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.
DUIBA GROUP LIMITED
兌吧集团有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 1753)
ANNOUNCEMENT OF THE INTERIM RESULTS
FOR THE SIX MONTHS ENDED 30 JUNE 2020
Financial and Operational Data Highlights for the Six Months ended 30 June 2020
Financial Data Highlights | |||
For the six months ended | |||
30 June | |||
2020 | 2019 | ||
(Unaudited) | (Unaudited) | ||
RMB'000 | RMB'000 | ||
Revenue | 28,353 | ||
User management SaaS platform business | 10,660 | ||
Interactive advertising business | 440,028 | 769,560 | |
Others | 23 | 74 | |
Total | 468,404 | 780,294 | |
For the six months ended 30 June 2020, our revenue decreased by 40.0% compared with the same period of 2019.
Non-HKFRS Measure
To supplement our consolidated financial statements which are presented in accordance with HKFRSs, we also use a non-HKFRS measure, adjusted profit/(loss) for the period, as an additional financial measure, which is not required by, or presented in accordance with, HKFRSs. We believe that such non-HKFRS measure facilitates comparisons of operating performance from period to period and company to company by eliminating potential impacts of items that we do not consider to be indicative of our operating performance. We believe that such measure provides useful information to investors and others in understanding and evaluating our consolidated results of operations in the same manner as they help our management.
- 1 -
The following table reconciles our adjusted profit/(loss) for the periods presented to the most directly comparable financial measure calculated and presented in accordance with HKFRSs:
For the six months ended | ||||
30 June | ||||
2020 | 2019 | |||
(Unaudited) | (Unaudited) | |||
RMB'000 | RMB'000 | |||
Loss for the period | (47,839) | (382,443) | ||
Add: | 24,563 | |||
Share-based payment | 8,983 | |||
Listing expenses | - | 32,243 | ||
Changes in fair value of financial liabilities | - | |||
at fair value through profit or loss | 467,675 | |||
Adjusted profit/(loss) for the period (1) | ||||
(23,276) | 126,458 | |||
- We define "adjusted profit/(loss) for the period" as profit/(loss) for the period, adding back share- based payment, listing expenses and changes in fair value of financial liabilities at fair value through profit or loss. Adjusted profit/(loss) for the period is not a measure required by or presented in accordance with HKFRSs. The use of adjusted profit/(loss) for the period has limitations as an analytical tool, and you should not consider it in isolation from, or as a substitute for analysis of, our results of operations or financial condition as reported under HKFRSs.
Operational Data Highlights
We are a user management SaaS provider for online businesses and a leading interactive advertising platform operator in China. Our key operational data are as follows:
User management SaaS platform business
As at 30 June 2020, 727 paying customers (1H2019: 568) including 159 customers from
financial industry (1H2019:19) and 568 customers from other industries (1H2019: 549) had used the Group's charged services. Approximately 6.5% of paying customers as at the end of the 31 December 2019 had not been retained over the six-month period ended 30 June 2020. The total value of newly signed contracts (including renewed contracts) for the six months ended 30 June 2020 was RMB39.6 million (1H2019: RMB15.3 million). The Group recorded revenue of RMB28.4 million for the six months ended 30 June 2020 from such business (1H2019: RMB10.7 million).
- 2 -
Interactive advertising business | ||
For the six months ended | ||
30 June | ||
2020 | 2019 | |
DAUs (millions)(1) | 25.1 | 29.9 |
MAUs (millions)(1) | 364.5 | 402.2 |
Advertising page views (millions)(2) | 7,554.8 | 9,733.8 |
Number of chargeable clicks (millions)(3) | 2,019.6 | 2,583.4 |
Under CPC model (millions) | 1,387.3 | 2,125.9 |
Others (millions) | 632.3 | 457.5 |
Click-through rate(4) | 26.7% | 26.5% |
Average revenue per chargeable click | 0.31 | |
under the CPC model (RMB) | 0.34 |
Notes:
- DAUs and MAUs refer to the average number of active users contributed by our HTML5 interactive advertising pages for the periods indicated and not the average active users of the content distribution channels.
- Advertising page views are the total number of page views of our HTML5 interactive advertising pages for the periods indicated.
- Chargeable clicks are the total number of times users are directed to the mobile internet pages designated by advertisers for the periods indicated.
- Click-throughrate is calculated as the number of chargeable clicks divided by the number of advertising page views for the periods indicated.
For the six months ended | ||
30 June | ||
2020 | 2019 | |
Content distribution channels | 4,909 | 4,846 |
Ultimate advertisers | 2,268 | 2,475 |
For the six months ended 30 June 2020, we had placed interactive advertisements on 4,909 content distribution channels, mainly comprising mobile apps, and our interactive advertising business served 2,268 ultimate advertisers (either through advertising agent customers or as our direct customers).
- 3 -
The board (the "Board") of directors (the "Directors") of Duiba Group Limited (the "Company") hereby announces the unaudited consolidated interim results of the Company and its subsidiaries (collectively, the "Group") for the six months ended 30 June 2020 ("1H2020") with the comparative figures for the six months ended 30 June 2019 ("1H2019"):
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
For the six months ended 30 June 2020
2020 | 2019 | ||||
(Unaudited) | (Unaudited) | ||||
Notes | RMB'000 | RMB'000 | |||
REVENUE | 5 | 468,404 | 780,294 | ||
Cost of sales | (400,981) | (535,998) | |||
Gross profit | 67,423 | 244,296 | |||
Other income and gains | 5 | 27,509 | 15,844 | ||
Selling and distribution expenses | (42,645) | (53,938) | |||
Administrative expenses | (103,669) | (118,221) | |||
Changes in fair value of financial liabilities at fair | - | ||||
value through profit or loss | (467,675) | ||||
Other expenses | (5,946) | (1,232) | |||
Finance costs | (52) | - | |||
LOSS BEFORE TAX FROM CONTINUING | |||||
(57,380) | |||||
OPERATIONS | 6 | (380,926) | |||
Income tax credit/(expense) | 7 | 9,541 | (1,517) | ||
LOSS FOR THE PERIOD | (47,839) | (382,443) | |||
Attributable to: | |||||
(47,839) | |||||
Owners of the parent | (382,443) | ||||
LOSS PER SHARE ATTRIBUTABLE TO | |||||
ORDINARY EQUITY HOLDERS OF THE | |||||
PARENT | (5) cents | ||||
Basic and diluted | 9 | (50) cents | |||
- 4 -
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME (CONTINUED)
