猫屎咖啡控股(01869) - 2025 - 中期业绩

Company Information and Financial Highlights Company Overview Kafelaku Coffee Holding Limited, an investment holding company incorporated in the Cayman Islands and listed on the Main Board, primarily engages in food and beverage services in Hong Kong and China - The company is incorporated in the Cayman Islands and its shares are listed on the Main Board of the Stock Exchange[2][7] - The Group primarily engages in food and beverage services in Hong Kong and China[7] Financial Highlights The Group's revenue for the six months ended June 30, 2025, decreased by 13.7% to HKD 64.3 million, with a HKD 11.6 million loss and 0.82 HK cents loss per share Financial Highlights for the Six Months Ended June 30, 2025 | Metric | 2025 (HKD '000) | 2024 (HKD '000) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 64,300 | 74,500 | -13.7% | | Loss Attributable to Owners of the Company | (11,600) | (13,900) | -16.6% | | Loss Per Share (HK cents) | (0.82) | (1.23) | -33.3% | Condensed Consolidated Financial Statements Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income The Group's revenue decreased to HKD 64,285 thousand, while the loss for the period narrowed to HKD 11,624 thousand, resulting in 0.82 HK cents basic and diluted loss per share Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (For the Six Months Ended June 30) | Metric | 2025 (HKD '000) | 2024 (HKD '000) | | :--- | :--- | :--- | | Revenue | 64,285 | 74,514 | | Other income | 530 | 279 | | Cost of materials consumed | (25,979) | (31,395) | | Employee benefit expenses | (25,445) | (25,118) | | Depreciation | (9,803) | (10,561) | | Other operating expenses | (12,955) | (18,367) | | Finance costs | (2,024) | (2,924) | | Loss before tax | (11,375) | (13,857) | | Income tax expense | (249) | (40) | | Loss for the period | (11,624) | (13,897) | | Loss Attributable to Owners of the Company | (11,624) | (13,897) | | Basic and Diluted Loss Per Share (HK cents) | (0.82) | (1.23) | Condensed Consolidated Statement of Financial Position As of June 30, 2025, total assets were HKD 86,629 thousand, total liabilities increased to HKD 158,711 thousand, and the deficit attributable to owners of the company expanded to HKD 72,082 thousand Condensed Consolidated Statement of Financial Position (As at June 30, 2025) | Metric | June 30, 2025 (HKD '000) | December 31, 2024 (HKD '000) | | :--- | :--- | :--- | | Assets | | | | Non-current assets | 51,640 | 47,921 | | Current assets | 34,989 | 39,703 | | Total Assets | 86,629 | 87,624 | | Equity | | | | Equity Attributable to Owners of the Company | (67,166) | (59,636) | | Non-controlling interests | (4,916) | (4,782) | | Total Deficit | (72,082) | (64,418) | | Liabilities | | | | Current liabilities | 125,243 | 114,304 | | Non-current liabilities | 33,468 | 37,738 | | Total Liabilities | 158,711 | 152,042 | | Total Deficit and Liabilities | 86,629 | 87,624 | | Net current liabilities | (90,254) | (74,601) | Notes to the Condensed Consolidated Financial Statements General Information The Company, an exempted company incorporated in the Cayman Islands, primarily provides food and beverage services in Hong Kong and China, with financial statements presented in HKD - The Company is incorporated in the Cayman Islands and primarily engages in food and beverage services in Hong Kong and China[7] - The unaudited condensed consolidated financial statements are presented in Hong Kong Dollars[8] Basis of Preparation and Going Concern The Group's net loss of HKD 11.6 million and net current liabilities of HKD 90.3 million indicate significant going concern uncertainties, which management addresses through financial support, loan financing, fundraising, strategic expansion, and cost control - The Group incurred a net loss of HKD 11,624,000, net current liabilities of HKD 90,254,000, and net liabilities of HKD 72,082,000 for the period, indicating significant going concern uncertainties[9][10] - Directors have considered plans to address liquidity issues, including ongoing financial support from an executive director, a RMB 96 million loan facility with an associated company, seeking external financing, planned fundraising activities, strategic expansion of franchised coffee shops, and cost control measures[11][12][17] Application of Hong Kong Financial Reporting Standards The initial application of revised Hong Kong Financial Reporting Standards during the period had no material impact on the Group's financial position or performance - The application of revised Hong Kong Financial Reporting Standards during the interim period had no material impact on the Group's financial position and performance[14][15] Segment Information The Group reorganized its internal reporting into two segments: catering and beverage, with catering