新丝路文旅(00472) - 2025 - 中期业绩

Interim Results Announcement Company Information New Silkroad Culturaltainment Limited (Stock Code: 472) is a Bermuda-incorporated company listed on The Stock Exchange of Hong Kong Limited - Company Name: New Silkroad Culturaltainment Limited[2] - Stock Code: 472[2] - Place of Incorporation: Bermuda, with shares listed on The Stock Exchange of Hong Kong Limited[2] Announcement Overview This announcement presents the unaudited condensed consolidated interim results for the six months ended June 30, 2025, with prior period comparative data - This announcement details the unaudited condensed consolidated interim results for the six months ended June 30, 2025[2] Condensed Consolidated Financial Statements Condensed Consolidated Statement of Profit or Loss Revenue and gross profit from continuing operations declined, while a significant goodwill impairment loss drove a substantial increase in operating and pre-tax losses Key Financial Data from the Condensed Consolidated Statement of Profit or Loss | Metric | For the six months ended June 30, 2025 (HKD in thousands) | For the six months ended June 30, 2024 (HKD in thousands, restated) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 213,440 | 232,089 | -8.0% | | Gross Profit | 48,095 | 57,420 | -16.2% | | Other income, gains and losses, net | 11,780 | (5,250) | N/A | | Impairment loss of goodwill | (48,456) | – | N/A | | Loss from operating activities | (42,042) | (3,722) | >1000% | | Loss before tax | (42,102) | (4,124) | >1000% | | Loss for the period from continuing operations | (42,647) | (7,277) | >1000% | | Loss for the period from discontinued operations | – | (54,951) | N/A | | Loss for the period | (42,647) | (62,228) | -31.4% | | Loss for the period from continuing operations attributable to owners of the Company | (41,727) | (33,191) | +25.7% | | Basic and diluted loss per share (HK cents) | (1.30) | (1.62) | -19.8% | Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income Total comprehensive loss for the period narrowed significantly, primarily due to foreign exchange gains from the translation of overseas operations Key Data from the Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income | Metric | For the six months ended June 30, 2025 (HKD in thousands) | For the six months ended June 30, 2024 (HKD in thousands, restated) | Change (%) | | :--- | :--- | :--- | :--- | | Loss for the period | (42,647) | (62,228) | -31.4% | | Exchange differences on translation of foreign operations | 13,565 | (3,264) | N/A | | Total comprehensive loss for the period | (29,082) | (65,233) | -55.4% | | Total comprehensive loss attributable to owners of the Company | (28,124) | (55,510) | -49.4% | Condensed Consolidated Statement of Financial Position As of June 30, 2025, both total assets and liabilities decreased, with a notable reduction in goodwill due to impairment Key Data from the Condensed Consolidated Statement of Financial Position | Metric | As at June 30, 2025 (HKD in thousands) | As at December 31, 2024 (HKD in thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Non-current assets | 988,678 | 1,030,384 | -4.0% | | Goodwill | 263,127 | 308,346 | -14.7% | | Current assets | 636,752 | 642,803 | -0.9% | | Trade receivables | 176,301 | 136,563 | +29.1% | | Prepayments, deposits and other receivables | 54,785 | 120,676 | -54.6% | | Cash and cash equivalents | 378,059 | 357,768 | +5.7% | | Current liabilities | 201,940 | 219,319 | -7.9% | | Trade payables | 82,025 | 87,942 | -6.8% | | Non-current liabilities | 33,666 | 34,963 | -3.7% | | Total equity | 1,389,824 | 1,418,905 | -2.0% | Notes to Condensed Interim Financial Statements General Information The company is an investment holding company with principal businesses in integrated resorts, wine distribution, and property management services - The company is an investment holding company[11][14] - Principal subsidiaries are engaged in: (i) development and operation of integrated resorts and cultural tourism in South Korea; (ii) distribution of wine in Hong Kong; and (iii) property management services in China[11][14] Basis of Preparation and Principal Accounting Policies The interim financial statements are prepared in accordance with HKAS 34 and Appendix 16 of the Listing Rules, with no material impact from newly adopted HKFRSs - The financial statements are prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" and the disclosure requirements of Appendix 16 to the Listing Rules[12][15] - All new and revised HKFRSs