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.

JNBY Design Limited

Ϫی̺ВϞࠢʮ̡

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 3306)

INTERIM RESULTS ANNOUNCEMENT

FOR THE SIX MONTHS ENDED DECEMBER 31, 2020

FINANCIAL HIGHLIGHTS

  • • The total revenue of the Group for the six months ended December 31, 2020 (the "first half of fiscal year 2021") amounted to RMB2,314.7 million, an increase of 8.4% or RMB179.2 million as compared with RMB2,135.5 million for the six months ended December 31, 2019 (the "first half of fiscal year 2020"). The net profit for the first half of fiscal year 2021 amounted to RMB463.5 million, an increase of 7.8% or RMB33.6 million as compared with RMB429.9 million for the first half of fiscal year 2020. Net cash inflow from operating activities in the first half of fiscal year 2021 was RMB1,114.4 million, an increase of 70.5% or RMB460.7 million as compared with RMB653.7 million for the first half of fiscal year 2020.

  • • As at December 31, 2020, the brand portfolio of the Group includes multiple brands in three stages, namely (i) Mature brand, (ii) Younger brands and (iii) Emerging brands. The total number of our retail stores around the world increased from 1,855 as of June 30, 2020 to 1,931 as of December 31, 2020. Our sales network has covered all provinces, autonomous regions and municipalities in Mainland China and across ten other countries and regions around the world. In the first half of fiscal year 2021, the Group's same store sales growth of offline shops was 12.6%, and same store sales growth of offline shops for the first half of fiscal year 2020 was 0.5%.

  • • As of December 31, 2020, the Group had over 4.5 million membership accounts (without duplication) (as of June 30, 2020: over 4.2 million), including our more than 4.1 million subscribers (without duplication) on the WeChat platform (as of June 30, 2020: over 3.7 million), with the Group's digital members on the WeChat platform accounting for over 90%. The retail sales contributed by the members of the Group accounted for approximately 70% of our total retail sales for the first half of fiscal year 2021.

  • • The Board declared the payment of an interim dividend of HK$0.39 per ordinary share (equivalent to approximately RMB0.33 per ordinary share) for the six months ended December 31, 2020.

The board (the "Board") of directors (the "Directors") of JNBY Design Limited (the "Company") is pleased to announce the unaudited condensed consolidated interim results of the Company and its subsidiaries (the "Group") for the six months ended December 31, 2020, together with the comparative figures for the corresponding period of the previous fiscal year, as follows:

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the six months ended December 31, 2020

Unaudited

Six months ended

December 31,

2019

Note

RMB'000

RMB'000

Revenue

5

2,314,663

2,135,468

Cost of sales

6

(889,511)

(800,797)

Gross profit

1,425,152

1,334,671

Selling and marketing expenses

6

(671,246)

(642,279)

Administrative expenses

6

(139,889)

(144,337)

Other income and gains, net

7

27,911

51,253

Operating profit

641,928

599,308

Finance income

8

13,043

10,401

Finance costs

8

(12,395)

(10,330)

Finance income, net

648

71

Profit before income tax

642,576

599,379

Income tax expense

9

(179,043)

(169,495)

Profit for the period

463,533

429,884

Other comprehensive income

Items that may be reclassified subsequently to

profit or loss:

Currency translation differences

(32,373)

1,448

Total comprehensive income for the period

431,160

431,332

2020

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (CONTINUED)

For the six months ended December 31, 2020

Unaudited Six months ended

December 31, 2020

2019

Note

RMB'000

RMB'000

Profit attributable to:

Shareholders of the Company

463,536

429,886

Non-controlling interests

(3)

(2)

463,533

429,884

Total comprehensive income attributable to:

Shareholders of the Company

431,163

431,334

Non-controlling interests

(3)

(2)

431,160

431,332

Earnings per share (expressed in RMB per share)

- Basic

10 (a)

0.93

0.84

- Diluted

10 (b)

0.93

0.84

CONDENSED CONSOLIDATED BALANCE SHEET As at December 31, 2020

Unaudited

Audited

December 31,

June 30,

2020

2020

Note

RMB'000

RMB'000

ASSETS

Non-current assets

Property, plant and equipment

12

376,139

324,120

Right-of-use assets

13

534,670

196,144

Intangible assets

14

15,309

13,597

Prepayments, deposits and other assets

17

9,072

8,387

Deferred income tax assets

207,065

185,823

Total non-current assets

1,142,255

728,071

Current assets

Inventories

15

772,675

904,122

Trade receivables

16

204,368

97,413

Prepayments, deposits and other assets

17

216,700

253,057

Financial assets at fair value through profit or loss

91,663

263,091

Term deposits with initial term over 3 months

521,307

246,320

Restricted cash

5,440

5,463

Cash and cash equivalents

893,304

336,672

Total current assets

2,705,457

2,106,138

Total assets

3,847,712

2,834,209

CONDENSED CONSOLIDATED BALANCE SHEET (CONTINUED)

As at December 31, 2020

Unaudited

Audited

December 31,

June 30,

2020

2020

Note

RMB'000

RMB'000

LIABILITIES

Non-current liabilities

Lease liabilities

21

109,855

65,860

Accruals and other current liabilities

20

8,415

6,977

Amounts due to related parties

230,335

4,113

Deferred income tax liabilities

18,116

14,561

Total non-current liabilities

366,721

91,511

Current liabilities

Trade and bills payables

18

281,494

181,788

Lease liabilities

21

119,570

116,858

Contract liabilities

19

272,339

326,541

Accruals and other current liabilities

20

717,927

429,107

Amounts due to related parties

36,289

8,589

Borrowings

192,976

187,683

Current income tax liabilities

170,803

6,220

Total current liabilities

1,791,398

1,256,786

Total liabilities

2,158,119

1,348,297

Net assets

1,689,593

1,485,912

EQUITY

Equity attributable to shareholders of the Company

Share capital

4,622

4,622

Shares held for restricted share units ("RSU")

scheme

(169,966)

(172,414)

Share premium

667,083

665,520

Other reserves

192,312

222,095

Retained earnings

995,560

766,104

Equity attributable to shareholders of the Company

1,689,611

1,485,927

Non-controlling interests

(18)

