升柏控股(02340) - 2025 - 中期业绩

Financial Overview Overall Performance and Key Drivers Sunpac Holdings Limited recorded revenue growth during the reporting period, but a significant increase in operating expenses due to arbitration and legal costs, bad debt provisions, and intensified market competition led to a decline in gross margin and a substantial widening of loss for the period, partially offset by an increase in other income Financial Overview for the Six Months Ended June 30, 2025 | Metric | 2025 (HK$ million) | 2024 (HK$ million) | Change Amount (HK$ million) | Change Percentage | | :--- | :--- | :--- | :--- | :--- | | Revenue | 62.2 | 47.5 | 14.7 | ↑30.9% | | Gross Profit | 9.6 | 7.9 | 1.7 | ↑21.5% | | Gross Margin | 15.4% | 16.6% | - | ↓1.2% | | Operating Expenses | (41.1) | (19.8) | (21.3) | ↑107.6% | | Operating Loss | (31.5) | (11.9) | (19.6) | ↑164.7% | | Other Income and Gains/Losses | 8.9 | 1.4 | 7.5 | ↑535.7% | | Loss for the Period | (22.6) | (10.5) | (12.1) | ↑115.2% | | Loss Before Interest, Tax, Depreciation, and Amortization (EBITDA) | (21.5) | (9.4) | (12.1) | ↑128.7% | | Basic and Diluted Loss Per Share (HK cents) | (4.1) | (2.0) | (2.1) | ↑105.0% | - Revenue grew by 30.9% to HK$62.2 million, primarily benefiting from increased project volume in the interior decoration and special projects business[4][5] - Gross margin slightly decreased by 1.2 percentage points to 15.4%, mainly due to intensified market competition[4][5] - Operating expenses surged by 107.6% to HK$41.1 million, primarily due to arbitration and legal costs for the interior decoration and special projects business, and significant bad debt and expected credit loss provisions resulting from a deteriorating business environment in Hong Kong[4][5] - Other income and gains/losses increased from HK$1.4 million to HK$8.9 million, mainly from interest income on restricted cash pledged for performance bonds and fair value gains on financial assets[4][5] - Loss attributable to owners of the Company was approximately HK$22.6 million, a significant increase of 115.2% from HK$10.5 million in the prior year[4][6] Business Review and Outlook Business Overview The Group primarily operates two business segments: interior decoration and special projects, and China property and facilities management - The Group primarily operates two major business segments: interior decoration and special projects business, and China property and facilities management business[7] Segment Business Performance The interior decoration and special projects business saw significant growth in revenue and gross profit, but increased operating expenses led to a wider loss; the China property and facilities management business experienced declines in revenue and gross profit, turning from profit to loss due to contract expiry Segment Business Performance (Six Months Ended June 30, HK$ million) | Metric | Interior Decoration and Special Projects Business (2025) | Interior Decoration and Special Projects Business (2024) | Change % | China Property and Facilities Management Business (2025) | China Property and Facilities Management Business (2024) | Change % | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Revenue | 60.0 | 43.9 | ↑36.7% | 2.2 | 3.7 | ↓40.5% | | Gross Profit | 7.8 | 5.4 | ↑44.4% | 1.8 | 2.5 | ↓28.0% | | Operating Expenses | (35.8) | (14.7) | ↑143.5% | (2.1) | (2.3) | ↓8.7% | | Operating (Loss)/Profit | (28.0) | (9.3) | ↑201.1% | (0.3) | 0.2 | ↓250.0% | | Loss/(Profit) for the Period | (27.9) | (9.0) | ↑210.0% | (0.3) | 0.3 | ↓200.0% | Interior Decoration and Special Projects Business As the Group's primary revenue source, this business achieved revenue and gross profit growth by securing new contracts through strong client relationships and excellent performance, despite macroeconomic instability and intense competition; however, arbitration and legal fees, along with bad debt provisions, led to a surge in operating expenses and a net loss - This business is the Group's primary revenue source, contributing over 90% of revenue, having completed over 266 projects with a total contract value exceeding HK$9.3 billion since its acquisition in late 2012[9] Market Environment and Operational Performance In H1 2025, the construction industry faced macroeconomic instability, geopolitical uncertainties, inflation, and subdued market sentiment, leading to suppressed investment and increased competition; despite this, the business demonstrated resilience, securing new contracts totaling