For the six months ended 30 June 2020
2020 | 2019 | |||
(Unaudited) | (Unaudited) | |||
RMB'000 | RMB'000 | |||
LOSS FOR THE PERIOD | (47,839) | (382,443) | ||
OTHER COMPREHENSIVE INCOME | ||||
Other comprehensive loss that may be reclassified to profit or | ||||
loss in subsequent periods: | ||||
Exchange differences: | (630) | |||
Exchange differences on translation of foreign operations | (101) | |||
Other comprehensive income that will not be reclassified to | ||||
profit or loss in subsequent periods: | ||||
Exchange differences: | 11,071 | |||
Exchange differences on translation of the Company | 28,001 | |||
OTHER COMPREHENSIVE INCOME FOR THE PERIOD, | ||||
10,441 | ||||
NET OF TAX | 27,900 | |||
TOTAL COMPREHENSIVE LOSS FOR THE PERIOD | (37,398) | (354,543) | ||
Attributable to: | ||||
(37,398) | ||||
Owners of the parent | (354,543) | |||
- 5 -
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
30 June 2020
30 June | 31 December | |||
2020 | 2019 | |||
(Unaudited) | (Audited) | |||
Notes | RMB'000 | RMB'000 | ||
NON-CURRENT ASSETS | 4,331 | |||
Property, plant and equipment | 5,238 | |||
Intangible assets | 534 | 679 | ||
Investments in an associate | 19,000 | - | ||
Deferred tax assets | 30,602 | 20,863 | ||
Prepayments, other receivables and other assets | 875 | 1,606 | ||
Right-of-use assets | 4,968 | 3,494 | ||
Total non-current assets | 60,310 | 31,880 | ||
CURRENT ASSETS | ||||
113,495 | ||||
Trade receivables | 10 | 146,586 | ||
Prepayments, other receivables and other assets | 128,104 | 124,155 | ||
Financial assets at fair value through profit or loss | 1,182,280 | 1,072,857 | ||
Cash and cash equivalents | 111,703 | 220,779 | ||
Total current assets | 1,535,582 | 1,564,377 | ||
CURRENT LIABILITIES | ||||
110,855 | ||||
Trade payables | 11 | 101,853 | ||
Other payables and accruals | 92,834 | 109,277 | ||
Lease liabilities | 2,653 | 2,988 | ||
Contract liabilities | 39,949 | 20,455 | ||
Total current liabilities | 246,291 | 234,573 | ||
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UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION (CONTINUED)
30 June 2020
30 June | 31 December | |||
2020 | 2019 | |||
(Unaudited) | (Audited) | |||
RMB'000 | RMB'000 | |||
NET CURRENT ASSETS | 1,289,291 | 1,329,804 | ||
TOTAL ASSETS LESS CURRENT LIABILITIES | 1,349,601 | 1,361,684 | ||
NON-CURRENT LIABILITIES | ||||
870 | ||||
Deferred tax liabilities | 672 | |||
Lease liabilities | 999 | 445 | ||
Total non-current liabilities | 1,869 | 1,117 | ||
Net assets | 1,347,732 | 1,360,567 | ||
EQUITY | ||||
Equity attributable to owners of the parent | 69 | |||
Share capital | 72 | |||
Treasury shares | - | (108,565) | ||
Reserves | 1,347,663 | 1,469,060 | ||
Total equity | 1,347,732 | 1,360,567 | ||
- 7 -
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
For the six months ended 30 June 2020
2020 | 2019 | ||||
(Unaudited) | (Unaudited) | ||||
Notes | RMB'000 | RMB'000 | |||
CASH FLOWS FROM OPERATING ACTIVITIES | (57,380) | ||||
Loss before tax | (380,926) | ||||
Adjustments for: | (882) | ||||
Bank interest income | 5 | (945) | |||
Investment income from financial assets at fair | (11,636) | ||||
value through profit or loss | 5 | (5,047) | |||
Foreign exchange difference, net | 6 | 5,699 | 937 | ||
Loss on disposal of items of property, plant and | - | ||||
equipment | 3 | ||||
Depreciation of property, plant and equipment | 1,953 | 2,560 | |||
Changes in fair value of financial assets at fair | (9,605) | ||||
value through profit or loss | 5 | (7,716) | |||
Amortisation of intangible assets | 149 | 167 | |||
Changes in fair value of financial liabilities at fair | - | ||||
through profit or loss | 467,675 | ||||
Equity-settled share award expense | 24,563 | 8,953 | |||
Lease interest expense | 52 | 58 | |||
Depreciation of right-of-use assets | 2,347 | 2,765 | |||
Impairment of trade receivables arising from | 441 | ||||
contracts with customers | 287 | ||||
(44,299) | 88,771 | ||||
Decrease in trade receivables | 32,650 | 91,450 | |||
Increase in prepayments, other receivables and other | (3,218) | ||||
assets | (849) | ||||
Increase in trade payables | 9,002 | 16,086 | |||
(Decrease)/increase in other payables and accruals | (16,443) | 12,502 | |||
Increase/(decrease) in contract liabilities | 19,494 | (8,931) | |||
Cash generated from/(used in) operations | (2,814) | 199,029 | |||
Interest received | 882 | 945 | |||
Net cash flows from/(used in) operating activities | (1,932) | 199,974 | |||
- 8 -
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
For the six months ended 30 June 2020
2020 | 2019 | |||
(Unaudited) | (Unaudited) | |||
RMB'000 | RMB'000 | |||
Net cash flows (used in)/from operating activities | (1,932) | 199,974 | ||
CASH FLOWS FROM INVESTING ACTIVITIES | ||||
Proceeds from disposals of items of property, plant | 3 | |||
and equipment | 30 | |||
Purchases of items of property, plant and equipment | (1,049) | (435) | ||
Purchases of intangible assets | (4) | - | ||
Purchases of financial assets at fair value through | (1,394,440) | |||
profit or loss | (1,738,112) | |||
Proceeds from investment income | 15,504 | 5,047 | ||
Proceeds from disposals of financial assets at fair | 1,294,909 | |||
value through profit or loss | 860,035 | |||
Purchase of a shareholding in an associate | (19,000) | - | ||
Net cash flows used in investing activities | (104,077) | (873,435) | ||
CASH FLOWS FROM FINANCING ACTIVITIES | ||||
- | ||||
Proceeds from issue of shares | 574,640 | |||
Repurchase of shares | - | (3,340) | ||
Share issue expenses | - | (24,160) | ||
Principal portion of lease payments | (3,654) | (3,711) | ||
Net cash flows (used in)/from financing activities | (3,654) | 543,429 | ||
NET DECREASE IN CASH AND CASH | ||||
(109,663) | ||||
EQUIVALENTS | (130,032) | |||
Net foreign exchange difference | 587 | 8,412 | ||
Cash and cash equivalents at beginning of period | 220,779 | 281,565 | ||
CASH AND CASH EQUIVALENTS AT END OF | ||||
111,703 | ||||
PERIOD | 159,945 | |||
ANALYSIS OF BALANCES OF CASH AND CASH | ||||
111,703 | ||||
EQUIVALENTS | 159,945 | |||
Cash and bank balances | 111,703 | 159,945 | ||
Cash and cash equivalents as stated in the statement | 111,703 | |||
of financial position and statement of cash flows | 159,945 | |||
- 9 -
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
30 June 2020
-
CORPORATE INFORMATION
Duiba Group Limited (the "Company") is a limited liability company incorporated in the Cayman Islands on 26 February 2018. The registered address is Cricket Square, Hutchins Drive, P.O. Box 2681, Grand Cayman, KY-1111, Cayman Islands.