effective from January 1, 2025, have been adopted without a significant impact on the condensed consolidated financial statements[16][19] Revenue Breakdown Total revenue for the period was primarily generated from property management services, while wine distribution revenue was minimal and declined sharply Revenue Breakdown from Continuing Operations | Business Type | For the six months ended June 30, 2025 (HKD in thousands) | For the six months ended June 30, 2024 (HKD in thousands, restated) | Change (%) | | :--- | :--- | :--- | :--- | | Distribution of wine | 23 | 44 | -47.7% | | Property management services | 213,417 | 232,045 | -8.0% | | Total Revenue | 213,440 | 232,089 | -8.0% | - Revenue from wine distribution is recognized at a point in time, while property management services revenue is recognized over time[21] Segment Information The Group's continuing operations are organized into three reportable segments: real estate, wine distribution, and property management - The Group has three reportable segments from continuing operations: (i) Real estate, integrated resort and cultural tourism; (ii) Distribution of wine; and (iii) Property management services[23][25] - Megaluck (entertainment), Huaxia Winery (wine), and Macrolink (real estate) have been presented as discontinued operations[24][25] Segment Revenue and Results Property management was the only profitable segment among continuing operations, with other segments reporting losses and a significant goodwill impairment impacting the total loss Segment Revenue and (Loss)/Profit | Segment | Revenue for the six months ended June 30, 2025 (HKD in thousands) | Revenue for the six months ended June 30, 2024 (HKD in thousands, restated) | Change (%) | Segment (Loss)/Profit for the six months ended June 30, 2025 (HKD in thousands) | Segment (Loss)/Profit for the six months ended June 30, 2024 (HKD in thousands, restated) | | :--- | :--- | :--- | :--- | :--- | :--- | | Real estate, integrated resort and cultural tourism | – | – | N/A | (2,407) | (13,341) | | Wine | 23 | 44 | -47.7% | (91) | (11) | | Property management | 213,417 | 232,045 | -8.0% | 8,409 | 16,012 | | Entertainment (Discontinued) | – | 804 | N/A | – | (42,586) | | Real estate, integrated resort and cultural tourism (Discontinued) | – | 15,174 | N/A | – | (8,584) | | Wine (Discontinued) | – | 35,408 | N/A | – | (3,781) | | Total | 213,440 | 283,475 | -24.8% | 5,911 | (52,291) | | Unallocated corporate expenses | | | | (9,810) | (6,383) | | Impairment loss of goodwill | | | | (48,456) | – | | Loss before tax | | | | (42,102) | (59,075) | Segment Assets and Liabilities The property management segment holds the majority of the Group's assets and liabilities, with total segment assets and liabilities remaining relatively stable Segment Assets and Liabilities | Segment | Segment Assets as at June 30, 2025 (HKD in thousands) | Segment Assets as at December 31, 2024 (HKD in thousands) | Change (%) | Segment Liabilities as at June 30, 2025 (HKD in thousands) | Segment Liabilities as at December 31, 2024 (HKD in thousands) | Change (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Real estate, integrated resort and cultural tourism | 567,607 | 564,360 | +0.6% | 619 | 1,249 | -50.4% | | Wine | 167 | 257 | -35.0% | 256 | – | N/A | | Property management | 797,628 | 795,668 | +0.2% | 234,077 | 251,138 | -6.8% | | Total | 1,365,402 | 1,360,285 | +0.4% | 234,952 | 252,387 | -6.9% | Geographical Information All revenue from continuing operations originated from China (including Hong Kong), while non-current assets are primarily located in China and South Korea Revenue and Non-current Assets by Geographical Location | Geographical Location | Revenue from external customers for the six months ended June 30, 2025 (HKD in thousands) | Revenue from external customers for the six months ended June 30, 2024 (HKD in thousands, restated) | Change (%) | Non-current assets as at June 30, 2025 (HKD in thousands) | Non-current assets as at December 31, 2024 (HKD in thousands) | Change (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | China (including Hong Kong) | 213,440 | 232,089 | -8.0% | 516,050 | 547,167 | -5.7% | | South Korea | – | – | N/A | 472,628 | 483,217 | -2.2% | | Australia | – | – | N/A | – | – | N/A | | Total | 213,440 | 232,089 | -8.0% | 988,678 | 1,030,384 | -4.0% | Other Revenue, Gains and Losses Other income shifted from a net loss to a net gain, driven by net foreign exchange gains and increased bank interest income Breakdown of Other Revenue, Gains