(15)

Total equity

1,689,593

1,485,912

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY For the six months ended December 31, 2020

Unaudited

Attributable to shareholders of the CompanyNoteShare capital RMB'000

Shares held

Non-

Profit appropriations to statutory reserves Liquidation of a subsidiary Share-based compensation Purchase ordinary shares for RSU scheme Vest of RSUs

Balance at 1 July 2019

Change in accounting policy

Adjusted balance as at

1 July 2019

Comprehensive income Profit for the period Other comprehensive income

Currency translation differences

Total comprehensive incomeTransactions with shareholders

Transfer and exercise of

RSUs

Dividend

Total transactions with

ShareholdersBalance at 31 December 2019

11

4,622

4,622

4,622

- - - - -

-

-

-

-

-

-

-

Share for RSU Other Retained

controlling

Total

premium scheme reserves earnings

Total

interests

equity

RMB'000 RMB'000 RMB'000 RMB'000

RMB'000

RMB'000

RMB'000

1,411,081

(5)

1,411,076

(5,035)

-

(5,035)

1,406,046

(5)

1,406,041

429,886

(2)

429,884

1,448

-

1,448

431,334

(2)

431,332

-

-

-

-

-

-

9,841

-

9,841

(3,075)

-

(3,075)

-

-

-

935

-

935

(219,798)

-

(219,798)

(212,097)

-

(212,097)

1,625,283

(7)

1,625,276

183,130

657,376

(78,646)

-

-

657,376

(78,646)

-

-

-

-

-

-

-

-

-

-

-

-

  • - (3,075)

644,599

-

(5,035)

183,130 639,564

- 429,886

1,448

-

1,448 429,886

580 (580)

(243) 243

9,841

-

8,676

(532)

1,467 -

-

- (8,676)

-

- - -

-

  • - (219,798)

8,144

(1,608)

  • 1,502 (220,135)

    665,520

    (80,254)

  • 186,080 849,315

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (CONTINUED)

For the six months ended December 31, 2020

Balance at 1 July 2020

Comprehensive income Profit for the period Other comprehensive income

Currency translation differences

Total comprehensive incomeTransactions with shareholders

Profit appropriations to statutory reserves Share-based compensation Purchase ordinary shares for RSU scheme Vest of RSUs

Transfer and exercise of

RSUs

Dividend

Total transactions with

ShareholdersBalance at 31 December 2020

Attributable to shareholders of the CompanyUnaudited

Note

Share capital RMB'000

11

4,622

4,622

-

-

-

-

- - -

  • - (4,140)

-

-

Shares held

Non-

Share for RSU Other Retained

controlling

Total

premium scheme reserves earnings

Total

interests

equity

RMB'000 RMB'000 RMB'000 RMB'000

RMB'000

RMB'000

RMB'000

1,485,927

(15)

1,485,912

463,536

(3)

463,533

(32,373)

-

(32,373)

431,163

(3)

431,160

-

-

-

8,261

-

8,261

(3,748)

-

(3,748)

-

-

-

2,056

-

2,056

(234,048)

-

(234,048)

(227,479)

-

(227,479)

1,689,611

(18)

1,689,593

665,520

(172,414)

-

-

-

-

-

-

-

-

-

-

  • - (3,748)

5,703

-

-

6,196 -

  • 1,563 2,448

  • 667,083 (169,966)

222,095 766,104

- 463,536

(32,373)

-

  • (32,373) 463,536

32

(32)

8,261

-

- (5,703)

-

- - -

  • - (234,048)

  • 2,590 (234,080)

  • 192,312 995,560

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS For the six months ended December 31, 2020

Unaudited Six months ended

December 31, 2020

2019

Cash flows from operating activities

Cash generated from operations

Income tax paid

Net cash generated from operating activities

Cash flows from investing activities

Purchase of property, plant and equipment

Purchase of intangible assets

Proceeds from disposals of property, plant and

equipment

Investment income received from financial products

issued by commercial banks

Interest received

Purchase of term deposits with initial term

over 3 months

Purchase of financial products issued by

commercial banks

Proceeds from disposal of term deposits with initial

term over 3 months

Proceeds from disposal of financial products issued

by commercial banks

Net cash used in investing activities

Note

RMB'000

RMB'000

1,134,523

762,714

(20,171)

(109,035)

1,114,352

653,679

(68,664)

(83,552)

(2,844)

(2,122)

283

421

4,293

-

9,310

8,922

(731,000)

(726,603)

(40,000)

(110,000)

439,940

687,966

210,000

-

(178,682)

(224,968)

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)

For the six months ended December 31, 2020

Unaudited Six months ended

December 31, 2020

2019

Note

RMB'000

RMB'000

Cash flows from financing activities

Proceeds from borrowings

142,038

126,997

Repayments of borrowings

(140,000)

(40,000)

Dividends paid

11

(234,048)

(219,798)

Payment for repurchase of treasury shares

(3,748)

(3,075)

Repayments of lease liabilities

(136,345)

(99,550)

Net cash used in financing activities

(372,103)

(235,426)

Net increase in cash and cash equivalents

563,567

193,285

Cash and cash equivalents at beginning

of the period

336,672

216,465

Exchange (loss)/gains on cash and cash equivalents

(6,935)

830

Cash and cash equivalents at end of the period

893,304

410,580

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL INFORMATION

For the six months ended December 31, 2020

  • 1. GENERAL INFORMATION

    JNBY Design Limited (the "Company") was incorporated in the Cayman Islands on 26 November 2012 as an exempted company with limited liability under the Companies Law, Cap. 22 (Law 3 of 1961, as consolidated and revised) of the Cayman Islands. The address of the Company's registered office is Cricket Square, Hutchins Drive P.O. Box, 2681, Grand Cayman KY1-1111, Cayman Islands.

    Pursuant to the resolution passed by the board of directors on 8 June 2016, the Company changed its name from Croquis Investment Limited to the present one.

    The Company and its subsidiaries (collectively, the "Group") are primarily engaged in the design, marketing and sales of fashion apparel, accessory products and household goods in the People's Republic of China (the "PRC") and overseas.

