of loss for the period to HKD 1.0 million Revenue Group revenue increased by 6.6% year-on-year, primarily due to growth in hotel room sales and distribution - The Group's revenue increased by approximately 6.6% from approximately HKD 48.3 million for the six months ended June 30, 2024, to approximately HKD 51.5 million for the six months ended June 30, 2025[69] - The increase in revenue was primarily due to increased revenue generated from the sales and distribution of hotel rooms[69] Cost of Sales Cost of sales increased by 2.1% year-on-year, mainly driven by increased sales of hotel rooms, event tickets, and car rental services - Cost of sales increased by approximately 2.1% from approximately HKD 43.5 million to approximately HKD 44.4 million[70] - The increase was mainly driven by higher sales related to hotel room sales and distribution, event ticket sales, and provision of car rental services[70] Gross Profit Gross profit significantly increased by 45.8%, primarily due to higher gross margins from increased revenue in car rental services - Gross profit increased by approximately 45.8% from approximately HKD 4.8 million to approximately HKD 7.0 million[71] - The increase in gross profit was primarily due to increased revenue from providing car rental services, which generate higher gross margins for the Group[71] Other Income and Gains Other income and gains increased year-on-year, primarily due to higher exchange gains - Other income and gains increased from approximately HKD 0.2 million to approximately HKD 0.4 million[72] - The increase was mainly due to higher exchange gains for the six months ended June 30, 2025[72] Administrative Expenses Administrative expenses decreased by 20.0% year-on-year, primarily due to a reduction in employee benefit expenses - Administrative expenses decreased by approximately 20.0% from approximately HKD 12.0 million to approximately HKD 9.6 million[73] - The decrease in administrative expenses was primarily due to a reduction in employee benefit expenses[73] Income Tax Expense The Group had no income tax expense during the reporting period due to the absence of assessable profits - The Group had no income tax expense for the six months ended June 30, 2025, and 2024[74] Finance Costs Finance costs decreased year-on-year, reflecting lower interest on lease liabilities and bank borrowings - The Group's finance costs for the six months ended June 30, 2024, and 2025 were approximately HKD 69 thousand and HKD 33 thousand, respectively[75] Loss for the Period The Group's loss for the period significantly narrowed, primarily due to increased revenue, higher other income, and reduced administrative expenses - For the six months ended June 30, 2025, the Group recorded a loss of approximately HKD 1.0 million, compared to a loss of approximately HKD 5.9 million for the six months ended June 30, 2024[77] - The reduction in loss was primarily due to (i) increased revenue from hotel room sales and distribution and provision of car rental services; (ii) increased other income and gains; and (iii) reduced employee benefit expenses[77] Use of Net Proceeds from Listing Net proceeds from the listing were approximately HKD 39.3 million; as at June 30, 2025, HKD 36.954 million had been utilized, with the remaining HKD 2.342 million primarily allocated for cooperation with more hotel operators, expected to be utilized by December 2025; the use of proceeds was adjusted due to the pandemic's impact - Net proceeds from the listing were approximately HKD 39.3 million[78] Use of Net Proceeds from Listing (As at June 30, 2025) | Intended Use | Adjusted Net Proceeds (thousand HKD) | Actual Utilized as at December 31, 2024 (thousand HKD) | Utilized for the Six Months Ended June 30, 2025 (thousand HKD) | Actual Utilized as at June 30, 2025 (thousand HKD) | Unutilized Amount as at June 30, 2025 (thousand HKD) | Expected Timeline for Intended Use | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Expansion of fleet | 3,965 | 3,965 | — | 3,965 | — | — | | Cooperation with more hotel operators | 6,480 | 4,138 | — | 4,138 | 2,342 | 2025年12月 | | Increase marketing and expand sales channels | 2,319 | 2,319 | — | 2,319 | — | — | | Improve our operational efficiency | 1,485 | 1,485 | — | 1,485 | — | — | | Expand our workforce | 824 | 824 | — | 824 | — | — | | General working capital | 1,080 | 1,080 | — | 1,080 | — | — | | Cooperation with event organizers | 22,186 | 22,186 | — | 22,186 | — | — | | Expansion of travel business to China | 957 | 957 | — | 957 | — | — | | Total | 39,296 | 36,954 | — | 36,954 | 2,342 | | - The use of proceeds was adjusted due to the adverse impact of the COVID-19 pandemic on the Group's business[78] Comparison of Business Strategies with Actual Business Progress The Group has purchased 19 new vehicles for fleet expansion, but is still identifying