Perfectech International Holdings Limited

Incorporated in Bermuda with limited liability

Stock Code: 00765

2 0 2 0

I N T E R I M R E P O R T

CORPORATE INFORMATION

BOARD OF DIRECTORS

Executive Directors:

Mr. Li Shaohua

(Chief Executive Officer)

Mr. Poon Wai Yip, Albert

Non-executive Director:

Ms. Zhu Yuqi (Chairman)

(appointed on 19 June 2020)

Mr. Gao Xiaorui (Chairman)

(resigned on 19 June 2020)

Independent Non-executive Directors:

Mr. Lau Shu Yan

Mr. Xie Xiaohong

Mr. Qin Feng

(appointed on 26 August 2020)

Mr. Lam Tak Leung

(resigned on 26 August 2020)

AUDIT COMMITTEE

Mr. Lau Shu Yan (Committee Chairman)

Mr. Xie Xiaohong

Mr. Qin Feng

(appointed on 26 August 2020)

Mr. Lam Tak Leung

(resigned on 26 August 2020)

REMUNERATION COMMITTEE

Mr. Qin Feng (Committee Chairman)

(appointed on 26 August 2020)

Mr. Xie Xiaohong

Mr. Lau Shu Yan

Mr. Lam Tak Leung (Committee Chairman)

(resigned on 26 August 2020)

NOMINATION COMMITTEE

Ms. Zhu Yuqi (Committee Chairman)

(appointed on 19 June 2020)

Mr. Xie Xiaohong

Mr. Qin Feng

(appointed on 26 August 2020)

Mr. Gao Xiaorui (Committee Chairman)

(resigned on 19 June 2020)

Mr. Lam Tak Leung

(resigned on 26 August 2020)

COMPANY SECRETARY

Mr. Leung Tak Ho

AUTHORISED

REPRESENTATIVES

Mr. Li Shaohua

Mr. Leung Tak Ho

AUDITOR

HLM CPA Limited

Certified Public Accountants

LEGAL ADVISER

Cheung Tong & Rosa Solicitors

PRINCIPAL BANKERS

The Hongkong and Shanghai Banking

Corporation Limited

Hang Seng Bank Limited

PRINCIPAL SHARE REGISTRAR

MUFG Fund Services (Bermuda) Limited 4th floor North Cedar House

41 Cedar Avenue Hamilton HM12 Bermuda

HONG KONG BRANCH SHARE REGISTRAR

Tricor Standard Limited

Level 54, Hopewell Centre

183 Queen's Road East

Hong Kong

REGISTERED OFFICE

Victoria Place 5th Floor

31 Victoria Street Hamilton HM 10 Bermuda

HEAD OFFICE AND PRINCIPAL PLACE OF BUSINESS

15/F, Sun Hing Industrial Building

46 Wong Chuk Hang Road

Aberdeen

Hong Kong

WEBSITE

www.perfectech.com.hk

1

Perfectech International Holdings Limited Interim Report 2020

The board (the "Board") of directors (the "Directors", each a "Director") of Perfectech International Holdings Limited (the "Company") is pleased to present the unaudited condensed consolidated financial statements of the Company and its subsidiaries (the "Group") for the six months ended 30 June 2020.

CONDENSED CONSOLIDATED STATEMENT OF

PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

For the six months ended 30 June 2020

(Unaudited)

For the six months ended

30 June

2019

2020

Notes

HK$'000

HK$'000

Revenue

3 & 4

71,344

64,555

Cost of sales

(46,305)

(56,680)

Gross profit

25,039

7,875

Other income, gains and losses

5

1,741

1,902

Distribution costs

(1,405)

(1,521)

Loss from changes in fair value of

-

an investment property

10

(1,900)

Administrative expenses

(26,326)

(35,235)

Impairment loss on property, plant and

-

equipment

10

(1,056)

Finance costs

(1,442)

(674)

Loss before tax

6

(5,349)

(27,653)

Income tax (expense) credit

7

(737)

546

Loss for the period

(6,086)

(27,107)

Other comprehensive (expense) income for

the period, net of tax

Item that will not be reclassified to profit or

loss:

Surplus on revaluation of leasehold land

and building held for own use upon

-

change of use to earning rental

16,101

Item that may be reclassified subsequently

to profit or loss:

Exchange difference on translation of

overseas operations

(161)

16

Other comprehensive (expense) income for

16,117

the period, net of tax

(161)

Total comprehensive expense for the

(10,990)

period

(6,247)