    The Company completed its initial public offering and listed its shares on the Main Board of The Stock Exchange of Hong Kong Limited on 31 October 2016 (the "Listing").

    This condensed consolidated interim financial information is presented in Renminbi ("RMB"), unless otherwise stated. This condensed consolidated interim financial information was approved by the board of directors of the Company for issue on 25 February 2021.

    This condensed consolidated interim financial information has not been audited.

  • 2. BASIS OF PREPARATION

    This condensed consolidated interim financial information for the six months ended 31 December 2020 has been prepared in accordance with Hong Kong Accounting Standard ("HKAS") 34, "Interim financial' reporting". The condensed consolidated interim financial information should be read in conjunction with the annual financial statements for the year ended 30 June 2020 as set out in the annual report dated 26 August 2020, which have been prepared in accordance with Hong Kong Financial Reporting Standards ("HKFRSs").

  • 3. ACCOUNTING POLICIES

    The accounting policies applied are consistent with those of the annual financial statements for the year ended 30 June 2020 as described in those annual financial statements except that income tax is accrued using the tax rate that would be applicable to expected total annual earnings and the adoption of new and amended standards as set out below.

    (i) The following new standards and amendments to standards and interpretations are effective for annual periods beginning 1 July 2020.

    • - Amendments to HKAS 1 and HKAS 8 "Definition of Material"

    • - Amendments to HKFRS 3 "Definition of a Business"

    • - Revised Conceptual framework for Financial Reporting

    • - Interest Rate Benchmark Reform - amendments to HKFRS 9, HKAS 39 and HKFRS 7

    • - Amendments to HKFRS 16. "COVID-19-Related Rent Concessions"

There are no new standards or amendments to standards that are effective for the first time for this interim period that could be expected to have a material impact on the Group.

(ii) The following new standards and amendments to standards and interpretations have been issued but are not effective for the interim period beginning 1 July 2020 and have not been early adopted by the Group.

Effective Date

HKFRS 17 "Insurance Contracts"

1 January 2023

Amendments to HKFRS 10 and HKAS 28 "Sale or contribution of

To be determined

assets between an investor and its associate or joint venture"

Amendments to HKFRS 3 "Reference to the Conceptual Framework"

1 January 2022

Annual Improvements to HKFRS Standards 2018-2020

1 January 2022

Amendments to HKAS 37 "Onerous Contracts - Cost of Fulfilling a

1 January 2022

Contract"

Amendments to HKAS 1 "Classification of Liabilities as Current or

1 January 2023

Non-current"

Amendments to HKAS 16 "Property, Plant and Equipment: Proceeds

1 January 2022

before intended use"

Certain new accounting standards and interpretations have been published that are not mandatory for the 31 December 2020 reporting period and have not been early adopted by the Group. These standards are not expected to have a material impact on the Group in the current or future reporting periods and on foreseeable future transactions.

  • 4. ESTIMATES

    The preparation of interim financial information requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.

    In preparing this condensed consolidated interim financial information, the significant judgements made by management in applying the Group's accounting policies and the key sources of estimation were the same as those that applied to the consolidated financial statements for the year ended 30

  • June 2020.

  • 5. SEGMENT INFORMATION

    The Group operates as three operating segments. The operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker (the "CODM"), the executive directors.

    Management has determined the operating segments based on the information reviewed by the CODM for the purposes of allocating resources and assessing performance. The CODM consider the business from product perspective.

    The CODM consider the operating segments as follows: mature brand representing JNBY, younger brands portfolio representing CROQUIS (஺ᄳ), jnby by JNBY, and less, and emerging brands representing POMME DE TERRE (ᇻ৵), JNBYHOME, etc.

Management assesses the performance of the operating segments based on operating profit.

Six months ended 31 December 2020 Mature Younger Emerging brand brands brands Total RMB'000 RMB'000 RMB'000 RMB'000

Revenue Mainland China Outside Mainland ChinaRevenue from external customers

Segment gross profit

Segment operating profit/(loss)

Unallocated selling and marketing expenses and administrative expenses

Other income and gains, net

Total operating profit

1,306,052

945,971

45,086

2,297,109

12,517

4,950

87

17,554

1,318,569

950,921

45,173

2,314,663

826,509

583,825

14,818

1,425,152

520,855

306,998

(4,598)

823,255

(209,238)

27,911

641,928

Six months ended 31 December 2019 Mature Younger Emerging brand brands brandsRMB'000 RMB'000 RMB'000

TotalRMB'000

Revenue Mainland China Outside Mainland ChinaRevenue from external customers

Segment gross profit

Segment operating profit/(loss)

1,207,416 11,000

  • 864,436 49,240

    1,218,416

    3,361 867,797 547,852

    15

    • 49,255 2,135,468

      766,327 461,927

    • 20,492 1,334,671

  • 273,496 (28,281)

2,121,092 14,376

707,142

Unallocated selling and marketing expenses and administrative expenses

(159,087)Other income and gains, net

Total operating profit

51,253 599,308

EXPENSES BY NATURE

2020

2019

RMB'000

RMB'000

Cost of inventories sold

795,159

735,186

Expenses relating to short-term leases and variable lease payments

169,897

166,760

Workforce contracting expenses

164,057

164,646

Employee benefit expenses (including share-based

compensation expenses)

158,741

132,540

Depreciation and amortisation (Notes 12, 13 & 14)

118,133

126,312

- Right-of-use assets

87,517

93,173

- Property, plant and equipment

29,484

32,371

- Intangible assets

1,132

768

Promotion and marketing expenses

91,482

80,534

Provision for inventories (Note 15)

77,259

49,062

Utilities charges and office expenses

26,002

25,570

Transportation and warehouse expenses

25,822

21,271

Commission expenses to online platforms

24,376

21,025

Taxes and other surcharges

17,682

17,097

Consumables and service fee for apparel design

12,218

16,622

Other professional service expenses

6,337

9,623

Entertainment and travelling expenses

5,673

9,716

Auditors' remuneration

1,200

1,200

(Reversal)/provision of impairment losses of trade receivables

(5,481)

922

Others

12,089

9,327

Total cost of sales, selling and marketing expenses and

administrative expenses

1,700,646

1,587,413

8.

