维港育马(08377) - 2025 - 中期业绩

Company Overview and Important Statements Company Information and GEM Characteristics Harbour Equine Holdings Limited (stock code: 8377) is a Cayman Islands-incorporated company listed on the Hong Kong Stock Exchange GEM, a market for SMEs with potentially higher investment risks - Company Name: HARBOUR EQUINE HOLDINGS LIMITED[2] - Stock Code: 8377[2] - Place of Incorporation: Cayman Islands[2] - Listing Market: GEM of The Stock Exchange of Hong Kong, which provides a listing platform for small and medium-sized companies and may involve higher investment risks and market volatility[2] Directors' Responsibility Statement The company's directors collectively and individually assume full responsibility for the information in this announcement, confirming its accuracy and completeness - Directors collectively and individually assume full responsibility for the information contained in this announcement[2] - Directors confirm that the information contained in this announcement is accurate and complete in all material respects, free from misleading or fraudulent elements, and without omission of any other matters[2] Financial Performance Overview Unaudited Condensed Consolidated Statement of Profit or Loss For the six months ended June 30, 2025, the Group achieved revenue of HK$16,651 thousand, gross profit of HK$5,160 thousand, and turned a loss of HK$13,483 thousand into a profit of HK$12,006 thousand, with basic and diluted earnings per share of 2.93 HK cents Condensed Consolidated Statement of Profit or Loss Key Data (For the six months ended June 30) | Indicator | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Revenue | 16,651 | 20,715 | -19.6% | | Cost of sales | (11,491) | (22,745) | -49.5% | | Gross profit/(loss) | 5,160 | (2,030) | Turned from loss to profit | | Net other gains and (losses) | 10,940 | (860) | Significant increase | | Administrative expenses | (2,782) | (7,317) | -61.9% | | Profit/(loss) before tax | 12,139 | (13,483) | Turned from loss to profit | | Profit/(loss) for the period | 12,006 | (13,483) | Turned from loss to profit | | Profit/(loss) per share attributable to owners of the Company (HK cents) | 2.93 | (3.30) | Turned from loss to profit | - Profit for the period turned from a loss of HK$13,483 thousand in the same period of 2024 to a profit of HK$12,006 thousand in the same period of 2025, primarily due to gains from disposal of a subsidiary and cost control[3][32] Unaudited Condensed Consolidated Statement of Comprehensive Income For the six months ended June 30, 2025, the Group recorded a total comprehensive profit of HK$9,680 thousand, a significant improvement from the total comprehensive loss of HK$15,060 thousand in the prior year, mainly due to the profit for the period turning positive, partially offset by exchange differences on overseas operations Condensed Consolidated Statement of Comprehensive Income Key Data (For the six months ended June 30) | Indicator | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Profit/(loss) for the period | 12,006 | (13,483) | Turned from loss to profit | | Exchange differences on translation of overseas operations | (2,326) | (1,577) | Loss widened | | Total comprehensive profit/(loss) for the period | 9,680 | (15,060) | Turned from loss to profit | - Total comprehensive profit for the period turned from a loss of HK$15,060 thousand in the same period of 2024 to a profit of HK$9,680 thousand in the same period of 2025[4] - Exchange differences on translation of overseas operations increased from a loss of HK$1,577 thousand to HK$2,326 thousand, negatively impacting comprehensive income[4] Financial Position Consolidated Statement of Financial Position As of June 30, 2025, the Group's total assets less current liabilities increased to HK$15,378 thousand, net current assets significantly improved to HK$8,614 thousand, and net liabilities substantially decreased to HK$5,519 thousand, reflecting an improved financial position Consolidated Statement of Financial Position Key Data (As of June 30, 2025) | Indicator | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Non-current assets | 6,764 | 7,591 | -11.0% | | Current assets | 24,088 | 27,079 | -11.1% | | Assets classified as held for sale | – | 6,478 | -100% | | Current liabilities | 15,474 | 17,018 | -9.1% | | Liabilities associated with assets classified as held for sale | – | 16,307 | -100% | | Net current assets | 8,614 | 232 | +3613.8% | | Total assets less current liabilities | 15,378 | 7,823 | +96.6% | | Non-current liabilities | 20,897 | 23,022 | -9.2% | | Net liabilities | (5,519) | (15,199) | Loss reduced | | Total equity | (5,519) | (15,199) | Loss reduced | - Net current assets significantly increased from HK$232 thousand as of December 31, 2024, to HK$8,614 thousand as of June 30, 2025[6] - Net liabilities decreased from HK$15,199 thousand as of December 31, 2024, to HK$5,519 thousand as of June 30, 2025, indicating an improvement in financial leverage[6] Unaudited Condensed Consolidated Statement of Changes in Equity For the six months ended June 30, 2025, the Group's total equity improved from a deficit of HK$15,199 thousand at the beginning of the period to a deficit of HK$5,519 thousand at the end, primarily due to profit for the period, partially offset by exchange differences on overseas operations and the effect of the lapse of disposal of a subsidiary Condensed Consolidated Statement of Changes in Equity Key Data (For the six months ended June 30) | Indicator | January 