over HK$85 million, including residential, commercial, school, and yacht renovation projects - The construction industry faces multiple challenges including macroeconomic instability, geopolitical uncertainties, trade protectionism, inflationary pressures, rising vacancy rates, and declining consumer spending, leading to suppressed investment appetite, fewer tenders, and intensified market competition[10] - Successfully secured several new contracts, including a residential development project on Middle Gap Road, commercial and residential unit renovation projects, hoarding/demolition/addition and alteration works for a school in Causeway Bay, and a custom yacht refurbishment project[10] - A total of over HK$85 million in new contracts were awarded during the reporting period, maintaining stable performance compared to the same period[10] - Revenue was approximately HK$60 million, a 36.7% increase from the prior period; gross profit was approximately HK$7.8 million, a 44.4% increase, reflecting improved operational efficiency[11] - Operating expenses surged by 143.5% to approximately HK$35.8 million, primarily due to arbitration hearing and litigation preparation costs, and substantial bad debt and expected credit loss provisions arising from the deteriorating business environment in Hong Kong and financial instability of developers[12] - Recorded an operating loss of approximately HK$28 million, with a net loss for the period of approximately HK$27.9 million[12] Strategy and Outlook Facing ongoing challenges, this business will adopt a proactive multi-pronged strategy, including timely project completion, cautious bidding for new projects to balance volume and profit margins, focusing on luxury residential and high-end renovations, pursuing existing client expansion, capitalizing on hotel renovation opportunities, and benefiting from government housing initiatives - Will adopt a proactive, multi-pronged strategy to ensure timely completion of existing projects and maintain high client satisfaction[13] - Will adopt a cautious bidding approach for new projects, balancing project volume with profit margins, and employ an industry-focused strategy, concentrating on luxury residential development and high-end renovation projects[13] - Actively pursuing expansion projects from existing clients, seizing hotel renovation opportunities, and benefiting from the recovery in construction and interior decoration demand driven by the government's plan to complete 60,000 housing units[13] - As of the announcement date, tenders for new construction, renovation, addition, and alteration works totaling approximately HK$600 million have been submitted for approval; as of June 30, 2025, the total value of outstanding contracts on hand was approximately HK$173.3 million, expected to be recognized as revenue over the next two years[10] China Property and Facilities Management Business Operating in a challenging market, the China property and facilities management business experienced significant declines in revenue and gross profit, turning to a net loss, primarily due to the expiry of a major Shanghai commercial property management contract, despite signs of market recovery; the Group will maintain a conservative organizational structure and seek service diversification and alternative businesses to support sustainable growth amidst a complex and unstable external environment - Performance declined due to economic uncertainty, subdued consumer sentiment in both mainland China and Hong Kong, and intense competition, exacerbated by the expiry of a major commercial property management contract in Shanghai[15] - Revenue significantly decreased by 40.5% to approximately HK$2.2 million compared to the prior year, and gross profit decreased by 28.0% to approximately HK$1.8 million[15] - Recorded a net loss of approximately HK$0.3 million, compared to a net profit of approximately HK$0.3 million in the prior period[15] - Observed a gradual recovery in the China market supported by government policy relaxation and economic stimulus plans, and was awarded a new residential property management contract after the reporting period[16] - Will maintain a conservative organizational structure, enhance business resilience and competitiveness through service diversification, and actively seek new alternative businesses to expand revenue streams[16] Group Outlook The Group anticipates continued economic challenges in the local market but will actively implement strategies