Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
ARTS OPTICAL INTERNATIONAL HOLDINGS LIMITED 雅視光學集團有限公司*
(Incorporated in Bermuda with limited liability)
(Stock Code: 1120)
FINAL RESULTS
FOR THE YEAR ENDED 31ST DECEMBER, 2020
FINAL RESULTS
The board of directors (the "Board") of Arts Optical International Holdings Limited (the "Company") hereby announces the audited consolidated results of the Company and its subsidiaries (together, the "Group") for the year ended 31st December, 2020 together with last year's comparative figures.
FINANCIAL HIGHLIGHTS
2020 2019
Revenue | HK$742,618,000 | HK$1,040,962,000 |
Loss attributable to owners | ||
of the Company | HK$(511,830,000) | HK$(136,292,000) |
Loss per share | (132.51) HK cents | (35.28) HK cents |
Final dividend per share | Nil | Nil |
* | For identification purpose only |
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
For the year ended 31st December, 2020
2020 | 2019 | ||
Notes | HK$'000 | HK$'000 | |
Revenue | 3 | 742,618 | 1,040,962 |
Cost of sales | (580,411) | (861,625) | |
Gross profit | 162,207 | 179,337 | |
Other income | 4 | 28,478 | 16,909 |
Other gains and losses | 5 | (62,368) | (5,444) |
Impairment losses | 7 | (343,384) | (9,640) |
Distribution and selling expenses | (28,007) | (32,302) | |
Administrative expenses | (272,496) | (281,214) | |
Other expenses | (704) | (1,743) | |
Loss from operations | (516,274) | (134,097) | |
Finance costs | 8 | (962) | (886) |
Share of profit of an associate | 4,937 | 5,700 | |
Loss before tax | (512,299) | (129,283) | |
Income tax expense | 9 | (556) | (2,470) |
Loss for the year | 10 | (512,855) | (131,753) |
Other comprehensive income/(expense) after tax: | |||
Item that will not be reclassified to profit or loss: | |||
Fair value change of equity investment at fair value | |||
through other comprehensive income ("FVTOCI") | (2,896) | - | |
Items that may be reclassified to profit or loss: | |||
Exchange differences arising on translation of | |||
foreign operations | 41,535 | (10,914) | |
Exchange differences arising on translation of | |||
an associate | 3,520 | (1,388) | |
Realisation of exchange reserve upon deregistration | |||
of a subsidiary | (70) | - | |
44,985 | (12,302) | ||
Other comprehensive income/(expense) for the year, | |||
net of tax | 42,089 | (12,302) | |
Total comprehensive expense for the year | (470,766) | (144,055) | |
(Loss)/profit for the year attributable to: | |||
Owners of the Company | (511,830) | (136,292) | |
Non-controlling interests | (1,025) | 4,539 | |
(512,855) | (131,753) | ||
Total comprehensive (expense)/income for the year | |||
attributable to: | |||
Owners of the Company | (470,114) | (148,757) | |
Non-controlling interests | (652) | 4,702 | |
(470,766) | (144,055) | ||
HK cents | HK cents | ||
Loss per share | |||
Basic and diluted | 12 | (132.51) | (35.28) |
CONSOLIDATED STATEMENT OF FINANCIAL POSITION At 31st December, 2020
2020 | 2019 | ||
Notes | HK$'000 | HK$'000 | |
Non-current assets | |||
Investment properties | 140,490 | 171,920 | |
Property, plant and equipment | 101,566 | 458,142 | |
Deposits paid for acquisition of property, plant and | |||
equipment | 28,130 | 4,931 | |
Intangible assets | 5,490 | 8,149 | |
Goodwill | 8,260 | 7,987 | |
Investment in an associate | 45,725 | 38,160 | |
Investment in a joint venture | - | - | |
Loan receivable | - | - | |
Equity investment at FVTOCI | 48 | - | |
Equity investment at fair value through profit or loss | |||
("FVTPL") | 8,875 | - | |
Derivative financial instrument | 1,573 | 288 | |
Deferred tax assets | 3,287 | 3,297 | |
343,444 | 692,874 | ||
Current assets | |||
Inventories | 129,120 | 141,363 | |
Debtors, deposits and prepayments | 13 | 228,405 | 273,150 |
Loan receivable | - | - | |
Other receivables | - | - | |
Tax recoverable | 845 | - | |
Bank balances and cash | 212,563 | 241,640 | |
570,933 | 656,153 | ||
Current liabilities | |||
Creditors and accrued charges | 14 | 390,020 | 348,097 |
Contract liabilities | 5,910 | 12,253 | |
Refund liabilities | 4,455 | 3,287 | |
Consideration payable | 449 | - | |
Lease liabilities | 1,039 | 688 | |
Bank borrowings | 15 | 19,780 | 25,304 |
Derivative financial instrument | 4,261 | 7,246 | |
Tax liabilities | 8,030 | 11,428 | |
433,944 | 408,303 | ||
Net current assets | 136,989 | 247,850 | |
Total assets less current liabilities | 480,433 | 940,724 | |
Non-current liabilities | |||
Consideration payable | 1,048 | 1,388 | |
Lease liabilities | 2,622 | 1,377 | |
Deferred tax liabilities | 7,831 | 9,365 | |
11,501 | 12,130 | ||
NET ASSETS | 468,932 | 928,594 | |