The Company is an investment holding company. During the six-month period ended 30 June 2020 (the "reporting period"), the Company's subsidiaries are principally involved in user management SaaS platform business, interactive advertising business and other businesses. The shares of the Company were listed on the Main Board of the Stock Exchange of Hong Kong Limited (the "Stock Exchange") on 7 May 2019. - BASIS OF PREPARATION
The Group's unaudited interim condensed consolidated financial information for the six months ended 30 June 2020 have been prepared in accordance with Hong Kong Accounting Standard 34 Interim Financial Reporting.
The unaudited interim condensed consolidated financial information do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the Group's annual financial statements for the year ended 31 December 2019.
The unaudited interim condensed consolidated financial information have been prepared under the historical cost convention. These financial statements are presented in Renminbi ("RMB") and all values are rounded to the nearest thousand except when otherwise indicated. - CHANGES IN ACCOUNTING POLICIES AND DISCLOSURES
The accounting policies adopted in the preparation of the unaudited interim condensed consolidated financial information are consistent with those applied in the preparation of the Group's annual consolidated financial statements for the year ended 31 December 2019, except for the adoption of the following revised Hong Kong Financial Reporting Standards ("HKFRSs") for the first time for the current period's financial information.
Amendments to HKFRS 3 | Definition of a Business |
Amendments to HKFRS 9, | Interest Rate Benchmark Reform |
HKAS 39 and HKFRS 7 | |
Amendment to HKAS 16 | Covid-19-Related Rent Concessions (early adopted) |
Amendments to HKAS 1 and HKAS 8 | Definition of Material |
- 10 -
The nature and impact of the revised HKFRSs are described below:
- Amendments to HKFRS 3 clarify and provide additional guidance on the definition of a business. The amendments clarify that for an integrated set of activities and assets to be considered a business, it must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output. A business can exist without including all of the inputs and processes needed to create outputs. The amendments remove the assessment of whether market participants are capable of acquiring the business and continue to produce outputs. Instead, the focus is on whether acquired inputs and acquired substantive processes together significantly contribute to the ability to create outputs. The amendments have also narrowed the definition of outputs to focus on goods or services provided to customers, investment income or other income from ordinary activities. Furthermore, the amendments provide guidance to assess whether an acquired process is substantive and introduce an optional fair value concentration test to permit a simplified assessment of whether an acquired set of activities and assets is not a business. The Group has applied the amendments prospectively to transactions or other events that occurred on or after 1 January 2020. The amendments did not have any impact on the financial position and performance of the Group.
- Amendments to HKFRS 9, HKAS 39 and HKFRS 7 address the effects of interbank offered rate reform on financial reporting. The amendments provide temporary reliefs which enable hedge accounting to continue during the period of uncertainty before the replacement of an existing interest rate benchmark. In addition, the amendments require companies to provide additional information to investors about their hedging relationships which are directly affected by these uncertainties. The amendments did not have any impact on the financial position and performance of the Group as the Group does not have any interest rate hedge relationships.
-
Amendment to HKFRS 16 provides a practical expedient for lessees to elect not to apply lease modification accounting for rent concessions arising as a direct consequence of the covid-19 pandemic. The practical expedient applies only to rent concessions occurring as a direct consequence of the covid-19 pandemic and only if (i) the change in lease payments results in revised consideration for the lease that is substantially the same as, or less than, the consideration for the lease immediately preceding the change; (ii) any reduction in lease payments affects only payments originally due on or before 30 June 2021; and (iii) there is no substantive change to other terms and conditions of the lease. The amendment is effective retrospectively for annual periods beginning on or after 1 June 2020 with earlier application permitted.
During the reporting period, no lease payments for the leases of the Group's buildings has been reduced or waived by the lessors. The amendments did not have any impact on the financial position and performance of the Group. - Amendments to HKAS 1 and HKAS 8 provide a new definition of material. The new definition states that 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. The amendments clarify that materiality will depend on the nature or magnitude of information. The amendments did not have any impact on the Group's interim condensed consolidated financial information.
- 11 -
4. OPERATING SEGMENT INFORMATION
For management purposes, the Group is not organised into business units based on their products and only has one reportable operating segment. Management monitors the operating results of the Group's operating segment as a whole for the purpose of making decisions about resources allocation and performance assessment.
Geographical information
During the reporting period, the Group operated within one geographical area as all of the Group's revenue was generated from customers located in China. All of the non-current assets of the Group were located in China.
Information about major customers
Revenue from each major customer which accounted for 10% or more of the Group's revenue during the reporting period is set out below:
For the six months ended | ||
30 June | ||
2020 | 2019 | |
(Unaudited) | (Unaudited) | |
RMB'000 | RMB'000 | |
Customer 1 | 106,633 | 97,105 |
Customer 2 | 68,067 | 118,916 |
Customer 3 | 52,930 | 88,442 |
Customer 4 | 49,613 | 85,343 |
Customer 5 | N/A* | 149,485 |
Customer 6 | N/A* | 86,509 |
- The corresponding revenue of the customer is not disclosed as the revenue did not individually account for 10% or more of the Group's revenue for the reporting period.