2020

2019

RMB'000

RMB'000

Other income

Government grants (i)

25,266

50,098

Other gains

Net fair value gains on financial assets at fair value through

profit or loss

2,865

416

Foreign exchange (loss)/gains

(160)

295

Losses on disposal of property, plant and equipment

(278)

(104)

Others

218

548

2,645

1,155

27,911

51,253

OTHER INCOME AND GAINS, NET

(i)Government grants during the six months presented are primarily financial subsidies received from local governments in the PRC. There are no unfulfilled conditions or contingencies relating to such income.

FINANCE INCOME AND COSTS

2020

2019

RMB'000

RMB'000

Finance income

Interest income on cash and cash equivalents, restricted cash and

term deposits with initial term over 3 months

10,419

8,941

Net foreign exchange gains on financing activities

2,624

1,460

13,043

10,401

Finance costs

Interest on lease liabilities

(9,140)

(7,327)

Discount charges of bills receivables

(3,255)

(3,003)

(12,395)

(10,330)

Finance income - net

648

71

Six months ended 31 December

  • 9. INCOME TAX EXPENSE

    The Group is not subject to taxation in the Cayman Islands. Entities incorporated in Hong Kong are subject to Hong Kong profits tax at a rate of 8.25% on assessable profits up to HK$2,000,000 and 16.5% on any part of assessable profits over HK$2,000,000 for the periods presented. The companies established and operated in the PRC are subject to PRC Enterprise Income Tax ("EIT") at a rate of 25% (2019: 25%).

    2020

    2019

    RMB'000

    RMB'000

    Current income tax expense

    - Enterprise income tax expense

    183,231

    186,128

    Deferred income tax expense

    (4,188)

    (16,633)

    179,043

    169,495

    Income tax expense is recognised based on management's estimate of weighted average annual income tax rate expected for the full financial year. The estimated effective tax rate used for the Group is 27.9% (six months ended 31 December 2019: 28.3%).

  • 10. EARNINGS PER SHARE

  • Six months ended 31 December

  • (a) Basic

Basic earnings per share is calculated by dividing the profit attributable to the shareholders of the Company by the weighted average number of ordinary shares in issue excluding shares held under the RSU scheme in issue during each interim period.

Six months ended 31 December

2020

2019

RMB'000

RMB'000

Profit attributable to shareholders of the Company

463,536

429,886

Weighted average number of ordinary shares in issue

excluding shares held under the RSU scheme in issue

(thousands of shares)

499,477

510,825

Basic earnings per share (expressed in RMB per share)

0.93

0.84

(b) Diluted

Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares.

The Company has one category of dilutive potential ordinary shares, which is the RSUs granted to employees. The restricted share units are assumed to have been fully vested and released from restrictions with no significant impact on earnings.

Six months ended 31 December

2020 RMB'000

2019 RMB'000

Profit attributable to shareholders of the Company

463,536 429,886

Weighted average number of ordinary shares in issue

excluding shares held under the RSU scheme in issue

(thousands of shares)

499,477 510,825

Adjustments for share based compensation - RSUs

(thousands of shares)

23 2,595

Weighted average number of ordinary shares for the calculation of diluted EPS (thousands of shares)

499,500 513,420

Diluted earnings per share (expressed in RMB per share)

0.93

0.84

11. DIVIDENDS

Pursuant to the shareholders' resolution on 15 October 2020, a dividend of RMB234,048,000 relating to the year ended 30 June 2020 was paid during the six months ended 31 December 2020 (six months ended 31 December 2019: RMB219,798,000).

Pursuant to a resolution of the board of directors on 25 February 2021, an interim dividend for the six months ended 31 December 2020 of HK$0.39 (equivalent to approximately RMB0.33) per ordinary share totaling approximately RMB164,811,000 was approved. These financial statements do not reflect this dividend payable.

12.

PROPERTY, PLANT AND EQUIPMENT

Six months ended 31 December 2020

Opening net book value

as at 1 July 2020

19,478

52,356

Additions

13,837

3,225

Transfer from construction-in-progress

-

-

Depreciation

(2,631)

(3,330)

Disposals

(351)

(185)

Closing net book value

30,333

52,066

As at 31 December 2020

Cost

53,759

63,189

Accumulated depreciation

(23,426)

(11,123)

Net book value

30,333

52,066

Six months ended 31 December 2019

Opening net book value

as at 1 July 2019

17,716

28,742

Additions

5,808

31,022

Transfer from construction-in-progress

-

-

Depreciation

(2,634)

(2,018)

Disposals

(448)

(51)

Closing net book value

20,442

57,695

As at 31 December 2019

Cost

42,944

62,591

Accumulated depreciation

(22,502)

(4,896)

Net book value

20,442

57,695

- 17 -

Office

equipment

Motor

Leasehold

Construction-

Logistics

and others Machinery

vehicles

improvements

in-progress

center

Total

RMB'000 RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

1,057

24,384

34,069

192,776

324,120

1,014

20,107

43,881

-

82,064

-

77,950

(77,950)

-

-

(217)

(18,632)

-

(4,674)

(29,484)

(25)

-

-

-

(561)

1,829

103,809

-

188,102

376,139

6,307

225,401

-

203,861

552,517

(4,478)

(121,592)

-

(15,759)

(176,378)

1,829

103,809

-

188,102

376,139

1,410

38,584

493

192,353

279,298

-

16,027

17,037

9,476

79,370

-

493

(493)

-

-

(154)

(23,094)

-

(4,471)

(32,371)

(26)

-

-

-

(525)

1,230

32,010

17,037

197,358

325,772

5,545

135,702

17,037

203,339

467,158

(4,315)

(103,692)

-

(5,981)

(141,386)

1,230

32,010

17,037

197,358

325,772

Buildings of

13. RIGHT-OF-USE ASSETS

Rented premises

for stores and

offices

Land use right

Total

RMB'000

RMB'000

RMB'000

Six months ended 31 December 2020

Opening net book value as at 1 July 2020 (a)