revenue at HKD 61,890 thousand and beverage revenue at HKD 2,395 thousand, while China contributed HKD 55,337 thousand and Hong Kong HKD 8,948 thousand in revenue - The Group has reorganized its internal reporting structure, with primary operating segments being catering (restaurant business) and beverage (coffee business)[16][20] Segment Revenue and Results (For the Six Months Ended June 30) | Segment | 2025 Revenue (HKD '000) | 2025 Segment Results (HKD '000) | 2024 Revenue (HKD '000) | 2024 Segment Results (HKD '000) | | :--- | :--- | :--- | :--- | :--- | | Catering | 61,890 | (3,091) | 74,514 | (9,002) | | Beverage | 2,395 | (2,872) | – | – | | Total | 64,285 | (5,963) | 74,514 | (9,002) | | Unallocated expenses | | (5,412) | | (4,855) | | Loss before tax | | (11,375) | | (13,857) | Revenue from External Customers by Geographical Location (For the Six Months Ended June 30) | Region | 2025 (HKD '000) | 2024 (HKD '000) | | :--- | :--- | :--- | | Hong Kong | 8,948 | 10,424 | | China | 55,337 | 64,090 | | Total | 64,285 | 74,514 | Revenue Type and Recognition Timing (For the Six Months Ended June 30) | Revenue Type | 2025 (HKD '000) | 2024 (HKD '000) | | :--- | :--- | :--- | | Restaurant business revenue | 61,890 | 74,514 | | Sales of goods and equipment revenue | 2,293 | – | | Royalty and franchise fee revenue | 102 | – | | Total | 64,285 | 74,514 | | Timing of Recognition | | | | At a point in time | 64,183 | 74,514 | | Over a period of time | 102 | – | | Total | 64,285 | 74,514 | Other Income Other income increased to HKD 530 thousand for the period, primarily due to HKD 211 thousand in interest income from an associated company, which was absent in the prior period Other Income (For the Six Months Ended June 30) | Income Source | 2025 (HKD '000) | 2024 (HKD '000) | | :--- | :--- | :--- | | Interest income from short-term bank deposits | 3 | 27 | | Interest income from amounts due from an associated company | 211 | – | | Government grants and subsidies | – | 77 | | Miscellaneous income | 316 | 175 | | Total | 530 | 279 | Depreciation and Other Operating Expenses Total depreciation for the period was HKD 9,803 thousand, a decrease from the prior period, while other operating expenses significantly dropped by 29.3% to HKD 12,955 thousand due to cost control and absence of litigation fines Depreciation (For the Six Months Ended June 30) | Depreciation Type | 2025 (HKD '000) | 2024 (HKD '000) | | :--- | :--- | :--- | | Property, plant and equipment | 2,904 | 3,490 | | Right-of-use assets | 6,899 | 7,071 | | Total | 9,803 | 10,561 | Other Operating Expenses (For the Six Months Ended June 30) | Expense Item | 2025 (HKD '000) | 2024 (HKD '000) | | :--- | :--- | :--- | | Auditor's remuneration | 500 | 500 | | Operating lease payments for properties | 119 | 203 | | Lease payments not included in the measurement of lease liabilities | – | 441 | | Building management fees and air-conditioning charges | 3,129 | 3,298 | | Advertising and promotion expenses | 574 | 675 | | Laundry and hygiene expenses | 1,176 | 1,418 | | Legal and professional fees | 364 | 931 | | Repair and maintenance expenses | 388 | 547 | | Utilities expenses | 1,724 | 2,053 | | Fines and related interest in connection with litigation | – | 2,446 | | Total | 12,955 | 18,367 | - Other operating expenses decreased by 29.3%, primarily due to cost control, the absence of share-based compensation costs after share award vesting (prior period: HKD 3.8 million), no litigation fines and related interest (prior period: HKD 2.4 million), and reduced employee benefits linked to lower revenue[46] Finance Costs Finance costs for the period decreased to HKD 2,024 thousand from HKD 2,924 thousand in the prior period, mainly due to reduced interest expenses on lease liabilities Finance Costs (For the Six Months Ended June 30) | Cost Item | 2025 (HKD '000) | 2024 (HKD '000) | | :--- | :--- | :--- | | Interest expense on convertible bonds | 30 | – | | Interest expense on lease liabilities | 1,994 | 2,924 | | Total | 2,024 | 2,924 | Income Tax Expense Income tax expense for the period was HKD 249 thousand, primarily corporate income tax for Chinese subsidiaries, as no taxable profits were generated in Hong Kong Income Tax Expense (For the Six Months Ended June 30) | Tax Type | 2025 (HKD '000) | 2024 (HKD '000) | | :--- | :--- | :--- | | Current tax – China | 249 | 40 | | Total Tax for the Period | 249 | 40 | - No Hong Kong profits tax provision was made as the Group generated no taxable profits in Hong Kong during both periods[26] - The tax rate for Chinese subsidiaries was 25% in both periods[27] Dividends The Board of Directors resolved not to declare any dividends for the period - The Board of Directors resolved not to declare any dividends for the period (prior period: nil)[28] Loss Per