1, 2025 (HK$ thousand) | June 30, 2025 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Total equity | (15,199) | (5,519) | Increased by 9,680 | | Profit for the period | 12,006 | - | Increased by 12,006 | | Exchange differences on translation of overseas operations | - | (2,326) | Decreased by 2,326 | | Lapse of disposal of a subsidiary | - | - | Zero impact | - As of June 30, 2025, total equity was a deficit of HK$5,519 thousand, an improvement from a deficit of HK$15,199 thousand as of January 1, 2025[7] - Profit for the period of HK$12,006 thousand is the main driver of the increase in equity[7] - Exchange differences on translation of overseas operations resulted in other comprehensive loss of HK$2,326 thousand[7] Cash Flows Unaudited Condensed Consolidated Statement of Cash Flows For the six months ended June 30, 2025, the Group's net cash generated from operating activities significantly increased to HK$4,189 thousand, cash outflow from investing activities was HK$638 thousand, cash outflow from financing activities was HK$1,860 thousand, and cash and cash equivalents at period-end were HK$3,149 thousand Condensed Consolidated Statement of Cash Flows Key Data (For the six months ended June 30) | Indicator | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Net cash generated from operating activities | 4,189 | 1,656 | +152.9% | | Net cash (used in)/generated from investing activities | (638) | 7,205 | Turned from inflow to outflow | | Net cash (used in)/generated from financing activities | (1,860) | (7,320) | Outflow decreased | | Net increase in cash and cash equivalents | 1,691 | 1,541 | +9.7% | | Cash and cash equivalents at end of period | 3,149 | 4,087 | -22.9% | - Net cash generated from operating activities increased from HK$1,656 thousand in the same period of 2024 to HK$4,189 thousand in the same period of 2025, primarily due to the profit before tax turning positive and changes in working capital[9] - Cash flow from investing activities turned from a net inflow of HK$7,205 thousand in the same period of 2024 to a net outflow of HK$638 thousand in the same period of 2025, mainly due to reduced proceeds from disposal of investment properties and fixed assets[11] - Net cash outflow from financing activities decreased from HK$7,320 thousand in the same period of 2024 to HK$1,860 thousand in the same period of 2025, primarily due to reduced repayment of borrowings[11] Notes to the Condensed Consolidated Financial Statements Company and Group Information The Company is an investment holding company, with its subsidiaries primarily engaged in interior design and decoration, thoroughbred horse trading and management, and securities advisory, corporate finance, and asset management services; the ultimate controlling company is Three Gates Investment Limited, controlled by Mr. Wong Kwok Wai - The Company is an investment holding company, with its principal businesses including sewing thread manufacturing and trading (disposed of), interior design and decoration, equine services, and securities advisory, corporate finance, and asset management services[12] - The Group's ultimate controlling company is Three Gates Investment Limited, controlled by Mr. Wong Kwok Wai[12] Principal Subsidiaries and Their Businesses | Name | Place of Incorporation/Operation | Principal Business | | :--- | :--- | :--- | | Sun Yau (China) Limited | Hong Kong | Investment holding | | Sun Yau Chen Xin Enterprise (Shanghai) Co., Ltd. | China/Mainland China | Investment holding | | Drill Bright Limited | Hong Kong | Investment holding | | Pui Ming International Limited | Hong Kong | Provision of interior design, decoration and fitting-out services | | Better Dynasty Limited | Hong Kong | Investment holding | | Harbour Equine Limited | Hong Kong | Investment holding | | Thrill Rank Company Limited | British Virgin Islands | Investment holding | | Harbour Equine Pty Ltd | Australia | Horse breeding | | Harbour Stallion Pty Ltd | Australia | Horse breeding | | Harbour Racing Limited | Hong Kong | Horse management services | | Huayu Asset Management Limited | Hong Kong | Provision of corporate finance advisory services and asset management services | Basis of Preparation and Accounting Policies The condensed consolidated financial statements are prepared in accordance with Hong Kong Financial Reporting Standards issued by the HKICPA and comply with GEM Listing Rules and Companies Ordinance disclosure requirements, with consistent accounting policies as the 2024 annual consolidated financial statements - The financial statements are prepared in accordance with all applicable Hong Kong Financial Reporting Standards issued by the Hong Kong Institute of Certified Public Accountants[14] - The accounting policies and methods of computation are consistent with those adopted in the consolidated financial statements for the year ended December 31, 2024[14] - The Group has not yet applied new Hong Kong Financial Reporting Standards that have been issued but are not yet effective, and is assessing their potential impact[15] Operating Segment Information The Group primarily operates in three segments: interior design and decoration, equine services, and securities, corporate finance, and asset management; interior design and decoration revenue significantly grew, while equine services revenue substantially declined, and the sewing thread manufacturing and trading segment was disposed of during the period - The Group has three reportable segments: interior design and