Fundraising and Financial Position - The company raised a total of HKD 1,001.0 million from the issuance of Class A shares and warrants listed on June 10, 2022[10]. - The total amount raised from the sale was HKD 1,001.0 million, with 94 professional investors participating, of which 24 were institutional investors holding approximately 75.7% of Class A shares post-sale[25]. - The company raised approximately HKD 1,001.0 million from the sale, net of underwriting commissions and related costs[72]. - The company issued 100,100,000 Class A shares and 50,050,000 warrants at a total price of HKD 10.00 per share, raising a total of HKD 1,001,000,000[88]. - As of June 30, 2022, the total non-current assets amounted to approximately HKD 1,001.0 million, all attributed to funds received from the sale held in a trust account[22]. - The company has a trust account for holding funds, which will be released upon completion of a merger transaction or under specific conditions[13]. - The company has restricted cash amounting to HKD 1,001,000,000, which is held in a closed escrow account in Hong Kong, classified as non-current assets due to the uncertainty of completing the acquisition transaction within the next twelve months[173]. - The company has a credit facility providing up to HKD 10.0 million in operating funds, but no amounts were drawn from this facility during the relevant period[27]. Losses and Expenses - For the period from January 20, 2022, to June 30, 2022, the company recorded a total loss of approximately HKD 96.9 million, primarily due to listing expenses and changes in the fair value of warrant liabilities[10]. - The company recorded a total loss of approximately HKD 96.9 million during the relevant period, primarily due to listing expenses and transaction costs related to redeemable Class A shares[22]. - The company generated listing expenses of approximately HKD 4.0 million and administrative expenses of approximately HKD 5.9 million during the relevant period[25]. - The total listing expenses, including underwriting commissions and deferred underwriting commissions, amounted to approximately HKD 63,570,000[181]. - The company incurred a loss before tax of approximately HKD 96,944,000, resulting in a basic loss per share of approximately HKD 4.42 based on the weighted average of 21,916,304 shares outstanding[171]. - The total comprehensive loss for the period was HKD (96,944,000) with a loss per share of HKD 9[76]. Business Operations and Strategy - The company has not yet selected any specific merger targets and has not engaged in any substantial discussions regarding potential mergers as of the reporting date[11]. - The company aims to focus on acquiring high-quality targets in the smart automotive technology sector and companies with supply chain and cross-border e-commerce capabilities[10]. - The company is committed to announcing any merger transactions within 18 months and completing them within 30 months from the listing date, subject to shareholder and exchange approval if deadlines are not met[11]. - The company plans to create significant returns for shareholders by selecting quality merger targets with attractive valuations and strong market potential[18]. - The company has established general criteria for evaluating potential merger targets, including market leadership and competitive product offerings[11]. - The company has not commenced any operations or generated any revenue since its incorporation on January 20, 2022, with all activities related to its establishment and listing[22]. - The company expects to generate operating income only after completing a business combination transaction[91]. - The company has not yet identified any potential business combination targets and has not engaged in substantial discussions regarding any acquisition[94]. - The company is a special purpose acquisition company (SPAC) and does not have any other business operations apart from administrative management related to its acquisition activities[95]. Shareholder Information and Capital Structure - The capital structure includes 100,100,000 Class A shares and 25,025,000 Class B shares, along with 50,050,000 listed warrants and 35,000,000 founder warrants[29]. - A-class shareholders have the right to redeem their shares at a minimum of HKD 10.00 per share, plus any proportional interest held in the trust account[101]. - The company has a total of 25,025,000 Class B shares issued, with major shareholders holding 45% each by VKC Management and Vision Deal Acquisition Sponsor LLC[49]. - Major shareholders include Haitong Global Investment SPC IV with 27,390,000 shares, representing 27.36% of the relevant class and 21.89% of the total issued share capital[57]. - VKC Management holds 7,875,000 shares, accounting for 7.87% of the relevant class and 6.29% of the total issued share capital[54]. - VKC Management holds 11,261,250 B class shares, which is 45.00% of the relevant class and 9.00% of the total issued share capital[57]. - Snow Lake China Master Fund, Ltd. owns 12,210,000 shares, which is 12.20% of the relevant class and 9.76% of the total issued share capital[57]. Compliance and Governance - The company has complied with the corporate governance code since its listing date[44]. - The company has not adopted a dividend policy and will not pay any dividends before the completion of SPAC transactions[41]. - The company did not declare or propose any dividends during the reporting period[172]. - The company has no significant unrecognized deferred tax items as of the reporting date[170]. - The company has no employees and no remuneration is paid to executive or non-executive directors as of June 30, 2022[38]. Financial Reporting and Accounting - The financial statements are prepared in Hong Kong dollars (HKD) and all amounts are rounded to the nearest thousand (thousand HKD)[110]. - The financial statements are based on applicable International Financial Reporting Standards and historical cost, with certain financial instruments measured at fair value[113]. - The company recognizes deferred tax assets and liabilities based on temporary differences between the carrying amounts of assets and liabilities in the financial statements and their corresponding amounts used for tax purposes[117]. - The company classifies its financial assets into categories based on the business model for managing those assets and the contractual cash flow characteristics[125]. - Financial assets are initially recognized at fair value, and transaction costs directly attributable to the acquisition are included in the initial measurement[120]. - The company’s interest income generated from its daily operations is presented as other income[122]. - The company recognizes interest income using the effective interest method over time[141]. - The company measures expected credit losses for financial assets at amortized cost based on the increase in credit risk since initial recognition, with provisions calculated at the full expected credit loss amount if credit risk has significantly increased[127]. - The company recognizes provisions for liabilities when there is a legal or constructive obligation that may lead to an outflow of economic benefits[140]. - The company’s financial statements are prepared in the functional currency of its primary economic environment, with foreign currency transactions translated at the current exchange rate at the time of the transaction[138]. Future Outlook and Risks - The company anticipates continuing to incur substantial costs while executing the special purpose acquisition transactions[108]. - If the company fails to complete the acquisition within the specified time frame, it will be required to liquidate and return funds to shareholders[106]. - The company faces significant uncertainty that may raise substantial doubts about its ability to continue as a going concern[109]. - The interim financial statements are prepared based on the assumption that the company will continue as a going concern[109]. - The expected acquisition date for the special purpose acquisition company is between December 2022 and December 2023[191]. - The company plans to address its cash flow issues through loans provided by joint sponsors[108].
VISION DEAL-Z(07827) - 2022 - 中期财报