opportunities for cooperation with more hotel operators, event organizers, and expanding its tourism business into China Business Strategies and Actual Business Progress | Business Strategies as Stated in Prospectus and 2021 Announcement | Actual Business Progress as at the Date of this Report | | :--- | :--- | | Expansion of fleet | Purchased 19 new vehicles to provide point-to-point cross-border transportation services and car rental services in Macau | | Cooperation with more hotel operators | Identifying suitable hotel operators for cooperation | | Cooperation with event organizers | Will cooperate with event organizers to sponsor performances and events by renowned celebrities and artists in China, Macau, and Asia, subject to market demand | | Expansion of travel business to China | Identifying business opportunities in the tourism industry in China and Hong Kong | Key Risks and Uncertainties in Achieving Our Business Strategies The Group faces multiple risks in achieving its business strategies, including potential resurgence of pandemics, travel restrictions, failure to secure suitable hotel partners, difficulties in market timing, and changes in consumer behavior amidst intense competition - A resurgence of the pandemic or other infectious diseases could lead to travel restrictions and lockdown measures, significantly impacting business operations[82] - Failure to find suitable hotel operators for cooperation with attractive terms could hinder expansion plans[82] - Difficulties in grasping business trends and market timing exist[82] - Facing changes in consumer behavior and intense competition in a volatile business environment[82] Key Risks and Uncertainties Key risks faced by the Group include the ongoing impact of the pandemic on tourism, reliance on Macau and China's policy and economic environment, delayed or defaulted customer payments, direct dealings between suppliers and customers, termination or unfavorable renewal of hotel cooperation agreements, and inability to secure sufficient parking spaces at reasonable costs - The severe impact of the pandemic on Macau and China's tourism industry, with potential future travel restrictions adversely affecting business again[84] - Revenue primarily derived from Macau, making it susceptible to changes in Macau and China's policies and economic environment[84] - Customers may delay or default on payments, while the Group still needs to pay hotel room fees and bear costs[84] - Key suppliers may deal directly with customers, or travel agent customers may procure hotel rooms from each other, bypassing the Group[84] - Hotel operators may terminate or refuse to renew cooperation agreements, or renewal terms may be unfavorable[84] - Failure to sell or distribute guaranteed quantities of hotel rooms at high prices, or reduced supply from hotel operators, could lead to reduced profits or losses[84] - Failure to obtain and maintain sufficient parking spaces at reasonable costs could impact growth opportunities[84] Employees and Remuneration Policy As at June 30, 2025, the Group had 62 employees with staff costs of approximately HKD 8.8 million, a year-on-year decrease primarily due to the cancellation of a one-off bonus scheme and a reduction in headcount; remuneration packages are determined based on individual performance, experience, and market levels - As at June 30, 2025, the Group had 62 employees (June 30, 2024: 83 employees)[83] - For the six months ended June 30, 2025, the Group's staff costs (including directors' emoluments) were approximately HKD 8.8 million (June 30, 2024: approximately HKD 10.3 million)[83] - The decrease in staff costs was mainly due to the introduction of a one-off staff bonus scheme for the six months ended June 30, 2024, and a reduction in the number of employees[83] - Remuneration packages are determined with reference to individual performance, work experience, and prevailing market salary levels, including basic salary, mandatory provident fund contributions, medical insurance plans, and potential share options[83] Significant Acquisitions and Disposals of Subsidiaries For the six months ended June 30, 2025, and up to the date of this report, there were no significant acquisitions or disposals of subsidiaries, associates, or joint ventures - For the six months ended June 30, 2025, and up to the date of this report, there were no significant acquisitions or disposals of subsidiaries, associates, or joint ventures[85] Significant Investments Held The Group's significant investments include financial assets at fair value through profit or loss (primarily event activity investments) and investment properties (Macau parking spaces); as at June 30, 2025, financial assets were settled, and investment properties' fair value remained unchanged, generating rental income - The Group's significant investments include