2

Perfectech International Holdings Limited Interim Report 2020

CONDENSED CONSOLIDATED STATEMENT OF

PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

For the six months ended 30 June 2020

(Unaudited)

For the six months ended

30 June

2020

2019

Note

HK$'000

HK$'000

Loss for the period attributable to:

Owners of the Company

(7,151)

(26,485)

Non-controlling interests

1,065

(622)

Loss for the period

(6,086)

(27,107)

Total comprehensive expense for the period

attributable to:

Owners of the Company

(7,296)

(10,372)

Non-controlling interests

1,049

(618)

Total comprehensive expense for the period

(6,247)

(10,990)

Loss per share

9

Basic (HK cents per share)

(2.19)

(8.10)

Diluted (HK cents per share)

(2.19)

(8.10)

3

Perfectech International Holdings Limited Interim Report 2020

CONDENSED CONSOLIDATED STATEMENT OF

FINANCIAL POSITION

At 30 June 2020

(Unaudited)

(Audited)

30 June

31 December

2020

2019

Notes

HK$'000

HK$'000

NON-CURRENT ASSETS

Property, plant and equipment

10

58,315

61,455

Investment property

10

38,000

39,900

Right-of-use assets

12,748

15,051

Deferred tax assets

3,688

3,688

112,751

120,094

CURRENT ASSETS

Inventories

23,065

16,196

Trade and other receivables

11

20,762

15,415

Tax recoverable

6

855

Bank balances and cash

65,687

70,403

109,520

102,869

CURRENT LIABILITIES

Trade and other payables

12

28,303

21,541

Lease liabilities

317

415

Amount due to a director

of subsidiaries

13

48,520

47,587

Bank borrowings

5,000

5,000

Tax liabilities

323

64

82,463

74,607

NET CURRENT ASSETS

27,057

28,262

TOTAL ASSETS LESS CURRENT

LIABILITIES

139,808

148,356

NON-CURRENT LIABILITIES

-

Deferred tax liabilities

4

Lease liabilities

12,834

14,915

12,838

14,915

NET ASSETS

126,970

133,441

4

Perfectech International Holdings Limited Interim Report 2020

CONDENSED CONSOLIDATED STATEMENT OF

FINANCIAL POSITION

At 30 June 2020

(Unaudited)

(Audited)

30 June

31 December

2020

2019

HK$'000

HK$'000

CAPITAL AND RESERVES

Share capital

32,692

32,692

Reserves

79,583

86,879

Equity attributable to owners of the Company

112,275

119,571

Non-controlling interests

14,695

13,870

TOTAL EQUITY

126,970

133,441

5

Perfectech International Holdings Limited Interim Report 2020

CONDENSED CONSOLIDATED STATEMENT OF

CHANGES IN EQUITY

For the six months ended 30 June 2020

(Unaudited)

Equity

attributable

Capital

Property

to owners

Non-

Share

Share

redemption

revaluation

Translation

Accumulated

of the

controlling

capital

premium

reserve

reserve

reserve

losses

Company

interests

Total

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

At 1 January 2020

32,692

118,895

10,337

16,701

(3,530)

(55,524)

119,571

13,870

133,441

Loss for the period

-

-

-

-

-

(7,151)

(7,151)

1,065

(6,086)

Other comprehensive expense for the

period

-

-

-

-

(145)

-

(145)

(16)

(161)

Total comprehensive expense for the

period

-

-

-

-

(145)

(7,151)

(7,296)

1,049

(6,247)

Dividends paid to non-controlling

interests of subsidiaries

-

-

-

-

-

-

-

(224)

(224)

At 30 June 2020

32,692

118,895

10,337

16,701

(3,675)

(62,675)

112,275

14,695

126,970

At 1 January 2019

32,692

118,895

10,337

-

(3,127)

(486)

158,311

16,169

174,480

Loss for the period

-

-

-

-

-

(26,485)

(26,485)

(622)

(27,107)

Other comprehensive income for the

period

-

-

-

16,101

12

-

16,113

4

16,117

Total comprehensive expense for the

period

-

-

-

16,101

12

(26,485)

(10,372)

(618)

(10,990)

At 30 June 2019

32,692

118,895

10,337

16,101

(3,115)

(26,971)

147,939

15,551

163,490

6

Perfectech International Holdings Limited Interim Report 2020

CONDENSED CONSOLIDATED STATEMENT OF

CASH FLOWS

For the six months ended 30 June 2020

(Unaudited)

