惠陶集团(08238) - 2025 - 中期财报

Corporate Information This section details the company's governance structure, including board composition and committees, alongside essential corporate contact and registration information Board of Directors and Committees The Board consists of one executive and three independent non-executive directors, with all key committees chaired by independent non-executive directors - Executive Director: Ms. Liu Li[10] - Independent Non-Executive Directors: Ms. Huang Ziling (also chairs Audit, Remuneration, Nomination, and Corporate Governance & Risk Management Committees), Mr. Li Guolin, Mr. Lu Dewei[10][11] Company Information The company's authorized representatives are Ms. Liu Li and Mr. Yu Yi, with its principal office in Hong Kong and registered office in the Cayman Islands - Authorized Representatives: Ms. Liu Li, Mr. Yu Yi[10] - Company Secretary: Mr. Yu Yi[10] - GEM Stock Code: 8238[14] Interim Results This section presents the Group's unaudited condensed consolidated financial statements, including profit or loss, financial position, equity changes, and cash flows Unaudited Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income Total revenue grew 54.12% to HKD 11,824 thousand, yet loss attributable to owners expanded to HKD 316 thousand due to increased costs and expenses Unaudited Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (HKD thousands) | Metric | June 30, 2025 (HKD thousands) | June 30, 2024 (HKD thousands) | Change (HKD thousands) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Revenue | 11,824 | 7,672 | 4,152 | 54.12% | | Cost of Sales | (5,252) | (2,148) | (3,104) | 144.51% | | Gross Profit/(Loss) | 6,572 | 5,523 | 1,049 | 19.00% | | Operating Expenses | (6,373) | (5,422) | (951) | 17.54% | | Finance Costs | (638) | (556) | (82) | 14.75% | | Profit/(Loss) Before Taxation | (408) | (406) | (2) | 0.49% | | Total Profit/(Loss) and Comprehensive Income/(Expense) for the Period | (408) | (406) | (2) | 0.49% | | Profit/(Loss) Attributable to Owners of the Company | (316) | (112) | (204) | 182.14% | | Profit/(Loss) Attributable to Non-controlling Interests | (92) | (294) | 202 | -68.71% | | Basic and Diluted Loss Per Share (HK cents) | (0.36) | (0.18) | (0.18) | 100.00% | Condensed Consolidated Statement of Financial Position Net liabilities slightly increased to HKD 39,137 thousand due to higher net current liabilities, with a significant inventory surge and reduced bank balances and cash Condensed Consolidated Statement of Financial Position (HKD thousands) | Metric | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | Change (HKD thousands) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Non-current Assets | 968 | 1,109 | (141) | -12.71% | | Current Assets | 27,773 | 27,377 | 396 | 1.45% | | Inventories | 4,544 | 1,004 | 3,540 | 352.59% | | Bank Balances and Cash | 5,027 | 9,590 | (4,563) | -47.58% | | Current Liabilities | 67,878 | 67,215 | 663 | 0.99% | | Net Current (Liabilities) | (40,105) | (39,838) | (267) | 0.67% | | Net (Liabilities) | (39,137) | (38,729) | (408) | 1.05% | | Total Equity | (39,137) | (38,729) | (408) | 1.05% | Unaudited Condensed Consolidated Statement of Changes in Equity Accumulated losses attributable to owners expanded to HKD 180,326 thousand, increasing total capital deficiency to HKD 36,464 thousand for the period Unaudited Condensed Consolidated Statement of Changes in Equity (HKD thousands) | Metric | January 1, 2025 (HKD thousands) | June 30, 2025 (HKD thousands) | Change (HKD thousands) | | :--- | :--- | :--- | :--- | | Share Capital | 17,419 | 17,419 | 0 | | Share Premium | 118,803 | 118,803 | 0 | | Accumulated Losses | (180,010) | (180,326) | (316) | | Total Capital Deficiency Attributable to Owners of the Company | (36,148) | (36,464) | (316) | | Non-controlling Interests | (2,581) | (2,673) | (92) | | Total Equity | (38,729) | (39,137) | (408) | Unaudited Condensed Consolidated Statement of Cash Flows Net cash used in operating activities was HKD 9,063 thousand, resulting in a HKD 4,563 thousand decrease in cash and cash equivalents despite financing inflows Unaudited Condensed Consolidated Statement of Cash Flows (HKD thousands) | Metric | June 30, 2025 (HKD thousands) | June 30, 2024 (HKD thousands) | Change (HKD thousands) | | :--- | :--- | :--- | :--- | | Net Cash Used in Operating Activities | (9,063) | 3,016 | (12,079) | | Net Cash Used in Investing Activities | – | – | 0 | | Net Cash From Financing Activities | 4,500 | 4,859 | (359) | | Net Increase/(Decrease) in Cash and Cash Equivalents | (4,563) | 7,875 | (12,438) | | Cash and Cash Equivalents at