including diversifying its project portfolio, focusing on stable market segments, maintaining robust liquidity, and remains optimistic about long-term sustainable growth and shareholder value creation - The local market is expected to continue facing economic challenges, including cautious sentiment from potential business partners and property owners, escalating global inflationary pressures, and financial constraints on major developers[17] - Actively implementing response strategies, diversifying the project portfolio, and focusing on expanding into relatively stable market segments such as luxury residential development and renovation, commercial properties, and local residential projects[17] - Maintaining robust liquidity to support potential large-scale projects, and with a strong track record, extensive industry experience, and professional team, is capable of undertaking major projects and delivering high-quality results[17] - Remains optimistic about the long-term outlook, expecting to maintain solid financial performance, achieve sustainable growth, and continue creating value for shareholders in the coming years[18] - Core operations are built on customer-centricity, integrity, teamwork, innovative thinking, and the pursuit of excellence, committed to enhancing customer satisfaction[18] Financial Position and Financial Risk Management Sources of Funding and Liquidity The Group currently has no bank loans, with funding primarily from retained earnings and internally generated cash flow from operations; future financial needs will be met through shareholders' equity and bank credit, while planning to utilize cash to strengthen competitive advantages, purchase performance bonds, and cover upfront costs to expand business - As of June 30, 2025, the Group had no outstanding bank loans[19] - Funding sources are primarily supported by retained earnings from operating activities and internally generated cash flow[19] - Management expects to meet foreseeable future financial needs through shareholders' equity and bank credit facilities[19] - Existing cash and cash equivalents balances are intended to consolidate competitive advantages, purchase performance bonds, and cover upfront costs to bid for more large-scale projects and improve success rates[19] - Management will continue to actively and regularly monitor the financial position and capital structure to maintain sufficient working capital and liquidity[19] Financial Position Overview As of June 30, 2025, the Group's total assets and net assets decreased, while the current ratio remained healthy, though net asset value per share declined Financial Position (HK$ thousand) | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Total Assets | 285,217 | 297,556 | | Trade and Other Receivables, Retention Monies, and Other Assets | 180,313 | 191,978 | | Restricted Cash Deposits, Pledged Bank Deposits/Deposits with Original Maturity Over Three Months, and Cash and Cash Equivalents | 102,739 | 103,681 | | Current Assets | 283,052 | 295,659 | | Current Liabilities | 146,683 | 146,813 | | Non-current Liabilities | 473 | 437 | | Net Assets | 138,061 | 150,306 | | Net Asset Value Per Share (HK cents) | 19.2 | 29.8 | | Current Ratio | 1.9 | 2.0 | Risk Management The Group prudently manages financial risks and resources, with minimal foreign exchange exposure and no significant investments, capital commitments, or contingent liabilities (except for one lawsuit), maintaining sufficient liquidity through a centralized cash management system - The Group adopts a prudent approach to managing its financial risks and resources[20] - Foreign exchange risk is minimal as most assets and liabilities are denominated in HKD, and no foreign exchange hedging is deemed necessary[21] - There are no significant investments, capital commitments, or contingent liabilities, except for a writ of summons concerning the Yuen Long factory development[21] - A centralized cash management system is in place, with surplus cash balances primarily held as short-term bank deposits with various licensed banks in Hong Kong[22] Human Resources Human Resources Management As of June 30, 2025, the Group employed 240 staff, a reduction from year-end, prioritizing strategic workforce management, maintaining a lean and flexible structure, and investing in wellness programs, operational efficiency, competitive compensation, and employee development to retain top talent and support sustainable growth - As of June 30, 2025, the Group employed