decoration, equine services, and advisory on securities, corporate finance, and asset management[17] - The sewing thread manufacturing and trading segment was disposed of on January 27, 2025[31] Segment Revenue and Results For the six months ended June 30, 2025, the interior design and decoration segment contributed most of the revenue (HK$14,584 thousand) and primary segment profit (HK$1,607 thousand), while equine services revenue and results significantly declined, and the securities, corporate finance, and asset management segment saw growth in both revenue and profit Segment Revenue (For the six months ended June 30) | Segment | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Sewing thread manufacturing and trading | – | 4,125 | -100% | | Interior design and decoration | 14,584 | 10,450 | +39.6% | | Equine services | 17 | 4,646 | -99.6% | | Securities, corporate finance and asset management | 2,050 | 1,494 | +37.2% | | Total | 16,651 | 20,715 | -19.6% | Segment Profit/(Loss) (For the six months ended June 30) | Segment | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Sewing thread manufacturing and trading | – | (5,176) | Turned from loss to zero | | Interior design and decoration | 1,607 | 253 | +535.2% | | Equine services | (54) | (5,961) | Loss significantly reduced | | Securities, corporate finance and asset management | 107 | 1,424 | -92.5% | | Total | 1,660 | (9,460) | Turned from loss to profit | - Interior design and decoration segment revenue grew 39.6%, with segment profit increasing from HK$253 thousand to HK$1,607 thousand[18] - Equine services segment revenue significantly decreased by 99.6%, with segment loss reducing from HK$5,961 thousand to HK$54 thousand[18] Geographical Revenue Analysis For the six months ended June 30, 2025, Hong Kong contributed the vast majority of revenue (HK$16,634 thousand), overseas revenue significantly declined, and there was no revenue from China Revenue by Geographical Location (For the six months ended June 30) | Geographical Location | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | China | – | 260 | -100% | | Hong Kong | 16,634 | 12,047 | +38.1% | | Overseas | 17 | 8,408 | -99.8% | | Total | 16,651 | 20,715 | -19.6% | - Hong Kong revenue increased from HK$12,047 thousand to HK$16,634 thousand, becoming the primary source of income[19] - Overseas revenue significantly decreased from HK$8,408 thousand to HK$17 thousand, and there was no revenue from China[19] Segment Assets and Liabilities As of June 30, 2025, the Group's total consolidated assets were HK$30,852 thousand, and total consolidated liabilities were HK$36,371 thousand, with the interior design and decoration segment having a larger proportion of assets and liabilities, and equine services segment liabilities significantly reduced Segment Assets (As of June 30) | Segment | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Sewing thread manufacturing and trading | – | 31 | -100% | | Interior design and decoration | 22,452 | 26,750 | -16.1% | | Equine services | 636 | 779 | -18.4% | | Securities, corporate finance and asset management | 206 | 146 | +41.1% | | Total Segment Assets | 23,294 | 27,706 | -15.9% | | Assets classified as held for sale | – | 6,478 | -100% | | Unallocated corporate assets | 7,558 | 6,964 | +8.5% | | Total Consolidated Assets | 30,852 | 41,148 | -25.0% | Segment Liabilities (As of June 30) | Segment | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Sewing thread manufacturing and trading | – | (338) | Turned from liability to zero | | Interior design and decoration | (4,793) | (6,947) | -31.0% | | Equine services | (3,555) | (17,931) | -80.2% | | Securities, corporate finance and asset management | (6) | (13) | -53.8% | | Total Segment Liabilities | (8,354) | (25,229) | -66.9% | | Liabilities associated with assets classified as held for sale | – | (16,307) | -100% | | Unallocated corporate liabilities | (28,017) | (14,811) | +89.2% | | Total Consolidated Liabilities | (36,371) | (56,347) | -35.5% | - Equine services segment liabilities significantly decreased from HK$17,931 thousand as of December 31, 2024, to HK$3,555 thousand as of June 30, 2025[19] Net Other Gains and Losses For the six months ended June 30, 2025, the Group recorded net other gains of HK$10,940 thousand, a significant improvement from a loss of HK$860 thousand in the prior year, primarily due to a gain of HK$10,848 thousand from the disposal of a subsidiary Net Other Gains and Losses (For the six months ended June 30) | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Bank interest income | 1 | 1 | Flat | | Net exchange gain/(loss) | 137 | 849 | Decreased | | Fair value loss on investment properties | – | (700) | Loss turned to zero | | (Loss)/gain on disposal of fixed assets | (46) | 976 | Turned from gain to loss | | Loss on disposal of biological assets | – | (2,622) | Loss turned to zero | | Gain on disposal of a subsidiary | 10,848 | – | New gain | | Total | 10,940 | (860) | Turned from loss to gain | - A gain of HK$10,848 thousand from the disposal of a subsidiary was the main reason for the significant increase in net other gains[20][42] Finance Costs For the six months ended June 30, 2025, the Group's finance costs were HK$1,179 thousand, a 45.8% decrease from HK$2,175 thousand in the prior year, primarily due to a reduction in interest on borrowings Finance Costs (For the six months ended June 30) | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Interest on lease liabilities | 14 | 40 | -65.0% | | Interest