Capital and reserves | |||
Share capital | 38,626 | 38,626 | |
Reserves | 387,918 | 858,032 | |
Equity attributable to owners of the Company | 426,544 | 896,658 | |
Non-controlling interests | 42,388 | 31,936 | |
TOTAL EQUITY | 468,932 | 928,594 |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31st December, 2020
1. BASIS OF PREPARATION
The consolidated financial statements have been prepared in accordance with all applicable Hong Kong Financial Reporting Standards ("HKFRSs") issued by the Hong Kong Institute of Certified Public Accountants (the "HKICPA"). HKFRSs comprise Hong Kong Financial Reporting Standards ("HKFRS"); Hong Kong Accounting Standards ("HKAS"); and Interpretations. The consolidated financial statements also comply with the applicable disclosure provisions of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited and with the disclosure requirements of the Hong Kong Companies Ordinance (Cap. 622).
2. ADOPTION OF NEW AND REVISED HONG KONG FINANCIAL REPORTING STANDARDS Application of new and revised HKFRSs
The Group has applied the Amendments to Reference to the Conceptual Framework in HKFRS Standards and the following amendments to HKFRSs issued by the HKICPA for the first time, which are mandatorily effective for the annual period beginning on or after 1st January, 2020 for the preparation of the consolidated financial statements:
Amendments to HKAS 1 and HKAS 8
Definition of Material
Amendments to HKFRS 3
Definition of a Business
Amendments to HKFRS 9, HKAS 39 and HKFRS 7
Interest Rate Benchmark Reform
Except as described below, the application of the Amendments to References to the Conceptual Framework in HKFRS Standards and the amendments to HKFRSs in the current year had no material impact on the Group's financial positions and performance for the current and prior years and/or on the disclosures set out in these consolidated financial statements.
Amendments to HKAS 1 and HKAS 8 Definition of Material
The amendments provide a new definition of material that states "information is material if omitting, misstating or obscuring it could reasonably be expected to influence decisions that the primary users of general purpose financial statements make on the basis of those financial statements, which provide financial information about a specific reporting entity." The amendments also clarify that materiality depends on the nature or magnitude of information, either individually or in combination with other information, in the context of the financial statements taken as a whole.
The application of the amendments had no impact on the consolidated financial statements.
Amendments to HKFRS 3 Definition of a Business
The amendments clarify the definition of a business and provide further guidance on how to determine whether a transaction represents a business combination. In addition, the amendments introduce an optional "concentration test" that permits a simplified assessment of whether an acquired set of activities and assets is an asset rather than business acquisition, when substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets.
The Group has applied the amendments prospectively to transactions for which the acquisition date is on or after 1st January, 2020. The application of the amendments had no impact on the consolidated financial statements as similar conclusion would have been reached without applying the optional concentration test.
Amendments to HKFRS 9, HKAS 39 and HKFRS 7 Interest Rate Benchmark Reform
The amendments modify specific hedge accounting requirements to allow hedge accounting to continue for affected hedges during the period of uncertainty before the hedged items or hedging instruments affected by the current interest rate benchmarks are amended as a result of the on-going interest rate benchmark reform.
The amendments had no impact on the consolidated financial statements of the Group as the Group's designated hedged items/assessment of hedge effectiveness is not affected by the interest rate benchmark reform.
3. REVENUE Disaggregation of revenue
Disaggregation of revenue from contracts with customers by major products or service lines for the year is as follows:
2020
2019
HK$'000
HK$'000
Revenue from contracts with customers within the scope of
HKFRS 15 Revenue from Contracts with Customers
Disaggregated by major products or service lines
- Original design manufacturing division
556,776
775,342
- Distribution division
185,842
265,620
742,618
1,040,962
The Group derives all revenue from the transfer of goods and services at a point in time.
