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.

(Incorporated in Hong Kong under the Companies Ordinance)

(Stock Code: 40)

2019/2020 Unaudited Interim Results Announcement

(For the six months ended 30 September 2019)

The Board of Directors of Gold Peak Industries (Holdings) Limited (the "Company") is pleased to announce the unaudited consolidated results of the Company and its subsidiaries (the "Group") for the six months ended 30 September 2019.

HIGHLIGHTS

  • Revenue decreased by 7.3% to HK$3,218 million
  • Profit for the period attributable to owners of the Company increased by 680.2% to HK$174.7 million
  • Earnings per share: 22.26 Hong Kong cents (2018/19: 2.85 Hong Kong cents)
  • Interim dividend per share: 2.0 Hong Kong cents (2018/19: 1.7 Hong Kong cents)

SUMMARY OF RESULTS

For the six months ended 30 September 2019, the Group's revenue amounted to HK$ 3,218 million, a decrease of 7.3% as compared with HK$3,470 million for the same period last year. The unaudited consolidated profit attributable to owners of the Company amounted to HK$174.7 million, an increase of 680.2% compared to the corresponding period in the previous year. The earnings per share for the period amounted to 22.26 HK cents as compared with 2.85 HK cents for the same period last year.

1

BUSINESS REVIEW

GP Industries Limited ("GP Industries") (85.5% owned by Gold Peak as at 30 September 2019)

GP Industries' revenue for the six months ending 30 September 2019 ("H1FY2020") was S$562.3 million, a 5.5% decline compared to the revenue reported for the corresponding period ending 30 September 2018 ("H1FY2019").

Despite a decrease in revenue, gross profit for H1FY2020 increased by 4.3% to S$147.8 million as gross profit margin improved from 23.8% in H1FY2019 to 26.3% in H1FY2020. This increase was mainly due to improved gross profit margin, as a result of a more favorable Chinese Renminbi against US dollar exchange rate, lower price for some raw materials, and the Management's focus on cost efficiency improvements and on better quality businesses.

GP Industries' other operating income increased by S$45.0 million in H1FY2020, mainly attributable to a gain of S$48.4 million from disposal of land and buildings by a wholly-owned subsidiary, GP Electronics (Huizhou) Co., Ltd. ("GPHC"). Other operating expenses increased by S$23.0 million, due mainly to a provision for restructuring costs of S$17.5 million for relocation of the operations of GPHC and a S$4.1 million realised loss on derivative financial instruments due to depreciation of Renminbi.

Profit before taxation increased by S$32.2 million, from S$30.6 million to S$62.8 million. Taxation expenses increased by S$9.7 million to S$18.2 million due mainly to taxation expense on GPHC's property disposal gain.

GP Industries' profit after taxation attributable to equity holders for H1FY2020 was S$38.7 million, an increase of S$24.7 million from S$14.0 million in H1FY2019.

Batteries Business

  • Revenue of the Batteries Business declined by 6.9% to S$429.3 million.
  • Sales of primary batteries decreased by 9.7% while sales of rechargeable batteries increased by 9.0%.
  • Sales in Asia and Americas decreased by 11.9% and 10.7% respectively while sales in Europe increased by 6.5%.
  • The associates of the Batteries Business contributed more profit in aggregate.
  • GP Industries' interest in STL Technology Co., Ltd ("STL") decreased from 34.27% to 30.08% as a result of new shares issued by STL and the disposal of 100,000 old STL shares in connection with the public listing of STL shares on the mainboard of the Taipei Exchange. The listing contributed to a gain of S$1.6 million for GP Industries.

2

Electronics and Acoustics Business

  • Revenue of the Electronics and Acoustics Business increased by 1.5% to S$113.6 million.
  • Sales of electronics products decreased by 0.6% while sales of acoustics products grew by 3.7%.
  • Sales of acoustics products to Europe and Asia increased by 4.9% and 12.4% respectively while sales to the Americas declined by 5.1%.
  • The associated companies which manufacture parts and components contributed less profit during this period.
  • GPHC reported a property disposal gain of S$48.4 million and a provision for restructuring costs of S$17.5 million in connection with the relocation of part of its operations to Thailand and to set up another factory in a new location in China.

Automotive Wire Harness Business

  • Revenue of the Automotive Wire Harness Business declined by 11.3% to S$19.4 million.
  • Sales to the Americas and China decreased by 3.8% and 25.6% respectively.

Other Industrial Investments

  • Linkz Industries Limited recorded declines in revenue and profit contribution.
  • Profit contribution from Meiloon Industrial Co., Ltd. rose as revenue increased.

FINANCIAL REVIEW

During the period, the Group's net bank borrowings increased by HK$163 million to HK$2,139 million. As at 30 September 2019, the aggregate of the Group's shareholders' funds and non- controlling interests was HK$2,257 million and the Group's gearing ratio (the ratio of consolidated net bank borrowings to shareholders' funds and non-controlling interests) was 0.95 (31 March 2019: 0.89). The gearing ratios of the Company and GP Industries were 0.53 (31 March 2019: 0.55) and 0.61 (31 March 2019: 0.55) respectively.