Share Basic loss per share attributable to owners of the company was 0.82 HK cents, with diluted loss per share being identical due to the absence of potential dilutive ordinary shares in both periods Loss Per Share Calculation (For the Six Months Ended June 30) | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Loss Attributable to Owners of the Company (HKD '000) | (11,624) | (13,897) | | Weighted Average Number of Ordinary Shares for Basic Loss Per Share (thousand shares) | 1,410,250 | 1,129,835 | | Basic and Diluted Loss Per Share (HK cents) | (0.82) | (1.23) | - Diluted loss per share is equal to basic loss per share as there were no potential dilutive ordinary shares outstanding in either period[30] Property, Plant and Equipment The Group did not acquire any property, plant, and equipment during the period - During the period, the Group did not acquire any property, plant and equipment (prior period: nil)[31] Right-of-Use Assets As of June 30, 2025, the carrying amount of right-of-use assets decreased to HKD 17,806 thousand from HKD 24,055 thousand as of December 31, 2024 Movement in Right-of-Use Assets (As at June 30) | Item | HKD '000 | | :--- | :--- | | Cost | | | At January 1, 2025 (audited) | 121,980 | | Exchange adjustments | 3,274 | | At June 30, 2025 (unaudited) | 125,254 | | Accumulated Depreciation and Impairment | | | At January 1, 2025 (audited) | 97,925 | | Charged for the period | 6,899 | | Exchange adjustments | 2,624 | | At June 30, 2025 (unaudited) | 107,448 | | Carrying Amount | | | At June 30, 2025 (unaudited) | 17,806 | | At December 31, 2024 (audited) | 24,055 | Trade Receivables Net trade receivables decreased to HKD 916 thousand as of June 30, 2025, from HKD 1,438 thousand as of December 31, 2024, with most receivables due within 30 days Trade Receivables (As at June 30) | Item | 2025 (HKD '000) | 2024 (HKD '000) | | :--- | :--- | :--- | | Trade receivables | 1,071 | 1,588 | | Less: Provision for expected credit losses | (155) | (150) | | Net Amount | 916 | 1,438 | Ageing Analysis of Trade Receivables (As at June 30) | Ageing | 2025 (HKD '000) | 2024 (HKD '000) | | :--- | :--- | :--- | | 1 to 30 days | 552 | 1,246 | | 31 to 60 days | 110 | 51 | | 61 to 90 days | 48 | 20 | | Over 90 days | 206 | 121 | | Total | 916 | 1,438 | Trade Payables Total trade payables slightly increased to HKD 9,620 thousand as of June 30, 2025, from HKD 9,170 thousand as of December 31, 2024, with the majority due within 30 days Ageing Analysis of Trade Payables (As at June 30) | Ageing | 2025 (HKD '000) | 2024 (HKD '000) | | :--- | :--- | :--- | | 1 to 30 days | 5,270 | 4,879 | | 31 to 60 days | – | 248 | | 61 to 90 days | 228 | 113 | | Over 90 days | 4,122 | 3,930 | | Total | 9,620 | 9,170 | Business and Operations Review Business Overview The Group primarily provides food and beverage services in Hong Kong and China, currently undergoing brand repositioning and developing its Kafelaku Coffee business, operating four Chinese restaurants and two franchised coffee shops - The Group primarily engages in food and beverage services in Hong Kong and China, undergoing brand repositioning and developing its Kafelaku Coffee business[35] - Operations during the period included one Chinese restaurant in Central, Hong Kong (Lei Bao Club), three Chinese restaurants in Shenzhen (Lei Garden), and two Kafelaku Coffee franchised stores in Zhejiang Province[35] Market Environment and Challenges Hong Kong faces economic weakness and cross-border consumption shifts, while mainland China's catering industry is impacted by economic slowdowns and a ban on alcohol for official receptions, contrasting with a rapidly growing Chinese coffee market driven by urbanization and an expanding middle class - The Hong Kong market faces challenges from economic weakness and residents' cross-border consumption, though simplified visitor procedures from the Chinese government show signs of improvement[35][36] - The Chinese mainland's catering industry is impacted by economic slowdowns and a ban on alcohol for official receptions implemented since May 2025[36] - The Chinese coffee market is experiencing rapid growth, driven by accelerating urbanization and a continuously expanding middle class[37] Operational Layout and Strategy All the Group's restaurants and franchised coffee shops are strategically located in landmark shopping malls or prime areas, with restaurant expansion plans delayed due to a weak operating environment, while opportunities in the coffee business in Hong Kong and China will be explored - All the Group's restaurants and franchised coffee shops are strategically located in landmark shopping malls or prime areas, targeting mid-to-high-end customers[37] - The weak operating environment for restaurants has led to delayed expansion plans, but