Under the Group's standard contract terms, customers have a right to return within 14 days. The Group uses its accumulated historical experience to estimate the sales return on a portfolio level using the expected value method. Revenue is recognised for sales which are considered highly probable that a significant reversal in the cumulative revenue recognised will not occur. A refund liability is recognised when the Group expects to refund some or all of the consideration received from customers.
4. OTHER INCOME
2020 | 2019 | |
HK$'000 | HK$'000 | |
Compensation from customers | 4,150 | 4,922 |
Dividend income from equity investment at FVTPL | 298 | - |
Government subsidy | 7,939 | 190 |
Gross rental income from investment properties | 3,145 | 4,382 |
Imputed interest income on other receivables | - | 71 |
Interest income on bank deposits | 232 | 840 |
Product development income | 5,447 | - |
Sales of scrap materials | 3,347 | 3,102 |
Others | 3,920 | 3,402 |
28,478 | 16,909 |
5. | ||
2020 | 2019 | |
HK$'000 | HK$'000 | |
Net foreign exchange (losses)/gains | (30,787) | 9,435 |
Net loss on disposal of property, plant and equipment | (670) | (2,231) |
Decrease in fair values of investment properties | (31,430) | (5,690) |
Decrease in fair value of equity investment at FVTPL | (3,751) | - |
Net fair values of derivative financial instruments at initial | ||
recognition date | - | (1,186) |
Net increase/(decrease) in fair values of derivative financial | ||
instruments | 4,270 | (5,772) |
(62,368) | (5,444) | |
6. | SEGMENT INFORMATION |
OTHER GAINS AND LOSSES
Information reported to the executive directors, being the chief operating decision maker (the "CODM"), for the purposes of resource allocation and assessment of segment performance focuses on geographical markets, based on the location of customers. Thus the Group is currently organised into four segments which are sales of optical products to customers located in Europe, the United States, Asia and other regions.
Segment profit or loss represents the profit earned by or loss from each segment without allocation of central administration costs, directors' emoluments, dividend income, interest income, property rental income, net foreign exchange gains or losses, decrease in fair values of investment properties, decrease in fair value of equity investment at FVTPL, net increase or decrease in fair values of derivative financial instruments, impairment losses of intangible assets and property, plant and equipment, finance costs and share of profit of an associate. This is the measure reported to the CODM for the purposes of resource allocation and performance assessment.
The CODM makes decisions according to operating results of each segment. No analysis of segment assets and segment liabilities is presented as the CODM does not regularly review such information for the purposes of resources allocation and performance assessment. Therefore, only segment revenues and segment results are presented.
Information about operating segment profit or loss:Europe HK$'000
States HK$'000
UnitedAsia HK$'000
Other regions HK$'000
Total HK$'000
For the year ended 31st December, 2020
Original design manufacturing division Distribution division
Revenue from external customers
315,644 113,180 428,824
168,813 29,667 198,480
63,336 20,230 83,566
8,983 556,776
22,765 185,842
31,748 742,618
Segment (loss)/profit
(10,125)
(14,154)
(3,925)
746 (27,458)
Unallocated income and gains Unallocated corporate expenses and losses
7,875
(496,923)
Interest income on bank deposits 232
Finance costs (962)
Share of profit of an associate 4,937
Loss before tax
(512,299)
For the year ended 31st December, 2019
Original design manufacturing division Distribution division
Revenue from external customersEurope HK$'000
States HK$'000
UnitedAsia HK$'000
Other regions HK$'000
Total HK$'000
482,158 152,105 634,263
201,927 22,813 224,740
76,712 51,615
14,545 775,342
39,087 265,620
128,327
53,632 1,040,962
Segment (loss)/profit
(18,679)
(17,807)
(5,058)
2,261 (39,283)
Unallocated income and gains Unallocated corporate expenses and losses
14,150
(109,804)Interest income on bank deposits 840
Finance costs (886)
Share of profit of an associate 5,700
Loss before tax
(129,283)
7. | ||
2020 | 2019 | |
HK$'000 | HK$'000 | |
Impairment losses recognised on debtors | 725 | 9,640 |