At 30 September 2019, 67% (31 March 2019: 66%) of the Group's bank borrowings was revolving or

repayable within one year whereas 33% (31 March 2019: 34%) was repayable from one to five years. Most of these bank borrowings are in US dollars, Singapore dollars and Hong Kong dollars.

The Group's exposure to foreign currencies arises mainly from the net cash flow and the translation of net monetary assets or liabilities of its overseas subsidiaries. The Group continued to manage foreign exchange risks prudently. Forward contracts, borrowings in local currencies and local sourcing have been arranged to minimise the impact of currency fluctuation.

3

PROSPECTS

Amidst the US-China trade dispute and geo-political uncertainties, the Group will continue to enhance the competitiveness of its businesses by investing in technology and new product development, further automating its factories and continuing to build its brands and distribution networks in key markets. The Batteries Business is expanding the capacity for manufacturing miniature rechargeable Lithium batteries to capture market opportunities which arise from increasing popularity of IoT (internet of things) and wearable electronic devices.

As part of the strategy, the Group continues to expand its manufacturing facilities outside China to diversify its manufacturing base and to leverage on the competitive advantages of other Asian countries. The additional manufacturing facilities set up by the Batteries Business in Malaysia and Vietnam are near completion and are expected to start operation in the coming quarters. The formation of a 51%-owned subsidiary in Thailand for manufacturing electronics and acoustics products is progressing as planned and is expected to start operation in the coming quarters.

Both the Group's batteries business and audio business have experienced softened demand in many key markets during recent months. Developments regarding Brexit may also bring some uncertainties. The outcome of the US-China trade negotiations is still uncertain.

Volatility in certain raw material prices and the exchange rates of key trading currencies may also affect the Group's results while a weakened Renminbi against US dollar helps to offset some of the negative impacts of the US-China trade dispute and increases in raw material prices.

4

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS

For the six months ended

30 September

2019

2018

Notes

HK$'000

HK$'000

Revenue

3 & 4

3,217,933

3,469,997

Cost of sales

(2,372,119)

(2,643,274)

Gross profit

845,814

826,723

Other income

5

353,328

113,661

Selling and distribution expenses

(362,389)

(403,827)

Administrative expenses

(363,522)

(395,628)

Other expenses

6

(136,438)

(6,800)

Finance costs

(91,772)

(87,272)

Share of results of associates

86,414

70,304

Profit before taxation

7

331,435

117,161

Taxation

8

(90,746)

(35,759)

Profit for the period

240,689

81,402

Attributable to:

174,682

Owners of the Company

22,388

Non-controlling interests

66,007

59,014

240,689

81,402

Interim dividend

15,694

13,340

9

Earnings per share - Basic

22.26 HK cents

2.85 HK cents

5

UNAUDITED CONDENSED CONSOLIDATED

STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

For the six months ended

30 September

2019

2018

HK$'000

HK$'000

Profit for the period

240,689

81,402

Other comprehensive expense:

Items that may be reclassified subsequently to profit or loss :

Exchange differences arising from translation of foreign operations

(113,204)

(160,077)

Translation deficit reclassified to profit or loss upon

(126)

deregistration of a subsidiary

-

Net change in fair value of cash flow hedges

(599)

(453)

Share of other comprehensive expense of associates

(38,860)

(73,367)

(152,789)

(233,897)

Items that will not be reclassified subsequently to profit or loss:

Fair value loss on equity instruments at fair value through

(1,861)

other comprehensive income

(7,322)

Other comprehensive expense for the period

(154,650)

(241,219)

Total comprehensive income (expense) for the period

86,039

(159,817)

Total comprehensive income (expense) attributable to:

63,211

Owners of the Company

(149,381)

Non-controlling interests

22,828

(10,436)

86,039

(159,817)

