KAISA CAPITAL INVESTMENT HOLDINGS LIMITED
佳 兆 業 資 本 投 資 集 團 有 限 公 司
( Incorporated in the Cayman Islands with limited liability ) ( Stock Code: 936 )
2024 INTERIM REPORT
CONTENTS
- Corporate Information
- Report on Review of Interim Financial Report
- Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income
- Condensed Consolidated Statement of Financial Position
- Condensed Consolidated Statement of Changes in Equity
- Condensed Consolidated Statement of Cash Flows
- Notes to the Unaudited Interim Financial Report
26 Management Discussion and Analysis
31 Disclosure of Additional Information
CORPORATE INFORMATION
EXECUTIVE DIRECTORS | AUDIT COMMITTEE |
Mr. Kwok Ying Shing (Chairman) | Mr. Xu Xiaowu (Chairman) |
Mr. Zheng Wei (Chief Executive Officer) | Mr. Li Yongjun |
Ms. Lee Kin Ping Gigi | Mr. Diao Yingfeng |
INDEPENDENT NON-EXECUTIVE DIRECTORS | REMUNERATION COMMITTEE |
Mr. Xu Xiaowu | Mr. Li Yongjun (Chairman) |
Mr. Li Yongjun | Mr. Kwok Ying Shing |
Mr. Diao Yingfeng | Mr. Diao Yingfeng |
COMPANY SECRETARY
Ms. Poon Yuk Ching Ada
AUTHORISED REPRESENTATIVES
Mr. Zheng Wei
Ms. Poon Yuk Ching Ada
PRINCIPAL BANKERS
Hong Kong
Standard Chartered Bank (Hong Kong) Limited
Bank of China (Hong Kong) Limited
United Overseas Bank Limited
The Bank of East Asia, Limited
Singapore
United Overseas Bank Limited
PRINCIPAL SHARE REGISTRAR AND TRANSFER AGENT IN THE CAYMAN ISLANDS
Ocorian Trust (Cayman) Limited
Windward 3, Regatta Office Park
P.O. Box 1350
Grand Cayman KY1-1108
Cayman Islands
BRANCH SHARE REGISTRAR AND TRANSFER OFFICE IN HONG KONG
Tricor Investor Services Limited
17/F., Far East Finance Centre,
16 Harcourt Road,
Hong Kong
WEBSITE
https://kaisa-capital.com
NOMINATION COMMITTEE
Mr. Kwok Ying Shing (Chairman)
Mr. Xu Xiaowu
Mr. Li Yongjun
REGISTERED OFFICE
Windward 3, Regatta Office Park
P.O. Box 1350
Grand Cayman KY1-1108
Cayman Islands
HEAD OFFICE AND PRINCIPAL PLACE OF BUSINESS IN HONG KONG
Room 1901, 19/F.,
Lee Garden One, 33 Hysan Avenue,
Causeway Bay, Hong Kong
INDEPENDENT AUDITOR
Baker Tilly Hong Kong Limited
Certified Public Accountants and Registered Public Interest Entity Auditor
LISTING INFORMATION
Place of Listing
Main Board of The Stock Exchange of Hong Kong Limited
Stock Code
936
Board Lot
10,000 shares
2 | KAISA CAPITAL INVESTMENT HOLDINGS LIMITED | INTERIM REPORT 2024 |
REPORT ON REVIEW OF INTERIM FINANCIAL REPORT
TO THE BOARD OF DIRECTORS OF KAISA CAPITAL INVESTMENT HOLDINGS LIMITED (incorporated in the Cayman Islands with limited liability)
INTRODUCTION
We have reviewed the interim financial report of Kaisa Capital Investment Holdings Limited (the "Company") and its subsidiaries (collectively referred to as the "Group") set out on pages 4 to 25, which comprises the condensed consolidated statement of financial position as at 30 June 2024, and the related condensed consolidated statement of profit or loss and other comprehensive income, condensed consolidated statement of changes in equity and condensed consolidated statement of cash flows for the six-month period then ended, and certain explanatory notes. The Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited require the preparation of an interim financial report to be in compliance with the relevant provisions thereof and Hong Kong Accounting Standard 34 "Interim Financial Reporting" ("HKAS 34") issued by the Hong Kong Institute of Certified Public Accountants ("HKICPA"). The directors of the Company are responsible for the preparation and presentation of the interim financial report in accordance with HKAS 34. Our responsibility is to express a conclusion on the interim financial report based on our review, and to report our conclusion solely to you, as a body, in accordance with our agreed terms of engagement, and for no other purpose. We do not assume responsibility towards or accept liability to any other person for the contents of this report.