January 1 | 9,590 | 3,552 | 6,038 | | Cash and Cash Equivalents at June 30 | 5,027 | 11,427 | (6,400) | Notes to the Unaudited Condensed Consolidated Financial Information This section provides detailed notes on the Group's unaudited condensed consolidated financial information, including general data, accounting policies, and specific financial items General Information and Basis of Preparation Incorporated in the Cayman Islands on December 7, 2012, and listed on GEM on February 16, 2015, the company presents financial results in HKD under HKFRSs - Company incorporated in Cayman Islands on December 7, 2012, and listed on GEM on February 16, 2015[25] - Financial results presented in HKD and prepared in accordance with HKFRSs and GEM Listing Rules[26][27] Significant Accounting Policies The Group adopted new and revised HKFRSs, including amendments to HKFRS 16, HKAS 1, HKAS 7, and HKFRS 7, with no significant impact on financial performance - The Group adopted new and revised HKFRSs, including amendments to HKFRS 16, HKAS 1, HKAS 7, and HKFRS 7[31][32] - Adoption of new standards had no significant impact on current or prior period results and financial position[32] Revenue Total revenue from continuing operations grew 54.12% to HKD 11,824 thousand, primarily driven by significant increases in luxury goods sales and publication and advertising income Revenue by Source (HKD thousands) | Revenue Source | June 30, 2025 (HKD thousands) | June 30, 2024 (HKD thousands) | Change (HKD thousands) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Sales of Luxury Goods | 3,140 | 420 | 2,720 | 647.62% | | Publication and Advertising Income | 8,218 | 6,112 | 2,106 | 34.46% | | Outdoor Advertising Income | 242 | 738 | (496) | -67.21% | | Sales of Fast-Moving Consumer Goods | 224 | 402 | (178) | -44.28% | | Total Revenue | 11,824 | 7,672 | 4,152 | 54.12% | Profit/(Loss) Before Taxation Loss before taxation from continuing operations slightly increased from HKD 406 thousand in 2024 to HKD 408 thousand in 2025, mainly due to higher interest on other borrowings Profit/(Loss) Before Taxation Items (HKD thousands) | Item | June 30, 2025 (HKD thousands) | June 30, 2024 (HKD thousands) | Change (HKD thousands) | | :--- | :--- | :--- | :--- | | Depreciation of Plant and Equipment | 141 | 123 | 18 | | Operating Lease Expenses for Office Properties | 522 | 528 | (6) | | Interest on Loans from Major Shareholders | – | 16 | (16) | | Interest on Other Borrowings | 638 | 540 | 98 | Income Tax Expenses The Group incurred no income tax expense in Hong Kong or Macau for the period, as it had no assessable profits in either jurisdiction - Hong Kong profits tax and Macau complementary income tax were zero[42] - Hong Kong operates a two-tiered profits tax system, but the Group had no assessable profits in Hong Kong[42] - Macau complementary income tax is calculated at 12% of estimated assessable profits[43] Dividend No dividends were paid or proposed for the six months ended June 30, 2025, consistent with the prior corresponding period - No dividends paid or proposed for the six months ended June 30, 2025, and 2024[47] Profit/(Loss) Per Share Basic loss per share attributable to owners increased from 0.18 HK cents to 0.36 HK cents, with no diluted loss per share presented due to the absence of potential ordinary shares Profit/(Loss) Per Share (HKD thousands, except per share data) | Metric | June 30, 2025 (HKD thousands) | June 30, 2024 (HKD thousands) | Change (HKD thousands) | | :--- | :--- | :--- | :--- | | Profit/(Loss) Attributable to Owners of the Company | (316) | (112) | (204) | | Weighted Average Number of Ordinary Shares | 87,091,200 | 62,413,081 | 24,678,119 | | Basic and Diluted Loss Per Share (HK cents) | (0.36) | (0.18) | (0.18) | - No diluted profit or loss per share presented due to the absence of potential ordinary shares outstanding during the period[52] Trade and Other Receivables Total trade receivables increased to HKD 41,594 thousand, with overdue amounts exceeding 365 days forming the largest portion at HKD 37,193 thousand - Credit terms determined by sales team based on customer payment history, transaction volume, and length of business relationship[53] Trade and Other Receivables by Ageing (HKD thousands) | Ageing | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | Change (HKD thousands) | | :--- | :--- | :--- | :--- | | 1–30 Days | 4,030 | 849 | 3,181 | | 31–90 Days | 273 | 468 | (195) | | 91–365 Days | 98 | 3,455 | (3,357) | | Over 365 Days | 37,193 | 35,403 | 1,790 | | Total | 41,594 | 40,175 | 1,419 | Trade Payables Total trade payables amounted to HKD 