170,623

25,521

196,144

Additions (b)

428,106

-

428,106

Disposals

(2,063)

-

(2,063)

Depreciation and amortisation

(87,238)

(279)

(87,517)

Closing net book value as at 31 December 2020

509,428

25,242

534,670

Six months ended 31 December 2019

Opening net book value as at 1 July 2019

251,218

26,079

277,297

Additions

107,706

-

107,706

Disposals

(18,805)

-

(18,805)

Depreciation and amortisation

(92,894)

(279)

(93,173)

Closing net book value as at 31 December 2019

247,225

25,800

273,025

  • (a) The Group chose to record the rent concessions occurring as a direct consequence of the COVID-19 pandemic as lease modifications. The rent concessions represented reduced lease payments due on or before 30 June 2020 and there was no substantive change to other terms and conditions of the lease. Rent concessions totalling approximately RMB16,000,000 have been accounted for as lease modification, resulted in a remeasurement of the lease liability and a corresponding adjustment to the right-of-use asset, of which approximately RMB4,280,000 was realised during the six months ended 31 December 2020.

  • (b) For the relocation of the headquarters, the Group entered into several leases with Huizhan Technology (Hangzhou) Co., Ltd., a related party of the Group. The Group leased premises mainly for office building for lease terms of 26 months and 33 months commencing from 1 October 2020 with extension options. The Group has an option to renew the lease agreements with the lessor six months before the lease expiry based on the then market rent. The total lease payments are amounted to approximately RMB40,000,000 per annum.

    Extension options for the above lease arrangements are included in the lease term because the leases are reasonably certain to be extended to ten years taking into consideration of the significant leasehold improvements, historical lease durations and the costs and business disruption required to replace the leased assets. As a result, RMB286,460,000 right-of-use assets was recorded for the related-party transactions.

  • 14. INTANGIBLE ASSETSSix months ended 31 December 2020

    Opening net book value as at 1 July 2020 Additions

    Amortisation charge

    Computer software RMB'000

    13,376 2,844 (1,107)

    Others RMB'000

    Total RMB'000

    221 13,597

    - 2,844

    (25) (1,132)

    Closing net book value as at 31 December 2020

    As at 31 December 2020

    Cost

    Accumulated amortisation

    15,113

    22,710 (7,597)

    196 15,309

    244 22,954

    (48) (7,645)

    Net book value

    Six months ended 31 December 2019

    Opening net book value as at 1 July 2019 Additions

    Amortisation charge

    15,113

    11,539 2,122 (764)

    196 15,309

    72 11,611

    - 2,122

    (4) (768)Closing net book value as at 31 December 2019

    As at 31 December 2019

    Cost

    Accumulated amortisation

    12,897

    18,366 (5,469)

    68 12,965

    85 18,451

    (17)

    (5,486)Net book value

  • 15. INVENTORIES

12,897

68

As at 31 December 2020 RMB'000

12,965

As at 30 June 2020 RMB'000

Finished goods

Commissioned processing materials Raw materials

Less: provision

1,115,620

1,154,040

112,501 163,089

27,684 39,651

(483,130)

(452,658)

772,675

904,122

Movements of provision for inventories are as follows:

16.

2020

2019

RMB'000

RMB'000

Opening balance as at 1 July

452,658

295,537

Addition of provision for inventories to net realisable value

included in "cost of sales" (Note 6)

77,259

49,062

Release of provision upon sales of inventories written down

in prior years

(46,787)

(11,918)

Closing balance as at 31 December

483,130

332,681

TRADE RECEIVABLES

As at

As at

31 December

30 June

2020

2020

RMB'000

RMB'000

Trade receivables

228,574

127,117

Less: provision for impairment

(24,206)

(29,704)

204,368

97,413

The trade receivables are mainly related to sales through retail stores within department stores and shopping malls, and are generally received within 45 to 90 days from the invoice date.

The ageing analysis of gross trade receivables based on invoice date at the respective balance sheet dates was as follows:

As at

As at

31 December

30 June

2020

2020

RMB'000

RMB'000

Within 3 months

200,370

94,034

3 months to 6 months

8,048

7,159

6 months to 1 year

3,241

10,192

1 year to 2 years

5,215

3,993

more than 2 years

11,700

11,739

228,574

127,117

  • 17. PREPAYMENTS, DEPOSITS AND OTHER ASSETSLong-term prepayments

    Long-term prepaid expenses

    Current assets

    Deposits and other receivables Right of goods return Prepayment to suppliers Prepaid expenses Interest receivables

    Receivables for exercise of RSUs Value added tax recoverable Staff advances

    Prepaid income tax

  • 18. TRADE AND BILLS PAYABLESAs at 31 December 2020 RMB'000

As at 30 June 2020 RMB'000

9,072 8,387

90,675 94,802

88,567 52,957

19,644 57,703

11,516 12,251

2,870 1,761

2,056 1,299 73

- 21,538 70

- 11,975

216,700 253,057

225,772 261,444

As at 31 December 2020 RMB'000

As at 30 June 2020 RMB'000

Trade payables Bills payables

267,895 168,131

13,599 13,657

281,494 181,788

Ageing analysis of trade payables based on date of goods received as at 31 December 2020 and 30 June 2020 was as follows:

19.

As at

As at

31 December

30 June

2020

2020

RMB'000

RMB'000

Within 6 months

262,416

162,284

6 months to 1 year

2,970

4,690

1 to 2 years

1,640

278

2 to 3 years

869

879

267,895

168,131

CONTRACT LIABILITIES

As at

As at

31 December

30 June

2020

2020

RMB'000

RMB'000

Advances from distributors

251,390

310,819

Customer loyalty programme

20,949

15,722

Contract liabilities

272,339

326,541

20. ACCRUALS AND OTHER CURRENT LIABILITIES

As at

As at

31 December

30 June

2020

2020

RMB'000

RMB'000

Non-current liabilities

Payables for guarantee deposits

8,415

6,977

Current liabilities

Provisions for sales returns

234,137

136,830

Value-added tax and other taxes payables

153,274

40,596

Payroll and welfare payables

85,705

83,675

Provisions for sales rebates

67,449

35,283

Workforce contracting payables

35,549

20,686

Deposits received from suppliers (a)

34,000

24,950

Distribution deposits (b)

32,506

34,076

Payables for leasehold improvements

32,049

2,280

Rentals

5,399

6,635

Accrued marketing and promotions expenses

4,096

7,642

Payables for property, plant and equipment

2,465

20,273

Others

31,298

16,181

717,927

429,107

  • (a) Deposits received from suppliers represent non-interest bearing deposits received from third-party suppliers for quality assurance.