and Losses | Metric | For the six months ended June 30, 2025 (HKD in thousands) | For the six months ended June 30, 2024 (HKD in thousands, restated) | Change (%) | | :--- | :--- | :--- | :--- | | Bank interest income | 4,801 | 3,222 | +49.0% | | Gain/(loss) on disposal of property, plant and equipment | 217 | (6,564) | N/A | | Net foreign exchange gain/(loss) | 6,500 | (2,080) | N/A | | Total | 11,780 | (5,250) | N/A | Loss from Operating Activities Details Amortization of intangible assets and depreciation of right-of-use assets decreased significantly, while staff costs remained relatively stable Components of Loss from Operating Activities | Metric | For the six months ended June 30, 2025 (HKD in thousands) | For the six months ended June 30, 2024 (HKD in thousands, restated) | Change (%) | | :--- | :--- | :--- | :--- | | Salaries and allowances | 15,239 | 15,629 | -2.6% | | Retirement benefit scheme contributions | 4,235 | 4,056 | +4.4% | | Total staff costs | 19,474 | 19,685 | -1.1% | | Amortisation of intangible assets | 165 | 5,343 | -96.9% | | Depreciation of right-of-use assets | 20 | 1,101 | -98.2% | | (Gain)/loss on disposal of property, plant and equipment | (217) | 6,564 | N/A | | Depreciation of property, plant and equipment | 1,397 | 1,767 | -21.0% | Income Tax Expense Income tax expense for the period decreased substantially, mainly due to a larger deferred tax credit offsetting current tax expenses Breakdown of Income Tax Expense | Metric | For the six months ended June 30, 2025 (HKD in thousands) | For the six months ended June 30, 2024 (HKD in thousands, restated) | Change (%) | | :--- | :--- | :--- | :--- | | PRC Enterprise Income Tax | (5,091) | (6,839) | -25.5% | | Deferred tax credit | 4,546 | 3,686 | +23.3% | | Total income tax expense | (545) | (3,153) | -82.7% | - The tax rate for subsidiaries in China is 25%[41] Discontinued Operations The Group completed the disposal of its entertainment, wine (Mainland China), and real estate (Australia) businesses in 2024 to generate cash flow - In 2024, the Group disposed of Megaluck (entertainment), Huaxia Winery (wine), and Macrolink (real estate, integrated resort and cultural tourism)[43][45] - The disposals were intended to generate cash flow for the expansion of the Group's other existing businesses[43][45] - There was no loss from discontinued operations in the first half of 2025, compared to a loss of HKD 54.951 million in the same period of 2024[3][48] Disposal of Megaluck The disposal of the Megaluck (entertainment) business was completed on June 24, 2024, resulting in a loss of HKD 32.647 million - The disposal of Megaluck (entertainment business) was completed on June 24, 2024[54] - The disposal of Megaluck resulted in a loss of HKD 32.647 million[57] - The net cash inflow from the disposal of Megaluck was HKD 3.987 million[57] Loss Per Share Loss per share from continuing and discontinued operations improved, though loss per share from continuing operations worsened, with no potential dilutive shares outstanding Loss Per Share Data | Metric | For the six months ended June 30, 2025 (HK cents) | For the six months ended June 30, 2024 (HK cents, restated) | Change (%) | | :--- | :--- | :--- | :--- | | Loss per share from continuing and discontinued operations | (1.30) | (1.62) | -19.8% | | Loss per share from continuing operations | (1.30) | (1.03) | +26.2% | | Loss per share from discontinued operations | – | (0.59) | N/A | - Diluted loss per share was the same as basic loss per share as there were no potential dilutive ordinary shares for the six months ended June 30, 2025 and 2024[63] Property, Plant and Equipment Additions to property, plant, and equipment increased during the period, and the disposal of assets resulted in a gain, reversing the prior year's loss Changes in Property, Plant and Equipment | Metric | For the six months ended June 30, 2025 (HKD in thousands) | For the six months ended June 30, 2024 (HKD in thousands, restated) | Change (%) | | :--- | :--- | :--- | :--- | | Total cost of PPE additions | 642 | 373 | +72.1% | | Gain/(loss) on disposal of PPE | 217 | (6,564) | N/A | - No impairment loss on property, plant and equipment was recognized during the period[64][65] Trade Receivables Both gross trade receivables and the provision for expected credit losses increased significantly, with a notable rise in receivables aged over 180 days Trade Receivables and Ageing Analysis | Metric | As at June 30, 2025 (HKD in thousands) | As at December 31, 2024 (HKD in thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Gross trade receivables | 230,219 | 175,617 | +31.1% | | Less: Provision for expected credit losses | (53,918) | (39,054) | +38.0% | | Net trade receivables | 176,301 | 136,563 | +29.1% | | Ageing analysis (Net): | | | | | Over 30 days up to 60 days | 19,900 | 6,374 | +212.2% | | Over 180 days up to 360 days | 62,506 | 33,784 | +84.9% | | Over 360 days | 54,991 | 42,625 | +29.0% | - The Group generally grants an average credit period of 30 to 180 days to its trade customers[67] - All trade receivables are denominated in Renminbi[70] Trade Payables Total trade payables decreased, particularly those aged over 180 days, with an average credit period of 90 days Trade Payables and Ageing Analysis | Metric | As at June 30, 2025 (HKD in thousands) | As at December 31, 2024 (HKD in thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Trade payables | 82,025 | 87,942 | -6.8% | | Ageing analysis: | | | | | Within 90 days | 40,484 | 24,053 | +68.3% | | Over 180 days up to 360 days | 9,452 | 20,186 | -53.2% | | Over 360 days | 21,399 | 27,957 | -23.5% | - The average credit period for purchases of goods is 90 days[73][76] - Trade payables are non-interest-bearing and unsecured[73][76] Share Capital The company's authorized and issued and fully paid share capital remained unchanged as of June 30, 2025 Share Capital Structure | Metric | As at June 30, 2025 (in thousands of shares) | As at December 31, 2024 (in thousands of shares) | As at June 30, 2025 (HKD in thousands) | As at December 31, 2024 (HKD in thousands) | | :--- | :--- | :--- | :--- | :--- | | Authorised ordinary shares (HK$0.01 each) | 16,000,000 | 16,000,000 | 160,000 | 160,000 | | Issued and fully paid ordinary shares (HK$0.01 each) | 3,207,592 | 3,207,592 | 32,076 | 32,076 | Management Discussion and Analysis Financial Performance Overview The period's financial performance was negatively impacted by declining property management revenue, a goodwill impairment loss, and intense competition in the wine business - Operating results were mainly affected by decreased revenue from property management services, a goodwill impairment loss, and intense competition in the wine business[78][84][90][97] - Net foreign exchange gains and increased bank interest income partially offset the losses[81][86] Revenue Total revenue decreased by 8.1% to HKD 213.4 million, driven by lower property management income and a sharp decline in wine sales - Revenue for the period decreased by 8.1% to approximately HKD 213.4 million[78][84] - Property management services revenue decreased by 8.0%, reflecting the cooling real estate industry and economic downturn in Mainland China[78][84] - Wine business revenue decreased by 47.7% to HKD 23,000, due to intense market competition and slow sales[79][84] Gross Profit The Group's gross profit fell by 16.2% to HKD 48.1 million, primarily due to reduced revenue from property management services - The Group's gross profit decreased by 16.2% to approximately HKD 48.1 million[80][85] - Gross profit from property management services decreased by 16.2%, with the gross profit margin declining by 2.2 percentage points to 22.5%[80][85] - Gross profit from the wine business decreased by 49.5% to HKD 9,200, with a gross profit margin of 37.8% (prior period: 41.8%)[80][85] Other Revenue and Loss Other income shifted from a loss to a gain, increasing by 324.4% to HKD 11.8 million, mainly due to net foreign exchange gains - Other income increased by 324.4% to approximately HKD 11.8 million (prior period: loss of HKD 5.3 million)[81][86] - The increase was mainly due to a net foreign exchange gain of approximately HKD 8.6 million and an increase in bank interest income of approximately HKD 1.6 million[81][86] - The prior period included a loss of approximately HKD 6.0 million from the disposal of construction in progress by a South Korean subsidiary[81][86] Selling and Distribution Expenses Selling and distribution expenses were reduced to zero as the Australian real estate sales business is no longer part of continuing operations - Selling and distribution expenses decreased to zero (prior period: HKD 0.7 million)[82][87] - The decrease was mainly because the Australian real estate sales business was no longer included in continuing operations, coupled with lower wine sales[82][87] Administrative and Other Operating Expenses Administrative and other operating expenses decreased by 7.2% to HKD 36.4 million, primarily due to reduced costs related to property