a total of 240 staff in Hong Kong and China (December 31, 2024: 316 staff)[23] - Continues to prioritize strategic workforce management, particularly in the interior decoration and special projects business, to maintain a lean and flexible staff structure in response to economic headwinds[24] - Launched various wellness programs to promote employees' physical and mental health, support employee well-being, and work-life balance[24] - Enhanced operational efficiency through the adoption of flexible policies, remote work, and digital work models[24] - Continuously invests in competitive compensation and benefits packages, and actively invests in employee development, providing resources that support personal and professional growth[24] Interim Dividend Interim Dividend Resolution The Board of Directors resolved not to declare an interim dividend for the reporting period - The Board of Directors resolved not to declare an interim dividend for the reporting period (six months ended June 30, 2025) (2024: nil)[25] Condensed Consolidated Financial Statements Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income For the six months ended June 30, 2025, the Group recorded a loss for the period of HK$22,635 thousand, a significant increase from a loss of HK$10,489 thousand in the prior year, primarily due to higher cost of sales, surging operating expenses, and impairment loss provisions, despite an increase in other income and gains/losses Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (Six Months Ended June 30, HK$ thousand) | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Revenue | 62,243 | 47,547 | | Cost of Sales and Services | (52,682) | (39,658) | | Gross Profit | 9,561 | 7,889 | | Other Income and Gains/Losses | 8,887 | 1,380 | | General and Administrative Expenses | (37,118) | (20,839) | | Interest Expense | (27) | (34) | | Impairment Loss (Provision)/Reversal of Trade Receivables and Contract Assets, Net | (3,936) | 1,112 | | Loss Before Tax | (22,633) | (10,492) | | Taxation | (2) | 3 | | Loss for the Period | (22,635) | (10,489) | | Other Comprehensive Income/(Loss): Exchange Differences Arising from Translation of Foreign Operations | 425 | (202) | | Total Comprehensive Loss for the Period Attributable to Owners of the Company | (22,210) | (10,691) | | Basic and Diluted Loss Per Share (HK cents) | (4.1) | (2.0) | Condensed Consolidated Statement of Financial Position As of June 30, 2025, the Group's total assets and net assets decreased compared to December 31, 2024, with net current assets and total equity also reducing, mainly influenced by capital reorganization activities such as capital reduction and rights issue Condensed Consolidated Statement of Financial Position (HK$ thousand) | Metric | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Non-current Assets | | | | Property, Plant and Equipment | 1,948 | 1,678 | | Deferred Tax Assets | 217 | 219 | | Total Non-current Assets | 2,165 | 1,897 | | Current Assets | | | | Contract Assets | 73,895 | 74,874 | | Trade and Other Receivables and Retention Monies | 86,799 | 89,045 | | Deposits and Prepayments | 1,929 | 2,042 | | Financial Assets at Fair Value Through Profit or Loss | 17,690 | 26,017 | | Restricted Cash Deposits | 67,307 | 62,620 | | Pledged Bank Deposits/Deposits with Original Maturity Over Three Months | 14,812 | 19,471 | | Cash and Cash Equivalents | 20,620 | 21,590 | | Total Current Assets | 283,052 | 295,659 | | Current Liabilities | | | | Trade and Other Payables and Accruals | 143,054 | 142,444 | | Lease Liabilities | 2,368 | 3,480 | | Tax Payable | 1,261 | 889 | | Total Current Liabilities | 146,683 | 146,813 | | Net Current Assets | 136,369 | 148,846 | | Total Assets Less Current Liabilities | 138,534 | 150,743 | | Non-current Liabilities | | | | Long Service Payment Liabilities | 279 | 279 | | Lease Liabilities | 194 | 158 | | Total Non-current Liabilities | 473 | 437 | | Net Assets | 138,061 | 150,306 | | Equity Attributable to Owners of the Company | | | | Share Capital | 7,173 | 50,486 | | Reserves | 130,888 | 99,820 | | Total Equity | 138,061 | 150,306 | Notes to the Condensed Consolidated Financial Statements Basis of Preparation These condensed consolidated interim financial statements are prepared in accordance with Hong Kong Accounting Standard 34 and the Listing Rules, with accounting policies consistent with the prior year's annual report, and the initial adoption of revised Hong Kong Financial Reporting Standards is not expected to