  • (b) Distribution deposits represent non-interest bearing deposits received from third-party distributors as a condition of engaging in business with the Group for distributing the Group's products in specific geographical areas. Such distribution deposits should be refunded to the distributors when the distribution relationship with the Group is terminated.

21.

LEASE LIABILITIES

As at

As at

31 December

30 June

2020

2020

RMB'000

RMB'000

Total lease liabilities

229,425

182,718

Less: current portion

119,570

116,858

Non-current portion

109,855

65,860

The Group leases various retail shops, offices and land use right. Most lease liabilities are denominated in RMB.

22. BORROWINGS

As at

As at

31 December

30 June

2020

2020

RMB'000

RMB'000

Short-term borrowings

192,976

187,683

As at 31 December 2020, the bills receivables, amounting to RMB196,000,000, issued by a subsidiary to another subsidiary of the Group for intra-group transaction settlement were discounted to commercial banks with recourse. The Directors were of the view that balance under such factoring arrangements were borrowings from banks. As at 31 December 2020, the average discounted rate was 2.72% per annum (year ended 30 June 2020: 3.04%).

MANAGEMENT DISCUSSION AND ANALYSIS

Revenue

We derive our revenue primarily from sales of our products to distributors and to end-customers in our self-operated stores and through online channels. Our revenue is stated net of sales rebate, sales returns and value added taxes.

The total revenue for the six months ended December 31, 2020 amounted to RMB2,314.7 million, an increase of 8.4% or RMB179.2 million as compared with RMB2,135.5 million for the six months ended December 31, 2019. The increase in the revenue was mainly attributable to the upgrading of the Group's retail network and the continuous growth of our revenue from online channels.

The total number of our standalone retail stores around the world increased from 1,855 as of June 30, 2020 to 1,931 as of December 31, 2020. Including standalone offline stores abroad, our sales network has covered all provinces, autonomous regions and municipalities in Mainland China and across 10 other countries and regions around the world. The tables below set forth the information on the number of our standalone retail stores around the world by different brands and "JNBY Group +" member collection stores, respectively:

As of

As of

Number of our standalone retail stores

December 31,

June 30,

around the world by different brands

2020

2020

Mature Brand

JNBY

914

881

Subtotal

914

881

Younger Brands

CROQUIS (஺ᄳ)

331

315

jnby by JNBY

462

436

less

188

186

Subtotal

981

937

Emerging Brands

POMME DE TERRE (ᇻ৵)

33

30

JNBYHOME

-

-

Others

1

5

Subtotal

34

35

"JNBY Group +" member collection stores

2

2

Total

1,931

1,855

As of

As of

December 31,

June 30,

2020

2020

Number and geographic distribution of our retail

stores by sales channels

Mainland China

Self-operated stores

543

539

Distributor-operated stores

1,357

1,284

Outside Mainland China

Self-operated stores

1

3

Distributor-operated stores

30

29

Total

1,931

1,855

The following maps and chart show the retail network distribution of our standalone retail stores in countries and regions all over the world (excluding points of sale), the geographic distribution of our retail stores (including standalone distributor-operated and self-operated stores) across Mainland China, Hong Kong and Taiwan as well as the distribution of our stores by city tiers across Mainland China as of December 31, 2020 respectively:

Lithuania

Kuwait

Russia

Georgia

United States of America

Mainland China

Saudi Arabia

0 - 50

Number of stores by city tiers across Mainland China

50 - 100

Tier 3 cities

(As of December 31, 2020)

Hainan(10)

Tier 1 citiesTier 2 cities

Other cities

Same store sales growth of offline shops

Although the customer traffic of our offline shops experienced fluctuation affected by the epidemic preventive and control measures implemented in various places since the outbreak of the coronavirus epidemic in early 2020, we have provided consumers with more value-added services by proactively launching and upgrading new consumption scenarios or products such as "Box Project" and "JNBY Group +" member collection stores, while gradually upgrading the store image of all brands in order to provide customers with more comfortable shopping experience. Same store sales of offline retail shops for the first half of fiscal year 2021 recorded an increase of 12.6%, which was mainly due to the facts that:

i. both the discount made to new products and the associated purchase rate were improved, which was benefited from the Group's increased strategic investments in store image and vision development, the launch of brand new store image of JNBY Group + and comprehensive improvement in the fans' full access to the products and service quality;

  • ii. the growth in GMV through all emerging channels including "Box Project" and Wechat mall nearly doubled due to continuous utilization of Internet+ mindsets and technologies;

  • iii. the incremental retail sales generated by the inventory sharing and allocation system was RMB531.5 million, representing an increase of 29.0% as compared with RMB412.0 million for the first half of fiscal year 2020.

Members-related data

  • • As of December 31, 2020, the Group had over 4.5 million membership accounts (without duplication) (as of June 30, 2020: over 4.2 million), including our more than 4.1 million subscribers (without duplication) on the WeChat platform (as of June 30, 2020: over 3.7 million). The proportion of the Group's digital members on the WeChat platform further went up to over 91% (as of June 30, 2020: over 89%). During the first half of fiscal year 2021, the retail sales contributed by the members of the Group maintained stable, accounting for approximately 70% of our total retail sales.

  • • In 2020, the number of active members accounts of the Group(note 1) (without duplication) was over 410,000 (2019: over 470,000), among these membership accounts, the number of WeChat active members accounts(note 2) (without duplication) was over 400,000 (2019: over 450,000).