9,422 thousand, a decrease from 2024 year-end, with overdue amounts exceeding 90 days still forming the major portion Trade Payables by Ageing (HKD thousands) | Ageing | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | Change (HKD thousands) | | :--- | :--- | :--- | :--- | | 0–60 Days | 157 | – | 157 | | 61–90 Days | 1,361 | – | 1,361 | | Over 90 Days | 7,904 | 10,957 | (3,053) | | Total | 9,422 | 10,957 | (1,535) | Share Capital The company's authorized and issued share capital remained unchanged at 500,000,000 and 87,091,200 ordinary shares, respectively, as of June 30, 2025 Share Capital | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Number of Authorized Ordinary Shares | 500,000,000 | 500,000,000 | | Authorized Share Capital (HKD thousands) | 100,000 | 100,000 | | Number of Issued and Fully Paid Ordinary Shares | 87,091,200 | 87,091,200 | | Issued and Fully Paid Share Capital (HKD thousands) | 17,418 | 17,418 | Management Discussion and Analysis This section reviews the Group's business operations, financial performance, liquidity, and risk management strategies for the interim period Business Review and Prospects The Group engaged in exhibition, publications, online beauty sales, and luxury goods, focusing on stable development amidst economic uncertainties and shareholder returns - Principal businesses include exhibition and trade fairs, publications and advertising, online sales of beauty and cosmetics, and luxury goods sales[61] - The Group will closely monitor economic uncertainties, formulate strategies for stable development, and aim to deliver returns to shareholders[62][65] Financial Review Significant revenue growth was observed, but increased cost of sales and operating expenses led to an expanded loss attributable to owners, with finance costs mainly from other borrowings Revenue Total revenue increased by 54.12% to HKD 11,824 thousand, primarily driven by growth in luxury goods sales and publication and advertising income - Total revenue increased from HKD 7,672 thousand in 2024 to HKD 11,824 thousand in 2025, a growth of approximately HKD 4,152 thousand (54.12%)[63][66] - Primarily due to increased luxury goods sales and publication and advertising income[63][66] Cost of Sales Cost of sales significantly increased by 144.51% from HKD 2,148 thousand to HKD 5,252 thousand, consistent with the rise in luxury goods sales revenue - Cost of sales increased from HKD 2,148 thousand in 2024 to HKD 5,252 thousand in 2025[64][67] - Growth is consistent with the increase in luxury goods sales revenue[64][67] Gross Profit Gross profit shifted from a loss of HKD 2,148 thousand to a profit of HKD 5,242 thousand, mainly due to increased publication and advertising income - Gross profit increased from a loss of HKD 2,148 thousand in 2024 to a profit of HKD 5,242 thousand in 2025[68][72] - Primarily due to increased publication revenue and advertising income[68][72] Operating Expenses Operating expenses increased by approximately 18% from HKD 5,422 thousand to HKD 6,373 thousand, mainly attributable to higher staff costs - Operating expenses increased by approximately 18% from HKD 5,422 thousand in 2024 to HKD 6,373 thousand in 2025[69][73] - Mainly due to increased staff costs[69][73] Finance Costs Finance costs were approximately HKD 638 thousand, primarily comprising interest on other borrowings for the six months ended June 30, 2025 - Finance costs were approximately HKD 638 thousand[70][74] - Primarily comprised interest on other borrowings[70][74] Profit/(Loss) Attributable to Owners of the Company Loss attributable to owners increased from HKD 112 thousand in 2024 to HKD 316 thousand in 2025 - Loss attributable to owners increased from HKD 112 thousand in 2024 to HKD 316 thousand in 2025[71][75] Use of Proceed from Placing Net proceeds of approximately HKD 3.94 million from the second placing were fully utilized for business operations, development, and general working capital, with no change in intended use - Net proceeds from the second placing in 2024 were approximately HKD 3.94 million[77][79] - Funds were used for current business operations, development, and general working capital[77][79] - As of June 30, 2025, all net proceeds have been utilized[81] - No significant changes in the intended use of net proceeds[82][87] Liquidity, Financial Resources and Capital Structure The current ratio decreased to approximately 0.4 times, and bank balances and cash reduced to HKD 5,027 thousand, with no change in capital structure or bank loans - Current ratio decreased from approximately 0.6 times as of December 31, 2024, to approximately 