the Group will explore opportunities to develop its coffee business in Hong Kong and China[38] Financial Review Revenue Total revenue for the period was approximately HKD 64.3 million, a 13.7% year-on-year decrease, primarily due to economic weakness, cross-border consumption, and the alcohol ban, partially offset by HKD 2.4 million from the new Kafelaku Coffee business - Total revenue for the period was approximately HKD 64.3 million, a decrease of approximately 13.7% from the prior period[39] - Revenue from the Hong Kong Central restaurant decreased by approximately 14.4%, mainly due to residents' cross-border consumption and Group promotions[40] - Total revenue from the three Shenzhen restaurants in China decreased by approximately 17.5%, primarily due to weak economic growth in China and the implementation of an alcohol ban[41] - The new Kafelaku Coffee chain business in China generated approximately HKD 2.4 million in revenue[42] Gross Profit and Gross Margin Gross profit for the period was approximately HKD 38.3 million, an 11.1% decrease consistent with reduced revenue, while the overall gross margin slightly increased to approximately 59.58% due to the commencement of higher-margin beverage services - Gross profit was approximately HKD 38.3 million, a decrease of approximately 11.1% from the prior period[43] - The overall gross margin slightly increased to approximately 59.58% (prior period: approximately 57.9%), attributed to the commencement of higher-margin beverage services during the period[43] Employee Benefit Expenses Employee benefit expenses for the period were approximately HKD 25.4 million, similar to the prior period's HKD 25.1 million, as increased salaries and allowances offset a reduction in staff numbers - Employee benefit expenses were approximately HKD 25.4 million (prior period: approximately HKD 25.1 million), remaining stable as increased salaries and allowances offset the impact of reduced staff numbers[44] Depreciation Depreciation related to right-of-use assets for leased properties was approximately HKD 9.8 million for the period, a decrease from HKD 10.6 million in the prior period - Depreciation related to right-of-use assets for leased properties was approximately HKD 9.8 million (prior period: approximately HKD 10.6 million)[45] Other Operating Expenses Other operating expenses for the period were approximately HKD 13.0 million, a 29.3% year-on-year decrease, primarily due to cost control, the absence of litigation fines, and reduced employee benefits linked to lower revenue - Other operating expenses were approximately HKD 13.0 million, a decrease of approximately 29.3% (HKD 5.4 million) from the prior period[46] - The decrease was mainly due to cost control, the absence of litigation fines and related interest (prior period: approximately HKD 2.4 million), and reduced employee benefits related to lower revenue[46] Impairment Loss on Right-of-Use Assets No further impairment loss on right-of-use assets was recognized during the period, compared to an impairment loss of approximately HKD 287,000 in the prior period - No further impairment loss on right-of-use assets was recognized during the period (prior period: impairment loss of approximately HKD 287,000)[47] Finance Costs Finance costs for the period were approximately HKD 2.0 million, a decrease from HKD 2.9 million in the prior period, primarily comprising interest expenses on lease liabilities - Finance costs for the period were approximately HKD 2.0 million (prior period: approximately HKD 2.9 million), mainly consisting of interest expenses on lease liabilities[48] Loss Attributable to Owners of the Company Loss attributable to owners of the company for the period was approximately HKD 11.6 million, a reduction of approximately HKD 2.3 million from the prior period, primarily influenced by weak economic conditions in China and Hong Kong, partially offset by the new beverage segment - Loss attributable to owners of the company was approximately HKD 11.6 million, a decrease of approximately HKD 2.3 million from the prior period[49] - The reduction in loss was primarily influenced by weak economic conditions in China and Hong Kong, but partially offset by the commencement of the beverage segment during the period[49] Liquidity, Financial Resources and Capital Structure The Group aims to maintain going concern and optimize its capital structure, with cash and bank balances of approximately HKD 5.7 million as of June 30, 2025, holding HKD 2 million in secured bonds but no bank borrowings, and facing no significant foreign exchange risk Capital Structure The Group's capital management objective is to ensure going concern and generate returns for shareholders, with the debt-to-equity ratio being irrelevant due to a shareholder's equity