6

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As at

As at

30 September 2019

31 March 2019

Notes

HK$'000

HK$'000

Non-current assets

1,607,736

Property, plant and equipment

10

1,594,734

Right of use assets

2 & 11

173,590

-

Interests in associates

1,520,690

1,484,262

Equity instruments at fair value through other

72,207

77,376

comprehensive income

Intangible assets

1,286

1,324

Goodwill

79,066

79,066

Deferred tax assets

26,082

22,488

Non-current receivables

44,050

-

Non-current deposits

25,544

12,980

Current assets

3,550,251

3,272,230

1,030,447

Inventories

1,056,122

Trade and other receivables and prepayments

12

1,496,495

1,288,376

Dividend receivable

-

27,364

Taxation recoverable

16,128

21,861

Derivative financial instruments

-

87

Bank balances, deposits and cash

1,178,191

1,448,715

3,721,261

3,842,525

Assets classified as held for sale

44,036

196,493

Current liabilities

3,765,297

4,039,018

1,405,928

Creditors and accrued charges

13

1,567,864

Contract liabilities

6,968

15,835

Lease liabilities

62,749

-

Taxation payable

36,707

41,785

Derivative financial instruments

-

80

Obligations under finance leases - amount due within one year

-

1,266

Bank loans and import loans

2,216,533

2,257,104

Net current assets

3,728,885

3,883,934

36,412

155,084

Total assets less current assets

3,586,663

3,427,314

Non-current liabilities

85,628

Lease liabilities

-

Obligations under finance leases - amount due after one year

-

3,269

Bank and other loans

1,100,879

1,167,627

Deferred tax liabilities

41,192

24,098

Provision for restructuring

99,810

-

Derivative financial instruments

2,617

2,065

Net assets

1,330,126

1,197,059

2,256,537

2,230,255

Capital and reserves

921,014

Share capital

921,014

Reserves

525,354

491,476

Equity attributable to owners of the Company

1,446,368

1,412,490

Non-controlling interests

810,169

817,765

Total equity

2,256,537

2,230,255

7

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1. Basis of preparation

The unaudited condensed consolidated financial statements have been prepared in accordance with Hong Kong Accounting Standard ("HKAS") 34 "Interim financial reporting" issued by the Hong Kong Institute of Certified Public Accountants (the "HKICPA") and the applicable disclosure requirements of Appendix 16 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules").

The financial information relating to the year ended 31 March 2019 that is included in the half-year interim report 2019/2020 as comparative information does not constitute the Company's statutory annual consolidated financial statements for that year but is derived from those financial statements. Further information relating to these statutory financial statements required to be disclosed in accordance with section 436 of the Companies Ordinance (Chapter 622 of the Laws of Hong Kong) (the "Companies Ordinance") is as follows:

The Company has delivered the financial statements for the year ended 31 March 2019 to the Registrar of Companies as required by section 662(3) of, and Part 3 of Schedule 6 to, the Companies Ordinance.

The Company's auditor has reported on the financial statements for the year ended 31 March 2019. The auditor's report was unqualified; did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying its report; and did not contain a statement under sections 406(2), 407(2) or (3) of the Companies Ordinance.

2. Significant accounting policies

The condensed consolidated financial statements have been prepared on the historical cost basis except for certain properties and financial instruments, which are measured at fair values or revalued amounts, as appropriate.

Other than changes in accounting policies resulting from application of new Hong Kong Financial Reporting Standard ("HKFRS"), the accounting policies and method of computation used in the unaudited condensed consolidated financial statements for the six-month ended 30 September 2019 are the same as those followed in the preparation of the Group's annual financial statements for the year ended 31 March 2019.

Application of new and amendments to HKFRSs

In the current interim period, the Group has applied, for the first time, the following new and amendments to HKFRSs and an interpretation issued by the HKICPA which are mandatorily effective for the annual period beginning on or after 1 April 2019 for the preparation of the Group's condensed consolidated financial statements:

HKFRS 16 HK(IFRIC)-Int 23 Amendments to HKFRS 9 Amendments to HKAS 19 Amendments to HKAS 28 Amendments to HKFRSs

Leases

Uncertainty over Income Tax Treatments Prepayment Features with Negative Compensation Plan Amendment, Curtailment or Settlement Long-term Interests in Associates and Joint Ventures Annual Improvements to HKFRSs 2015-2017 Cycle

8

2. Significant accounting policies (continued)

Application of new and amendments to HKFRSs (continued)

Except as described below, the application of the new and amendments to HKFRSs and an interpretation in the current period has had no material impact on the Group's financial performance and positions for the current and prior periods and/or on the disclosures set out in these condensed consolidated financial statements.

2.1 Impacts and changes in accounting policies of application on HKFRS 16 Leases

The Group has applied HKFRS 16 for the first time in the current interim period. HKFRS 16 superseded HKAS 17 Leases ("HKAS 17"), and the related interpretations.

2.1.1 Key changes in accounting policies resulting from application of HKFRS 16

The Group applied the following accounting policies in accordance with the transition provisions of HKFRS 16.

Definition of a lease

A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

The Group assesses whether a contract is or contains a lease based on the definition under HKFRS 16 at inception or modification date. Such contract will not be reassessed unless the terms and conditions of the contract are subsequently changed.

As a lessee

Allocation of consideration to components of a contract

For a contract that contains a lease component and one or more additional lease or non-lease components, the Group allocates the consideration in the contract to each lease component on the basis of the relative stand-alone price of the lease component and the aggregate stand-alone price of the non- lease components.

Short-term leases and leases of low-value assets

The Group applies the short-term lease recognition exemption to leases of land and building, furniture and fixtures, plant and machinery and motor vehicles that have a lease term of 12 months or less from the commencement date and do not contain a purchase option. It also applies the recognition exemption for lease of low-value assets. Lease payments on short-term leases and leases of low- value assets are recognised as expense on a straight-line basis over the lease term.

9

2. Significant accounting policies (continued)

2.1 Impacts and changes in accounting policies of application on HKFRS 16 Leases (continued)

2.1.1 Key changes in accounting policies resulting from application of HKFRS 16 (continued) Right of use assets

Except for short-term leases and leases of low value assets, the Group recognises right of use assets at the commencement date of the lease (i.e. the date the underlying asset is available for use). Right of use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities.

The cost of right of use asset includes:

  • the amount of the initial measurement of the lease liability;
  • any lease payments made at or before the commencement date, less any lease incentives received;
  • any initial direct costs incurred by the Group; and
  • an estimate of costs to be incurred by the Group in dismantling and removing the underlying assets, restoring the site on which it is located or restoring the underlying asset to the condition required by the terms and conditions of the lease.