on borrowings | 1,165 | 2,135 | -45.4% | | Total | 1,179 | 2,175 | -45.8% | - Interest on borrowings decreased from HK$2,135 thousand to HK$1,165 thousand, which was the main reason for the decrease in finance costs[21] Items Deducted From/(Credited To) Profit/(Loss) Before Tax This section details the major expenses and gains affecting profit/loss before tax, including cost of inventories sold, depreciation, and employee benefit expenses, with significant reductions in employee benefit expenses and cost of inventories sold Items Deducted From/(Credited To) Profit/(Loss) Before Tax (For the six months ended June 30) | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Cost of inventories sold | 10,209 | 13,544 | -24.7% | | Depreciation of fixed assets | 77 | 544 | -85.8% | | Depreciation of right-of-use assets | 223 | 408 | -45.3% | | Employee benefit expenses (excluding directors' emoluments) | 639 | 6,262 | -89.8% | | Net exchange gain | (137) | (849) | Gain decreased | | Gain/(loss) on disposal of fixed assets | 46 | (976) | Turned from gain to loss | | Loss on disposal of biological assets | – | 2,622 | Loss turned to zero | - Employee benefit expenses (excluding directors' emoluments) significantly decreased from HK$6,262 thousand to HK$639 thousand[22] - Cost of inventories sold decreased from HK$13,544 thousand to HK$10,209 thousand[22] Income Tax For the six months ended June 30, 2025, the Group's income tax expense was HK$133 thousand, primarily from Hong Kong and Mainland China, with no income tax expense in the prior year; Hong Kong profits tax is levied at 16.5%, with a two-tiered tax rate applicable to certain eligible subsidiaries Income Tax Expense (For the six months ended June 30) | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Current (Hong Kong and Mainland China) | 133 | – | New expense | | Deferred | – | – | Flat | | Tax (credit)/expense | 133 | – | New expense | - Hong Kong profits tax is levied at 16.5%, with eligible subsidiaries subject to an 8.25% tax rate on the first HK$2,000,000 of assessable profits under the two-tiered profits tax regime[23] Dividends The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025, consistent with the prior year - The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025 (2024: nil)[26][48] Profit/(Loss) Per Share Attributable to Owners of the Company For the six months ended June 30, 2025, basic and diluted profit per share attributable to owners of the Company was 2.93 HK cents, a significant improvement from a loss of 3.30 HK cents in the prior year, primarily due to increased profit for the period Profit/(Loss) Per Share (For the six months ended June 30) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Profit/(loss) attributable to owners of the Company (HK$ thousand) | 12,006 | (13,483) | | Weighted average number of ordinary shares | 409,141,860 | 409,141,860 | | Basic and diluted profit/(loss) per share (HK cents) | 2.93 | (3.30) | - Basic and diluted profit per share turned from a loss of 3.30 HK cents in the same period of 2024 to a profit of 2.93 HK cents in the same period of 2025[28][47] Analysis of Trade Balances This section provides an aging analysis of trade receivables and trade payables, showing an increase in trade receivables and a decrease in trade payables Trade Receivables As of June 30, 2025, total trade receivables were HK$13,342 thousand, an increase from HK$10,985 thousand as of December 31, 2024, with the proportion of amounts over three months remaining stable Aging Analysis of Trade Receivables (As of June 30) | Aging | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Less than 1 month | 1,365 | 5,977 | -77.2% | | 1 to 2 months | 3,350 | 621 | +439.4% | | 2 to 3 months | 4,575 | 422 | +984.1% | | Over 3 months | 4,232 | 4,144 | +2.1% | | Total (net of allowance) | 13,342 | 10,985 | +21.5% | - Total trade receivables increased from HK$10,985 thousand to HK$13,342 thousand[29] Trade Payables As of June 30, 2025, total trade payables were HK$4,600 thousand, a decrease from HK$6,721 thousand as of December 31, 2024, with amounts less than one month now at zero Aging Analysis of Trade Payables (As of June 30) | Aging | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Less than 1 month | – | 5,056 | -100% | | 1 to 2 months | – | 545 | -100% | | 2 to 3 months | 97 | 55 | +76.4% | | Over 3 months | 4,503 | 1,065 | +322.0% | | Total | 4,600 | 6,721 | -31.6% | - Total trade payables decreased from HK$6,721 thousand to HK$4,600 thousand[30] Share Capital As of June 30, 2025, the Company's authorized share capital was HK$50,000 thousand, and issued and fully paid share capital was HK$20,457 thousand, comprising 409,141,860 ordinary shares of HK$0.05 each, with no changes during the reporting period Share Capital Movement (As of June 30) | Item | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Authorized share capital (1,000,000,000 ordinary shares of HK$0.05 each) | 50,000 | 50,000 | Flat | | Issued and fully paid share capital (409,141,860 ordinary shares of HK$0.05 each) | 20,457 | 20,457 | Flat | - The Company's share capital structure remained unchanged during the reporting period[30][53] Business and Financial Review Business Review The Group's principal businesses include interior design and decoration, equine services, and securities advisory, corporate finance, and asset management; the sewing thread manufacturing and trading segment was disposed of in January 2025, and management is actively seeking new interior design projects and