management services - Administrative and other operating expenses decreased by 7.2% to approximately HKD 36.4 million[88][95] - The decrease was mainly attributable to reduced expenses associated with the decline in property management services[88][95] Impairment Loss under Expected Credit Loss Model The period saw the recognition of impairment losses on trade receivables of HKD 14.4 million and other receivables of HKD 2.6 million - An impairment loss on trade receivables of approximately HKD 14.4 million was recognized (prior period: HKD 15.9 million)[89][96] - An impairment loss on other receivables of approximately HKD 2.6 million was recognized (prior period: zero)[89][96] Impairment Loss of Goodwill A goodwill impairment loss of HKD 48.5 million was recognized due to the underperformance of the property management business - A goodwill impairment loss of approximately HKD 48.5 million was recognized during the period[90][97] - The impairment was due to the unsatisfactory performance of the property management business[90][97] - No goodwill impairment loss was recognized in the prior period[90][97] Loss Before Tax The Group's loss before tax widened significantly to HKD 42.1 million, primarily due to the HKD 48.5 million goodwill impairment loss - Loss before tax increased to approximately HKD 42.1 million (prior period: HKD 4.1 million)[91][98] - The increase was mainly due to the goodwill impairment loss of approximately HKD 48.5 million during the period[91][98] Taxation The Group's tax expense comprised a current income tax expense of HKD 5.1 million and a deferred tax credit of HKD 4.5 million - Current income tax expense was approximately HKD 5.1 million (prior period: HKD 6.8 million)[92][99] - Deferred tax credit was approximately HKD 4.5 million (prior period: HKD 3.7 million)[92][99] Loss from Discontinued Operations No loss from discontinued operations was recorded this period, compared to a restated loss of HKD 55.0 million in the prior period - The Group had no loss from discontinued operations during the period[93][100] - The restated loss from discontinued operations in the prior period was approximately HKD 55.0 million[93][100] Loss Attributable to Owners of the Company Loss after tax for the period increased by 486.1% to HKD 42.6 million, with the loss attributable to company owners reaching HKD 41.7 million - Loss after tax for the period increased by 486.1% to approximately HKD 42.6 million[94][101] - Loss attributable to owners of the Company increased to approximately HKD 41.7 million[94][101] Liquidity and Financial Resources The Group's cash position improved, total borrowings remained stable, and it expects to have sufficient resources to meet its obligations - As of June 30, 2025, cash and cash equivalents were approximately HKD 378.1 million (December 31, 2024: HKD 357.8 million)[102][107] - Total borrowings (excluding lease liabilities) remained stable at approximately HKD 0.8 million, bearing interest at a variable rate of 4.60%[103][107] - The Group is confident it will have sufficient resources to meet its debt obligations and working capital requirements for the foreseeable future[103][107] Balance Sheet Analysis The Group's total assets and liabilities decreased, while the current ratio and gearing ratio remained healthy - Total assets decreased by 2.9% to approximately HKD 1,625.4 million[104][108] - Total liabilities decreased by 7.3% to approximately HKD 235.6 million[105][108] - The current ratio increased to 3.2 (December 31, 2024: 2.9)[106][108] - The gearing ratio remained unchanged at 0.1%[106][108] - The trade receivables turnover period increased to 132 days (December 31, 2024: 115 days), mainly due to longer ageing in the property management segment[106][109] Inventories The Group's inventories, primarily finished goods, decreased slightly, with a significant increase in the turnover period for property management services - Inventories decreased by 0.7% to approximately HKD 27.6 million[110][117] - The finished goods turnover period for property management services increased to 60 days (December 31, 2024: 27 days)[110][117] Other Information Interim Dividend The Board of Directors does not recommend the payment of an interim dividend for the period - The Board does not recommend the payment of an interim dividend for the period (six months ended June 30, 2024: Nil)[111][118] Pledge of Assets As of June 30, 2025, the Group had no pledged assets - As of June 30, 2025, the Group had no pledged assets (December 