TIMELESS SOFTWARE LIMITED ˂ࣛழϞࠢʮ̡
(incorporated in Hong Kong with limited liability)
(Stock code: 8028)
RESULTS ANNOUNCEMENT
FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2018
Characteristics of GEM of The Stock Exchange of Hong Kong Limited (the "Stock Exchange")
GEM has been positioned as a market designed to accommodate small and mid-sized companies to which a higher investment risk may be attached than other companies listed on the Stock Exchange. Prospective investors should be aware of the potential risks of investing in such companies and should make the decision to invest only after due and careful consideration.
Given that the companies listed on GEM are generally small and mid-sized companies, there is a risk that securities traded on GEM may be more susceptible to high market volatility than securities traded on the Main Board and no assurance is given that there will be a liquid market in the securities traded on GEM.
Hong Kong Exchanges and Clearing Limited and the Stock Exchange 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.
This announcement, for which the directors (the "Directors" or individually a "Director") of TIMELESS SOFTWARE LIMITED (the "Company") collectively and individually accept full responsibility, includes particulars given in compliance with the Rules Governing the Listing of Securities on GEM of the Stock Exchange (the "GEM Listing Rules") for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this announcement misleading.
This announcement shall remain on the "Latest Company Announcements" page of the GEM website atwww.hkgem.comfor at least seven days from the date of its publication and on the Company's website atwww.timeless.com.hk.
The board of Directors ("Board") of the Company is pleased to announce the unaudited consolidated results of the Company and its subsidiaries (collectively, the "Group") for the six months ended 30 September 2018 together with the comparative unaudited figures for the corresponding period in 2017 as follows:
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME For the three months and six months ended 30 September 2018
(Unaudited)
Three months ended Six months ended
30 September 30 September
2018 2017 2018 2017
NotesHK$'000 HK$'000 HK$'000 HK$'000
Revenue | 27,689 | 50,533 | 32,442 | 70,167 | |
Other income and gains | 1,105 | 275 | 2,190 | 874 | |
Purchase and production costs | (23,596) | (39,259) | (24,474) | (53,542) | |
Staff costs | (2,387) | (2,669) | (5,310) | (5,300) | |
Depreciation and amortisation | (716) | (716) | (1,448) | (1,421) | |
Other expenses | (4,160) | (5,722) | (7,771) | (8,729) | |
Gain/(loss) arising on change in fair value of held-for-trading | |||||
investments | 7 | - | (128) | - | |
Gain on disposal of an associate | 9 | - | 3,057 | - | 3,057 |
Finance costs | 4 | (118) | (81) | (158) | (203) |
Share of gain/(loss) of associates | 1,015 | (285) | 845 | (1,802) | |
(Loss)/profit before tax | (1,161) | 5,133 | (3,812) | 3,101 | |
Income tax expense | 5 | (531) | (2,134) | (2,489) | (1,603) |
(Loss)/profit for the period | (1,692) | 2,999 | (6,301) | 1,498 | |
Other comprehensive income/(expense), net of income tax | |||||
Items that may be reclassified subsequently to profit or loss: | |||||
Exchange differences on translating foreign operations | (9,060) | 6,952 | (20,272) | 11,986 | |
Reclassification adjustment on reserves released upon disposal | |||||
of an associate | - | (1,535) | - | (1,535) | |
Share of other comprehensive expense of associates | - | (715) | - | (1,581) | |
Other comprehensive income/(expense) for the period, net of | |||||
income tax | (9,060) | 4,702 | (20,272) | 8,870 | |
Total comprehensive income/(expense) for the period | (10,752) | 7,701 | (26,573) | 10,368 | |
(Loss)/profit attributable to: | |||||
Owners of the Company | (612) | 1,525 | (3,640) | (1,046) | |
Non-controlling interests | (1,080) | 1,474 | (2,661) | 2,544 | |
(1,692) | 2,999 | (6,301) | 1,498 | ||
Total comprehensive income/(expense) attributable to: | |||||
Owners of the Company | (2,962) | 1,276 | (8,898) | (860) | |
Non-controlling interests | (7,790) | 6,425 | (17,675) | 11,228 | |
(10,752) | 7,701 | (26,573) | 10,368 | ||
HK cents | HK cents | HK cents | HK cents | ||
Earnings/(loss) per share | |||||
- Basic and diluted | 7 | (0.022) | 0.054 | (0.129) | (0.037) |
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION At 30 September 2018
(Unaudited) | (Audited) | ||
30 September | 31 March | ||
2018 | 2018 | ||
Notes | HK$'000 | HK$'000 | |
Non-current assets | |||
Property, plant and equipment | 8 | 29,762 | 34,552 |
Investment properties | 8 | 10,200 | 10,200 |
Other intangible assets | 8 | 160,721 | 186,208 |
Interests in associates | 9 | 51,876 | 292 |
Prepaid lease payments | 6,271 | 6,925 | |
Deposits | 26,889 | 29,234 | |
Other financial assets | 10 | 11,402 | 10,625 |
Land rehabilitation costs | 2,403 | 2,813 | |
299,524 | 280,849 | ||
Current assets | |||