SCOPE OF REVIEW
We conducted our review in accordance with Hong Kong Standard on Review Engagements 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the HKICPA. A review of the interim financial report consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Hong Kong Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
CONCLUSION
Based on our review, nothing has come to our attention that causes us to believe that the interim financial report as at 30 June 2024 is not prepared, in all material respects, in accordance with HKAS 34.
Baker Tilly Hong Kong Limited
Certified Public Accountants
Hong Kong, 28 August 2024
Chan Ka Kit
Practising certificate number P08291
INTERIM REPORT 2024 | KAISA CAPITAL INVESTMENT HOLDINGS LIMITED | 3 |
CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
for the six months ended 30 June 2024
Six months ended 30 June | |||
2024 | 2023 | ||
Notes | HK$'000 | HK$'000 | |
(Unaudited) | (Unaudited) | ||
Revenue | 6 | 111,185 | 125,076 |
Cost of sales and services | (38,575) | (55,529) | |
Gross profit | 72,610 | 69,547 | |
Other income and gains | 7 | 670 | 930 |
Selling and distribution expenses | (1,001) | (1,347) | |
Administrative expenses | (34,527) | (27,731) | |
Other operating expenses | 8 | (27,391) | (28,429) |
Finance costs | 9 | (5,719) | (5,465) |
Profit before income tax | 10 | 4,642 | 7,505 |
Income tax expense | 11 | (398) | (3,425) |
Profit for the period | 4,244 | 4,080 | |
Other comprehensive income | |||
Item that may be reclassified subsequently to profit or loss: | |||
Exchange differences on translating foreign operations | 2,252 | 3,460 | |
Total comprehensive income for the period | 6,496 | 7,540 | |
Earnings per share | |||
- Basic and diluted (HK cents) | 13 | 0.40 | 0.38 |
4 | KAISA CAPITAL INVESTMENT HOLDINGS LIMITED | INTERIM REPORT 2024 |
CONDENSED CONSOLIDATED STATEMENT OF
FINANCIAL POSITION
as at 30 June 2024
As at | As at | ||
30 June | 31 December | ||
2024 | 2023 | ||
Notes | HK$'000 | HK$'000 | |
(Unaudited) | (Audited) | ||
ASSETS AND LIABILITIES | |||
Non-current assets | |||
Property, plant and equipment | 14 | 178,390 | 187,957 |
Right-of-use assets | 14 | 154,925 | 139,572 |
Intangible assets | 15 | - | 412 |
333,315 | 327,941 | ||
Current assets | |||
Properties under development | 16 | 137,228 | 137,212 |
Inventories and consumables | 15,319 | 15,401 | |
Trade receivables | 17 | 70,410 | 62,380 |
Prepayments, deposits and other receivables | 16,409 | 21,280 | |
Cash and cash equivalents | 17,096 | 24,228 | |
256,462 | 260,501 | ||
Current liabilities | |||
Trade payables | 18 | 77,774 | 83,806 |
Receipt in advance, accruals and other payables | 103,108 | 95,270 | |
Contract liabilities | 1,053 | 248 | |
Borrowings | 19 | 23,964 | 23,506 |
Other loans | 20 | 83,000 | 83,000 |
Lease liabilities | 43,984 | 33,320 | |
Tax payable | 4,046 | 4,284 | |
336,929 | 323,434 | ||
Net current liabilities | (80,467) | (62,933) | |
Total assets less current liabilities | 252,848 | 265,008 | |
INTERIM REPORT 2024 | KAISA CAPITAL INVESTMENT HOLDINGS LIMITED | 5 |
CONDENSED CONSOLIDATED STATEMENT OF
FINANCIAL POSITION
as at 30 June 2024
As at | As at | ||
30 June | 31 December | ||
2024 | 2023 | ||
Notes | HK$'000 | HK$'000 | |
(Unaudited) | (Audited) | ||
Non-current liabilities | |||
Borrowings | 19 | 7,870 | 19,201 |