- 12 -
5. REVENUE, OTHER INCOME AND GAINS
An analysis of revenue, other income and gains is as follows:
For the six months ended | ||||
30 June | ||||
2020 | 2019 | |||
(Unaudited) | (Unaudited) | |||
RMB'000 | RMB'000 | |||
Revenue from contracts with customers | 468,404 | 780,294 | ||
Other income and gains | ||||
Bank interest income | 882 | 945 | ||
Government grants | 4,632 | 2,063 | ||
Others | 754 | 73 | ||
Changes in fair value of financial assets at fair value through profit or loss | 9,605 | 7,716 | ||
Investment income from financial assets at fair value through profit or loss | 11,636 | 5,047 | ||
27,509 | 15,844 | |||
Note: | ||||
(a) | Disaggregation of revenue from contracts with customers | |||
For the six months ended | ||||
30 June | ||||
2020 | 2019 | |||
(Unaudited) | (Unaudited) | |||
RMB'000 | RMB'000 | |||
Types of goods or services | ||||
User management SaaS platform business | 28,353 | 10,660 | ||
Interactive advertising business | 440,028 | 769,560 | ||
Others | 23 | 74 | ||
468,404 | 780,294 | |||
- 13 -
The Group derives revenue from the transfer of goods and services over time and at a point in time in the following major product lines:
For the six months ended | |||
30 June | |||
2020 | 2019 | ||
(Unaudited) | (Unaudited) | ||
RMB'000 | RMB'000 | ||
Timing of revenue recognition | |||
Over time | |||
- SaaS services included in user management SaaS | |||
platform business | 18,720 | 8,560 | |
At a point in time | |||
- Other services included in user management SaaS | |||
platform business | 9,633 | 2,100 | |
- Interactive advertising business | 440,028 | 769,560 | |
- Others | 23 | 74 | |
449,684 | 771,734 | ||
Total | 468,404 | 780,294 | |
- 14 -
6. LOSS BEFORE TAX
The Group's loss before tax is arrived at after crediting/(charging):
For the six months ended | |||||
30 June | |||||
Notes | 2020 | 2019 | |||
(Unaudited) | (Unaudited) | ||||
RMB'000 | RMB'000 | ||||
Cost of inventories sold | 8,512 | 1,437 | |||
Cost of services provided | 392,469 | 534,561 | |||
Depreciation of items of property, plant and equipment | 1,953 | 2,560 | |||
Amortisation of intangible assets* | 149 | 167 | |||
Government grants | 5 | (4,632) | (2,063) | ||
Bank interest income | 5 | (882) | (945) | ||
Foreign exchange differences, net | 5,699 | 937 | |||
Loss on disposal of items of property, plant and equipment | - | 3 | |||
Impairment of trade receivables arising from contracts with | |||||
customers | 441 | 287 | |||
Changes in fair value of financial assets at fair value through | |||||
profit or loss | 5 | (9,605) | (7,716) | ||
Investment income from financial assets at fair value through | |||||
profit or loss | 5 | (11,636) | (5,047) | ||
Research and development costs | 58,782 | 52,746 | |||
Depreciation expense of right-of-use assets | 2,347 | 2,765 | |||
Auditor's remuneration | 800 | 686 | |||
Employee benefit expense(excluding directors' and chief | |||||
executive's remuneration): | |||||
Wages and salaries | 72,988 | 65,167 | |||
Pension scheme contributions | 258 | 5,376 | |||
Staff welfare expenses | 12,321 | 20,036 | |||
Equity-settled share award expense | 23,180 | 8,635 | |||
108,747 | 99,214 | ||||
- The amortisation of intangible assets for the six months end 30 June 2020 is included in "Administrative expenses" in profit or loss.
- 15 -
7. INCOME TAX
The Group is subject to income tax on an entity basis on profits arising in or derived from the jurisdictions in which members of the Group are domiciled and operate.
The Group calculates the period income tax expense using the tax rate that would be applicable to the expected total annual earnings. The major components of income tax expense in the interim condensed statement of profit or loss are:
For the six months ended | |||
30 June | |||
2020 | 2019 | ||
(Unaudited) | (Unaudited) | ||
RMB'000 | RMB'000 | ||
Current - Charged for the period | - | 877 | |
Deferred tax | (9,541) | 640 | |
Total tax (credit)/expense for the period | (9,541) | 1,517 | |
- DIVIDENDS
The Board did not declare any interim dividend for the reporting period (the six months ended 30 June 2019: RMB9 cents per ordinary share, amounting to a total of approximately RMB99,800,000). - LOSS PER SHARE ATTRIBUTABLE TO ORDINARY EQUITY HOLDERS OF THE PARENT
The calculation of the basic loss per share amount is based on the loss for the period attributable to ordinary equity holders of the parent of RMB47,839,000 (six months ended 30 June 2019: RMB382,443,000), and the weighted average number of ordinary shares of 1,044,172,000 (six months ended 30 June 2019: 757,491,000) shares in issue during the period. The number of shares for the current period has been arrived at after eliminating the shares of the Company held under the share award scheme and shares repurchased.
For the six months ended
30 June
2020 2019 (Unaudited) (Unaudited)
RMB RMB
Earnings | ||
Loss attributable to ordinary equity holders of the parent, used in the basic | ||
and diluted loss per share calculation | 47,839,000 | 382,443,000 |
- 16 -
Number of shares
For the six months ended
30 June
2020 2019 (Unaudited) (Unaudited)
Shares | ||
Weighted average number of ordinary shares in issue during | ||
the period used in the basic and diluted loss per share calculation | 1,044,172,000 | 757,491,000 |
No adjustment has been made to the basic loss per share amounts presented for the six months ended 30 June 2020 in respect of a dilution as the impact of restricted stock unit option had an anti-dilutive effect on the basic loss per share amounts presented.
10. TRADE RECEIVABLES | ||||
30 June | 31 December | |||
2020 | 2019 | |||
(Unaudited) | (Audited) | |||
RMB'000 | RMB'000 | |||
Trade receivables | 114,084 | 146,734 | ||
Less: Impairment of trade receivables | (589) | (148) | ||
113,495 | 146,586 | |||
Trade receivables are non-interest-bearing with credit terms ranging from 30 to 60 days. The Group seeks to maintain strict control over its outstanding receivables. Overdue balances are reviewed regularly by senior management. The Group does not hold any collateral or other credit enhancements over its trade receivable balances.
An ageing analysis of the trade receivables as at the end of the reporting period, based on the transaction date and net of provisions, is as follows:
30 June | 31 December | ||
2020 | 2019 | ||
(Unaudited) | (Audited) | ||
RMB'000 | RMB'000 | ||
0 to 30 days | 36,666 | 128,610 | |
31 to 90 days | 57,128 | 17,972 | |
91 to 180 days | 17,616 | 4 | |
181 to 365 days | 2,085 | - | |
113,495 | 146,586 | ||
- 17 -
11. TRADE PAYABLES
30 June 31 December
2020 2019
(Unaudited) (Audited)
RMB'000 RMB'000
Trade payables | 110,855 | 101,853 |
An ageing analysis of the trade payables as at the end of the reporting period, based on the invoice date, is as follows:
30 June | 31 December | ||
2020 | 2019 | ||
(Unaudited) | (Audited) | ||
RMB'000 | RMB'000 | ||
0 to 30 days | 54,085 | 63,498 | |
31 to 90 days | 16,993 | 14,829 | |
91 to 180 days | 12,743 | 12,396 | |
181 to 365 days | 22,807 | 6,888 | |
Over 365 days | 4,227 | 4,242 | |
110,855 | 101,853 | ||
Trade payables are non-interest-bearing and are normally settled on 60-day terms.
12. SHARE AWARD SCHEME Restricted Stock Unit Scheme
The Company and HZ Duiba have adopted a Restricted Stock Unit Scheme to recognise and reward the contribution of certain eligible employees to the growth and development of the Group and to give them incentives in order to retain them for the continual operation and development of the Group; and to attract suitable personnel for further development of the Group through an award of HZ Duiba's shares. The Group granted shares of HZ Duiba under the Scheme through Hangzhou Kewei Equity Investment Management LLP ("HZ Duiba ESOP Co. I"), Hangzhou Kede Equity Investment Management LLP ("HZ Duiba ESOP Co. II") and Duiba Kewei (BVI) Limited ("Duiba ESOP Co. III").