securities clients while reducing resources in the thoroughbred market - The Group is principally engaged in providing interior design, interior decoration and fitting-out services, thoroughbred horse trading, stallion services and horse management services, and securities advisory, corporate finance and asset management services[31] - The principal operating subsidiary of the sewing thread manufacturing and trading segment was disposed of on January 27, 2025[31] - Demand for interior design and decoration business in Hong Kong and the Greater Bay Area is increasing, and management is negotiating new projects[31][34] - The equine business segment has disposed of underperforming and unpopular breeding stock to reduce future maintenance costs and resource allocation[31][35] - Management of the securities, corporate finance and asset management segment is seeking new clients[32][36] Financial Review For the six months ended June 30, 2025, the Group's revenue decreased by 19.6% year-on-year to HK$16.7 million, but gross profit turned from a loss to a profit of HK$5.2 million; profit for the period turned from a loss of HK$13.5 million to a profit of HK$12.0 million, mainly due to gains from disposal of a subsidiary, reduced cost of sales, and administrative expenses - The Group recorded unaudited revenue of approximately HK$16.7 million, a decrease of approximately 19.6% compared to the same period last year[32] - The Group recorded a gross profit of HK$5.2 million, compared to a gross loss of HK$2.0 million in the same period last year[32][41] - Profit attributable to owners of the Company increased from a loss of approximately HK$13.5 million in the same period last year to a profit of approximately HK$12.0 million[32] - The increase in profit was primarily due to the gain on disposal of a subsidiary and reduced cost of sales, administrative expenses, and finance costs in the equine segment[32] Revenue Analysis Total Group revenue decreased by 19.6% year-on-year, mainly due to the disposal of the sewing thread manufacturing and trading segment and a significant reduction in equine services revenue; interior design and decoration, and securities, corporate finance, and asset management segments both achieved significant revenue growth Segment Revenue Details (For the six months ended June 30) | Segment | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change Rate (%) | | :--- | :--- | :--- | :--- | | Sewing thread manufacturing and trading | – | 4,125 | Not applicable | | Interior design and decoration | 14,584 | 10,450 | 39.6 | | Equine services | 17 | 4,646 | –99.6 | | Advisory on securities, corporate finance and asset management | 2,050 | 1,494 | 37.2 | | Total | 16,651 | 20,715 | –19.6 | - Interior design and decoration revenue increased by 39.6% to HK$14.6 million, with management expecting continued growth in the second half of the year[34] - Equine services revenue significantly decreased by 99.6% to HK$17 thousand due to the sluggish thoroughbred market, leading management to reduce resource allocation[35] - Securities, corporate finance and asset management segment revenue increased by 37.2% to HK$2 million[36] Cost of Sales Analysis Total Group cost of sales significantly decreased by 49.5% year-on-year to HK$11.5 million, primarily due to the disposal of the sewing thread manufacturing and trading segment and reduced resource allocation in the equine services segment; interior design and decoration cost of sales increased due to higher direct material costs Segment Cost of Sales Details (For the six months ended June 30) | Segment | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change Rate (%) | | :--- | :--- | :--- | :--- | | Sewing thread manufacturing and trading | – | 5,526 | Not applicable | | Interior design and decoration | 11,474 | 8,525 | 34.6 | | Equine services | 17 | 8,694 | –99.8 | | Advisory on securities, corporate finance and asset management | – | – | – | | Total | 11,491 | 22,745 | –49.5 | - Interior design and decoration cost of sales increased by 34.6% to HK$11.5 million, mainly due to higher direct material costs[38] - Equine services cost of sales significantly decreased by 99.8% to HK$17 thousand due to reduced resource allocation to this segment[39] - The securities, corporate finance and asset management segment had no cost of sales[40] Gross Profit and Gross Profit Margin For the six months ended June 30, 2025, the Group's gross profit turned from a gross loss of HK$2 million in the prior year to a gross profit of HK$5.2 million, with the gross profit margin improving from negative 9.8% to 31% - Gross profit turned from a gross loss of HK$2 million in the same period of 2024 to a gross profit of HK$5.2 million in the same period of 2025[41] - Gross profit margin increased from negative 9.8% to 31%[41] - Interior design and decoration and securities, corporate finance and asset management segments recorded gross profits of HK$3.1 million and HK$2.1 million, respectively[41] Net Other Gains and Losses For the six months ended June 30, 2025, the Group recorded net other gains of approximately HK$10.9 million, a significant improvement from a loss of approximately HK$0.9 million in the prior year, primarily due to gains from the disposal of a subsidiary - Net other gains turned from a loss of approximately HK$0.9 million in the same period of 2024 to a gain of approximately HK$10.9 million in the same period of 2025[42] - The change was primarily due to the gain on disposal of a subsidiary[42] Selling