financial assets at fair value through profit or loss and investment properties[86] Financial Assets at Fair Value Through Profit or Loss Movement (Six Months Ended June 30, 2025) | Metric | Investment Cost (thousand HKD) | Fair Value at Beginning of Year (thousand HKD) | Fair Value Gains Recognized (thousand HKD) | Settlement (thousand HKD) | Fair Value at End of Period (thousand HKD) | | :--- | :--- | :--- | :--- | :--- | :--- | | Financial assets at fair value through profit or loss | 1,411 | 525 | 190 | 715 | — | - Financial assets at fair value through profit or loss refer to investments in various activities (such as the 'Kamen Rider 50th Anniversary Exhibition' and 'Chainsaw Man Anime Exhibition'), where the Group is entitled to 20% of the profits, and these activities were completed during the period[86] Investment Property Movement (Six Months Ended June 30, 2025) | Investment Property | Usage | Fair Value at Beginning of Year (thousand HKD) | Change in Fair Value (thousand HKD) | Fair Value at End of Period (thousand HKD) | Fair Value at End of Period as % of Total Assets | | :--- | :--- | :--- | :--- | :--- | :--- | | Parking Space No. 374, 1st Floor, Edificio Fu Tat Fa Yuen, No. 68 Rua de Paris, Macau | Parking space | 922 | — | 922 | 2.2% | | Parking Spaces Nos. 339 and 340, Mezzanine Floor, Dynasty Plaza, No. 463 Rua de Xangai, Macau | Parking space | 1,750 | — | 1,750 | 4.1% | | Total | | 2,672 | — | 2,672 | 6.3% | - Investment properties refer to the Group's investments in parking spaces in Macau, which were leased out for rental income of approximately HKD 28 thousand for the six months ended June 30, 2025[88] The Company's Investment Strategy for Investment Activities The Company aims to diversify revenue streams by organizing and participating in renowned performances and events, leveraging Group resources - The Group's strategy is to identify opportunities, organize, and participate in renowned performances and events to diversify its revenue streams by leveraging its resources[90] The Company's Investment Strategy for Investment Properties The Company aims to generate cash inflows and capital appreciation from parking spaces, with no current plans to strategically increase its investment property portfolio - The Group's strategy is to utilize parking spaces to generate cash inflows and capital appreciation[91] - Currently, the Group has no plans to strategically increase its investment property portfolio; additional investment properties will only be acquired if suitable investment opportunities arise and the Group has surplus funds[91] Liquidity and Financial Resources The Group's total cash and bank deposits increased to HKD 7.6 million, while total borrowings and lease liabilities decreased to HKD 1.7 million; the gearing ratio fell to 7.6%, indicating reduced financial leverage; the Group has no significant commitments or contingent liabilities and closely monitors foreign exchange risks Capital Structure As at June 30, 2025, there were no significant changes in the Company's share capital structure, and no treasury shares were held or disposed of - For the six months ended June 30, 2025, there were no significant changes in the Company's share capital structure[92] - For the six months ended June 30, 2025, the Group did not hold or dispose of any treasury shares[92] Cash Position The Group's total cash and bank deposits increased to HKD 7.6 million, primarily due to net cash inflow from operating activities - Cash and cash equivalents and bank deposits with maturities over three months ('Total Bank Balances') increased from approximately HKD 5.9 million as at December 31, 2024, to approximately HKD 7.6 million as at June 30, 2025[93] - The increase in cash and cash equivalents and bank deposits was primarily due to net cash inflow from operating activities for the six months ended June 30, 2025[93] - As at June 30, 2025, out of the HKD 7.6 million Total Bank Balances: approximately HKD 5.0 million represented the Group's cash and cash equivalents; and approximately HKD 2.6 million represented the Group's bank deposits with maturities over three months[93] Borrowings and Lease Liabilities The Group's total borrowings and lease liabilities decreased to HKD 1.7 million, primarily comprising bank borrowings and lease liabilities - As at June 30, 2025, the Group's total borrowings and lease liabilities were approximately HKD 1.7 million (December 31, 2024: approximately HKD 2.3 million)[93] - Of this, approximately HKD 1.5 million represented bank borrowings with a fixed annual interest rate of 2.75%[93] - Approximately HKD 0.2 million represented the Group's lease liabilities for right-of-use leases, with annual interest rates ranging from 4.3% to 8.0%[93] Pledge of Assets The Group has pledged bank deposits and certain properties to secure bank financing, trade