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^ (ඩൖ̡઀ݡΈ ኪ߅Ҧ€ଉέϞࠢʮ̡), an indirect wholly-owned subsidiary of the Company (the "Purchaser"), Danyang Colorful Optical Glass Company Limited^ (ʗජ̹ʞ੹Έኪ ଻ᗝϞࠢʮ̡) (the "Seller I"), Danyang Zhongjiang Glasses Company Limited^ (ʗ ජ̹ʕϪΈኪ଻ᗝϞࠢʮ̡) (the "Seller II"), Danyang Zhongyang Glasses Company Limited^ (ʗජʕݱΈኪ଻ᗝϞࠢʮ̡) (the "Seller III"), (Seller I, Seller II and Seller III collectively, the "Sellers") and Stepper & Colors Opti Technology (Jiangsu) Company Limited^ (ʞ੹̡઀ݡΈኪ߅Ҧ€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.