Lease liabilities | 50,740 | 57,208 | |
Receipt in advance, accruals and other payables | 35,745 | 36,808 | |
Deferred tax liabilities | 8,829 | 8,623 | |
103,184 | 121,840 | ||
Net assets | 149,664 | 143,168 | |
EQUITY | |||
Share capital | 10,600 | 10,600 | |
Reserves | 139,064 | 132,568 | |
Total equity | 149,664 | 143,168 | |
6 | KAISA CAPITAL INVESTMENT HOLDINGS LIMITED | INTERIM REPORT 2024 |
CONDENSED CONSOLIDATED STATEMENT OF
CHANGES IN EQUITY
for the six months ended 30 June 2024
Share | Share | Statutory | Merger | Capital | Translation | Accumulated | Total | |
capital | premium | reserve | reserve | reserve | reserve | losses | equity | |
HK$'000 | HK$'000 | HK$'000 | HK$'000 | HK$'000 | HK$'000 | HK$'000 | HK$'000 | |
(Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |
At 1 January 2023 (audited) | 10,600 | 346,824 | 3,459 | 120,985 | 17,537 | 6,426 | (368,732) | 137,099 |
Profit for the period | - | - | - | - | - | - | 4,080 | 4,080 |
Other comprehensive income for the period: | ||||||||
Exchange difference on translating | ||||||||
foreign operations | - | - | - | - | - | 3,460 | - | 3,460 |
Total comprehensive income for the period | - | - | - | - | - | 3,460 | 4,080 | 7,540 |
At 30 June 2023 (unaudited) | 10,600 | 346,824 | 3,459 | 120,985 | 17,537 | 9,886 | (364,652) | 144,639 |
Share | Share | Statutory | Merger | Capital | Translation | Accumulated | Total | |
capital | premium | reserve | reserve | reserve | reserve | losses | equity | |
HK$'000 | HK$'000 | HK$'000 | HK$'000 | HK$'000 | HK$'000 | HK$'000 | HK$'000 | |
(Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |
At 1 January 2024 (audited) | 10,600 | 346,824 | 3,459 | 120,985 | 17,537 | 7,114 | (363,351) | 143,168 |
Profit for the period | - | - | - | - | - | - | 4,244 | 4,244 |
Other comprehensive income for the period: | ||||||||
Exchange difference on translating | ||||||||
foreign operations | - | - | - | - | - | 2,252 | - | 2,252 |
Total comprehensive income for the period | - | - | - | - | - | 2,252 | 4,244 | 6,496 |
At 30 June 2024 (unaudited) | 10,600 | 346,824 | 3,459 | 120,985 | 17,537 | 9,366 | (359,107) | 149,664 |
INTERIM REPORT 2024 | KAISA CAPITAL INVESTMENT HOLDINGS LIMITED | 7 |
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
for the six months ended 30 June 2024
Six months ended 30 June | ||
2024 | 2023 | |
HK$'000 | HK$'000 | |
(Unaudited) | (Unaudited) | |
Cash flows from operating activities | ||
Cash generated from operations | 34,780 | 16,148 |
Interest paid | (799) | (1,719) |
Net cash generated from operating activities | 33,981 | 14,429 |
Cash flows from investing activities | ||
Purchase of property, plant and equipment and payments for right-of-use assets | (6,506) | (5,609) |
Interest received | - | 3 |
Proceeds from disposal of property, plant and equipment | 184 | 7,193 |
Net cash (used in)/generated from investing activities | (6,322) | 1,587 |
Cash flows from financing activities | ||
Repayment of lease liabilities | (20,974) | (18,329) |
Interest element of lease rentals paid | (2,856) | (2,286) |
Repayment of borrowings | (10,572) | (13,338) |
Proceeds from borrowings | - | 4,630 |
Net cash used in financing activities | (34,402) | (29,323) |
Net decrease in cash and cash equivalents | (6,743) | (13,307) |
Cash and cash equivalents at 1 January | 24,228 | 38,442 |