deficit as of June 30, 2025 - The Group's capital management objective is to ensure going concern, generate returns for shareholders, and maintain an optimal capital structure to reduce funding costs[50] - The debt-to-equity ratio is not significant as the Company recorded a deficit in shareholder's equity as of June 30, 2025[51] Cash and Bank Balances As of June 30, 2025, cash and bank balances were approximately HKD 5.7 million, a decrease of approximately HKD 4.9 million from December 31, 2024, primarily due to increased cash used in China's catering business - As of June 30, 2025, cash and bank balances were approximately HKD 5.7 million, a decrease of approximately HKD 4.9 million from December 31, 2024[52] - The decrease was mainly due to increased cash used in the China catering business during the period[52] Secured Bonds The Group holds secured bonds with a principal amount of HKD 2 million, bearing an annual interest rate of 3% and maturing on November 12, 2031 - The Group holds secured bonds with a principal amount of HKD 2 million, bearing interest at an annual rate of 3%, and maturing on November 12, 2031[53] Borrowings and Bank Facilities As of June 30, 2025, the Group had no bank borrowings - As of June 30, 2025, the Group had no bank borrowings[54] Foreign Exchange Risk The Group has no significant foreign exchange risk, as most income and expenses are denominated in HKD and RMB, and no hedging instruments were used during the period - The Group has no significant foreign exchange risk and did not use any financial instruments for hedging purposes during the period[55] Issued Securities As of June 30, 2025, 1,410,250,000 ordinary shares were issued, with no changes in the Company's issued share capital during the period - As of June 30, 2025, 1,410,250,000 ordinary shares were issued, with no changes in the Company's issued share capital during the period[56] Other Information Commitments As of June 30, 2025, the Group had no significant outstanding contracted capital commitments - As of June 30, 2025, the Group had no significant outstanding contracted capital commitments[57] Pledged Assets As of June 30, 2025, none of the Group's assets were pledged - As of June 30, 2025, none of the Group's assets were pledged[58] Contingent Liabilities The Group has made a provision of HKD 15.8 million for a court litigation, which is not expected to have a material adverse effect on its daily operations and financial position - A provision of HKD 15.8 million has been made for a court litigation, which the Company believes will not have any material adverse effect on the Group's daily operations and financial position[59] - As of June 30, 2025, the Group had no other significant contingent liabilities[60] Major Transaction – Construction Agreement Jiangsu Maoyou, a wholly-owned subsidiary, entered into a construction contract for RMB 66,088,580 to build a production base, a major transaction approved by shareholders on April 25, 2025 - Jiangsu Maoyou, a wholly-owned subsidiary of the Company, entered into a construction contract with a contractor for RMB 66,088,580 to build a production base[61] - This construction contract constitutes a major transaction and was approved by shareholders at an EGM on April 25, 2025[61] Discloseable and Connected Transaction – Loan Agreement The Company discovered that Jiangsu Maoyou entered into a RMB 12.85 million loan agreement on July 5, 2024, with Guangzhou Kafelaku Coffee Food Co, Ltd, and has appointed an internal control consultant due to non-compliance with Listing Rules' notification and announcement requirements - Jiangsu Maoyou entered into a loan agreement for RMB 12.85 million with Guangzhou Kafelaku Coffee Food Co, Ltd on July 5, 2024[62] - This loan constitutes a discloseable transaction, and due to non-compliance with the Listing Rules' notification and announcement requirements, the Company has appointed an internal control consultant for review[62][63][64] Material Investments and Acquisitions/Disposals During the reporting period, the Group had no material investments or significant acquisitions/disposals of subsidiaries, associates, and joint ventures - During the reporting period, the Group had no material investments or significant acquisitions or disposals of subsidiaries, associates, and joint ventures[65] Future Plans for Material Investments and Capital Assets Except as disclosed in this announcement, the Group has no future plans for material investments and capital assets - Except as disclosed in this announcement, the Group has no plans for material investments and capital assets during the reporting period and up to the date of this announcement[66] Employees and Remuneration Policy As of June 30, 2025, the Group had approximately 334 employees, a 16.3% decrease