have a significant impact on the Group's financial statements - These unaudited condensed consolidated interim financial statements have been prepared in accordance with Hong Kong Accounting Standard 34 'Interim Financial Reporting' issued by the Hong Kong Institute of Certified Public Accountants and the relevant disclosure requirements of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited[29] - The initial adoption of revised Hong Kong Financial Reporting Standards, including HKAS 21 (Amendment) 'Lack of Exchangeability', is not expected to have any significant impact on the Group's condensed consolidated financial statements[29][30] Significant Accounting Estimates and Judgements The significant judgments, estimates, and assumptions made in preparing these condensed consolidated interim financial statements are consistent with those applied in the consolidated financial statements for the year ended December 31, 2024 - In preparing these condensed consolidated interim financial statements, the significant judgments made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those applied to the consolidated financial statements for the year ended December 31, 2024[32] Segment Information The Group's reportable operating segments are interior decoration and special projects business and China property and facilities management business, with the former showing revenue and gross profit growth but expanded operating loss, and the latter experiencing revenue and gross profit decline, turning from profit to loss - The Group's reportable operating segments are the interior decoration and special projects business and the China property and facilities management business[33] Segment Results (Six Months Ended June 30, HK$ thousand) | Metric | Interior Decoration and Special Projects Business (2025) | China Property and Facilities Management Business (2025) | Subtotal (2025) | Administrative Expenses (2025) | Total (2025) | | :--- | :--- | :--- | :--- | :--- | :--- | | Revenue | 60,065 | 2,178 | 62,243 | - | 62,243 | | Gross Profit | 7,804 | 1,757 | 9,561 | - | 9,561 | | Gross Margin | 13.0% | 80.7% | 15.4% | - | 15.4% | | Operating Expenses | (35,788) | (2,045) | (37,833) | (3,221) | (41,054) | | Operating Loss | (27,984) | (288) | (28,272) | (3,221) | (31,493) | | Loss/(Profit) for the Period | (27,880) | (361) | (28,241) | 5,606 | (22,635) | | Metric | Interior Decoration and Special Projects Business (2024) | China Property and Facilities Management Business (2024) | Subtotal (2024) | Administrative Expenses (2024) | Total (2024) | | :--- | :--- | :--- | :--- | :--- | :--- | | Revenue | 43,887 | 3,660 | 47,547 | - | 47,547 | | Gross Profit | 5,381 | 2,508 | 7,889 | - | 7,889 | | Gross Margin | 12.3% | 68.5% | 16.6% | - | 16.6% | | Operating Expenses | (14,701) | (2,300) | (17,001) | (2,726) | (19,727) | | Operating (Loss)/Profit | (9,320) | 208 | (9,112) | (2,726) | (11,838) | | Loss/(Profit) for the Period | (9,024) | 288 | (8,736) | (1,753) | (10,489) | Other Income and Gains/Losses Other income and gains/losses significantly increased to HK$8,887 thousand this period, primarily driven by bank interest income and fair value changes of financial assets at fair value through profit or loss Other Income and Gains/Losses (Six Months Ended June 30, HK$ thousand) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Other income | 74 | 245 | | Bank interest income | 4,920 | 952 | | Dividends from financial assets at fair value through profit or loss | 465 | 358 | | Fair value changes of financial assets at fair value through profit or loss | 3,543 | (229) | | Exchange (loss)/gain | (115) | 54 | | Total | 8,887 | 1,380 | Loss Before Tax The loss before tax for the period was HK$22,633 thousand, mainly impacted by staff costs, depreciation, and a substantial increase in professional and legal fees Loss Before Tax Has Been Arrived At After Charging/(Crediting) the Following (Six Months Ended June 30, HK$ thousand) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Staff costs (including directors' emoluments) | 21,140 | 22,428 | | Depreciation of property, plant and equipment | 1,081 | 1,095 | | Professional and legal fees included in general and administrative expenses | 22,398 | 7,570 | Taxation The Group's Hong Kong profits tax is calculated at a 16.5% rate, while overseas profits tax is based on prevailing rates in the operating countries, with the current period's tax of HK$(2) thousand primarily representing deferred tax - Hong Kong profits