Effect of exchange rates changes on cash and cash equivalents | (389) | (112) |
Cash and cash equivalents at 30 June | 17,096 | 25,023 |
8 | KAISA CAPITAL INVESTMENT HOLDINGS LIMITED | INTERIM REPORT 2024 |
NOTES TO THE UNAUDITED INTERIM FINANCIAL REPORT
For the six months ended 30 June 2024
1. GENERAL INFORMATION AND BASIS OF PREPARATION
Kaisa Capital Investment Holdings Limited (the "Company") is an exempted company with limited liability incorporated in the Cayman Islands. The address of the Company's registered office is located at Windward 3, Regatta Office Park, P.O. Box 1350, Grand Cayman KY1-1108, Cayman Islands and its principal place of business in Hong Kong is Room 1901, 19/F., Lee Garden One, 33 Hysan Avenue, Causeway Bay, Hong Kong. The Company is an investment company and its subsidiaries (collectively known as the "Group") are principally engaged in (i) trading of construction machinery and spare parts, leasing of the construction machinery under operating leases and providing repair and maintenance services in respect of the construction machinery ("Construction Equipment Business") and (ii) property development ("Property Development Business").
The Company's issued shares have been listed on the Main Board of The Stock Exchange of Hong Kong Limited (the "Stock Exchange") since 19 July 2010. The immediate and ultimate holding companies of the Company are Mighty Empire Group Limited ("Mighty Empire Group") and Kaisa Group Holdings Ltd. ("Kaisa Group"), respectively. Mighty Empire Group was incorporated in the British Virgin Islands (the "BVI") and Kaisa Group was incorporated in the Cayman Islands. The issued shares of Kaisa Group are listed on the Main Board of the Stock Exchange.
The interim financial report for the six months ended 30 June 2024 (the "Interim Financial Report") has been prepared in accordance with the Hong Kong Accounting Standard 34 "Interim Financial Reporting" ("HKAS 34") issued by the Hong Kong Institute of Certified Public Accountants (the "HKICPA") and the applicable disclosure provisions of the Rules Governing the Listing of Securities on the Stock Exchange (the "Listing Rules").
As at 30 June 2024, the Group had net current liabilities of approximately HK$80,467,000 and accumulated losses of approximately HK$359,107,000. Besides, the Group's total borrowings comprising borrowings, other loans and associated interest payables amounted to approximately HK$145,622,000, of which current borrowings amounted to approximately HK$137,752,000, while its cash and cash equivalents amounted to approximately HK$17,096,000.
The directors of the Company (the "Directors") consider that the Group will be able to meet its financial obligations as they fall due for the twelve months from 30 June 2024, on the basis that the Group has obtained a loan facility of HK$120,000,000 from a third party in March 2024, which carries a fixed interest rate of 8% per annum and will be matured 24 months after the loan drawdown date and the Group is obliged to repay the loan amount along with the accrued interest upon maturity. The relevant loan agreement does not contain a clause that provides the lender with an unconditional right to demand repayment at any time at its own discretion. The loan has not been drawn as at the date of this report.
INTERIM REPORT 2024 | KAISA CAPITAL INVESTMENT HOLDINGS LIMITED | 9 |