0.4 times as of June 30, 2025[83][88] - Capital structure remained unchanged during the period, with share capital comprising only ordinary shares[83][88] - Bank balances and cash decreased from HKD 9,590 thousand as of December 31, 2024, to HKD 5,027 thousand as of June 30, 2025[84][88] - The Group had no bank loans as of June 30, 2025[84][89] Gearing Ratio The gearing ratio improved to approximately 19% as of June 30, 2025, from approximately 31% as of December 31, 2024 - Gearing ratio decreased from approximately 31% as of December 31, 2024, to approximately 19% as of June 30, 2025[85][90] Significant Investments Held The Group held no significant investments for the six months ended June 30, 2025 - The Group held no significant investments for the six months ended June 30, 2025[91] Material Acquisitions and Disposals of Subsidiaries, Associates and Joint Ventures The Group had no material acquisitions or disposals of subsidiaries, associates, or joint ventures for the six months ended June 30, 2025 - The Group had no material acquisitions or disposals of subsidiaries, associates, or joint ventures for the six months ended June 30, 2025[92][97] Pledge of Assets The Group had no significant pledge of assets as of June 30, 2025 - The Group had no significant pledge of assets as of June 30, 2025[93][97] Contingent Liabilities The Group had no significant contingent liabilities as of June 30, 2025 - The Group had no significant contingent liabilities as of June 30, 2025[94][97] Capital Commitments The Group had no significant capital commitments as of June 30, 2025 - The Group had no significant capital commitments as of June 30, 2025[95][97] Future Plans for Material Investments and Capital Assets The Group has no other future plans for material investments and capital assets beyond those disclosed in this interim report - The Group has no other future plans for material investments and capital assets beyond those disclosed in this interim report[96][98] Employees and Remuneration Policies The Group had approximately 11 employees, with staff costs increasing to HKD 1,363 thousand, offering competitive remuneration, performance reviews, bonuses, training, and share option schemes - As of June 30, 2025, the number of employees (excluding directors) was approximately 11 (December 31, 2024: approximately 12)[100][102] - Staff costs (including directors' emoluments, allowances, and bonuses) were approximately HKD 1,363 thousand (2024: approximately HKD 1,124 thousand)[100][102] - The Group offers competitive remuneration, annual performance reviews, bonuses, training, and share option schemes[101][102] Interim Dividend The Board recommended no interim dividend to retain cash for working capital and future development, with future distributions subject to the company's dividend policy - The Board recommended no interim dividend for the six months ended June 30, 2025 (2024: nil)[103][107] - Aimed at retaining more cash for working capital needs and future development[103][107] Risk Management The Group manages currency, interest rate, credit, and liquidity risks, anticipating no significant currency or interest rate risks due to functional currency denomination and limited fixed-rate borrowing Currency Risk The Group's monetary assets and liabilities are primarily denominated in HKD and MOP, aligning with functional currencies, thus no significant currency risk is anticipated - The vast majority of monetary assets and liabilities are denominated in HKD and MOP[104][108] - The Group does not anticipate any significant currency risk[104][108] Interest Rate Risk The Group faces fair value interest rate risk related to fixed-rate other borrowings but does not anticipate any significant interest rate risk materially affecting its operating results - The Group faces fair value interest rate risk related to fixed-rate other borrowings[105][109] - No significant interest rate risk is anticipated[105][109] Credit Risk Credit risk is managed by transacting with reputable counterparties, obtaining collateral, and regularly assessing major clients' creditworthiness, with limited credit risk from bank balances - Policy adopted to transact only with reputable counterparties and obtain sufficient collateral when appropriate[106][110] - Regular credit assessments of major customers, focusing on payment history and current payment ability[111][114] - Credit risk from bank balances is limited as counterparties are highly-rated banks[112][115] Liquidity Risk The Group regularly monitors current and anticipated liquidity needs and compliance with loan covenants to ensure