year-on-year due to reduced revenue, with employee benefit expenses of approximately HKD 25.4 million, and remuneration policies based on merit, performance, and market levels - As of June 30, 2025, the Group had approximately 334 employees, a decrease of approximately 16.3% from 2024, primarily due to reduced revenue during the period[67] - Employee benefit expenses (including directors' emoluments) for the period were approximately HKD 25.4 million[67] - Remuneration policy is based on talent, performance, and individual capabilities, with directors' and senior management's remuneration determined by market levels, responsibilities, and Group performance[67][68] Dividends The Directors resolved not to declare any dividends for the period - The Directors resolved not to declare any dividends for the period (prior period: nil)[69] Outlook Directors anticipate medium-to-long-term economic stimulus from the Chinese government to improve catering and coffee industry revenue, despite short-term challenges, while the Group focuses on a multi-brand strategy, China market expansion, enhanced marketing, staff training, and exploring new cuisines and operating models Key Risks and Uncertainties The Group faces risks from geopolitical uncertainties (US-China trade war, international conflicts), interest rate fluctuations impacting consumer sentiment, the ability to adapt to market trends, volatile food ingredient costs (affected by exchange rates and tariffs), and labor market challenges (shortages, increased competition) - Geopolitical uncertainties: The US-China trade war and international conflicts may suppress economic conditions, affecting consumer confidence and the retail catering industry[70][71] - Interest rate fluctuations: Hong Kong's interest rate trends may affect consumer spending sentiment, adversely impacting restaurant business operations[72] - Market responsiveness: The Group needs significant investment in market research and product development to adapt to changing market trends, tastes, and customer expectations[73] - Volatility of food ingredient costs: Operations are affected by fluctuating food prices, especially imported ingredients influenced by exchange rates and tariffs[74] - Labor market challenges: Potential labor shortages and increased competition for qualified personnel in the catering industry[75] Future Strategies The Group will implement a multi-brand strategy for steady development and cautious expansion in Hong Kong, gradually expanding into the China market, enhancing brand image through marketing, upgrading existing restaurant facilities, strengthening staff training, and considering expansion into other cuisines and operating models - The Group will utilize available resources to implement business strategies, focusing on steady development and cautious expansion in Hong Kong with a multi-brand strategy[75] - Strategies include gradually expanding into the China market, promoting and enhancing brand image through marketing activities, upgrading existing restaurant facilities, and strengthening staff training to attract new customers[75] - In the short term, more effort will be invested in online marketing to promote existing businesses and increase market share, while continuing to diversify business and expand the China coffee business[76] - The Group will consider expanding into other cuisines and operating models for its food and beverage business if opportunities arise[77] Use of Proceeds from Placing As of June 30, 2025, the net proceeds of approximately HKD 27.1 million from the 2024 placing have been fully utilized as planned for developing the Kafelaku Coffee business in Hong Kong and China, and supplementing the Group's business operations and general working capital Use of Net Proceeds from Placing (As at June 30, 2025) | Planned Use | Planned Amount (HKD '000) | Actual Use (HKD '000) | Remaining Balance (HKD '000) | | :--- | :--- | :--- | :--- | | Development of Kafelaku Coffee business in Hong Kong and China | 16,260 | 16,260 | – | | Supplementing the Group's business operations and general working capital | 10,840 | 10,840 | – | | Total | 27,100 | 27,100 | – | - As of June 30, 2025, all net proceeds from the 2024 placing have been utilized as planned[78] Events After Reporting Period The Board is unaware of any other significant events affecting the Group that occurred after the reporting period and up to the date of this announcement - The Board is unaware of any other significant events affecting the Group that occurred after the reporting period and up to the date of this announcement[79] Compliance with Corporate Governance Code The Company is committed to high corporate governance standards, and while the Chairman and CEO roles were combined from January 1 to June 29, 2025, deviating