Right of use assets in which the Group is reasonably certain to obtain ownership of the underlying leased assets at the end of the lease term is depreciated from commencement date to the end of the useful life. Otherwise, right of use assets are depreciated on a straight-line basis over the shorter of its estimated useful life and the lease term.

The Group presents right of use assets as a separate line item on the consolidated statement of financial position.

Leasehold land and building

For payments of a property interest which includes both leasehold land and building elements, the entire property is presented as property, plant and equipment of the Group when the payments cannot be allocated reliably between the leasehold land and building elements, except for those that are classified and accounted for as investment properties.

Refundable rental deposits

Refundable rental deposits paid are accounted under HKFRS 9 Financial Instruments ("HKFRS 9") and initially measured at fair value. Adjustments to fair value at initial recognition are considered as additional lease payments and included in the cost of right of use assets.

10

2. Significant accounting policies (continued)

2.1 Impacts and changes in accounting policies of application on HKFRS 16 Leases (continued)

2.1.1 Key changes in accounting policies resulting from application of HKFRS 16 (continued) Lease liabilities

At the commencement date of a lease, the Group recognises and measures the lease liability at the present value of lease payments that are unpaid at that date. In calculating the present value of lease payments, the Group uses the incremental borrowing rate at the lease commencement date if the interest rate implicit in the lease is not readily determinable.

The lease payments include:

  • fixed payments (including in-substance fixed payments) less any lease incentives receivable;
  • variable lease payments that depend on an index or a rate;
  • amounts expected to be paid under residual value guarantees;
  • the exercise price of a purchase option reasonably certain to be exercised by the Group; and
  • payments of penalties for terminating a lease, if the lease term reflects the Group exercising the option to terminate.

After the commencement date, lease liabilities are adjusted by interest accretion and lease payments.

The Group remeasures lease liabilities (and makes a corresponding adjustment to the related right of use assets) whenever the lease term has changed or there is a change in the assessment of exercise of a purchase option, in which case the related lease liability is remeasured by discounting the revised lease payments using a revised discount rate at the date of reassessment.

Lease modifications

The Group accounts for a lease modification as a separate lease if:

  • the modification increases the scope of the lease by adding the right to use one or more underlying assets; and
  • the consideration for the leases increases by an amount commensurate with the stand-alone price for the increase in scope and any appropriate adjustments to that stand-alone price to reflect the circumstances of the particular contract.

For a lease modification that is not accounted for as a separate lease, the Group remeasures the lease liability based on the lease term of the modified lease by discounting the revised lease payments using a revised discount rate at the effective date of the modification.

Taxation

For the purposes of measuring deferred tax for leasing transactions in which the Group recognises the right of use assets and the related lease liabilities, the Group first determines whether the tax deductions are attributable to the right of use assets or the lease liabilities.

For leasing transactions in which the tax deductions are attributable to the lease liabilities, the Group applies HKAS 12 "Income Taxes" requirements to right of use assets and lease liabilities separately. Temporary differences relating to right of use assets and lease liabilities are not recognised at initial recognition and over the lease terms due to application of the initial recognition exemption.

11

2. Significant accounting policies (continued)

2.1 Impacts and changes in accounting policies of application on HKFRS 16 Leases (continued)

2.1.1 Key changes in accounting policies resulting from application of HKFRS 16 (continued) Sales and leaseback transactions

In accordance with the transition provisions of HKFRS 16, sale and leaseback transactions entered into before the date of initial application were not reassessed. Upon application of HKFRS 16, the Group applies the requirements of HKFRS 15 to assess whether sales and leaseback transaction constitutes a sale. During the period, the Group entered into a sale and leaseback transaction in relation to certain land and buildings. The transactions fulfils HKFRS 15 criteria for the disposal of property, plant and equipment under HKAS 16 and the sales and leaseback period will be accounted according to HKFRS 16.

12

2. Significant accounting policies (continued)

2.1 Impacts and changes in accounting policies of application on HKFRS 16 Leases (continued)

2.1.2 Transition and summary of effects arising from initial application of HKFRS 16

Definition of a lease

The Group has elected the practical expedient to apply HKFRS 16 to contracts that were previously identified as leases applying HKAS 17 and HK(IFRIC)-Int 4 Determining whether an Arrangement contains a Lease and not apply these standards to contracts that were not previously identified as containing a lease. Therefore, the Group has not reassessed contracts which already existed prior to the date of initial application.

For contracts entered into or modified on or after 1 April 2019, the Group applies the definition of a lease in accordance with the requirements set out in HKFRS 16 in assessing whether a contract contains a lease.

As a lessee

The Group has applied HKFRS 16 retrospectively with the cumulative effect recognised at the date of initial application, 1 April 2019. Any difference at the date of initial application is recognised in the opening retained profits and comparative information has not been restated.