Impairment loss recognised on intangible assets | 1,595 | - |
Impairment loss recognised on property, plant and equipment | 341,064 | - |
343,384 | 9,640 | |
8. | FINANCE COSTS | |
2020 | 2019 | |
HK$'000 | HK$'000 | |
Interest on bank borrowings | 620 | 841 |
Interest on lease liabilities | 342 | 45 |
962 | 886 | |
9. | INCOME TAX EXPENSE | |
2020 | 2019 | |
HK$'000 | HK$'000 | |
Current year: | ||
Hong Kong Profits Tax | 162 | 2,677 |
The People's Republic of China (excluding Hong Kong) | ||
(the "PRC") Enterprise Income Tax | - | 274 |
United Kingdom Corporation Tax | 1,429 | 2,089 |
France Corporation Tax | 16 | 609 |
South Africa Corporation Tax | 109 | 250 |
Dividend withholding tax | - | 2,090 |
Deferred taxation | (1,505) | (5,565) |
211 | 2,424 | |
Underprovision/(over) in respect of prior year: | ||
Hong Kong Profits Tax | 324 | - |
PRC Enterprise Income Tax | (10) | (14) |
United Kingdom Corporation Tax | (4) | - |
South Africa Corporation Tax | 35 | 60 |
345 | 46 | |
556 | 2,470 |
IMPAIRMENT LOSSES
Under the two-tiered Profits Tax regime, the first HK$2 million of profits of the qualifying group entity established in Hong Kong will be taxed at 8.25%, and profits above that amount will be subject to the tax rate of 16.5%. The profits of the group entities not qualifying for the two-tiered Profit Tax rate regime will continue to be taxed at a rate of 16.5% for both years.
Tax charge on profits assessable elsewhere has been calculated at the rates of tax prevailing in the country in which the Group operates, based on existing legislation, interpretations, and practices in respect thereof.
Under the Law of the PRC on Enterprise Income Tax (the "EIT Law") and Implementation Regulation of the EIT Law, the tax rate of the PRC subsidiaries is 25% for both years.
United Kingdom Corporation Tax is calculated at the applicable rate of 19% in accordance with the relevant law and regulations in the United Kingdom for both years.
France Corporation Tax is calculated at the applicable rate of 28% for amounts of taxable profit up to Euro ("EUR") 500,000 and a corporate tax rate of 31% (2019: 33.33%) for taxable profit above EUR500,000 in accordance with the relevant law and regulations in France for both years.
South Africa Corporation Tax is calculated at the applicable rate of 28% in accordance with the relevant law and regulations in South Africa for both years.
10. LOSS FOR THE YEAR
The Group's loss for the year is stated after charging/(crediting) the following:
2020 | 2019 | |
HK$'000 | HK$'000 | |
Amortisation of intangible assets (included in distribution and | ||
selling expenses) | 2,196 | 2,110 |
Impairment losses recognised on debtors | 725 | 9,640 |
Impairment loss recognised on intangible assets | 1,595 | - |
Impairment loss recognised on property, plant and equipment | 341,064 | - |
Auditors' remuneration: | ||
- Audit service | 1,365 | 1,300 |
- Non-audit services | 225 | 512 |
Cost of inventories recognised as an expense | 580,411 | 861,625 |
Depreciation of property, plant and equipment | 92,759 | 98,383 |
Decrease in fair values of investment properties | 31,430 | 5,690 |
Net fair values of derivative financial instruments at initial | ||
recognition date | - | 1,186 |
Net (increase)/decrease in fair values of derivative financial | ||
instruments | (4,270) | 5,772 |
Decrease in fair value of equity investment at FVTPL | 3,751 | - |
Allowance for/(write back of) inventories (included in cost | ||
of sales) | 8,831 | (10,165) |
Operating leases rentals in respect of rented premises | 486 | 1,797 |
Direct operating expenses of investment properties that did not | ||
generate rental income | 912 | 1,158 |
Direct operating expenses of investment properties that | ||
generate rental income | 737 | 752 |
Staff costs: | ||
Directors' emoluments | 2,410 | 2,535 |
Other staff | ||
- Salaries, bonuses and allowances | 317,017 | 433,978 |
- Retirement benefit scheme contributions | 11,418 | 36,688 |
Total staff costs | 330,845 | 473,201 |
Cost of inventories sold includes staff costs and depreciation of approximately HK$190,254,000 (2019: HK$327,028,000) which are included in the amounts disclosed separately above.
11. DIVIDENDS
No dividend in respect of the year ended 31st December, 2020 has been proposed by the directors of the Company (2019: nil).