and Distribution Expenses For the six months ended June 30, 2025, the Group had no selling and distribution expenses, compared to approximately HK$1.1 million in the prior year, mainly due to the disposal of the sewing thread manufacturing and trading segment - Selling and distribution expenses decreased from approximately HK$1.1 million in the same period of 2024 to zero in the same period of 2025, primarily due to the disposal of the sewing thread manufacturing and trading segment[43] Administrative Expenses Administrative expenses decreased by approximately 61.6% year-on-year to approximately HK$2.8 million, mainly due to reduced staff costs and directors' emoluments - Administrative expenses decreased from approximately HK$7.3 million in the same period of 2024 to approximately HK$2.8 million in the same period of 2025, a reduction of approximately 61.6%[44] - The reduction was primarily due to decreased staff costs and directors' emoluments compared to the prior year[44] Profit/(Loss) Before Income Tax The Group recorded a profit before income tax of approximately HK$12.1 million for the six months ended June 30, 2025, a significant improvement from a loss of approximately HK$13.5 million in the prior year - Profit before income tax turned from a loss of approximately HK$13.5 million in the same period of 2024 to a profit of approximately HK$12.1 million in the same period of 2025[45] Total Comprehensive Profit/(Loss) Attributable to Owners of the Company For the six months ended June 30, 2025, total comprehensive profit attributable to owners of the Company was approximately HK$9.7 million, compared to a total comprehensive loss of approximately HK$15.1 million in the prior year, mainly due to reduced losses in the equine services and sewing thread manufacturing and trading segments, and gains from disposal of a subsidiary - Total comprehensive profit attributable to owners of the Company turned from a loss of approximately HK$15.1 million in the same period of 2024 to a profit of approximately HK$9.7 million in the same period of 2025[46] - The change was primarily due to reduced losses in the equine services and sewing thread manufacturing and trading segments, and gains from the disposal of a subsidiary[46] Basic and Diluted Profit/(Loss) Per Share For the six months ended June 30, 2025, basic and diluted profit per share was 2.93 HK cents, a significant improvement from a loss of 3.3 HK cents in the prior year, mainly due to increased profit for the period - Basic and diluted profit per share turned from a loss of 3.3 HK cents in the same period of 2024 to a profit of 2.93 HK cents in the same period of 2025[47] Interim Dividend The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025, consistent with the prior year - The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025 (2024: nil)[48] Liquidity and Financial Resources As of June 30, 2025, the Group's cash and bank balances were approximately HK$3.1 million, net current assets were approximately HK$8.6 million, and the current ratio remained at approximately 1.56, indicating good liquidity - As of June 30, 2025, cash and bank balances were approximately HK$3.1 million (December 31, 2024: HK$3.8 million)[50] - Net current assets were approximately HK$8.6 million (December 31, 2024: HK$232 thousand), a significant improvement[50] - The current ratio remained at approximately 1.56 as of June 30, 2025 (December 31, 2024: 1.01)[50] - The Group's functional currency is HKD, with 99.3% of cash and bank balances denominated in the functional currency[50] Gearing Ratio As of June 30, 2025, the Group's gearing ratio was approximately 119.5%, a decrease from 173.1% as of December 31, 2024, indicating an improvement in financial leverage - The gearing ratio decreased from approximately 173.1% as of December 31, 2024, to approximately 119.5% as of June 30, 2025[51] - The Group believes that bank cash provides sufficient liquidity to meet funding needs[51] Commitments As of June 30, 2025, the Group had no capital commitments, consistent with the prior year - As of June 30, 2025, the Group had no capital commitments (December 31, 2024: nil)[52] Capital Structure For the six months ended June 30, 2025, the Group's capital structure remained unchanged, with share capital comprising only the Company's ordinary shares - The Group's capital structure remained unchanged for the six months ended June 30, 2025[53] - Issued share capital was approximately HK$20.5 million, divided into 409,141,860 shares of HK$0.05 each[53] Material Investments and Acquisitions/Disposals As of June 30, 2025, the Group held no material investments and had no material acquisitions during the period, but disposed of a subsidiary on January 27, 2025 - As of June 30, 2025, there were no material investments held, nor any material acquisitions[54][55][56] - A subsidiary was disposed of on January 27, 2025[56] Contingent Liabilities As of June 30, 2025, the Group had no material contingent liabilities, consistent with the prior year - As of June 30, 2025, the Group had no material contingent liabilities (December 31, 2024: nil)[57] Foreign Exchange Risk The Group faces foreign exchange risk from transactions not denominated in its functional currency, primarily related to equine business in Australia; currently, there is no hedging policy, but management will monitor and consider hedging in the future - The Group is exposed to foreign exchange risk when entering into transactions not denominated in the Group's functional