During the six months ended 30 June 2020, a share award expense of RMB998,000 (the six months ended 30 June 2019: RMB2,249,000) was charged to profit or loss.
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Restricted Stock Unit Option Incentive Scheme
The following table discloses the details of share options outstanding at the end of the reporting period:
2020 | |||
Exercise price | Vesting period/ | Fair value | |
Number of options | per share | exercise period | per share |
'000 | US$ | US$ | |
833 | - | 2021/02/01 to 2024/02/01 | 0.45 |
4,140 | - | 2021/03/01 to 2024/03/01 | 0.46 |
7,250 | - | 2021/04/01 to 2024/04/01 | 0.29 |
150 | - | 2021/05/01 to 2024/05/01 | 0.27 |
700 | - | 2021/06/01 to 2024/06/01 | 0.20 |
13,073 | |||
2019 | |||
Exercise price | Vesting period/ | Fair value | |
Number of options | per share | exercise period | per share |
'000 | US$ | US$ | |
516 | - | 2020/03/01 to 2023/03/01 | 4.79 |
6,190 | - | 2020/07/01 to 2023/07/01 | 0.60 |
167 | - | 2020/09/01 to 2023/09/01 | 0.57 |
500 | - | 2020/09/01 to 2022/09/01 | 0.57 |
150 | - | 2020/10/01 to 2023/10/01 | 0.59 |
200 | - | 2020/10/08 to 2023/10/08 | 0.59 |
1,300 | - | 2020/11/01 to 2023/11/01 | 0.65 |
10,117 | - | 2020/12/01 to 2023/12/01 | 0.61 |
19,140 | |||
The fair value of the share options granted during the six months ended 30 June 2020 was US$4,708,000 (equivalent to approximately RMB33,127,000) of which the Group recognised a share option expense of RMB23,565,000 during the six months ended 30 June 2020.
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MANAGEMENT DISCUSSION AND ANALYSIS
BUSINESS REVIEW
Duiba Group is a leading user management SaaS service provider and the interactive advertising operator in China. It provides full-cycle operation services in user acquisition, activity retention and monetization for tens of thousands of customers in financial, Internet and other industries.
1. User Management SaaS Business
Our user management SaaS platform is designed to help businesses attract and retain online users in a cost-effective manner, by offering various fun and engaging user management tools including reward points system operation, membership marketing operation and gamification operation to boost mobile app user activity and participation on apps. Having initially launched our user management SaaS platform on a free-of- charge model in order to expand our customer base, we began charging for our user management SaaS solutions on a pilot basis in April 2018. Meanwhile, we have been extending user management SaaS solutions to serve offline enterprises.
As at 30 June 2020, paying customers which used our charged user management SaaS services increased to 727 (1H2019: 568) including 159 customers from financial industry (1H2019:19) and 568 customers from other industries (1H2019: 549) For the six months ended 30 June 2020, the number of newly signed contracts (including renewed contracts) for the Group's user management SaaS business reached 345 (1H2019: 263). The total value of our newly signed contracts (including renewed contracts) in 1H2020 was approximately RMB39.6 million (1H2019: RMB15.3 million) and the average charge per signed contract was approximately RMB115,000. Revenue generated from our user management SaaS business increased significantly by 166.0% to RMB28.4 million (1H2019: RMB10.7 million).
The sales and marketing strategy of our user management SaaS business for offline businesses is to actively explore cooperation opportunities with top brands in several sectors including retailing, catering, banking and new media. In 1H2020, we continuously made breakthroughs in expanding our banking customer base. The total number and the total value of our newly signed contracts (including renewed contracts) with banking customers in 1H2020 was 97 (1H2019: 18) and RMB14.8 million (1H2019: RMB1.7 million), respectively.
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The following table sets forth the financial performance of user management SaaS business for the periods indicated:
For the six months ended | |||||
30 June | |||||
2020 | 2019 | ||||
RMB'000 | RMB'000 | ||||
Revenue | 28,353 | 10,660 | |||
Cost of sales | (9,129) | (1,521) | |||
Selling and distribution expenses | (21,874) | (12,758) | |||
Administrative expenses (excluding research and | (1,327) | ||||
development expenses) | (858) | ||||
Research and development expenses | (23,634) | (16,324) | |||
(27,611) | (20,801) | ||||
The following table sets forth a breakdown of our revenue from user management SaaS for the periods indicated:
For the six months ended | ||||
30 June | ||||
2020 | 2019 | |||
RMB'000 | RMB'000 | |||
User management SaaS solutions | 19,036 | 8,560 | ||
Other value-added services | 9,317 | 2,100 | ||
28,353 | 10,660 | |||
We will upgrade the core service of user management SaaS to include three product packages: basic version, premium version and VIP customized version to meet the different needs of different customers; we will also provide enterprises with marketing products and services: continuous innovation and more targeted effective marketing strategies and campaign tools.
In addition, in 1H2020, the outbreak of COVID-19 has caused the live broadcast events to enter the era of public awareness and use. The majority of businesses are doing live broadcast for e-commerce. However, for banks and insurance companies, the products in these industries are obviously slow in turnover cycles and rely on salespersons to guide the customers on decision-making, thus the traditional e-commerce live streaming is not applicable here. We started to provide a complete set of professionally generated live content planning and live supporting products for customers in these industries since April 2020. Before the live broadcast, sufficient potential users will be formed through the training and incentive mechanism for the company's salespersons. During the live broadcast process, the product interaction design will cooperate with the
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professional host to increase user engagement. During the viewing process, users will actively participate in raising questions, tests, reservations and receiving awards and other interactions which will leave precise user clues. After the live broadcast, through digital management tools, salespersons can more efficiently follow up and convert user clues brought by live broadcast. In the future, a picture will be formed. The salespersons or account managers of these companies will actively request the company to continue to broadcast live events. This is the core empowerment of our products, making live broadcast an indispensable means for corporate sales. For the six months ended 30 June 2020, we have three paying customers which used our live broadcast SaaS service.
We will invest more in research and development to provide businesses with one-stop user management SaaS service to help them manage, activate and acquire users, including reward points system operation, membership marketing operation, gamification operation and live broadcast SaaS service. We covered top brands in offline businesses especially banks and insurance companies which have a large user base and demand for one-stop user management SaaS services, and we believe they present a great untapped potential.
2. Interactive Advertising Business
In 2015, the Group pioneered and launched its interactive advertising business, which aggregated the traffic of different app scenarios, systematically managed content activities, and achieved large-scale monetization through advertisements, thereby achieving a win-win situation for each of the advertisers, media partners and users. Advanced big data analytics and AI technology also provides robust support to the innovation and operations of our interactive advertising platform. We generally charge our interactive advertising customers based on the performance of advertisements. The majority of our revenue from our interactive advertising business during the six months ended 30 June 2020 was generated from the CPC (cost per click) model under which we charged customers only if viewers interacted with our advertising tools and were directed to the mobile internet page designated by the advertisers.