For the six months ended

30 June

2020

2019

HK$'000

HK$'000

NET CASH USED IN OPERATING ACTIVITIES

(2,332)

(26,986)

NET CASH USED IN INVESTING ACTIVITIES

(1,246)

(903)

NET CASH (USED IN) FROM FINANCING ACTIVITIES

(941)

21,250

NET DECREASE IN CASH AND CASH EQUIVALENTS

(4,519)

(6,639)

CASH AND CASH EQUIVALENTS AT 1 JANUARY

70,403

71,468

Effect of change in foreign exchange rates

(197)

16

CASH AND CASH EQUIVALENTS AT 30 JUNE

65,687

64,845

ANALYSIS OF CASH AND CASH EQUIVALENTS

Bank overdraft

-

(2,437)

Bank balances and cash

65,687

67,282

65,687

64,845

7

Perfectech International Holdings Limited Interim Report 2020

NOTES TO THE

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1. BASIS OF PREPARATION

The condensed consolidated financial statements have been prepared in accordance with the applicable disclosure requirements of Appendix 16 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited ("Listing Rules") and with Hong Kong Accounting Standard (the "HKAS") 34 Interim Financial Reporting issued by the Hong Kong Institute of Certified Public Accountants ("HKICPA").

The condensed consolidated financial statements are unaudited but have been reviewed by the audit committee of the Company (the "Audit Committee").

2. PRINCIPAL ACCOUNTING POLICIES

The condensed consolidated financial statements have been prepared on the historical cost basis except for investment property which is measured at fair value.

Other than changes in accounting policies resulting from application of amendments to Hong Kong Financial Reporting Standards ("HKFRSs"), the accounting policies and methods of computation used in the condensed consolidated financial statements for the six months ended 30 June 2020 are the same as those presented in the Group's annual financial statements for the year ended 31 December 2019.

8

Perfectech International Holdings Limited Interim Report 2020

NOTES TO THE

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

2. PRINCIPAL ACCOUNTING POLICIES (CONTINUED)

Application of amendments to HKFRSs

In the current period, the Group has applied, for the first time, the following amendments to HKFRSs issued by the HKICPA that are mandatorily effective for the annual period beginning on or after 1 January 2020 for the preparation of the Group's condensed consolidated financial statements:

Amendments to HKFRS 3

Definition of a Business

Amendments to HKAS 1 and HKAS 8

Definition of Material

Amendments to HKFRS 9, HKAS 39

Interest Rate Benchmark Reform

and HKFRS 7

The application of the amendments to HKFRSs in the current period has had no material impact on the Group's financial performance and positions for the current and prior periods and/or on the disclosures set out in these condensed consolidated financial statements.

3. REVENUE

Revenue represents the amounts received and receivable for goods sold by the Group to outside customers, less returns and trade discounts during the period.

(Unaudited)

For the six months ended

30 June

2020

2019

HK$'000

HK$'000

Revenue from contracts with customers

recognised at a point in time under

HKFRS 15:

Novelties and decoration products

1,827

3,044

Toy products

69,517

61,511

71,344

64,555

9

Perfectech International Holdings Limited Interim Report 2020

NOTES TO THE

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

4. SEGMENT REPORTING

For management purposes, the Group is currently organised into two operating segments, namely the manufacture and sale of novelties and decoration products and the manufacture and sales of toy products.

The following is an analysis of the Group's revenue and results by reportable segment:

For the six months ended 30 June 2020 (Unaudited)

Novelties

and

decoration

Toy

products

products

Consolidated

HK$'000

HK$'000

HK$'000

REVENUE

External sales and total revenue

1,827

69,517

71,344

RESULT

Segment results

(2,522)

7,638

5,116

Loss from changes in fair value of

an investment property

(1,900)

Impairment loss on property,

plant and equipment

(1,056)

Unallocated corporate expenses, net

(6,067)

Finance costs

(1,442)

Loss before tax

(5,349)

Income tax expense

(737)

Loss for the period

(6,086)

10

Perfectech International Holdings Limited Interim Report 2020

NOTES TO THE

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

4. SEGMENT REPORTING (CONTINUED)

At 30 June 2020 (Unaudited)