tax is provided at a rate of 16.5% on the estimated assessable profit for the period, after deducting available tax losses carried forward[37] - The Group's overseas profits tax is calculated at the prevailing tax rates in the countries where it operates[37] Taxation Amount Charged to Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (Six Months Ended June 30, HK$ thousand) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Deferred tax | (3) | 2 | Loss Per Share Basic and diluted loss per share for the period increased to HK4.1 cents from HK2.0 cents in the prior year, primarily due to the expanded loss for the period - Basic loss per share is calculated by dividing the unaudited loss attributable to owners of the Group by the weighted average number of ordinary shares in issue during the period, adjusted for the bonus element of the rights issue on May 8, 2025[39] Loss Per Share Calculation (Six Months Ended June 30, HK$ thousand) | Item | 2025 | 2024 (Restated) | | :--- | :--- | :--- | | Loss attributable to owners of the Company for the period | (22,635) | (10,489) | | Weighted average number of ordinary shares in issue (thousands) | 557,020 | 532,770 | | Basic loss per share (HK cents) | (4.1) | (2.0) | | Diluted loss per share is the same as basic loss per share as the assumed conversion of convertible preference shares would have an anti-dilutive effect. | | | Dividends The Board of Directors resolved not to declare an interim dividend for the six months ended June 30, 2025 - At the Board meeting held on August 22, 2025, the Directors resolved not to declare an interim dividend for the six months ended June 30, 2025 (2024: nil)[41] Trade and Other Receivables and Retention Monies The Group's trade receivables generally have credit terms of 30 to 60 days; as of June 30, 2025, total trade and other receivables amounted to HK$49,273 thousand, retention monies to HK$42,373 thousand, with corresponding impairment provisions, and the maximum credit risk is the carrying amount of these balances - The credit period for the Group's trade receivables generally ranges from 30 to 60 days[42] Ageing Analysis of Trade Receivables (HK$ thousand) | Ageing | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | 0 to 30 days | 14,073 | 14,000 | | 31 to 60 days | 115 | 306 | | 61 to 90 days | 66 | 299 | | Over 90 days | 24,183 | 27,058 | | Total trade receivables | 38,437 | 41,663 | | Other receivables | 10,836 | 10,828 | | Total trade and other receivables | 49,273 | 52,491 | | Impairment of trade and other receivables | (4,249) | (4,086) | | Retention monies | 42,373 | 40,786 | | Impairment of retention monies | (598) | (146) | | Total trade and other receivables and retention monies | 86,799 | 89,045 | - Retention monies are contract assets under HKFRS 15, expected to be realized within the normal operating cycle[43] - The maximum credit risk exposure at the reporting date is the carrying amount of the aforementioned trade and other receivables and retention monies[43] Financial Assets at Fair Value Through Profit or Loss The Group's financial assets at fair value through profit or loss primarily consist of Hong Kong-listed equity securities, totaling HK$17,690 thousand as of June 30, 2025, a decrease from year-end 2024, classified as current assets and measured at Level 1 fair value using quoted closing prices in active markets Financial Assets at Fair Value Through Profit or Loss (HK$ thousand) | Item | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Hong Kong-listed equity securities | 17,690 | 26,017 | - Listed equity securities are classified as current assets as management expects to realize these financial assets within twelve months after the reporting period[44] - Financial assets are measured at fair value, categorized as Level 1 fair value hierarchy, with valuation based on quoted closing prices in active markets[46][47] Restricted Cash Deposits As of June 30, 2025, the Group's restricted cash deposits increased to HK$67,307 thousand, designated to settle potential claims related to a court case with a custodian, for which interest income was recognized Restricted Cash Deposits (HK$ thousand) | Item | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Restricted Cash Deposits | 67,307 | 62,620 | - These cash deposits have been placed in designated interest-bearing bank accounts in Hong Kong as arranged by the custodian, and can only be used to settle potential claims related to the court case with the custodian in the