guarantees, and travel agency license guarantees - As at June 30, 2025, the Group pledged bank deposits amounting to approximately HKD 2.6 million with maturities over three months as collateral for general banking facilities granted to the Group, as general trade deposit guarantees issued to the Group's suppliers, and as guarantees issued to the Macau government for obtaining travel agency licenses[94] - As at June 30, 2025, the Group pledged properties (parking spaces in Macau) with a carrying amount of approximately HKD 1.8 million to secure bank borrowings with a carrying amount of approximately HKD 1.5 million[94] Gearing Ratio The Group's gearing ratio decreased to 7.6%, reflecting reduced financial leverage - As at June 30, 2025, the Group's gearing ratio was approximately 7.6% (December 31, 2024: approximately 9.4%)[95] - The gearing ratio is calculated as total borrowings and lease liabilities divided by equity attributable to owners of the Company at the end of each period or year[95] Dividends The Company did not declare or propose any interim dividend during the reporting period - For the six months ended June 30, 2025, the Company did not declare or propose any interim dividend (six months ended June 30, 2024: nil)[96] Commitments As at June 30, 2025, the Group had no significant capital commitments - As at June 30, 2025, the Group had no significant capital commitments (December 31, 2024: nil)[97] Contingent Liabilities As at June 30, 2025, the Group had no significant contingent liabilities - As at June 30, 2025, the Group had no significant contingent liabilities (December 31, 2024: nil)[98] Foreign Exchange Risk The Group operates in Macau, Hong Kong, and China, with transactions involving multiple currencies, and closely monitors foreign exchange risks - The Group operates in Macau, Hong Kong, and China, with most transactions settled in MOP, HKD, USD, SGD, TWD, and RMB[99] - As long as the HKD remains pegged to the MOP and USD, the Group is not exposed to significant foreign exchange risk related to HKD against MOP and USD[100] - Transactions and monetary assets and liabilities denominated in RMB are minimal, thus the Group considers there is no significant foreign exchange risk related to RMB[101] - The Group currently has no foreign exchange hedging policy for assets and liabilities denominated in foreign currencies; it will closely monitor foreign exchange risks and consider hedging significant exposures when necessary[101] Treasury and Risk Management The Board continues to follow a prudent policy to manage cash and maintain liquidity to seize growth opportunities; the Group's credit risk primarily stems from trade receivables, deposits paid and other receivables, bank deposits, and cash and cash equivalents - The Directors will continue to follow a prudent policy to manage the Group's cash and maintain robust and sufficient liquidity, ensuring the Group can seize opportunities for future growth[102] - As at June 30, 2025, the Group's credit risk primarily arose from trade receivables, deposits paid and other receivables, bank deposits with original maturities over three months, and cash and cash equivalents[102] Future Plans for Material Investments and Capital Assets As at June 30, 2025, the Group had no other significant investment and capital asset plans - Save as disclosed in this report, as at June 30, 2025, the Group had no other significant investment and capital asset plans[103] Corporate Governance Practices The Company is committed to maintaining high standards of corporate governance, having adopted the Corporate Governance Code in Appendix C1 of the GEM Listing Rules, and complied with the code in all material respects during the reporting period, except for the combined roles of Chairman and Chief Executive Officer - The Company has adopted the Corporate Governance Code as set out in Appendix C1 to the GEM Listing Rules[104] - The Board believes that, save for the deviation from Code Provision C.2.1 of Part 2 of the Corporate Governance Code (where the roles of Chairman and Chief Executive Officer are combined), the Company has complied in all material respects with the Corporate Governance Code for the six months ended June 30, 2025[104] Chairman and Chief Executive Officer Mr. Choi Wai Chun serves as both the Company's Chairman and Chief Executive Officer, an arrangement the Board believes is in the Group's best interest - Mr. Choi Wai Chun is currently the Chairman and Chief Executive Officer of the Company[105] - The Board believes that Mr. Choi's dual role is in the best interests of the Group, given his expertise in the tourism industry and the collective discussion of all major decisions by the Board, Board committees, and senior management[105] Directors' Interests in Competing Businesses As at the date of this report, no Director