When applying the modified retrospective approach under HKFRS 16 at transition, the Group applied the following practical expedients to leases previously classified as operating leases under HKAS 17, on lease-by-lease basis, to the extent relevant to the respective lease contracts:

  1. relied on the assessment of whether leases are onerous by applying HKAS 37 Provisions, Contingent Liabilities and Contingent Assets as an alternative of impairment review;
  2. elected not to recognise right of use assets and lease liabilities for leases with lease term ending within 12 months of the date of initial application;
  3. excluded initial direct costs from measuring the right of use assets at the date of initial application;
  4. applied a single discount rate to a portfolio of leases with a similar remaining terms for similar class of underlying assets in similar economic environment; and
  5. used hindsight based on facts and circumstances as at date of initial application in determining the lease term for the Group's leases with extension and termination options.

On transition, the Group has made the following adjustments upon application of HKFRS 16:

As at 1 April 2019, the Group recognised additional lease liabilities and measured right of use assets at the carrying amounts as if HKFRS 16 had been applied since commencement dates, but discounted using the incremental borrowing rates of the relevant group entities at the date of initial application by applying HKFRS 16. C8(b)(i) transition.

13

2. Significant accounting policies (continued)

2.1 Impacts and changes in accounting policies of application on HKFRS 16 Leases (continued)

2.1.2 Transition and summary of effects arising from initial application of HKFRS 16 (continued)

When recognising the lease liabilities for leases previously classified as operating leases, the Group has applied incremental borrowing rates of the relevant group entities at the date of initial application. The weighted average incremental borrowing rate applied is approximately 4.6%.

At 1 April 2019

HK$'000

Operating lease commitments disclosed as at 31 March 2019

133,031

Lease liabilities discounted at relevant incremental borrowing rates

125,292

Less: Recognition exemption - short-term leases

(6,913)

Recognition exemption - low value assets

(307)

Others

(46)

Lease liabilities relating to operating leases recognised upon application of HKFRS 16

118,026

Add: Obligations under finance leases recognised at 31 March 2019 (note a)

4,535

Lease liabilities as at 1 April 2019

122,561

Analysed as

Current

53,313

Non-current

69,248

122,561

The carrying amount of right of use assets as at 1 April 2019 comprises the following:

Right of use assets

HK$'000

Right of use assets relating to operating leases recognised upon application of HKFRS 16

107,227

Amounts included in property, plant and equipment under HKAS 17

- Assets previously under finance leases (note a)

20,166

Adjustment included in property, plant and equipment under HKAS 17

- Restoration and reinstatement costs

1,157

Adjustment on rental deposits at 1 April 2019 (note b)

676

129,226

By class:

Land and buildings

105,200

Machinery & equipment

18,446

Motor vehicles

5,272

Office equipment

308

129,226

14

2. Significant accounting policies (continued)

2.1 Impacts and changes in accounting policies of application on HKFRS 16 Leases (continued)

2.1.2 Transition and summary of effects arising from initial application of HKFRS 16 (continued)

Note : (a) In relation to assets previously under finance leases, the Group recategorised the carrying amounts of the relevant assets which were still under lease as at 1 April 2019 amounting to HK$ 20,166,000 as right of use assets. In addition, the Group reclassified the obligations under finance leases of HK$1,266,000 and HK$3,269,000 to lease liabilities as current and non-current liabilities respectively at 1 April 2019.

  1. Before the application of HKFRS 16, the Group considered refundable rental deposits paid as rights and obligations under leases to which HKAS 17 applied. Based on the definition of lease payments under HKFRS 16, such deposits are not payments relating to the right to use of the underlying assets and were adjusted to reflect the discounting effect at transition. Accordingly, HK$676,000 was adjusted to refundable rental deposits paid and right of use assets.

The following table summarises the impact of transition to HKFRS 16 on retained profits at 1 April 2019.

Impact of adopting

HKFRS 16 at

1 April 2019

Retained profits

HK$'000

Recognition of the differences between right of use assets and lease liabilities

9,716

The following adjustments were made to the amounts recognised in the consolidated statement of financial position at 1 April 2019. Line items that were not affected by the changes have not been included.

Carrying amounts

Carrying amounts

previously reported

Impacts of adopting

under HKFRS 16

at 31 March 2019

HKFRS 16

at 1 April 2019

Non-current assets

HK$'000

HK$'000

HK$'000

Property, plant and equipment

1,594,734

(21,323)

1,573,411

Right of use assets

-

129,226

129,226

Interests in associates

1,484,262

(87)

1,484,175

Current assets

Trade and other receivables and prepayments

1,288,376

(676)

1,287,700

Current liabilities

Lease liabilities

-

53,313

53,313

Obligations under finance leases - amount due within one year

1,266

(1,266)

-

Non-current liabilities

Lease liabilities

-

69,248

69,248

Obligations under finance leases - amount due after one year

3,269

(3,269)

-

Capital and reserves

Retained profits

431,152

(9,716)

421,436

Non-controlling interests

817,765

(1,170)

816,595

15

2. Significant accounting policies (continued)

2.1 Impacts and changes in accounting policies of application on HKFRS 16 Leases (continued)

2.1.2 Transition and summary of effects arising from initial application of HKFRS 16 (continued)

Note: For the purpose of reporting cash flows from operating activities under indirect method for the six-month ended 30 September 2019, movements in working capital have been computed based on opening statement of financial position as at 1 April 2019 as disclosed above.