31, 2024: Nil)[112][119] Contingent Liabilities The Group had no significant contingent liabilities as of June 30, 2025, other than those disclosed in relation to legal proceedings - Apart from legal proceedings, the Group had no significant contingent liabilities as at June 30, 2025[113][120] Exposure to Fluctuation in Exchange Rates The Group's foreign exchange risk is considered minimal due to natural hedging mechanisms, and no financial instruments are currently used for hedging - The Group's revenues, expenses, assets, and liabilities are denominated in HKD, RMB, KRW, CAD, and AUD[114][121] - The impact of foreign exchange risk is considered minimal due to natural hedging from business operations, and thus no financial instruments are used for hedging[114][121] - The Group will continue to review its treasury management function and closely monitor currency and interest rate risks[114][121] Material Acquisition and Disposal The Group had no material acquisitions or disposals of subsidiaries, associates, or joint ventures during the period - The Group had no material acquisitions or disposals of subsidiaries, associates, or joint ventures during the period[115][122] Significant Investment As of June 30, 2025, the Group held no significant investments valued at 5% or more of its total assets - As of June 30, 2025, the Group had no significant investments with a value of 5% or more of the Group's total assets[116][123] Employee Information and Emolument Policy The number of full-time employees decreased to 1,340, with remuneration policies based on individual performance and reviewed annually - As of June 30, 2025, the Group employed 1,340 full-time employees (December 31, 2024: 1,567)[124][128] - Remuneration policies are based on individual employee performance and are reviewed annually[124][128] - The Group provides medical insurance and provident fund schemes for its employees[124][128] Litigation Update There were no further updates on the Company's litigation status during the period - During the period, there were no further updates on the Company's litigation status[125][129] Review of Operations and Prospects Economic Outlook Global economic recovery in the first half of 2025 faced uncertainties from trade frictions and geopolitical tensions, impacting the Group's property management business - The global economic recovery faced uncertainties from ongoing trade frictions and geopolitical tensions[126][130] - The cooling real estate industry and increased downward economic pressure in Mainland China negatively impacted the financial performance of the Group's property management business[126][130] - The Group is actively exploring new business opportunities to broaden its revenue sources and diversify its business portfolio[126][130] Operation Review The property management business saw a decline in revenue, the wine business remained sluggish, and real estate projects in South Korea and Australia are being sold - Revenue from the property management business declined, reflecting the cooling real estate industry in Mainland China[131] - The wine business continued to be affected by shrinking demand, with the Company seeking to dispose of the remaining operations[132][136] - The Megaluck project in South Korea has been sold, and the Group is actively seeking a buyer for the Glorious Hill project land[133][137] - The Opera One project in Sydney, Australia, has been completed and classified as a discontinued operation[134][138] Property Management Operation Revenue from the property management business during the period was HKD 213.4 million, a decrease from the prior year - Revenue from the property management business reached approximately HKD 213.4 million during the period (prior period: HKD 232.0 million)[127][131] Wine Operation The Mainland China wine business was sold in October 2024, while the Hong Kong distribution business continues to face weak demand - The Mainland China wine business was sold in October 2024[132][136] - Revenue from the Hong Kong wine distribution business decreased by 47.7% year-on-year to approximately HKD 23,000[132][136] - The Company is not optimistic about the future prospects of this segment and will continue to seek opportunities to dispose of its remaining wine business in Hong Kong[132][136] Business Operations in South Korea The Group has disposed of the Megaluck project and is actively seeking opportunities to sell the land for the Glorious Hill project - The Group has disposed of the Megaluck project, one of