Novelties

and

decoration

Toy

products

products

Consolidated

HK$'000

HK$'000

HK$'000

ASSETS

Segment assets

27,289

95,276

122,565

Unallocated corporate assets

99,706

Consolidated total assets

222,271

LIABILITIES

Segment liabilities

25,985

68,372

94,357

Unallocated corporate liabilities

944

Consolidated total liabilities

95,301

11

Perfectech International Holdings Limited Interim Report 2020

NOTES TO THE

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

4. SEGMENT REPORTING (CONTINUED)

For the six months ended 30 June 2019 (Unaudited)

Novelties

and

decoration

Toy

products

products

Consolidated

HK$'000

HK$'000

HK$'000

REVENUE

External sales and total revenue

3,044

61,511

64,555

RESULT

Segment results

(3,742)

(11,135)

(14,877)

Unallocated corporate expenses, net

(12,102)

Finance costs

(674)

Loss before tax

(27,653)

Income tax credit

546

Loss for the period

(27,107)

12

Perfectech International Holdings Limited Interim Report 2020

NOTES TO THE

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

4. SEGMENT REPORTING (CONTINUED)

At 31 December 2019 (Audited)

Novelties

and

decoration

Toy

products

products

Consolidated

HK$'000

HK$'000

HK$'000

ASSETS

Segment assets

29,357

81,972

111,329

Unallocated corporate assets

111,634

Consolidated total assets

222,963

LIABILITIES

Segment liabilities

25,311

62,597

87,908

Unallocated corporate liabilities

1,614

Consolidated total liabilities

89,522

13

Perfectech International Holdings Limited Interim Report 2020

NOTES TO THE

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

4. SEGMENT REPORTING (CONTINUED)

Geographical Information

The Group's revenue from external customers by location of operations are detailed below:

(Unaudited)

For the six months ended

30 June

2020

2019

HK$'000

HK$'000

Revenue by geographical market:

Hong Kong

1,860

4,269

Europe

2,079

4,775

United States of America

2,346

277

Asia (other than Hong Kong)

64,781

55,167

Others

278

67

71,344

64,555

The following is an analysis of the carrying amount of segment assets analysed by the geographical areas in where the assets are located:

Carrying amount of

segment assets

(Unaudited)

(Audited)

30 June

31 December

2020

2019

HK$'000

HK$'000

Hong Kong

147,927

155,060

The People's Republic of China (the "PRC")

74,344

67,903

222,271

222,963

14

Perfectech International Holdings Limited Interim Report 2020

NOTES TO THE

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

5. OTHER INCOME, GAINS AND LOSSES

(Unaudited)

For the six months ended

30 June

2020

2019

HK$'000

HK$'000

Interest income from financial assets held for

cash management purposes

173

307

Rental income from investment property

408

204

Scrap sales (Note)

-

630

Gain on disposal of property,

plant and equipment

35

84

Net foreign exchange losses

(340)

(791)

Gain on termination of a lease

28

-

Tooling income (Note)

347

1,137

Laboratory Testing Income (Note)

198

178

Government subsidies

726

-

Others (Note)

166

153

1,741

1,902

Note: Those income are the revenue from contracts with customers recognised at a point in time under HKFRS 15.

6. LOSS BEFORE TAX

Loss before tax has been arrived at after charging:

(Unaudited)

For the six months ended

30 June

2020

2019

HK$'000

HK$'000

Depreciation

- property, plant and equipment

3,574

3,903

- right-of-use assets

360

586

3,934

4,489

15

Perfectech International Holdings Limited Interim Report 2020

NOTES TO THE

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

7. INCOME TAX EXPENSE (CREDIT)

Current tax:

Hong Kong Profits Tax

PRC Enterprise Income Tax

Underprovision in prior years:

Hong Kong Profits Tax

PRC Enterprise Income tax

Deferred tax

Origination (reversal) of temporary differences

Total income tax expense (credit) recognised in profit or loss

(Unaudited)

For the six months ended

30 June

20202019

HK$'000 HK$'000

  1. -
  1. -

624-

101-

828

10928

4(574)

737(546)

8. DIVIDENDS

The Board has resolved not to declare any interim dividend for the six months ended 30 June 2020 (2019: Nil).

9. LOSS PER SHARE

The calculation of the basic and diluted loss per share is based on the Group's loss for the period attributable to owners of the Company of approximately HK$7,151,000 (2019: HK$26,485,000) and the weighted average number of ordinary shares of 326,923,607 (2019: 326,923,607).

Diluted loss per share for the periods ended 30 June 2020 and 2019 was the same as basic loss per share as there were no dilutive potential ordinary shares in issue for both periods.