As the worldwide outbreak of COVID-19 has caused a sharp drop of economy, China's GDP fell by 6.8% in the first quarter of 2020, compared with last year and this sharp drop was the first time in 44 years. For the four months ended 30 April 2020, the demand and budget of the advertisers took a significant beating by the economy drag from the COVID-19 outbreak and the advertising platform's offline traffic also has come to a staging standstill. A slower recovery of the Group's advertising business was proved since May 2020, meanwhile we expect a strong recovery after the COVID-19 outbreak.
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For the six months ended 30 June 2020, the revenue from our interactive advertising business declined by 42.8% to RMB440.0 million (1H2019: RMB769.6 million). 42% of such revenue was contributed by the e-commerce industry and 42% of such revenue was contributed by the financial industry. Among the top 20 ultimate advertisers in terms of revenue contribution in 1H2020, four customers were e-commerce platforms operated by listed companies and eight customers were listed financial enterprises.
The interactive advertising model of the Group attracts users with rich and interesting high-engagement activities, and provides users with entertainment and leisure. At the same time, the advertisements are presented in the form of discounts and benefits on the landing pages, which meets and stimulates user demand.
The Group has made persistent efforts to upgrade its advertising technology capability and provide online automated and customized services to both content distribution channels and advertisers through our interactive advertising platform consisting of the media management platform and the smart advertising system.
As at 30 June 2020, we had designed more than 17,000 advertising campaigns, most of which were the first-of-their-kind on the market. During the six months ended 30 June 2020, the average revenue per chargeable click under the CPC model of our interactive advertising platform decreased to RMB0.31 (1H2019: RMB0.34) due to the COVID-19 outbreak, and the average CTR (click-through rate) of our interactive advertising business reached 26.7% (1H2019: 26.5%) through our continuing efforts to upgrade products and technology.
3. Research and Development
During the six months ended 30 June 2020, the Group continued to increase investment in research and development. As at 30 June 2020, the number of employees from our research and development department was 390, accounted for 52.8% of the Group's total employees, which resulted in a 11.6% increase in the Group's research and development expenses from RMB52.7 million in 1H2019 to RMB58.8 million in 1H2020. In order to improve and optimize our algorithms, we appointed Mr. Chen Xiuyi (陳秀義), who has extensive experience in the application of algorithm technology relating to online advertising, as the chief technology officer on 1 April 2020.
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FINANCIAL REVIEW
As the demand and budget of the advertisers took a significant beating by the economy drag from the COVID-19 outbreak and the advertising platform's offline traffic also has come to a staging standstill, the Group's growth record was revised downwards. However, the Group further facilitated the monetization of user management SaaS business as this segment contributed rapid growth and high gross margin.
Revenue
For the six months ended 30 June 2020, the Group recorded a total revenue of RMB468.4 million (1H2019: RMB780.3 million), with a decrease of approximately 40.0% as compared to 1H2019. Such decrease was attributed to the 42.8%, or RMB329.6 million, decline in the revenue from our interactive advertising business for the six months ended 30 June 2020 as compared to 1H2019 reflecting the sharp fall in advertising page views and number of chargeable clicks from 9,733.8 million to 7,554.8 million, and 2,583.4 million to 2,019.6 million, respectively, during the six months ended 30 June 2020 due to the dramatic reduction of the demand and budget of the advertisers and a staging standstill to the platform's offline traffic.
However, the revenue generated from our user management SaaS platform business recorded an increase of 166.0% to RMB28.4 million for the six months ended 30 June 2020 as compared to 1H2019 mainly due to the increased number of newly signed contracts (including renewed contracts) and the increased unit price.
Gross Profit
For the six months ended 30 June 2020, the Group recorded gross profit of RMB67.4 million (1H2019: RMB244.3 million), which decreased by approximately 72.4% as compared to 1H2019. The gross profit margin was approximately 14.4% (1H2019: approximately 31.3%) and the gross profit margin for user management SaaS business and interactive advertisement business was 67.8% and 10.9%, respectively. The decline in gross profit was mainly due to the dramatic beating of the macro environment and advertising industry by the COVID-19 outbreak. Firstly, as the economy drag caused by the COVID-19 outbreak has left the advertisers with uncertain demand and budget, the Group adjusted the incentive strategy for the core advertisers. Secondly, the COVID-19 has come to a staging standstill to the advertising platform's offline traffic which contributed a higher conversion efficiency in 2019. Finally, for improving advertisement performance continuously, the Group increased the procurement of premium quality traffic from the core content distribution channels and adjusted the revenue sharing ratio. As most of the advertisers, especially the e-commerce industry, have increased advertisement budgets gradually, and the advertising platform's offline traffic recovered quickly since May 2020, thus the Group expects a strong revenue recovery with decent profitability after the COVID-19 outbreak ends.
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Selling and Distribution Expenses
For the six months ended 30 June 2020, the Group recorded selling and distribution expenses of RMB42.6 million (1H2019: RMB53.9 million), representing a decrease of 20.9% as compared to 1H2019, mainly due to the reduction in marketing and advertising expenses. Meanwhile, selling and distribution expenses as a percentage of our total revenue increased to approximately 9.1% (1H2019: approximately 6.9%), mainly because the revenue decreased due to the COVID-19 outbreak, however the number of the Group's selling and distribution employees remained stable over the six months ended 30 June 2020. In addition, the Group has increased the selling and distribution expenses to promote user management SaaS business.
Administrative Expenses
For the six months ended 30 June 2020, the Group recorded administrative expenses of RMB103.7 million, representing a decrease of 12.3% compared to RMB118.2 million for 1H2019, because no listing expense was incurred in 1H2020 (1H2019: RMB32.2 million). The Group recorded research and development expenses of RMB58.8 million (1H2019: RMB52.7 million) and share-based payment of RMB24.6 million (1H2019: RMB9.0 million) respectively. Administrative expenses as a percentage of our total revenue increased to approximately 22.1% (1H2019: approximately 15.2%) mainly due to the sharp increase of share-based payment.
Changes in Fair Value of Financial Liabilities at Fair Value through Profit or Loss
The loss we recognized from the change in fair value of financial liabilities at fair value through profit or loss decreased from RMB467.7 million for the six months ended 30 June 2019 to nil for the six months ended 30 June 2020, because all of our redeemable preference shares have been converted into ordinary shares immediately prior to our listing on 7 May 2019.
Loss for the Period
For the six months ended 30 June 2020, loss attributable to the shareholders of the Company amounted to RMB47.8 million (1H2019: RMB382.4 million). Basic loss per share decreased to RMB5 cents (1H2019: RMB50 cents) mainly due to the fact that no changes in fair value of financial liabilities at fair value through profit or loss was recorded for the six months ended 30 June 2020.