Inventories | 18,494 | 6,459 | |
Prepaid lease payments | 227 | 245 | |
Trade and other receivables | 11 | 20,666 | 9,299 |
Held-for-trading investments | 2,916 | 3,044 | |
Bank balances and cash | 34,762 | 133,585 | |
77,065 | 152,632 | ||
Current liabilities | |||
Trade and other payables | 12 | 20,957 | 13,365 |
Dividends payable to non-controlling interests | - | 29,619 | |
Promissory note | - | 10,266 | |
Loan from related companies | 13 | 15,000 | - |
Obligations under a finance lease | 264 | 256 | |
Provision for land rehabilitation | 2,290 | 2,490 | |
Current tax liabilities | 1,909 | 622 | |
40,420 | 56,618 | ||
Net current assets | 36,645 | 96,014 | |
Total assets less current liabilities | 336,169 | 376,863 | |
Non-current liabilities | |||
Amount due to a non-controlling interest | 891 | 891 | |
Obligations under a finance lease | 137 | 271 | |
Provision for land rehabilitation | 6,703 | 7,291 | |
Deferred tax liabilities | 14 | 25,717 | 28,828 |
33,448 | 37,281 | ||
Net assets | 302,721 | 339,582 | |
Capital and reserves | |||
Share capital | 15 | 906,074 | 906,074 |
Reserves | (776,240) | (767,342) | |
Equity attributable to owners of the Company | 129,834 | 138,732 | |
Non-controlling interests | 172,887 | 200,850 | |
Total equity | 302,721 | 339,582 |
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY For the six months ended 30 September 2018
Attributable | ||||||||||
Share | Investment | Property | to owners | Non- | ||||||
Share | options | General | revaluation | revaluation | Translation | Accumulated | of the | controlling | ||
capital | reserve | reserve | reserve | reserve | reserve | deficit | Company | interests | Total | |
HK$'000 | HK$'000 | HK$'000 | HK$'000 | HK$'000 | HK$'000 | HK$'000 | HK$'000 | HK$'000 | HK$'000 | |
Balance at 1 April 2017 | 906,074 | 2,778 | 647 | 1,631 | 964 | (6,119) | (773,840) | 132,135 | 217,250 | 349,385 |
Profit/(loss) for the period | - | - | - | - | - | - | (1,046) | (1,046) | 2,544 | 1,498 |
Other comprehensive income/ | ||||||||||
(expense) for the period | - | - | - | (1,631) | - | 1,817 | - | 186 | 8,684 | 8,870 |
Total comprehensive income/ | ||||||||||
(expense) for the period | - | - | - | (1,631) | - | 1,817 | (1,046) | (860) | 11,228 | 10,368 |
Dividend paid to non-controlling | ||||||||||
interests | - | - | - | - | - | - | - | - | (15,096) | (15,096) |
Balance at 30 September 2017 | 906,074 | 2,778 | 647 | - | 964 | (4,302) | (774,886) | 131,275 | 213,382 | 344,657 |
Balance at 1 April 2018 | 906,074 | 2,068 | 647 | - | 964 | 107 | (771,128) | 138,732 | 200,850 | 339,582 |
Loss for the period | - | - | - | - | - | - | (3,640) | (3,640) | (2,661) | (6,301) |
Other comprehensive expense | ||||||||||
for the period | - | - | - | - | - | (5,258) | - | (5,258) | (15,014) | (20,272) |
Total comprehensive expense | ||||||||||
for the period | - | - | - | - | - | (5,258) | (3,640) | (8,898) | (17,675) | (26,573) |
Release of reserve upon share | ||||||||||
option cancelled | - | (44) | - | - | - | - | 44 | - | - | - |
Transfer to reserve | - | - | 489 | - | - | - | (489) | - | - | - |
Capital injection from | ||||||||||
non-controlling interests | - | - | - | - | - | - | - | - | 2 | 2 |
Dividend paid to non-controlling | ||||||||||
interests | - | - | - | - | - | - | - | - | (10,290) | (10,290) |
Balance at 30 September 2018 | 906,074 | 2,024 | 1,136 | - | 964 | (5,151) | (775,213) | 129,834 | 172,887 | 302,721 |
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS For the six months ended 30 September 2018
(Unaudited)
Six months ended 30 September
2018 | 2017 | |
HK$'000 | HK$'000 | |
Cash flows from operating activities | ||
- Cash receipts from customers | 32,442 | 70,167 |
- Purchase and production costs | (24,474) | (53,542) |
- Other operating cash flows | (15,635) | (15,650) |
Net cash (used in)/generated by operating activities | (7,667) | 975 |
Cash flows from investing activities | ||
- Acquisition of property, plant and equipment | (54) | (340) |
- Investment in associates | (50,840) | - |
- Dividend income from unlisted investments | 750 | - |
- Proceeds from disposal of an associate | 100 | 6,718 |
- Other investing cash flows | 701 | 401 |
Net cash (used in)/generated by investing activities | (49,343) | 6,779 |
Cash flows from financing activities | ||
- Loan from related companies | 15,000 | - |
- Repayment of promissory note | (10,300) | (10,600) |
- Dividend paid to non-controlling interests | (37,523) | (11,640) |
- Other financing cash flows | (1,025) | (137) |
Net cash used in financing activities | (33,848) | (22,377) |
Net decrease in cash and cash equivalents | (90,858) | (14,623) |
Cash and cash equivalents at the beginning of period | 133,585 | 102,086 |
Effect of foreign exchange rate changes | (7,965) | 844 |
Cash and cash equivalents at the end of period | 34,762 | 88,307 |
Analysis of the balances of cash and cash equivalents | ||
Bank balances and cash | 34,762 | 88,307 |