from the Corporate Governance Code, full compliance was achieved from June 30, 2025, with the appointment of Ms Liang Jiahui as Chairman - From January 1 to June 29, 2025, the roles of Chairman and Chief Executive Officer were combined and held by Mr Liang Naiming, deviating from Rule C.2.1 of the Corporate Governance Code[80][81] - The Board believed that Mr Liang Naiming's dual role as Chairman and CEO was in the best interests of the Group, ensuring leadership consistency and decision-making efficiency[81][82] - From June 30, 2025, Mr Liang Naiming resigned as Chairman, and Ms Liang Jiahui was appointed as Chairman, bringing the Company into full compliance with the Corporate Governance Code[83] Model Code for Securities Transactions by Directors The Company has adopted the Model Code for Securities Transactions by Directors as set out in Appendix C3 of the Listing Rules, and all Directors confirmed full compliance during the period - The Company has adopted the Model Code for Securities Transactions by Directors as set out in Appendix C3 of the Listing Rules, and all Directors confirmed full compliance during the period[85] Purchase, Sale or Redemption of the Company's Listed Securities During the period, neither the Company nor its subsidiaries purchased, sold, or redeemed any of the Company's listed securities, and as of June 30, 2025, the Company held no treasury shares - During the period, neither the Company nor any of its subsidiaries purchased or sold any of the Company's listed securities[86] - During the period, the Company did not redeem any listed securities[87] - As of June 30, 2025, the Company held no treasury shares[88] Share Scheme The Company adopted a share scheme on May 24, 2024, to align shareholder and employee interests, establish long-term incentives, and attract talent, under which 110.5 million award shares were allocated to 55 employees on August 29, 2024, with 92.67 million transferred and 17.83 million held by the trustee - The Company's share scheme was adopted on May 24, 2024, aiming to align shareholder and employee interests, establish sound long-term incentive mechanisms, and attract and retain outstanding talent[89][90] - On August 29, 2024, a total of 110.5 million award shares (approximately 8.5% of issued share capital) were allocated to 55 full-time employees of the Group[91] - During the period, 92.67 million award shares were transferred to grantees, while 17.83 million shares remain held by the trustee and are yet to be vested[91] Audit Committee and Review of Accounts The Company's Audit Committee, comprising three independent non-executive directors, has reviewed the Group's unaudited interim financial results and confirmed their compliance with relevant accounting standards, rules, and regulations - The Audit Committee, composed of three independent non-executive directors, has reviewed the Group's unaudited interim financial results[92] - The Audit Committee believes that the Group's unaudited interim financial results for the period comply with relevant accounting standards, rules, and regulations, and appropriate disclosures have been duly made[92] Publication of Interim Results Announcement and Interim Report This announcement is published on the Stock Exchange and the Company's websites, with the interim report for the period to be issued and dispatched to shareholders in due course - This announcement is published on the Stock Exchange website (www.hkexnews.hk) and the Company's website (www.kafelaku.com)[93](index=93&type=chunk) - The interim report for the reporting period will be issued and dispatched to shareholders in due course, and published on the Stock Exchange and the Company's websites[93] Acknowledgements The Board of Directors extends its sincere gratitude to the Company's shareholders, management team, employees, business partners, and customers for their support and contributions to the Group - The Board of Directors extends its sincere gratitude to the Company's shareholders, management team, employees, business partners, and customers for their support and contributions to the Group[94] Board Information This announcement is issued by the Board under the direction of Ms Liang Jiahui, the Chairman, and as of the announcement date, the Board comprises four executive directors, two non-executive directors, and three independent non-executive directors - This announcement is issued by the Board under the direction of Ms Liang Jiahui, the Chairman[95] - As of the date of this announcement, the executive directors are Ms Liang Jiahui, Mr Cui Zhiqiang, Mr Liang Naiming, and Mr Ma Xiaoping; the non-executive directors are Mr Cui Zifeng and Ms Feng Weichan; and the independent non-executive directors are Mr Chan Yan Kin, Ms Zhang Guangfang, and Mr Yang Chao[96]