future[48] - For the six months ended June 30, 2025, the Group recognized interest income of approximately HK$4,687 thousand from restricted cash deposits, which is included in other income and gains/losses[48] - As of June 30, 2025, the restricted cash deposits had not yet been released[49] Trade and Other Payables and Accruals The Group's trade payables generally have credit terms of 30 to 60 days; as of June 30, 2025, total trade payables were HK$79,448 thousand, with an increase in balances over 90 days, and retention monies, other payables, and accruals totaled HK$63,606 thousand - The credit period for the Group's trade payables generally ranges from 30 to 60 days[50] Ageing Analysis of Trade Payables (HK$ thousand) | Ageing | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | 0 to 30 days | 32,754 | 43,022 | | 31 to 60 days | 8,015 | 6,457 | | 61 to 90 days | 6,999 | 5,346 | | Over 90 days | 31,680 | 21,000 | | Total trade payables | 79,448 | 75,825 | | Retention monies payable, other payables and accruals | 63,606 | 66,619 | | Total | 143,054 | 142,444 | Share Capital The Group underwent a capital reorganization during the reporting period, including capital reduction and share subdivision, and announced a rights issue on May 8, 2025, issuing 212,425,000 new ordinary shares, which altered the issued share capital structure and adjusted the conversion price of convertible preference shares Overview of Share Capital Changes (HK$ thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Authorised Share Capital | | | | Ordinary shares (par value HK$0.01) | 900,000 | 900,000 | | Convertible preference shares (par value HK$0.01) | 100,000 | 100,000 | | Issued and fully paid share capital | | | | Ordinary shares | 6,373 | 42,486 | | Convertible preference shares | 800 | 8,000 | | Total Equity | 7,173 | 50,486 | - The Company completed a capital reorganization on April 9, 2025, involving a capital reduction (par value per share reduced from HK$0.1 to HK$0.01) and a share subdivision (each share with a par value of HK$0.1 subdivided into ten shares with a par value of HK$0.01)[51][53] - A rights issue was announced on May 8, 2025, on the basis of one rights share for every two existing ordinary shares held, at a subscription price of HK$0.051. The rights issue was completed on May 20, 2025, with a total of 212,425,000 new ordinary shares issued[52] - Due to the rights issue, the conversion price of the convertible preference shares was adjusted from HK$0.75 per ordinary share to HK$0.57 per ordinary share[52] - The Group has continuously maintained sufficient public float as required by the Listing Rules of the Stock Exchange[52] Other Information Purchase, Sale or Redemption of the Company's Listed Securities Neither the Company nor its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the reporting period, and no treasury shares were held as of June 30, 2025 - Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the reporting period[54] - As of June 30, 2025, the Company did not hold any treasury shares[54] Events After the Reporting Period No events with significant financial impact on the Company occurred after the reporting period - No events with significant financial impact on the Company occurred after the reporting period[55] Review of Interim Results The Group's unaudited interim results have been reviewed by the Company's Audit Committee and its external auditor, BDO Limited - The Group's unaudited interim results for the reporting period have been reviewed by the Company's Audit Committee and the Company's external auditor, BDO Limited, in accordance with Hong Kong Standard on Review Engagements 2410[56] Compliance with the Model Code for Securities Transactions by Directors All directors of the Company confirmed their compliance with the Model Code for Securities Transactions by Directors of Listed Issuers, as set out in Appendix C3 of the Listing Rules, throughout the reporting period - Following specific enquiries made to all Directors, all Directors confirmed that they have complied with the required standards set out in the Model Code throughout the reporting period[57] Compliance with the Corporate Governance Code During the reporting period, the Company complied with all code provisions of the Corporate Governance Code as set out in Appendix C1 of the Listing Rules - During the reporting period, the Company complied with all code provisions of the Corporate Governance Code as set out in Appendix C1 of the Listing Rules[58]