Adjusted Profit or Loss for the Period
For the six months ended 30 June 2020, the Group's adjusted loss was RMB23.3 million (1H2019: adjusted profit of RMB126.5 million), and such decrease was mainly caused by the significant decrease in our revenue for the six months ended 30 June 2020 compared with the same period of 2019 as mentioned above.
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Cash Flows
For the six months ended 30 June 2020, our net cash outflow used in operating activities was RMB1.9 million (1H2019: net cash inflow of RMB200.0 million), and such change was primarily due to the decrease in our revenue for the six months ended 30 June 2020 compared with the same period of 2019. Our net cash outflow used in investing activities was RMB104.1 million (1H2019: RMB873.4 million), representing a decrease of 88.1% compared with 1H2019, primarily due to the disposals of financial assets at fair value through profit or loss at the amount of RMB1,295.0 million (1H2019: RMB860.0 million). Our net cash outflow used in financing activities was RMB3.7 million (1H2019: net cash inflow of RMB543.4 million), and such change was primarily due to the net proceeds from issue of shares of the Company (the "Shares") in 2019.
Gearing Ratio
The Group monitors capital using a gearing ratio, which is total debt divided by total capital and net debt. Total debt includes trade payables, other payables and accruals, tax payable, lease liabilities and contract liabilities, less cash and cash equivalents. As at 30 June 2020, the Group's gearing ratio was approximately 9.1% as compared to approximately 1.9% as at 30 June 2019, primarily due to the decrease of cash and cash equivalents compared with that as at 30 June 2019.
Liquidity and Capital Structure
During the six months ended 30 June 2020, the daily working capital of the Group was primarily derived from internally generated cash flow from operating activities and the net proceeds from issue of Shares. As at 30 June 2020, the Group had cash and cash equivalents of approximately RMB111.7 million (as at 30 June 2019: RMB159.9 million). We did not have any unutilized banking facilities as at 30 June 2020.
Foreign Exchange Risk Management
The Group has transactional currency exposures. Such exposures arise from the issue of share in currencies different from the operating units' functional currencies. At present, the Group does not intend to hedge its exposure to foreign exchange fluctuations. However, the management constantly monitors the economic situation and the Group's foreign exchange risk profile and will consider appropriate hedging measures in the future should the need arise.
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Material Acquisitions, Disposals and Significant Investment
On 19 June 2020, Hangzhou Keze Network Technology Co., Ltd.* (杭州可澤網路科技有 限公司) ("Hangzhou Keze"), a wholly-owned subsidiary of the Company, entered into the memorandum of understanding in relation to the establishment of a joint venture company, Zhejiang Gushang Intelligent Technology Co., Ltd.* (浙江谷尚智能科技有限公司) (the "JV Company"), pursuant to which Hangzhou Keze holds 19% of the equity in the JV Company. Based on the percentage shareholding of Hangzhou Keze in the JV Company, the total investment of the Group in the JV Company (including the land acquisition costs) is expected to be around RMB332.4 million. For details, please refer to the announcement of the Company dated 19 June 2020.
Save as disclosed above, there were no material acquisitions, disposals and significant investment of the Group for the six months ended 30 June 2020.
Contingent Liabilities
As at 30 June 2020, the Group did not have any unrecorded contingent liabilities or guarantees (as at 31 December 2019: nil).
Charge on Assets
As at 30 June 2020, the Group had no charges on its assets (as at 31 December 2019: nil).
DIVIDEND
The Board did not recommend the payment of any interim dividend for the six months ended 30 June 2020 (1H2019: RMB9 cents per Share).
SUBSEQUENT EVENT
The Group did not have any significant events from 30 June 2020 and up to the date of this announcement.
ORGANIZATION AND TALENT RETENTION
As at 30 June 2020, the Group's workforce reached 739 (as at 31 December 2019: 692), including 289 sales employees, 60 administration employees and 390 research and development employees. Identification and development of high-potential talents has been listed as a top priority for the management this year. Moreover, the Group provided higher incentives to talents by granting them with share options and share awards of the Company.
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SOCIAL RESPONSIBILITY
During the six months ended 30 June 2020, the Group upheld the principle of "serving the people and giving back to society", actively seeking opportunities to give back to the society in order to create a better living environment for local communities. During the COVID-19 outbreak, the Group properly carried out epidemic prevention and control in active response to the "scientific epidemic prevention" by regularly distributing masks and vitamin C to its employees and providing shuttle buses for them. Meanwhile, the Group gave back to the society by donation of materials purchased through its own channels, including masks and disinfectants. In addition, in response to the national call, the Group provided support for teaching in mountain villages by designating the "Candlelight" voluntary teaching team with teaching materials to accompany the students of Ma`ao Primary School in Shenzhen Town, Ninghai County, Ningbo City, Zhejiang Province for 14 days and established a profound friendship with them. The Group believes that the participation in community activities plays an important role in the long-term development of the Group. Through different activities to benefit the community, the Group can develop a culture of participating in community work and give back to the society. The Group will always pay attention to those in need and spare no effort to promote the development, education and construction activities of the communities where the Group operates.
FUTURE OUTLOOK
The COVID-19 outbreak has a far-reaching impact on the future economy. Enterprises are further increasing their investment in digital transformation and upgrade, especially in industries where the main business still relies mainly on offline scenarios and channels, typically represented by the banking industry. During the COVID-19 outbreak, offline outlets are unable to carry out operations, and account managers cannot visit customers, thus greatly affecting the normal development of their business. Online user management and the creation of online new user scenarios become an extremely urgent need of major banks for their business upgrade. The Group will be deeply engaged in user management SaaS business in vertical industries, and continuously upgrade and innovate our products and services, so as to create greater long-term value for banking, retail and other industries.
The COVID-19 outbreak has a significant impact on the interactive advertising business of the Group, with the phased stagnation of the traffic for the offline consumption scenario due to the outbreak, and the budget pressures on advertisers in the industry. However, with the recovery of the domestic economy, the two negative effects have been gradually eliminated, with a significant improvement in the market environment for the continuous growth of the interactive advertising business. Looking forward to the second half of the year, the Group will adhere to the diversified traffic structure strategy of online and offline, omni-channel and full-scenario coverage for advertising traffic. In addition to the offline consumption scenario, it will further expand the traffic from WeChat mini program, digital TV traffic, and various access to traffic in the Internet of Things era after the full coverage of 5G in the future.
It is the long-term relentless mission of Duiba, a young team, to help enterprises improve their efficiency!
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USE OF NET PROCEEDS FROM LISTING
The Shares were listed on the Main Board of The Stock Exchange of Hong Kong Limited (the "Stock Exchange") on 7 May 2019 (the "Listing Date") by way of global offering at the offering price of HK$6.0 per Share, raising net proceeds (the "Net Proceeds") of approximately HK$569.5 million (equivalent to RMB490.5 million) after deducting professional fees, underwriting commissions and other related listing expenses.