As a lessor

In accordance with the transitional provisions in HKFRS 16, the Group is not required to make any adjustment on transition for leases in which the Group is a lessor but account for these leases in accordance with HKFRS 16 from the date of initial application and comparative information has not been restated.

16

3. Segment information

The following is an analysis of the Group's revenue and results by operating segments and reporting segments for the period under review:

For the six months ended 30 September 2019

Total

Other

reportable

Electronics

Batteries

investments

segments

Eliminations

Total

Revenue

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

761,402

2,456,531

-

3,217,933

-

3,217,933

External sales

Inter-segment sales

11

34

-

45

(45)

-

Segment revenue

761,413

2,456,565

-

3,217,978

(45)

3,217,933

Results

336,930

217,608

(16)

-

-

554,522

Segment results

Interest income

9,424

Other expenses

(136,438)

Finance costs

(91,772)

Unallocated expenses

(4,301)

Profit before taxation

331,435

For the six months ended 30 September 2018

Total

Other

reportable

Electronics

Batteries

investments

segments

Eliminations

Total

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

Revenue

External sales

780,589

2,689,408

-

3,469,997

-

3,469,997

Inter-segment sales

6

-

-

6

(6)

-

Segment revenue

780,595

2,689,408

-

3,470,003

(6)

3,469,997

Results

Segment results

61,487

181,445

(16)

-

-

242,916

Interest income

5,732

Other expenses

(6,800)

Finance costs

(87,272)

Unallocated expenses

(37,415)

Profit before taxation

117,161

17

4. Revenue

The following is an analysis of the Group's revenue recognised at a point in time from its major products:

For the six months ended

30 September

2019

2018

HK$'000

HK$'000

Electronics segment:

650,299

Electronics and acoustics products

652,897

Automotive wire harness products

111,103

127,692

761,402

780,589

Batteries segment:

2,456,531

Batteries and battery related products

2,689,408

Revenue from contracts with customers

3,217,933

3,469,997

The following table provides an analysis of the Group's revenue from external customers based on location of customers:

For the six months ended

30 September

2019

2018

HK$'000

HK$'000

The PRC

198,967

- Hong Kong

205,600

- Mainland China

1,046,990

1,182,732

Other Asian countries

210,519

290,676

Europe

939,784

904,199

Americas

781,407

835,401

Others

40,266

51,389

3,217,933

3,469,997

18

5. Other income

Amounts included in other income:

Gain on disposal of property, plant and equipment and assets classified as held for sale

Compensation income

Gain from deemed disposal / partial disposal of interest in associates

Exchange gain

6. Other expenses

Amounts included in other expenses:

Realised loss on derivative financial instruments Restructuring charges

Closure and relocation costs

7. Profit before taxation

Profit before taxation has been arrived at after charging:

Amortisation of intangible assets Depreciation of property, plant and equipment Depreciation of right of use assets

19

For the six months ended

30 September

2019 2018

HK$'000 HK$'000

277,257

3,286

-

46,308

9,286

-

24,863

39,161

For the six months ended

30 September

2019 2018

HK$'000 HK$'000

23,428

-

99,810

-

13,200

6,800

For the six months ended

30 September

2019 2018

HK$'000 HK$'000

3838

76,941 81,376

31,565-

8. Taxation

For the six months ended

30 September

2019

2018

HK$'000

HK$'000

Hong Kong Profits Tax

5,311

1,199

Taxation in jurisdictions other than Hong Kong

72,450

39,708

Deferred taxation

12,985

(5,148)

90,746

35,759

Hong Kong Profits Tax is calculated at 16.5% (six months ended 30 September 2018: 16.5%) of the estimated assessable profit for the period.

Taxation in jurisdictions other than Hong Kong is calculated at the rates prevailing in the respective jurisdictions.

9. Earnings per share

The calculation of the basic earnings per share attributable to the owners of the Company is based on the following data:

For the six months ended

30 September

2019 2018

HK$'000 HK$'000

Earnings

Profit for the period attributable to owners of the Company

174,682

22,388

Number of shares

'000

'000

Number of shares in issue during the period for the purpose of

784,693

basic earnings per share

784,693

No computation of diluted earnings per share for the periods ended 30 September 2019 and 30 September 2018 is disclosed as there are no potential ordinary shares in issue during both periods.

20

10. Property, plant and equipment

During the period, the Group spent approximately HK$210,172,000 (six months ended 30 September 2018: HK$98,388,000) on property, plant and equipment to expand its business.

11. Right of use assets

During the period, a wholly-owned subsidiary of GP Industries, GP Electronics (Huizhou) Co., Ltd. ("GPHC") disposed of certain land and buildings located in Huizhou, China ("the Disposed Property"). The Disposed Property was classified under assets classified as held for sale as at 31 March 2019. The disposal agreement allows GPHC to continue to use the Disposed Property without paying any rent for a period of five years from June 2019 to June 2024. The market value of the expected rent free use of the Disposed Property from June 2019 to June 2022, the intended removal date, is HK$36,592,000. As such, the Group recognised right of use assets of HK$ 36,592,000 for the expected rent free use of the Disposed Property.