currency, primarily related to the acquisition and disposal of mares and stallions and equine services revenue in Australia[58] - The Group currently has no foreign currency hedging policy, but management will closely monitor and consider hedging when necessary[58] Pledge of Assets As of June 30, 2025, and December 31, 2024, no assets were pledged to secure the Group's borrowings - As of June 30, 2025, and December 31, 2024, no assets were pledged to lenders to secure certain borrowings granted to the Group[59] Employees and Remuneration Policy As of June 30, 2025, the Group employed 11 staff, a significant reduction from the prior year, with total staff costs (excluding directors' emoluments) decreasing substantially; remuneration policy includes basic salary, discretionary bonuses, and allowances, along with a Mandatory Provident Fund Scheme - As of June 30, 2025, the Group employed 11 staff (2024: 135 staff), all located in Hong Kong[60] - For the six months ended June 30, 2025, the Group's total staff costs (excluding directors' emoluments) were approximately HK$1.1 million (2024: HK$10.2 million), a significant decrease[60] - The remuneration package includes basic salary, discretionary bonuses, and allowances, and a Mandatory Provident Fund Scheme is in place[60][61] - The Remuneration Committee is responsible for reviewing and determining the remuneration packages of directors and senior management, linked to the Group's profit performance and individual performance[62] Future Outlook The Group plans to allocate more resources to the interior design and decoration business in the second half due to increasing demand in Hong Kong and the Greater Bay Area; equine services will cautiously consider business opportunities and maintain lower operating costs, while the securities, corporate finance, and asset management segment will continue to seek new clients - Interior design and decoration business line: Management will allocate more resources to this segment in the second half to meet increasing demand in Hong Kong and the Greater Bay Area[63] - Equine services: Management will cautiously consider business opportunities and maintain lower operating costs in the second half[63] - Securities, corporate finance and asset management: Management is seeking new clients[63] Other Information Directors' and Chief Executive's Interests As of June 30, 2025, Mr. Wong Kwok Wai held 29.33% of shares through a controlled corporation, while Mr. Leung King Yu and Mr. Leung Tat Chi beneficially held 2.47% and 4.27% respectively; Mr. Leung King Yu held 4,000,000 share options Directors' Long Positions in Shares and Underlying Shares (As of June 30, 2025) | Director's Name | Nature of Interest/Capacity | Number of Ordinary Shares Held | Percentage of the Company's Issued Share Capital | | :--- | :--- | :--- | :--- | | Mr. Wong Kwok Wai | Interest in controlled corporation | 120,000,000 (L) | 29.33% | | Mr. Leung King Yu | Beneficial owner | 10,100,000 (L) | 2.47% | | Mr. Leung Tat Chi | Beneficial owner | 17,460,466 (L) | 4.27% | Number of Shares Involved in Share Options Granted to Directors (As of June 30, 2025) | Director's Name | Date of Grant of Share Options | Exercisable Period | Exercise Price (HK$) | Outstanding (as of June 30, 2025) | | :--- | :--- | :--- | :--- | :--- | | Mr. Leung King Yu | August 31, 2022 | August 31, 2022 to August 30, 2025 | 0.59 | 4,000,000 | - Mr. Wong Kwok Wai held 120,000,000 shares through Three Gates Investment Limited, which is wholly and beneficially owned by him[67] Major Shareholders' Interests As of June 30, 2025, Three Gates Investment held 29.33% of shares; six companies including Junlai Finance Limited and Meijian Credit and Mortgage Limited were deemed to own 19.55% of shares due to security interests; Mr. Fung Wing Cheung beneficially held 9.97% of shares Major Shareholders' Long Positions in Shares and Underlying Shares (As of June 30, 2025) | Major Shareholder Name/Name | Nature of Interest/Capacity | Number of Ordinary Shares Held | Percentage of the Company's Issued Share Capital | | :--- | :--- | :--- | :--- | | Three Gates Investment | Beneficial owner | 120,000,000 shares | 29.33% | | Junlai Finance Limited | Person with security interest in shares | 80,000,000 shares | 19.55% | | Meijian Credit and Mortgage Limited | Person with security interest in shares | 80,000,000 shares | 19.55% | | Kaisheng Limited | Person with security interest in shares | 80,000,000 shares | 19.55% | | Meijian Strategy Limited | Person with security interest in shares | 80,000,000 shares | 19.55% | | Upbest Financial Holdings Limited | Person with security interest in shares | 80,000,000 shares | 19.55% | | Meijian Group Limited | Person with security interest in shares | 80,000,000 shares | 19.55% | | Fung Wing Cheung | Beneficial owner | 40,800,000 shares | 9.97% | - 80,000,000 shares held by Three Gates Investment were pledged to Junlai Finance Limited as security for a loan granted to Mr. Wong Kwok Wai[73] - Junlai Finance Limited and its parent companies (Meijian Credit and Mortgage Limited, Meijian Strategy Limited, Kaisheng Limited, Upbest Financial Holdings Limited, and Meijian Group Limited) are all deemed to have a security interest in the pledged shares[73] Directors' and Controlling Shareholders' Interests in Competing Business As of the date of this report, no directors, controlling shareholders, or their close associates were engaged in any business competing with the Group's business, or had any other conflicts