16

Perfectech International Holdings Limited Interim Report 2020

NOTES TO THE

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

10. PROPERTY, PLANT AND EQUIPMENT AND INVESTMENT PROPERTY

During the period, the Group acquired property, plant and equipment of approximately HK$1,456,000 (2019: HK$1,341,000).

During the period, the Group recognised impairment loss on leasehold land and building of approximately HK$1,056,000 (2019: Nil). The estimate of recoverable amount of the leasehold land and building was based on its fair value less cost of disposal. The fair value of the leasehold land and building at 30 June 2020 was determined by the Directors with reference to recent transaction prices in the market for similar properties.

During the period, the Group also recongised loss from changes in fair value of investment property of approximately HK$1,900,000 (2019: Nil). The fair value of the investment property at 30 June 2020 was determined by the Directors with reference to recent transaction prices in the market for similar properties.

11. TRADE AND OTHER RECEIVABLES

Included in trade and other receivables are trade receivables of HK$18,597,000 (31 December 2019: HK$9,675,000). The Group allows an average credit period of 60 days to its trade customers. The following is an aging analysis of the Group's trade receivables, presented based on the invoice date and net of allowance for expected credit loss at the end of the reporting period:

(Unaudited)

(Audited)

30 June

31 December

2020

2019

HK$'000

HK$'000

0-60 days

17,430

9,637

61-90 days

1,126

-

91-120 days

41

38

18,597

9,675

17

Perfectech International Holdings Limited Interim Report 2020

NOTES TO THE

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

12. TRADE AND OTHER PAYABLES

Included in trade and other payables are trade payables of HK$14,303,000 (31 December 2019: HK$9,498,000). The following is an aging analysis of the Group's trade payables, presented based on invoice date at the end of reporting period:

(Unaudited)

(Audited)

30 June

31 December

2020

2019

HK$'000

HK$'000

0-60 days

12,062

7,577

61-90 days

1,588

1,390

91-120 days

135

13

Over 120 days

518

518

14,303

9,498

13. AMOUNT DUE TO A DIRECTOR OF SUBSIDIARIES

The amount represented advance from Mr. Poon Siu Chung (a former director of certain subsidiaries of the Company who passed away on 28 October 2019) which is now due to Ms. Lau Kwai Ngor, the wife of Mr. Poon Siu Chung, to whom such advance has been assigned by operation of law. It was conducted on normal commercial terms, bearing interest at a rate of 4% per annum, unsecured, and repayable on demand.

14. CAPITAL COMMITMENTS

Capital commitments in respect of the acquisition of property, plant and equipment:

Contracted but not provided for

(Unaudited)

(Audited)

30 June

31 December

2020

2019

HK$'000

HK$'000

  • 762

18

Perfectech International Holdings Limited Interim Report 2020

NOTES TO THE

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

15. RELATED PARTY TRANSACTIONS

  1. During the period, the Group had the following transactions with related parties who are not members of the Group:

(Unaudited)

For the six months ended

30 June

2020

2019

HK$'000

HK$'000

Rental expenses paid to:

Mr. Poon Siu Chung (Note)

-

60

Interest expenses payable to:

Ms. Lau Kwai Ngor (Note)

933

-

Note: Mr. Poon Siu Chung, who passed away on 28 October 2019, was a former director of certain subsidiaries of the Company. Ms. Lau Kwai Ngor, the wife of Mr. Poon Siu Chung, who is a beneficiary of Mr. Poon Siu Chung's estate.

  1. Compensation of key management personnel
    The remuneration of Directors and other members of key management during the period were as follows:

(Unaudited)

For the six months ended

30 June

2020

2019

HK$'000

HK$'000

Short-term benefits

4,480

4,012

Post-employment benefits

40

39

4,520

4,051

19

Perfectech International Holdings Limited Interim Report 2020

SHARE OPTION SCHEME

A share option scheme (the "Scheme") of the Company was adopted on 30 May 2012. The key terms of the Scheme had been summarised in the annual report of the Company for the year ended 31 December 2019.

At 30 June 2020, the number of shares available for issue under the Scheme were 32,692,360, representing approximately 10% of the shares of the Company in issue at that date.

There were no movements in the Company's share options during the six months ended 30 June 2020. There were no outstanding share options of the Company as at 1 January 2020 and 30 June 2020.