During the period, the Group also entered into other new lease agreements for the use of land and buildings, machinery and equipment, motor vehicles and office equipment. The Group is required to make periodic payments. On lease commencement, the Group recognised right of use assets of HK$40,831,000 and lease liabilities of HK$40,453,000.

21

12. Trade and other receivables and prepayments

The Group allows its trade customers with credit periods normally ranging from 30 days to 120 days. The following is an aging analysis of trade and bills receivables at the end of the reporting period:

30 September

31 March

2019

2019

HK$'000

HK$'000

Trade and bills receivables

1,076,426

953,353

Less: Allowance for credit losses

(23,049)

(24,224)

1,053,377

929,129

Other receivables, deposits and prepayments

468,662

372,227

1,522,039

1,301,356

Less: Non current portion of deposits

(25,544)

(12,980)

1,496,495

1,288,376

30 September

31 March

2019

2019

Trade and bills receivables

HK$'000

HK$'000

821,151

0 - 60 days

681,073

61 - 90 days

73,731

83,477

Over 90 days

158,495

164,579

1,053,377

929,129

13. Creditors and accrued charges

The following is an aging analysis of creditors at the end of the reporting period:

30 September

31 March

2019

2019

Trade creditors

HK$'000

HK$'000

775,210

0 - 60 days

696,145

61 - 90 days

108,641

109,085

Over 90 days

55,916

70,125

939,767

875,355

Other payables and accrued charges

466,161

692,509

1,405,928

1,567,864

22

14. Fair value measurement of financial instruments

Some of the Group's financial assets are measured at fair value at the end of each reporting period. The following table gives information about how the fair values of these financial assets are determined (in particular, the valuation technique(s) and inputs used), as well as the level of the fair value hierarchy into which the fair value measurements are categorised (levels 1 to 3) based on the degree to which the inputs to the fair value measurements is observable.

  • Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active market for identical assets or liabilities.
  • Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
  • Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs).

Financial assets/

Basis of fair value

Relationship of

financial liabilities

Fair value as at

measurement /

Significant

unobservable

30 September

31 March

Fair value

valuation technique(s)

unobservable

input(s) to

2019

2019

hierarchy

and key input(s)

input(s)

fair value

HK$'000

HK$'000

1.

Listed equity securities

10,529

11,490

Level 2 The fair value of the equity

N/A

N/A

classified as equity

securities is estimated by the price

instrument at fair value

quotation available on the Emerging

through other

Market Board in Taiwan, which

comprehensive income

does not trade actively.

("FVTOCI")

2.

Foreign currency

Assets

Assets

Level 2

Discounted cash flow.

N/A

N/A

forward contracts

-

87

classified as derivative

Liabilities

Future cash flows are estimated

financial instruments

Liabilities

based on closing forward price

-

80

(from observable forward

exchange rate at the end of the

reporting period) and contract

forward rates, discounted at a rate

that reflects the credit risk of

various counterparties.

3.

Interest rate swap

Liabilities

Liabilities

Level 2

Discounted cash flow.

N/A

N/A

contract classified as

(under hedge

(under hedge

derivative financial

accounting)

accounting)

Future cash flows are estimated

instruments

2,617

2,065

based on forward interest rates

(from observable yield curves at

the end of the reporting period) and

contracted interest rates,

discounted at an applicable discount

rate taking into account the credit

risk of the counter-parties and of

the Group as appropriate.

4.

Equity instruments at

52,687

56,141

Level 3

Asset-based approach.

Price per square

The higher the price

FVTOCI

meter. Using market

per square meter, the

The fair value of the target

direct comparable

higher the fair value.

company was determined by the

and taking into

asset-based approach using the

account of location

adjusted net asset value. Net asset

and other individual

value of the target company was

factors such as size,

adjusted through fair value

building facilities,

adjustments held by the target

levels, age of

company primarily by the direct

building, etc.

comparison approach.

23

Financial assets/

Basis of fair value

Relationship of

financial liabilities

Fair value as at

measurement /

Significant

unobservable

30 September

31 March

Fair value

valuation technique(s)

unobservable

input(s) to

2019

2019

hierarchy

and key input(s)

input(s)

fair value

HK$'000

HK$'000

5. Equity instruments at

4,738

5,267

Level 3

Market approach.

The discount of lack

The higher the

FVTOCI

of marketability and

discount of lack of

The market approach was used to

applied multiples.

marketability, the

determine the valuation by the

lower the fair value.

average estimated values using the

following multiples: enterprise value

The higher the

to earnings before interest, taxes,

applied multiples, the

depreciation and amortisation ratio,

higher the fair value.

enterprise value to earnings before

interest, taxes ratio and price to earning ratio of selected comparable listed companies in a similar business and similar business model and adjusted for the lack of marketability.

6. Equity instruments at

4,253

4,478

Level 3 Combination of asset-based

FVTOCI

approach and market approach.

The fair value of the target company was determined by the asset-based approach using the adjusted net asset value with adjustments for the lack of marketability. Net asset value of the target company was adjusted through fair value adjustments of each sub-entity held by the target company primarily by the market approach using enterprise value to sales ratio or enterprise value to earnings before interest, taxes ratio of selected comparable listed companies in a similar business and similar business model and adjusted for the lack of marketability.