sufficient cash and committed credit facilities from major financial institutions - Regularly monitors current and anticipated liquidity needs and compliance with loan covenants[113][116] - Ensures sufficient cash and adequate committed facilities from major financial institutions[113][116] Other Information This section covers directors' and substantial shareholders' interests, share option schemes, securities transactions, corporate governance, and post-reporting period events Directors and Chief Executives' Interests and/or Short Positions in Shares, Underlying Shares and Debentures of the Company or Any Associated Corporations As of June 30, 2025, Mr. Lu Man Wah held 343,300 shares (long position) through Creative Source International Limited, representing approximately 0.04% of the share capital Directors' Interests in Shares | Director Name | Capacity | Interest in Shares | Approximate Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Mr. Lu Man Wah | Controlled Corporation Interest | 343,300 (L) | 0.04% | Substantial Shareholders' and Other Persons' Interests and/or Short Positions in Shares and Underlying Shares of the Company As of June 30, 2025, Muhammad Shaifadila Binti, as beneficial owner, held 39,376,000 shares (long position), representing approximately 4.52% of the share capital Substantial Shareholders' Interests in Shares | Shareholder Name | Capacity | Number of Shares or Underlying Shares | Approximate Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Muhammad Shaifadila Binti | Beneficial Owner | 39,376,000 (L) | 4.52% | Share Option Scheme The Group's share option scheme, adopted on February 16, 2015, expired on February 16, 2025 - The share option scheme was adopted on February 16, 2015, and expired on February 16, 2025[127][131] Purchase, Sale or Redemption of Listed Securities Neither the company nor its subsidiaries purchased, sold, or redeemed any of the company's listed securities for the six months ended June 30, 2025 - For the six months ended June 30, 2025, neither the company nor its subsidiaries purchased, sold, or redeemed any of the company's listed securities[128][132] Changes of Directors' Information Under Rule 17.50A(1) of the GEM Listing Rules The company was unaware of any changes in directors' information requiring disclosure under GEM Listing Rule 17.50A(1) as of June 30, 2025 - As of June 30, 2025, the company was unaware of any changes in directors' information requiring disclosure under GEM Listing Rule 17.50A(1)[129][133] Code of Conduct for Directors' Securities Transactions The company adopted a code of conduct for directors' securities transactions, and all directors confirmed compliance for the period - The company adopted a code of conduct for directors' securities transactions, and all directors confirmed compliance[136][138] Directors and Controlling Shareholders' Interests in Competing Business Directors were unaware of any competing businesses or conflicts of interest held by directors, controlling shareholders, or their associates for the period - Directors were unaware of any competing businesses or conflicts of interest held by directors, controlling shareholders, or their associates[137][139] Corporate Governance The company complied with the Corporate Governance Code, except for the separation of Chairman and CEO roles, as it currently has no CEO - The company complied with the Corporate Governance Code, except for Rule A.2.1 (separation of Chairman and CEO roles)[140][143] - The company currently has no Chief Executive Officer, with decisions made by the Executive Director and overseen by the Board[141][143] Event After the Reporting Period Directors were unaware of any significant events related to the Group's business or financial performance subsequent to the reporting period and up to the report date - Subsequent to the reporting period and up to the report date, directors were unaware of any significant events related to the Group's business or financial performance[146][149] Audit Committee and Review of Financial Statements The Audit Committee reviewed the unaudited interim report and financial results, which were not audited by the company's auditor, and recommended them for Board approval - The Audit Committee was established in accordance with the GEM Listing Rules and comprises independent non-executive directors[147][150] - The Audit Committee reviewed this interim report and the unaudited condensed consolidated financial results[148][150] - The Group's condensed consolidated financial results for the six months ended June 30, 2025, were not audited by the company's auditor[151]