12. LOSS PER SHARE
The calculation of the basic loss per share is based on the following data:
2020 HK$'000
2019 HK$'000
Loss for the purpose of basic loss per share - Loss for the year attributable to owners of the Company
(511,830)
(136,292)
2020 Number of shares
2019 Number of shares
Weighted average number of shares for the purpose of basic loss per share
386,263,374
386,263,374
No diluted loss per share has been presented as there was no potential ordinary shares in issue during
2020 and 2019.
13. DEBTORS, DEPOSITS AND PREPAYMENTS
2020
2019
HK$'000
HK$'000
Trade debtors from contracts with customers
210,138
305,536
Less: Allowance for credit losses
(7,251)
(61,749)
202,887
243,787
Bills receivables
368
1,126
Other debtors, deposits and prepayments
25,150
28,237
Total debtors, deposits and prepayments
228,405
273,150
The following is the ageing analysis of trade debtors net of allowance for credit losses presented based on the invoice date at the end of the reporting period which approximated the respective revenue recognition dates:
2020 | 2019 | |
HK$'000 | HK$'000 | |
0 - 90 days | 173,844 | 182,242 |
91 - 180 days | 25,824 | 51,875 |
More than 180 days | 3,219 | 9,670 |
202,887 | 243,787 |
The following is the ageing analysis of bills receivables presented based on the invoice date at the end of the reporting period which approximated the respective revenue recognition dates:
2020 HK$'000
2019 HK$'000
0 - 90 days
368
1,126
14.
CREDITORS AND ACCRUED CHARGES
2020 HK$'000
2019 HK$'000
Trade creditors
Other creditors and accrued charges
111,836 90,633
278,184 257,464
390,020 348,097
The ageing analysis of trade creditors, based on the invoice date, is as follows:
2020 HK$'000
2019 HK$'000
0 - 60 days 61 - 120 days More than 120 days
68,681 81,618
34,620 6,676
8,535 2,339
111,836 90,633
15. BANK BORROWINGS
2020 | 2019 | |
HK$'000 | HK$'000 | |
Secured bank borrowings | 19,780 | 25,304 |
The bank borrowings are repayable as follows (Note) : | ||
2020 | 2019 | |
HK$'000 | HK$'000 | |
Within one year | 5,691 | 5,486 |
More than one year, but not exceeding two years | 5,835 | 5,658 |
More than two years, but not exceeding five years | 8,254 | 14,160 |
19,780 | 25,304 | |
Portion of bank borrowings that contain a repayment on | ||
demand clause (shown under current liabilities) | (19,780) | (25,304) |
Amounts due after one year shown under non-current liabilities | - | - |
Note: The amounts due are based on the scheduled repayment dates set out in the respective loan agreements.
All of the Group's bank borrowings are variable-rate borrowings and subject to cash flow interest rate risk. A bank borrowing of HK$14,791,000 (2019: HK$18,979,000) carries interest at Hong Kong Prime Rate less 2.6%. The borrowing is secured by the Group's investment properties with carrying amount of HK$140,490,000 (2019: HK$171,920,000).
A bank borrowing of HK$4,989,000 (2019: HK$6,325,000) is secured by the Group's leasehold land and buildings with carrying amount of HK$28,151,000 (2019: HK$29,296,000) and carries interest at one month Hong Kong Interbank Offered Rate plus 1.8%.
DIVIDENDS
The Board did not recommend the payment of a final dividend (2019: nil) for the year ended 31st December, 2020.
CLOSURE OF REGISTER OF MEMBERS
For the purposes of determining shareholders' eligibility to attend and vote at the forthcoming annual general meeting of the Company to be held on 3rd June, 2021 (the "AGM"), the register of members of the Company will be closed. Details of such closure is set out below:
Latest time to lodge transfer documents for | 4:30 p.m. on 28th May, 2021 |
registration | |
Closure of register of members | 31st May, 2021 to 3rd June, 2021 |
(both dates inclusive) | |
Record date | 3rd June, 2021 |
During the above closure period, no transfer of shares will be effected. To be eligible to attend and vote at the AGM, all properly completed transfer forms accompanied by the relevant share certificates must be lodged with the Company's Hong Kong branch share registrar, Tricor Secretaries Limited, at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong for registration no later than the aforementioned latest time.