20

Perfectech International Holdings Limited Interim Report 2020

DIRECTORS' AND CHIEF EXECUTIVE'S

INTERESTS IN SHARES AND OPTIONS

At 30 June 2020, none of the Directors and chief executive of the Company or their respective associates had any interests or short positions in any shares, underlying shares or debentures of the Company or any of its associated corporations (as defined in Part XV of the Securities and Futures Ordinance (the "SFO")) as recorded in the register maintained under Section 352 of Part XV of the SFO or as otherwise notified to the Company and The Stock Exchange of Hong Kong Limited (the "Stock Exchange") pursuant to the Model Code for Securities Transactions by Directors of Listed Issuers ("Model Code") as set out in Appendix 10 to the Listing Rules.

21

Perfectech International Holdings Limited Interim Report 2020

SUBSTANTIAL SHAREHOLDERS

At 30 June 2020, the register of substantial shareholders' interests maintained by the Company pursuant to Section 336 of the SFO showed that the following shareholders had notified the Company of the relevant interests in the issued shares of the Company as follows:

Long position in shares of the Company

No. of

underlying

% of issued

shares held

share capital of

No. of shares

under equity

the Company

Shareholders

Capacity

held

derivatives

Total

(approximately)

Mr. Zhai Jun

Interest of controlled

125,297,040

-

125,297,040(1)

38.33

corporation

Star Fly Limited

Beneficial owner

125,297,040

-

125,297,040(1)

38.33

Mr. Gao Xiaorui

Interest of controlled

119,297,041

-

119,297,041(2)

36.49

corporation

Fresh Choice Holdings

Beneficial owner

119,297,041

-

119,297,041(2)

36.49

Limited

Notes:

  1. For the purpose of Part XV of the SFO, as at 30 June 2020, Mr. Zhai Jun was deemed to be interested in the 125,297,040 shares of the Company held by Star Fly Limited. Star Fly Limited is a limited company incorporated in the British Virgin Islands wholly owned by Mr. Zhai Jun.
  2. For the purpose of Part XV of the SFO, as at 30 June 2020, Mr. Gao Xiaorui was deemed to be interested in 119,297,041 shares of the Company held by Fresh Choice Holdings Limited. Fresh Choice Holdings Limited is a limited company incorporated in the British Virgin Islands owned as to 90% by Mr. Gao Xiaorui and 10% by Mr. Wu Zhenlong.

22

Perfectech International Holdings Limited Interim Report 2020

MANAGEMENT DISCUSSION AND ANALYSIS

INTERIM DIVIDEND

The Board has resolved not to declare any interim dividend for the six months ended 30 June 2020 (2019: Nil).

BUSINESS AND FINANCIAL REVIEW

Affected by the unresolved Sino-American trade disputes, the political instability in Europe and the outbreak of Coronavirus Disease 2019 (the "COVID-19") pandemic, the global economy remained sluggish and the Group's operating environment remained challenging in the first half of 2020. During the six months ended 30 June 2020, the Group's revenue rose by 11% year-on-year to approximately HK$71,344,000 (2019: HK$64,555,000) despite facing the tough operating environment. Revenue rose was driven by higher sales of toy products, which offset decline in sales of novelties and decorations products. The Group recorded a loss for the period attributable to owners of the Company of approximately HK$7,151,000 (2019: HK$26,485,000). The basic and diluted loss per share were both at 2.19 HK cents (2019: both 8.10 HK cents).

For the six months ended 30 June 2020, the Group's core business recorded a profit of HK$5,116,000 (2019: loss of HK$14,877,000). Detailed performance of each segment of the core business is discussed below.

Toy products

The revenue of toy products segment increased by about 13% year-on-year to approximately HK$69,517,000 (2019: HK$61,511,000), and accounted for about 97% of total revenue of the Group. The increase in revenue of this segment was largely driven by the higher sales in Asia (other than Hong Kong) and the United States of America, which offset the decline in sales in Europe and Hong Kong. The segment recorded a profit of approximately HK$7,638,000 for the six months ended 30 June 2020 while it incurred a loss of HK$11,135,000 in the same period last year. The result of this segment has improved as the Group streamlined the production process and cost structure after the Group relocated all production plants together at Zhongshan, the PRC, in recent years. In this regard, the Group has made provision for a special incentive bonus of approximately HK$2,000,000 as incentive for relocation of the relevant employees with a view to recognising their efforts in ensuring the smooth transition during the process of plant relocation.