or controlling shareholder held any interest in businesses competing with the Group's operations - For the six months ended June 30, 2025, and up to the date of this report, no Director, controlling shareholder, or their close associates had any interest in a business that competes or is likely to compete, directly or indirectly, with the Group's business[106] Purchase, Sale or Redemption of the Company's Listed Securities As at the date of this report, neither the Company nor its subsidiaries purchased, sold, or redeemed any of the Company's listed securities - For the six months ended June 30, 2025, and up to the date of this report, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[107] Directors' and Chief Executive's Interests and Short Positions in the Shares, Underlying Shares and Debentures of the Company and its Associated Corporations As at June 30, 2025, Mr. Choi Wai Chun held a 75.0% long position in the Company's shares through his wholly-owned Silver Esteem Limited, and a 100.0% beneficial interest in Silver Esteem Limited Directors' Long Positions in Shares (As at June 30, 2025) | Director's Name | Capacity | Number of Ordinary Shares | Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Mr. Choi Wai Chun | Interest of controlled corporation | 900,000,000 | 75.0% | - These 900,000,000 shares are held by Silver Esteem Limited, a company wholly-owned by Mr. Choi Wai Chun[110] Directors' Long Positions in Shares of Associated Corporations (As at June 30, 2025) | Director's Name | Name of Associated Corporation | Capacity | Number of Ordinary Shares | Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Mr. Choi Wai Chun | Silver Esteem Limited | Beneficial owner | 1 | 100.0% | Substantial Shareholders' and Other Persons' Interests and Short Positions in the Shares, Underlying Shares and Debentures of the Company As at June 30, 2025, substantial shareholder Silver Esteem Limited held a 75.0% long position in the Company's shares, and Ms. Wong Pui King, Mr. Choi Wai Chun's spouse, is also deemed to hold the same percentage of shares due to spousal interest Substantial Shareholders' Long Positions in Shares (As at June 30, 2025) | Shareholder's Name | Capacity | Number of Ordinary Shares | Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Silver Esteem Limited | Beneficial owner | 900,000,000 | 75.0% | | Ms. Wong Pui King | Interest of spouse | 900,000,000 | 75.0% | - Silver Esteem Limited is wholly-owned by Mr. Choi Wai Chun[115] - Ms. Wong Pui King, being the spouse of Mr. Choi Wai Chun, is deemed to be interested in all the shares held by Mr. Choi Wai Chun for the purpose of the Securities and Futures Ordinance[115] Share Option Scheme The Company adopted a share option scheme on September 3, 2019, but as at the date of this report, no share options have been granted, exercised, cancelled, forfeited, or lapsed under the scheme - The Company adopted a share option scheme on September 3, 2019[113] - No share options were granted, agreed to be granted, exercised, cancelled, lapsed, or forfeited under the scheme for the six months ended June 30, 2025, and up to the date of this report[113] Standard of Dealings by Directors in Securities The Group has adopted the required standard of dealings set out in the GEM Listing Rules, and all Directors confirmed compliance with the code during the reporting period - The Group has adopted the required standard of dealings set out in Rules 5.48 to 5.67 of the GEM Listing Rules as the code of conduct for directors' dealings in securities[114] - Following specific enquiries with all Directors, all Directors confirmed that they have complied with the required standard of dealings and the code of conduct for directors' dealings in securities for the six months ended June 30, 2025, and up to the date of this report[114] Events After the Reporting Period As at the date of this report, no significant events requiring disclosure occurred after the reporting period - No significant events requiring disclosure occurred after June 30, 2025, and up to the date of this report[116] Audit Committee The Audit Committee, comprising three independent non-executive Directors with Mr. Wu Chung Ming as Chairman, has reviewed the unaudited condensed consolidated financial statements for the six months ended June 30, 2025, and found them compliant with applicable accounting standards and GEM Listing Rules - The Audit Committee comprises three independent non-executive Directors, namely Mr. Wu Chung Ming (Chairman), Mr. So Siu Kei, and Mr. Sze Lik Tao[117] - The Audit Committee has reviewed the unaudited condensed consolidated financial statements for the six months ended June 30, 2025, and is of the opinion that they were prepared in accordance with applicable accounting standards and the GEM Listing Rules, and that adequate disclosures have been made[117]