Financial Performance - For the year ended December 31, 2021, the Group reported zero revenue, a significant decline from approximately HK$26,507,000 in 2020[12] - The loss attributable to owners of the Company was approximately HK$1,077,617,000, compared to a loss of approximately HK$7,390,265,000 in 2020[12] - Basic and diluted loss per share for 2021 were both HK$0.01, down from HK$0.05 in 2020[12] - No dividends were recommended for the year ended December 31, 2021, consistent with 2020[12] - No revenue was generated from mass gaming operations for the year ended 31 December 2021, compared to HK$37 million in 2020[54] - Cost of sales decreased to HK$Nil for the year ended 31 December 2021, down from HK$52 million in 2020[58] - Other income for the year ended December 31, 2021 was approximately HK$944,000, compared to a gain on disposal of subsidiaries of HK$47.76 million in 2020[58] - Operating expenses decreased to approximately HK$239 million, primarily due to a reduction in provisions for regulatory matters by approximately HK$500 million and a decrease in staff costs by HK$168 million[58] - The company's capital expenditure for the year ended December 31, 2021 was HK$Nil, down from HK$69 million in 2020[64] - The capital gearing ratio as of 31 December 2021 was approximately negative 146.4%, compared to negative 148.4% as of 31 December 2020[64] - The Group reported a net loss of HK$1,077,617 for the year ended December 31, 2021, with net current liabilities of HK$12,179,909 and net liabilities of HK$8,304,207[95] Casino Operations - During 2021, no VIP table games rolling was generated from the operations of Imperial Palace · Saipan, a drastic decline from HK$846 million in 2020[18] - The casino operations at Imperial Palace · Saipan have been suspended since March 17, 2020, due to COVID-19 restrictions, significantly impacting visitor numbers[19] - As of December 31, 2021, the VIP gaming turnover for Imperial Palace · Saipan was zero, a drastic decline from HK$846 million in 2020[22] - The casino resort developer license was suspended on April 23, 2021, impacting operations significantly[18] - The company is actively planning to reopen the casino by November 2022, pending the resolution of the legal issues[29] - The casino's maximum capacity is 193 gaming tables and 365 slot machines, which remains unutilized due to the ongoing restrictions[22] - The casino in Imperial Palace • Saipan has been suspended since March 17, 2020, resulting in no revenue from VIP gaming operations during the period[44] Legal and Regulatory Issues - The company is currently in a legal dispute regarding whether COVID-19 constitutes a natural disaster under the force majeure clause, which could exempt them from the Annual License Fee[27] - On April 23, 2021, the Commonwealth Casino Commission suspended the casino resort developer license, requiring the payment of an Annual License Fee of US$15,500,000 and a Casino Regulatory Fee of US$3,100,000[26] - The total penalties imposed by the Commonwealth Casino Commission amount to US$6,600,000[26] - The company is in the process of finalizing a settlement agreement with the Commonwealth Casino Commission[32] - The Licensee is disputing the requirement to pay an Annual License Fee of approximately US$31,000,000 (equivalent to approximately HK$240,250,000) for 2020 and 2021 due to the COVID-19 pandemic[95] - A settlement agreement is in progress between the Plaintiffs and the Commonwealth Casino Commission regarding ongoing disputes[100] Investments and Development - As of December 31, 2021, approximately US$914 million has been invested in design, consulting, engineering, construction materials, and labor for the resort development[30] - The company has engaged major global construction and consulting firms for the development of the resort[30] - The construction of Imperial Casha Hotel has been temporarily suspended due to the COVID-19 pandemic[40] - The company expects the sequential opening of villas and hotel rooms at Imperial Palace • Saipan, subject to the lifting of global travel restrictions[40] - The Group had capital commitments of approximately HK$515 million, slightly up from HK$512 million in the previous year[69] Financial Strategy and Funding - The company is considering debt and/or equity fund raising plans to strengthen its financial position and support the development of the casino and integrated resort on Saipan[40] - The Company received an indicative offer for a credit facility of US$100,000,000 (equivalent to HK$777,000,000), valid until September 27, 2023[105] - The company is refinancing existing loans to improve liquidity[110] - The company is exploring other funding sources to cover operational liabilities and capital investments as needed[110] - The company has reached settlement agreements with lenders and bondholders for approximately HK$2,460 million, extending repayment terms by 24 months and potentially converting debt into equity[110] Corporate Governance - The Board comprises two executive directors and three independent non-executive directors, with attendance at board meetings and general meetings detailed in the report[132] - The company established four board committees: Executive, Audit, Nomination, and Remuneration[132] - The Board aims to protect and enhance stakeholder values through effective oversight of the Group's business[138] - The Company has adopted a Board Diversity Policy to ensure a diverse Board composition, considering factors such as gender, age, cultural background, and professional experience[176] - The Audit Committee, comprising two independent non-executive Directors, is responsible for reviewing the Group's financial statements and monitoring the appointment of external auditors[180] - The Board confirmed that the internal control systems of the Group are adequate and effective, complying with the code provisions on internal control of the CG Code[199] - All Directors confirmed compliance with the Model Code for Securities Transactions throughout the year ended December 31, 2021[193] Human Resources - The total number of staff decreased from 844 to 385 as of December 31, 2021, indicating a reduction in workforce[120] - Directors participate in continuous professional development to enhance their knowledge and skills[154] Risk Management - The Group's financial performance and future outlook remain uncertain due to the ongoing regulatory scrutiny and investigations[79] - The Group has its own internal audit function assessing the adequacy and effectiveness of risk management and internal control systems during the year[198] - The Board acknowledges its responsibility in evaluating and determining the nature and extent of risks in achieving the Group's objectives[196]
博华太平洋(01076) - 2022 - 年度财报