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MANAGEMENT DISCUSSION AND ANALYSIS

BUSINESS AND FINANCIAL REVIEW (CONTINUED)

Novelties and decorations products

The revenue of the novelties and decoration products segment decreased by about 40% year-on-year to approximately HK$1,827,000 (2019: HK$3,044,000), which was mainly attributable to the decline in sales in Europe. The loss of this segment slightly reduced to approximately HK$2,522,000 (2019: HK$3,742,000), as a result of strict cost management implemented by the Group.

Distribution costs and administrative expenses

Distribution costs decreased by about 8% year-on-year to approximately HK$1,405,000 (2019: HK$1,521,000) as a result of stringent cost control measures implemented by the Group. Administrative expenses mainly represented staff costs (including directors' emoluments), legal and professional fee, depreciation of property, plant and equipment and right-of-use assets and other administrative expenses. The amount decreased by about 25% year-on-year to approximately HK$26,326,000 (2019: HK$35,235,000), which was mainly attributable to the decrease in legal and professional costs incurred by the Group of approximately HK$7,700,000 and the effective cost management implemented by the Group during the period.

Finance costs

Finance costs increased to approximately HK$1,442,000 (2019: HK$674,000), as a result of the increase in interest on amount due to a director of subsidiaries during the period.

Significant investments, acquisitions and disposals

There was no significant investment held as at 30 June 2020, nor other material acquisitions and disposals of subsidiaries, associates and/or joint ventures during the six months ended 30 June 2020.

Liquidity and financial resources

As at 30 June 2020, the Group had amount due to a director of subsidiaries of approximately HK$48,520,000 (31 December 2019: HK$47,587,000) and short term bank borrowings of approximately HK$5,000,000 (31 December 2019: HK$5,000,000). The Group's gearing ratio, calculated on the basis of the aggregate of the amount due to a director of subsidiaries and bank borrowings over the equity attributable to owners of the Company, was approximately 48% (31 December 2019: 44%).

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MANAGEMENT DISCUSSION AND ANALYSIS

BUSINESS AND FINANCIAL REVIEW (CONTINUED)

Liquidity and financial resources (Continued)

As at 30 June 2020, the Group had bank balances and cash of approximately HK$65,687,000 (31 December 2019: HK$70,403,000). With total current assets as at

30 June 2020 of approximately HK$109,520,000 (31 December 2019: HK$102,869,000) as well as available banking facilities, the Group had sufficient financial resources to satisfy its commitments and working capital requirements.

Pledge of Assets

As at 30 June 2020, the Group had pledged its leasehold land and building with carrying value of approximately HK$32,000,000 (31 December 2019: HK$33,703,000) and investment property of approximately HK$38,000,000 (31 December 2019: HK$39,900,000) to secure banking facilities granted to the Group.

Contingent Liabilities

There have been no changes in the Group's contingent liabilities since the year ended 31 December 2019.

Net asset value

The

net asset value per share

as at 30 June 2020 was approximately HK$0.34

(31

December 2019: HK$0.37),

calculated on the basis of the equity attributable to

owners of the Company of approximately HK$112,275,000 (31 December 2019: HK$119,571,000) over the actual number of shares in issue on that date of 326,923,607 (31 December 2019: 326,923,607).

Employees and remuneration policies

As at 30 June 2020, the Group employed approximately 720 (31 December 2019: 680) full time employees. The Group remunerates its employees primarily based on prevailing industry practice as well as individual merits. The Group has also established a share option scheme for its full time employees.

Foreign currency exposure

The Group's sales and purchases are mainly denominated in Hong Kong Dollar and United States Dollar (the "US Dollar"). As all of its factories are located in the PRC, expenses incurred there are denominated in Renminbi.

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Perfectech International Holdings Limited Interim Report 2020

MANAGEMENT DISCUSSION AND ANALYSIS

BUSINESS AND FINANCIAL REVIEW (CONTINUED)

Foreign currency exposure (Continued)

Since Hong Kong Dollar remains pegged to US Dollar, the Group does not foresee a substantial exposure in this area, and will closely monitor the trend of Renminbi to see if any action is required.

As at 30 June 2020, the Group did not enter into any financial instrument for the hedging of exposure in foreign currencies.