ANNUAL GENERAL MEETING
The notice of AGM will be despatched to the shareholders of the Company and will also be available on the Company's website atwww.artsgroup.comand Hong Kong Exchanges and Clearing Limited's HKExnews website atwww.hkexnews.hkin late-April 2021.
BUSINESS REVIEW
Profitability analysis
The business environment was unprecedentedly challenging during the year under review as the global business activities have significantly slowed down since the outbreak of COVID-19 early this year. Given such a backdrop, the Group has recorded a significant decrease in consolidated revenue by 29% to HK$742.6 million in the financial year ended 31st December, 2020 (2019: HK$1,041.0 million).
For the year under review, the Group recorded a loss attributable to owners of the Company and a loss per share of HK$170.7 million and 44.21 HK cents respectively (2019: loss attributable to owners of the Company and a loss per share of HK$136.3 million and 35.28 HK cents respectively) before impairment loss of property, plant and equipment was recognised. In addition, a non-operational impairment loss of HK$341.1 million for property, plant and equipment was recorded due to significant decrease in demand from customer orders and revenue, the management considered that the recoveryof revenue to a normal level may take several years. As a result, total loss attributable to owners of the Company and loss per share increased to HK$511.8 million and HK$1.33 respectively after including the impairment loss.
Other than the impairment loss mentioned above, the increase of loss reported for the year of 2020 compared to 2019 was mainly attributable to the following non-routine operation factors:
(i) the Group recorded a fair value loss on the revaluation of investment properties of HK$31.4 million for the year ended 31st December, 2020;
(ii) the negative impact on the profitability of the Group arising from diseconomies of scale as the Group's consolidated revenue decreased by 29% in 2020 as compared with 2019; and
(iii) the Group had incurred a HK$13.9 million of economic compensation during the year under review for layoff of idle staff in Mainland China.
Original design manufacturing ("ODM") division
Our ODM division continued to be the key revenue contributor and revenue generated by this division contributed to 75% of the consolidated revenue of the Group in 2020 (2019: 74%). Sales to ODM customers decreased significantly by 28% from HK$775.3 million in 2019 to HK$556.8 million in 2020. Geographically, sales to customers in Europe, the United States (the "US"), Asia and other regions accounted for 57%, 30%, 11% and 2% respectively of the revenue of the ODM division in 2020 (2019: 62%, 26%, 10% and 2% respectively). Sales to Europe, the US, Asia and other regions reduced by 35%, 16%, 17% and 38% respectively. On the product side, the Group continued to maintain a fairly balanced sales mix between prescription frames and sunglasses in 2020. Sales of prescription frames, sunglasses and spare parts accounted for 55%, 42% and 3% respectively of revenue of the ODM division in 2020 (2019: 54%, 43% and 3% respectively).
Distribution division
Revenue generated by the distribution division also decreased significantly by 30% from HK$265.6 million in 2019 to HK$185.8 million in 2020 and accounted for 25% of the consolidated revenue of the Group in 2020 (2019: 26%). The Group's house brand and licensed brand products were sold to retailers through the Group's wholesale arms in the United Kingdom, France, Germany, China and South Africa, and independent distributors in other countries. Sales to Europe, the US, Asia and other regions accounted for 61%, 16%, 11% and 12% respectively of the revenue of the distribution division in 2020 (2019: 57%, 9%, 19% and 15% respectively). Europe was still the biggest market for the distribution division and sales to Europe reduced by 26% compared to the year of 2019. Sales to Asia and other regions also reduced by 61% and 42% respectively. On the other hand, sales to the US increased by 30%. STEPPER, the German brand owned by the Group, continued to be the most popular brand in our distribution division.
Financial position and liquidity
Cash flows
The Group recorded a net cash inflow from operating activities of HK$49.4 million (2019: HK$52.0 million). The result in net cash inflow is mainly due to a decrease in inventories and debtors balances by HK$12.3 million and HK$41.6 million respectively at the end of 2020 and which are in line with the sales decrease in the year of 2020 compared with 2019. The net cash position of the Group (being the bank balances and cash less bank borrowings) decreased from HK$216.3 million as at 31st December, 2019 to HK$192.8 million as at 31st December, 2020.