As stated in the prospectus of the Company dated 24 April 2019 (the "Prospectus"), the Company intended to use the Net Proceeds in the following manner:
- approximately 37% or RMB180.2 million for the enhancement of our research and development function;
- approximately 25% or RMB125.1 million for the enhancement of our sales and marketing function;
- approximately 8% or RMB38.1 million for the enhancement of our operational function;
- approximately 20% or RMB98.1 million for investment into and acquiring companies and businesses that are relevant or complementary to our business and technologies, in order to support our growth strategies; and
- approximately 10% or RMB49.0 million for working capital and other general corporate purposes.
As at 30 June 2020, the Group had utilized the Net Proceeds in the manner as set out in the table below:
Approximate | Utilization | ||||||
percentage | as at | ||||||
of total | Net | 30 June | Unutilized | ||||
amount | Proceeds | 2020 | amount | ||||
% | RMB' million | RMB' million | RMB' million | ||||
Research and development | 37% | 180.2 | 49.1 | 131.1 | |||
Sales and marketing | 25% | 125.1 | 19.3 | 105.8 | |||
Operations | 8% | 38.1 | 5.5 | 32.6 | |||
Acquisitions | 20% | 98.1 | - | 98.1 | |||
Working capital | 10% | 49.0 | 49.0 | - | |||
Total | |||||||
100% | 490.5 | 122.9 | 367.6 | ||||
There was no change in the intended use of the Net Proceeds as previously disclosed in the Prospectus and the 2019 annual report of the Company.
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A detailed breakdown and description of the intended use of the unutilized Net Proceeds and the expected timeline for the use of the unutilized Net Proceeds is set out in the table below:
2020 | 2021 | Total | |||||||
RMB' million | RMB' million | RMB' million | |||||||
Research and development: | |||||||||
- business-specific staff recruitment | 32.1 | 45.5 | 77.6 | ||||||
- investment in servers | 19.8 | 12.5 | 32.3 | ||||||
- improvement in technology infrastructure | 13.9 | 19.7 | 33.6 | ||||||
- research and development center | 11.4 | 11.4 | 22.8 | ||||||
Subtotal | |||||||||
77.2 | 89.1 | 166.3 | |||||||
Sales and marketing: | |||||||||
- business-specific staff recruitment | 17.2 | 25.3 | 42.5 | ||||||
- marketing initiatives | 32.1 | 39.3 | 71.4 | ||||||
Subtotal | |||||||||
49.3 | 64.6 | 113.9 | |||||||
Operations: | |||||||||
- business-specific staff recruitment | 11.0 | 15.6 | 26.6 | ||||||
- operational facilities | 3.6 | 5.0 | 8.6 | ||||||
Subtotal | |||||||||
14.6 | 20.6 | 35.2 | |||||||
Acquisitions | - | - | 98.1 | ||||||
Working capital | 19.6 | - | 19.6 | ||||||
CORPORATE GOVERNANCE PRACTICES
The Group is committed to maintaining high standards of corporate governance to safeguard the interests of the Shareholders and to enhance corporate value and accountability. The Company has adopted the Corporate Governance Code (the "CG Code") as set out in Appendix 14 to the Rules Governing the Listing of Securities on the Stock Exchange (the "Listing Rules") as its own code of corporate governance.
Under code provision A.2.1 of the CG Code, the roles of chairman and chief executive officer should be separate and should be performed by different individuals.
At present, the roles of the chairman of the Board and the chief executive officer of the Company are performed by Mr. Chen Xiaoliang. The Board believes that Mr. Chen Xiaoliang should continue to assume the responsibilities of the chairman of the Board and the chief executive office of the Company as this arrangement will improve the efficiency of our decision-making and execution process given his familiarity with our Group.
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During the daily operations of the Company, all material decisions are approved by the Board and the relevant Board committees, as well as the senior management team. In addition, the Directors proactively participate in all board meetings and all relevant board committee meetings, and the chairman ensures all the Directors are duly informed of all the matters to be approved at the meetings. In addition, the senior management team provides the Board with sufficient, clear, complete and reliable company information on a regular basis and from time to time. The Board also regularly meets and reviews the operations of the Company under the leadership of Mr. Chen Xiaoliang on a quarterly basis.
The Board is therefore of the view that there is an adequate balance of power and that appropriate safeguards are in place. The dual roles of Mr. Chen Xiaoliang have no negative effect on the balance of power and authority between Board and the Company's senior management team. The Board will continue to regularly monitor and review the Company's current corporate governance structure and to make necessary changes when appropriate.
Save as disclosed above, the Company has complied with all applicable code provisions of the CG Code for the six months ended 30 June 2020. The Company will continue to review and monitor its corporate governance practices to ensure compliance with the CG Code.
MODEL CODE FOR SECURITIES TRANSACTIONS
The Company has adopted the Model Code as set out in Appendix 10 to the Listing Rules as its own code of conduct regarding directors' securities transactions. Having made specific enquiries of all Directors, each of the Directors has confirmed that he/she has complied with the required standards as set out in the Model Code for the six months ended 30 June 2020.
PURCHASE, SALE OR REDEMPTION OF LISTED SECURITIES
On 9 January 2020, the Company cancelled 26,339,200 Shares which were repurchased on the Stock Exchange for the period from 16 September 2019 to 31 December 2019 at a total consideration (before expenses) of HK$120,569,514.
Save as disclosed above, during the six months ended 30 June 2020, neither the Company nor any of its subsidiaries or consolidated affiliated entities has purchased, sold or redeemed any of the Company's listed securities.
AUDIT COMMITTEE
The audit committee of the Company, together with management, has reviewed the unaudited interim results of the Group for the six months ended 30 June 2020.
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PUBLICATION OF THE INTERIM RESULTS AND 2020 INTERIM REPORT ON THE WEBSITES OF THE STOCK EXCHANGE AND THE COMPANY
This interim results announcement is published on the websites of the Stock Exchange (https://www.hkexnews.hk) and the Company (http://www.duiba.cn), and the 2020 Interim Report containing all the information required by the Listing Rules will be dispatched to the Shareholders and published on the respective websites of the Stock Exchange and the Company in due course.
By order of the Board
DUIBA GROUP LIMITED
Chen Xiaoliang
Chairman
Hangzhou, China, 28 August 2020
As at the date of this announcement, the Board comprises Mr. Chen Xiaoliang, Mr. Zhu Jiangbo, Ms. Chen Ting and Mr. Cheng Peng as executive Directors, Mr. Huang Tao and Mr. William Peng as non-executive Directors and Mr. Kam Wai Man, Dr. Ou-Yang Hui and Dr. Gao Fuping as independent non-executive Directors.
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Duiba Group Ltd. published this content on 28 August 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 August 2020 04:22:08 UTC