Future plans for material investments

As referred to in the Company's announcement titled "Inside Information in Relation to Framework Sale and Purchase Agreement" dated 15 August 2019 and further discussed in the annual report of the Company for the year ended 31 December 2019, on 15 August 2019, the Company entered into a framework sale and purchase agreement with Sino-Science Netherlands Petroleum B.V., a company incorporated under the laws of Netherlands ("SSNP"), pursuant to which the Company has conditionally agreed to acquire more than 50% of the total participating interests or shares of Sozak Oil and Gas LLP ("Sozak"), a limited liability partnership established under the laws of Kazakhstan ("Proposed Acquisition"). Sozak is principally engaged in the exploration of oil and natural gas in South-Kazakhstan and Kyzylorda region and the petroleum assets are located in the Marsel Block in the Chu-Sarysu Basin of Kazakhstan which is currently under appraisal. The consideration for the Proposed Acquisition shall be paid by the Company through a combination of cash, the allotment and issue of new shares of the Company and/or other forms of securities issued by the Company at a price to be agreed upon by SSNP and the Company. The material terms of the Proposed Acquisition are yet to be agreed and are subject to the execution of the final definitive agreement.

Up to the date of this report, the Directors are still in the course of negotiating material terms with SSNP and making appropriate arrangements for the Proposed Acquisition, with the aim of materialising the Proposed Acquisition as soon as practicable.

As mentioned in the annual report of the Company for the year ended 31 December 2019, it is the intention of the Group to actively identify good merger and acquisition opportunities in order to acquire new business or assets that will bring additional value and new income streams to the Group. Leveraging on the extensive experience in the areas of oil and natural gas industry and corporate management, the Board believes that the Proposed Acquisition will help the Company navigate its business focus towards natural gas and clean energy to meet the growing natural gas demand in the PRC, and create long-term returns for the shareholders of the Company with enhanced values.

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Perfectech International Holdings Limited Interim Report 2020

MANAGEMENT DISCUSSION AND ANALYSIS

BUSINESS AND FINANCIAL REVIEW (CONTINUED)

Prospect

The unresolved Sino-American trade disputes, the political instability in Europe and the outbreak of COVID-19 pandemic are expected to continue to cast uncertainty and challenges to the Group's operating environment in this year. The Directors are moving ahead cautiously. The Group will continue to optimise its product mix to meet the demand of the customers, strengthen production and operational efficiency, as well as implement stringent cost management in order to minimise the impact of these challenges.

Meanwhile, the Directors endeavour to materialise the Proposed Acquisition in order to bring additional value and new income streams to the Group, and create long-term returns for the shareholders of the Company with enhanced values.

With the joint efforts of all of its employees, the Group endeavors to maintain a good business relationship with its customers, business partners and shareholders to maximise its corporate value and deliver promising returns to its shareholders.

PURCHASE, SALE AND REDEMPTION OF THE COMPANY'S LISTED SECURITIES

During the six months ended 30 June 2020, neither the Company nor any of its subsidiaries had purchased, sold or redeemed any of the Company's listed securities whether on the Stock Exchange or otherwise.

COMPLIANCE WITH THE CORPORATE GOVERNANCE CODE

The Company has adopted the corporate governance code and amended it from time to time, based on the code provisions (the "Code Provisions") of the latest revised code on corporate governance as set out in Appendix 14 to the Listing Rules.

Throughout the six months ended 30 June 2020, the Company has complied with the Code Provisions.

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Perfectech International Holdings Limited Interim Report 2020

MANAGEMENT DISCUSSION AND ANALYSIS

MODEL CODE FOR SECURITIES TRANSACTIONS BY DIRECTORS

The Board has adopted a code of conduct regarding Directors' securities transaction on terms no less exacting than the required standard as set out in the Model Code.

Specific enquiries have been made with all Directors and they have confirmed that throughout the six months ended 30 June 2020, they complied with the required standard set out in the Model Code and the Company's code of conduct regarding Directors' securities transactions.

AUDIT COMMITTEE

The Audit Committee comprises three independent non-executive Directors, Mr. Xie Xiaohong, Mr. Qin Feng and Mr. Lau Shu Yan, who is also the chairman of the Audit Committee. The Audit Committee has reviewed the Group's interim report for the six months ended 30 June 2020.

DIRECTORS OF THE COMPANY

At the date of this report, the Board is composed of Mr. Li Shaohua and Mr. Poon Wai Yip, Albert as executive Directors, Ms. Zhu Yuqi as non-executive Director, and Mr. Xie Xiaohong, Mr. Lau Shu Yan and Mr. Qin Feng as independent non-executive Directors.

By order of the Board

Perfectech International Holdings Limited

Zhu Yuqi

Chairman

Hong Kong, 28 August 2020

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Perfectech International Holdings Limited Interim Report 2020

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Perfectech International Holdings Ltd. published this content on 17 September 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 17 September 2020 08:49:06 UTC