Working capital management
In line with the decline in revenue during the period under review, the inventory balance and total amount of trade debtors and bills receivable balances decreased by 9% and 17% respectively from HK$141.4 million and HK$244.9 million as at 31st December, 2019 to HK$129.1 million and HK$203.3 million as at 31st December, 2020. Inventory turnover period (being the ratio of inventory balances to cost of sales) increased from 60 days in 2019 to 81 days in 2020 because more inventories were built up at year end for delivery to overseas customers prior to the Chinese New Year holidays in early February of 2021. Debtors turnover period (being the ratio of the total of trade debtors and bills receivable to revenue) also increased from 86 days in 2019 to 100 days in 2020 because the majority of customers had negotiated for payment extension as result of the negative impact of COVID-19. The current ratio (being the ratio of total current assets to total current liabilities) of the Group decreased from 1.6 as at 31st December, 2019 to 1.3 as at 31st December, 2020.
Gearing position
The Group maintained a low gearing position throughout 2020. The debt to equity ratio (expressed as a percentage of non-current liabilities over equity attributable to owners of the Company) increased slightly from 1% as at 31st December, 2019 to 3% as at 31st December, 2020. The non-current liabilities of the Group comprised mainly deferred taxation which amounted to HK$7.8 million as at 31st December, 2020 (31st December, 2019: HK$9.4 million).
Net asset value
The Company had 386,263,374 shares in issue as at both 31st December, 2020 and 31st December, 2019 with equity attributable to owners of the Company of HK$426.5 million and HK$896.7 million as at 31st December, 2020 and 31st December, 2019 respectively. Net asset value per share (being the equity attributable to owners of the Company divided by the total number of shares in issue) as at 31st December, 2020 was HK$1.10 (31st December, 2019: HK$2.32).
Contingent liabilities
As at 31st December, 2020, the Group did not have significant contingent liabilities (31st December, 2019: nil).
Foreign currency exposure
The Group was exposed to the fluctuation of Renminbi against both the US dollar and the Hong Kong dollar. Save as the above, the Group had limited exposure to foreign exchange rate fluctuations as most of its transactions were conducted in either US dollars, Hong Kong dollars or Renminbi. The Group noted that there was potential exposure to the rapid change of Renminbi during the second half of 2020 and the Group managed foreign exchange risk by closely monitoring the movements of the foreign currency rates and entered into forward contracts whenever appropriate.
PROSPECTS
While there are many countries around the world which have begun mass vaccination programme with COVID-19, it is expected that the disappearance of COVID-19 from the world is not likely to happen in the next two years. Moreover, there is no sign of relief in the trade tension between China and the US after the change of presidency of the US presidential election in January 2021. As a result, the management anticipates that the market demand for eyewear products in the future will be volatile and it takes time for the Group's business volume to be fully restored to pre-pandemic level.
Going forward, the management expects that changes in consumption patterns of the customers after the market recovers from the alleviation of COVID-19 will accelerate the popularity of online business of the eyewear industry. With the growth of e-commerce and the rise of mobile-friendly websites and applications, it is easier than ever for people to order and receive eyewear with prescription lens without making a trip to a professional optical shop. As management see ample opportunities for continuous growth in online business, the Group had acquired 55% equity interest of an optical lens company in Danyang City, Jiangsu Province of China. With the acquisition of the optical lens company, the Group will be able to provide a one-stop solution to support our customers and thus generate more revenue in the future.
EVENTS AFTER THE REPORTING PERIOD
Appointment of chief executive officer
Ms. Ng Yat Shan ("Ms. Ng") was appointed as the chief executive officer of the Group with effect from 23rd February, 2021.
Discloseable transaction in relation to the acquisition of 55% equity interest in a target company
On 24th March, 2021, Arts Opti Lab (Shenzhen) Company Limited^ (ඩൖ̡ݡΈ ኪ߅Ҧ€ଉέϞࠢʮ̡), an indirect wholly-owned subsidiary of the Company (the "Purchaser"), Danyang Colorful Optical Glass Company Limited^ (ʗජ̹ʞΈኪ ᗝϞࠢʮ̡) (the "Seller I"), Danyang Zhongjiang Glasses Company Limited^ (ʗ ජ̹ʕϪΈኪᗝϞࠢʮ̡) (the "Seller II"), Danyang Zhongyang Glasses Company Limited^ (ʗජʕݱΈኪᗝϞࠢʮ̡) (the "Seller III"), (Seller I, Seller II and Seller III collectively, the "Sellers") and Stepper & Colors Opti Technology (Jiangsu) Company Limited^ (ʞ̡ݡΈኪ߅Ҧ€ϪᘽϞࠢʮ̡) (the "Target Company") entered into an equity transfer agreement, pursuant to which the Purchaser has conditionally agreed to acquire and the Sellers have conditionally agreed to sell an aggregate of 55% equity interest in the Target Company at the total consideration of RMB46.5 million (equivalent to approximately HK$55.4 million) (the "Consideration"), subject to adjustment. The Purchaser and the Sellers further agreed to inject an aggregate of RMB10 million (equivalent to approximately HK$11.9 million) to the Target Company in cash based on the percentage of their respective equity holding in the Target Company. Accordingly, the Purchaser will inject its portion of RMB5.5 million (equivalent to approximately HK$6.5 million) in cash after completion of the transfer of the 55% equity to the Purchaser; and the Sellers will inject its portion of RMB4.5 million (equivalent to approximately HK$5.4 million) after receipt of the balance payment of the Consideration from the Purchaser.