of interest - No directors, controlling shareholders of the Company, or any of their respective close associates conducted any business that competes or may compete with the Group's business, or had any other conflicts of interest with the Group[71] Corporate Governance Practices The Company has complied with all applicable code provisions of the Corporate Governance Code set out in Appendix C1 of the GEM Listing Rules, with one deviation: Mr. Wong Kwok Wai serves as both Chairman and Chief Executive Officer, an arrangement the Board believes enhances operational efficiency and will be continuously reviewed - The Company has complied with all applicable code provisions of the Corporate Governance Code set out in Part 2 of Appendix C1 to the GEM Listing Rules[74] - There is one deviation: Mr. Wong Kwok Wai holds both the positions of Chairman of the Board and Chief Executive Officer of the Company (Code Provision C.2.1)[74] - The Board believes that Mr. Wong's dual role ensures strong and consistent leadership, facilitating the Group's business strategy and enhancing operational efficiency, and will continue to review the possibility of separating the roles[74] Standard of Dealings in Securities by Directors The Company has adopted a standard for directors' dealings in securities equivalent to that required by the GEM Listing Rules, and all directors have confirmed compliance with this standard during the reporting period - The Company has adopted a standard for dealings in securities by directors that is equivalent to the required standard of dealings set out in Rules 5.48 to 5.67 of the GEM Listing Rules[75] - All directors have confirmed their compliance with the required standard of dealings during the relevant period[75] Purchase, Sale or Redemption of the Company's Listed Securities Since the listing date and up to the date of this report, neither the Company nor its subsidiaries have purchased, sold, or redeemed any of the Company's listed securities - Since the listing date and up to the date of this report, neither the Company nor its subsidiaries have purchased, sold, or redeemed any of the Company's listed securities[76] Share Option Scheme The Company adopted a new share option scheme on February 8, 2023, and terminated the previous scheme; as of June 30, 2025, the total number of shares available for issue under the share option scheme was 40,914,186, representing 10.00% of the issued shares - The Company adopted a new share option scheme on February 8, 2023, and terminated the previous share option scheme adopted on November 24, 2017, on the same date[77] - As of June 30, 2025, the total number of shares available for issue under the share option scheme was 40,914,186, representing 10.00% of the Company's issued shares (excluding treasury shares)[79] - The total number of shares available for issue under the previous share option scheme was 4,000,000, representing approximately 0.98% of the issued shares[79] Directors' Interests in Transactions, Arrangements or Contracts For the six months ended June 30, 2025, no directors or their associated entities had any direct or indirect material interest in any significant transaction, arrangement, or contract entered into by the Company or its subsidiaries that was material to the Group's business - For the six months ended June 30, 2025, no directors or their associated entities had any direct or indirect material interest in any significant transaction, arrangement, or contract entered into by the Company or its subsidiaries that was material to the Group's business[80] Events After the Reporting Period As of the date of this report, the Group had no material subsequent events after June 30, 2025 - As of the date of this report, the Group had no material subsequent events after June 30, 2025[81] Audit Committee The Company has established an Audit Committee, comprising three independent non-executive directors, responsible for reviewing financial information, overseeing financial reporting, risk management, and internal control systems, and has reviewed this report and the Group's consolidated results for the six months ended June 30, 2025 - The Audit Committee was established in accordance with the GEM Listing Rules and the Corporate Governance Code[82] - The Audit Committee comprises three independent non-executive directors: Mr. Chan Chun Choi, Mr. Tang Chun Hei, and Mr. Chow Chin Hang[82] - The Audit Committee is primarily responsible for reviewing financial information, overseeing the Company's financial reporting system, risk management, internal control systems, maintaining the relationship with the Company's auditors, and reviewing the Audit Committee's terms of reference[82] - The Audit Committee has reviewed this report and the Group's consolidated results for the six months ended June 30, 2025[82] Supplemental Information on the 2024 Annual Report This section supplements information on the share option scheme in the 2024 Annual Report, clarifying the total number of share options available for grant and the vesting period requirement of no less than twelve months - As of January 1, 2024, and December 31, 2024, the total number of shares that may be issued upon exercise of all options to be granted under the scheme, together with all options and awards that may be granted under any other share scheme of the Company at that time, was 40,914,186 shares[83] - The vesting period for share options granted under the share option scheme shall not be less than twelve (12) months[85]