  • • In 2020, the number of membership accounts with annual purchases totaling over RMB5,000 was over 180,000 (2019: over 210,000), and the retail sales contributed by those membership accounts has reached RMB2.2 billion (2019: RMB2.5 billion), accounting for over 40% to the total retail sales from offline channels. Among these membership accounts, the number of subscribers on our WeChat platform with annual purchases totaling over RMB5,000 was over 180,000 for 2020 (2019: over 200,000). In 2020, the number of active members accounts, the number of WeChat active members accounts and the number of membership accounts with purchases totaling over RMB5,000 all decreased as compared with that of 2019, which was mainly arising from the great impact of the outbreak of the epidemic in the first half of 2020 on retail industry.

Note 1: Active members accounts are membership accounts associated with at least two purchases for a period of any 180 consecutive days within the last 12 months.

Note 2: WeChat active members accounts are active members who are also the subscribers of our WeChat platform.

Revenue by brands

The following table sets forth a breakdown of our revenue by brands, each expressed in the absolute amount and as a percentage to our total revenue, for the half years indicated:

For the six months ended December 31,

2020

2019

RMB'000

(%)

RMB'000

(%)

Mature Brand:

JNBY

1,318,569

57.0%

1,218,416

57.1%

100,153

8.2%

Subtotal

1,318,569

57.0%

1,218,416

57.1%

100,153

8.2%

Younger Brands:

CROQUIS (஺ᄳ)

389,893

16.8%

376,329

17.6%

13,564

3.6%

jnby by JNBY

357,143

15.4%

329,701

15.4%

27,442

8.3%

less

203,885

8.8%

161,767

7.6%

42,118

26.0%

Subtotal

950,921

41.0%

867,797

40.6%

83,124

9.6%

Emerging Brands:

POMME DE TERRE

(ᇻ৵)

26,837

1.2%

27,001

1.3%

(164)

(0.6%)

JNBYHOME

12,751

0.6%

6,998

0.3%

5,753

82.2%

Others

5,585

0.2%

15,256

0.7%

(9,671)

(63.4%)

Subtotal

45,173

2.0%

49,255

2.3%

(4,082)

(8.3%)

Total revenue(1)

2,314,663

100.0%

2,135,468

100.0%

179,195

8.4%

Note:

RMB'000 (%)

Increase/(Decrease)

(1) Includes revenue recorded by "JNBY Group +" member collection stores of RMB8.4 million.

For the first half of fiscal year 2021, terminal retail sales picked up in a rapid manner benefiting from the relatively stable epidemic prevention and control in China and boosted by the cold weather, thus the revenue of the Group has shown an increasing trend. Revenue generated from the Group's Mature brand with a history over 20 years, JNBY brand, continued to grow, representing an increase of 8.2% or RMB100.2 million. For the Younger brands portfolio, it consists of brands which were successively launched from 2005 to 2011, namely CROQUIS (஺ᄳ), jnby by JNBY and less. Revenue generated from Younger brands portfolio maintained growth, with a total growth rate reached 9.6%. For Emerging brands portfolio, it consists of various new brands, such asPOMME DE TERRE ( ᇻ৵ ) and JNBYHOME. Revenue from Emerging brands portfolio totaling of RMB45.2 million were recorded, showing an aggregate of 2.0% to the total revenue.

Revenue by sales channels

We sell our products through an extensive network of offline retail stores (consisting of self-operated stores and distributor-operated stores) and online channels. The following table sets out a breakdown of our revenue by sales channels, each expressed as an absolute amount and as a percentage of our total revenue, for the half years indicated:

For the six months ended December 31,

Offline channels Self-operated stores Distributor-operated stores(1)

Online channels Other channelsTotal revenue

2020 2019

RMB'000 (%) RMB'000

(%)

RMB'000

(%)

39.9%

109,477

12.9%

47.3%

10,714

1.1%

12.7%

57,254

21.1%

0.1%

1,750

61.6%

100.0%

179,195

8.4%

Increase

959,700 1,021,582

41.5% 850,223 44.1% 1,010,868

  • 328,791 14.2% 271,537

  • 4,590 0.2% 2,840

2,314,663

100.0% 2,135,468

Note:

(1) Includes stores operated by overseas customers.

In the first half of fiscal year 2021, absolute amounts of revenue generated from sales through our offline and online channels continued to increase as compared with that in the first half of fiscal year 2020. Benefiting from the rapid recovery of sales through our offline channel and the fact that more and more customers get used to shopping on various e-commerce platforms in the process of normalized epidemic prevention and control, revenues generated from sales through our online channels, as a percentage of our total revenue, has increased from 12.7% for the first half of fiscal year 2020 to 14.2% for the first half of fiscal year 2021, which has driven the increase in the overall revenue of the Group.

Revenue by geographical distribution

The following table sets forth a breakdown of our revenue by geographical distribution, each expressed in an absolute amount and as a percentage to our total revenue, for the half years indicated:

For the six months ended December 31,

2020 RMB'000

(%)

2019 RMB'000

(%)Increase RMB'000

(%)Mainland China Outside Mainland

2,297,109

  • 99.2% 2,121,092

    China(1)

    Total revenue

    17,554 2,314,663

  • 0.8% 14,376

  • 100.0% 2,135,468

99.3% 0.7% 100.0%

  • 176,017 8.3%

  • 3,178 22.1%

  • 179,195 8.4%

Note:

(1) Hong Kong, Taiwan region and other overseas countries and regions.

In the first half of fiscal year 2021, the absolute amounts of revenue generated from sales in Mainland China areas continued to increase as compared with that in the first half of fiscal year 2020.

Gross profit and gross profit margin

The Group's gross profit increased by 6.8% from RMB1,334.7 million for the first half of fiscal year 2020 to RMB1,425.2 million for the first half of fiscal year 2021, which was mainly attributable to the increase in revenue scale.

The Group's overall gross profit margin decreased from 62.5% for the first half of fiscal year 2020 to 61.6% for the first half of fiscal year 2021, which was mainly attributable to the change in sold product mix.