^ The English translation of the Chinese name of the relevant entity included in this paragraph is for identification and reference only, and such translation may not be accurate and such entity may not have an official English translation/version of its Chinese name.
Save as disclosed, there are no important events affecting the Group which have occurred after the end of financial period for the year ended 31st December, 2020 and up to the date of this announcement.
EMPLOYEE AND REMUNERATION POLICIES
As at 31st December, 2020, the Group employed approximately 3,200 (31st December, 2019: 4,500) full time staff in Mainland China, Hong Kong, Europe and South Africa. The Group remunerates its employees based on their performance, experience, qualifications and prevailing market salaries while performance bonuses are granted on a discretionary basis after considering individual performance and the operating results of the Group. Other employee benefits include insurance and medical coverage, subsidised educational and training programmes as well as provident fund schemes.
CORPORATE GOVERNANCE
The Company has complied with all applicable code provisions set out in the Corporate Governance Code (the "CG Code") contained in Appendix 14 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited throughout the year ended 31st December, 2020, except for deviation from code provision A.2.1 of the CG Code. Code provision A.2.1 of the CG Code stipulates that the roles of chairman and chief executive officer should be separated and should not be performed by the same individual. Mr. Ng Hoi Ying, Michael ("Mr. Ng") is the founder and chairman of the Group, and Mr. Ng had been carrying out the duties of both the chairman and chief executive officer since the establishment of the Group. On 23rd February, 2021, Ms. Ng was appointed by the Board as the chief executive officer of the Group. Ms. Ng is responsible for implementing business strategies and operational management formulated by the Board. Following the appointment of Ms. Ng as the chief executive officer, the Company has complied with code provision A.2.1 of the CG Code.
SCOPE OF WORK OF RSM HONG KONG
The figures in respect of the Group's consolidated statement of financial position as at 31st December, 2020, and the consolidated statement of profit or loss and other comprehensive income and the related notes thereto for the year then ended as set out in the preliminary announcement have been agreed by the Group's auditor, RSM Hong Kong, to the amounts set out in the Group's draft consolidated financial statements for the year. The work performed by RSM Hong Kong in this respect did not constitute an assurance engagement in accordance with Hong Kong Standards on Auditing, Hong Kong Standards on Review Engagements or Hong Kong Standards on Assurance Engagements issued by the Hong Kong Institute of Certified Public Accountants and consequently no assurance has been expressed by RSM Hong Kong on the preliminary announcement.
REVIEW OF CONSOLIDATED FINANCIAL STATEMENTS
The Group's consolidated financial statements for the year ended 31st December, 2020 have been reviewed by the Audit Committee of the Board and audited by RSM Hong Kong.
PURCHASE, SALE OR REDEMPTION OF THE COMPANY'S LISTED SHARES
Neither the Company nor any of its subsidiaries has purchased, sold or redeemed any of the Company's listed shares during the year ended 31st December, 2020.
PUBLICATION OF ANNUAL REPORT
The 2020 annual report will be despatched to the shareholders of the Company and will also be available on the Company's website atwww.artsgroup.comand Hong Kong Exchanges and Clearing Limited's HKExnews website atwww.hkexnews.hkin late-April 2021.
DIRECTORS
As at the date of this announcement, the Board comprises five directors, two of whom are executive directors, namely Mr. Ng Hoi Ying, Michael and Mr. Ng Kim Ying, and three are independent non-executive directors, namely Mr. Wong Chi Wai, Mr. Chung Hil Lan Eric and Mr. Lam Yu Lung.
By Order of the Board Ng Hoi Ying, Michael
Chairman
Hong Kong, 29th March, 2021
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Arts Optical International Holdings Ltd. published this content on 29 March 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 March 2021 11:37:07 UTC.