The discount of lack of marketability and applied multiples.

The higher the discount of lack of marketability, the lower the fair value.

The higher the applied multiples, the higher the fair value.

There is no transfer between different levels of the fair value hierarchy during the six months ended 30 September 2019 and the year ended 31 March 2019.

The fair value of other financial assets and financial liabilities are determined in accordance with general accepted pricing models based on discounted cash flow analysis. The directors of the Company consider that the carrying amounts of these financial assets and financial liabilities recorded at amortised cost approximate their fair values.

24

15. Contingencies and commitments

(a) Contingent liabilities

30 September

31 March

2019

2019

HK$'000

HK$'000

Guarantees given to banks in respect of banking facilities to

16,517

associates

16,538

Others

7,840

7,850

(b) Capital commitments

30 September

31 March

2019

2019

Capital expenditure in respect of acquisition of property,

HK$'000

HK$'000

plant and equipment contracted for but not provided in

the unaudited condensed consolidated financial

38,119

statements

17,550

16. Related party transactions

During the period, the Group entered into the following transactions with its associates:

For the six months ended

30 September

2019

2018

HK$'000

HK$'000

Sales to associates

75,526

90,608

Purchases from associates

244,210

250,170

Management fee income received from associates

1,403

1,379

As at the end of the reporting period, the Group has the following balances with its associates under trade and other receivables and prepayments and creditors and accrued charges:

30 September

31 March

2019

2019

HK$'000

HK$'000

Trade receivables due from associates

89,561

93,901

Other receivables due from associates

5,890

4,339

Trade payables due to associates

93,517

110,774

Other payables due to associates

1,577

1,008

25

INTERIM DIVIDEND

The Directors have declared an interim dividend of 2.0 HK cents (2018/19: 1.7 HK cents) per share. This amounts to a total dividend payment of approximately HK$15,694,000 (2018/19: HK$13,340,000) based on the total number of shares in issue as at 25 November 2019, being the latest practicable date prior to the publication of this announcement. Dividend will be paid on 10 January 2020 to registered shareholders of the Company as at 23 December 2019.

CLOSURE OF REGISTER

The Register of Shareholders of the Company will be closed from 18 to 23 December 2019, both days inclusive, for the purpose of distributing dividends. No transfer of shareholding will be effected during this period.

In order to qualify for the interim dividend, all transfers accompanied by the relevant share certificates must be lodged with the Company's Registrar, Tricor Abacus Limited at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong not later than 4:30 p.m. on 17 December 2019.

PURCHASE, SALE OR REDEMPTION OF THE COMPANY'S LISTED SECURITIES

Neither the Company nor any of its subsidiaries purchased, sold or redeemed any of the Company's listed securities during the six months ended 30 September 2019.

CORPORATE GOVERNANCE PRACTICES

The Company has complied with the code provisions of the Code on Corporate Governance Practices as set out in Appendix 14 of the Listing Rules during the six months ended 30 September 2019, except for the deviation from Code Provision A.2.1 which stipulates that the roles of chairman and chief executive officer should be separate and should not be performed by the same individual. Mr. Victor LO Chung Wing is currently the Chairman and Chief Executive of the Company. The Board considers that the present structure will not impair the balance of power and authority between the Board and the management of the Group as the Group's principal businesses are separately listed and each business is run by a different board of directors.

AUDIT COMMITTEE

The Company has an audit committee which was established in compliance with Rule 3.21 of the Listing Rules for the purpose of reviewing and providing supervision over the Group's financial reporting process and internal controls. The audit committee comprises three independent non- executive directors and one non-executive director of the Company. The unaudited condensed consolidated financial statements for the six months ended 30 September 2019 have been reviewed by the Company's audit committee.

26

DIRECTORS' DEALING IN SECURITIES OF THE COMPANY

The Company has adopted the "Model Code for Securities Transactions by Directors of Listed Issuers" set out in Appendix 10 to the Listing Rules (the "Model Code") as its code of conduct regarding the directors' securities transactions. Having made specific enquiry of all directors of the Company, the Company confirmed that all directors have complied with the required standards set out in the Model Code during the six months ended 30 September 2019.

BOARD OF DIRECTORS

As at the date of this announcement, the Board consists of Messrs. Victor LO Chung Wing (Chairman & Chief Executive), Richard KU Yuk Hing, Brian LI Yiu Cheung, Michael LAM Hin Lap and Brian WONG Tze Hang as Executive Directors, Messrs. LUI Ming Wah, Frank CHAN Chi Chung, CHAN Kei Biu and Timothy TONG Wai Cheung as Independent Non-Executive Directors, Mr. LEUNG Pak Chuen (Non-Executive Vice Chairman) and Ms. Karen NG Ka Fai as Non- Executive Directors.

By Order of the Board

Louis WONG Man Kon

Company Secretary

Hong Kong, 26 November 2019

www.goldpeak.com

27

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Gold Peak Industries (Holdings) Limited published this content on 26 November 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 26 November 2019 10:42:04 UTC