its projects in South Korea[133][137] - The Group is also actively seeking opportunities to sell the land for the Glorious Hill project in South Korea and is awaiting further contact and offers from market buyers, with no agreement signed to date[133][137] Real Estate Operations (Australia) The Opera One project in Sydney was completed in late 2024, and this business has been classified as a discontinued operation - The Opera One project in Sydney, Australia, was completed by the end of 2024, with all property inventory delivered to the property owners[134][138] - The Australian project company is no longer a subsidiary of the Company, and the Australian real estate business has been classified as a discontinued operation[134][138] Result Review The Group recorded a loss of HKD 42.6 million, with a loss attributable to shareholders of HKD 41.7 million and a basic loss per share of 1.30 HK cents - The Group recorded a loss of approximately HKD 42.6 million (prior period: loss of HKD 62.2 million)[135][139] - Loss attributable to the Company's shareholders was approximately HKD 41.7 million (prior period: loss of HKD 51.9 million)[135][139] - Basic loss per share was 1.30 HK cents (prior period: loss of 1.62 HK cents)[135][139] - As of June 30, 2025, the Group's total assets and net assets were approximately HKD 1,625.4 million and HKD 1,389.8 million, respectively[135][139] Prospects Looking ahead, the Group will actively explore new business opportunities and consider exiting underperforming projects to enhance profitability and focus on core operations - The Group is actively exploring new business opportunities to expand its revenue sources[140][143] - Consideration will be given to divesting from remaining long-term loss-making or stagnant projects to raise funds for strengthening core businesses and improving profitability[140][143] - The Group will focus on enhancing profitability, concentrating on profitable business segments, and exploring diverse business opportunities to pursue sustainable and stable growth[140][143] Events After the End of the Period Post-period, the company amended the Megaluck disposal agreement and committed to a HKD 50 million investment in a limited partnership fund - On August 14, 2025, the Company entered into a revised agreement for the Megaluck disposal, amending the payment method from all cash to a combination of cash and property transfer[141][144] - On August 11, 2025, the Company committed to subscribe for a limited partnership interest in a fund with a capital commitment of HKD 50 million[142][145] - This subscription is expected to offer better return potential while maintaining flexibility to pursue other investment opportunities[142][145] Corporate Governance and Other Disclosures Corporate Governance Statement The company is committed to high standards of corporate governance and has complied with all applicable code provisions of the Corporate Governance Code - The Company is committed to maintaining high standards of corporate governance and has complied with all applicable code provisions of the Corporate Governance Code as set out in Appendix C1 Part 2 of the Listing Rules[147][148][153][154] - The roles of the Chairman (Mr. Wang Gengyu) and the General Manager (Mr. Zhang Jian) are separate[148][154] Model Code for Securities Transactions by Directors The company has adopted the Model Code as set out in Appendix C3 of the Listing Rules, and all directors have confirmed compliance - The Company has adopted the Model Code as set out in Appendix C3 of the Listing Rules[149][155] - All directors have confirmed their compliance with the required standards set out in the Model Code throughout the period[149][155] Audit Committee The Audit Committee, comprising three independent non-executive directors, has reviewed the Group's unaudited interim financial information - The Audit Committee consists of three independent non-executive directors: Mr. Ting Leung Huel, Stephen (Chairman), Mr. Chow On Kiu, and Ms. Wen Yi[150][156] - The committee has reviewed the Group's unaudited condensed consolidated interim financial information for the period and discussed accounting principles and financial reporting matters with management[150][156] Board Composition As of the announcement date, the Board of Directors consists of five executive directors and three independent non-executive directors - As of the date of this announcement, the Board comprises five executive directors and three independent non-executive directors[151][156]