The following table sets forth a breakdown of our gross profit and gross profit margin of products by each brand and each sales channel:

For the six months ended December 31,

2020 2019

RMB'000 (%) RMB'000

Increase/(Decrease)

(%)

RMB'000 (%)

Mature Brand:

JNBY

826,509

62.7%

766,327

62.9%

60,182

7.9%

Subtotal

826,509

62.7%

766,327

62.9%

60,182

7.9%

Younger Brands:

CROQUIS (஺ᄳ)

235,674

60.4%

241,798

64.3%

(6,124)

(2.5%)

jnby by JNBY

215,022

60.2%

200,521

60.8%

14,501

7.2%

less

133,129

65.3%

105,533

65.2%

27,596

26.1%

Subtotal

583,825

61.4%

547,852

63.1%

35,973

6.6%

Emerging Brands:

POMME DE TERRE

(ᇻ৵)

7,163

26.7%

13,314

49.3%

(6,151)

(46.2%)

JNBYHOME

4,549

35.7%

1,986

28.4%

2,563

129.1%

Others

3,106

55.6%

5,192

34.0%

(2,086)

(40.2%)

Subtotal

14,818

32.8%

20,492

41.6%

(5,674)

(27.7%)

Total

1,425,152

61.6%

1,334,671

62.5%

90,481

6.8%

- 32 -

2020

RMB'000

(%)

Offline channels

1,231,236

62.1%

1,171,256

62.9%

5.12%

Self-operated stores

660,475

68.8%

605,598

71.2%

9.1%

Distributor-operated

stores

570,761

55.9%

565,658

56.0%

0.9%

Online channels

190,512

57.9%

161,126

59.3%

18.2%

Other channels

3,404

74.2%

2,289

80.6%

48.7%

Total

1,425,152

61.6%

1,334,671

62.5%

6.8%

For the six months ended December 31, 2019

Increase

(%) RMB'000 (%) RMB'000

59,980 54,877 5,103 29,386 1,115 90,481

Selling and marketing expenses and administrative expenses

In the first half of fiscal year 2021, selling and marketing expenses were RMB671.2 million (the first half of fiscal year 2020: RMB642.3 million), which primarily consist of: (i) expenses relating to short-term leases and variable lease payments; (ii) the amortisation of right-of-use assets; (iii) our service outsourcing expenses; and (iv) our employee benefit expenses. In percentage terms, the selling and marketing expenses accounted for 29.0% of our revenue in the first half of fiscal year 2021 (the first half of fiscal year 2020: 30.1%), the decrease in the expense ratio as compared to the first half of fiscal year 2020 was mainly attributable to improved efficiency in store operations. The administrative expenses for the first half of fiscal year 2021 were RMB139.9 million (the first half of fiscal year 2020: RMB144.3 million) which, among others, primarily consist of: (i) employee benefit expenses; (ii) product development outsourcing fees; and (iii) professional service expenses. In percentage terms, administrative expenses accounted for 6.0% of our revenue in the first half of fiscal year 2021 (the first half of fiscal year 2020: 6.8%), the decrease in expenses was mainly due to the improved management efficiency in the middle and back offices.

Finance income, net

The Group's finance income, net for the first half of fiscal year 2021 was net gain of RMB0.6 million (the first half of fiscal year 2020: financial income, net was net gain of RMB0.1 million). The increase in financial income, net was mainly due to the increase of wealth management products income.

Net profit and net profit margin

Due to the above-mentioned factors, net profit for the first half of fiscal year 2021 was RMB463.5 million, representing an increase of 7.8% or RMB33.6 million as compared with RMB429.9 million for the first half of fiscal year 2020. Net profit margin decreased from 20.1% for the first half of fiscal year 2020 to 20.0% for the first half of fiscal year 2021.

Capital expenditure

The Group's capital expenditure mainly consists of payments for construction of our logistic center, property, plant and equipment, intangible assets and decoration of our self-operated stores. The Company's capital expenditure for the first half of fiscal year 2021 was RMB71.5 million (the first half of fiscal year 2020: RMB85.7 million).

Profit before income tax

The Group's profit before income tax increased by 7.2%, from RMB599.4 million for the first half of fiscal year 2020 to RMB642.6 million for the first half of fiscal year 2021. The increase in the profit before income tax was mainly due to the increase in the Group's operating profit.

Financial position

The Group generally finances its operations with internally generated cash flows and banking facilities provided by the banks.

As of December 31, 2020, the Group's cash and cash equivalents were RMB893.3 million (June 30, 2020: RMB336.7 million), of which 92.8% was denominated in RMB, 1.2% in US dollars and 6.0% in other currencies. Net cash inflow from operating activities in the first half of fiscal year 2021 was RMB1,114.4 million, an increase of 70.5% as compared with RMB653.7 million in the first half of fiscal year 2020.

As at December 31, 2020, our short-term bank loans amounted to RMB193.0 million, representing (i) our short-term loans of RMB49.6 million borrowed from Industrial and Commercial Bank of China on April 26, 2020, (ii) our short-term loans of RMB49.4 million borrowed from Industrial and Commercial Bank of China on July 8, 2020, (iii) our short-term loans of RMB49.2 million borrowed from Industrial and Commercial Bank of China on August 11, 2020, and (iv) our short-term loans of RMB44.8 million borrowed from Industrial and Commercial Bank of China on November 20, 2020.

Significant investment event

Subscription of financial products

On September 29, 2020, JNBY Finery Co., Ltd., a subsidiary of the Company, subscribed for the short-term financial products of Hangzhou United Bank with a principal of RMB40,000,000. The subscription mentioned above does not constitute a notifiable transaction of the Company.

Exposure to fluctuations in exchange rates

The Group operated mainly in the PRC with most of its transactions settled in RMB. As a result, the Board considered that the Group's exposure to the fluctuations of the exchange rate was insignificant and did not resort to any financial instrument to hedge the currency risks.

Human resources

The number of the Group's employees decreased to 1,037 as of December 31, 2020 (June 30, 2020: 1,128). The total staff costs for the first half of fiscal year 2021 (including basic salaries and allowances, social security insurance, discretionary bonuses and share-based compensation expenses) were RMB158.7 million (the first half of fiscal year 2020: RMB132.5 million), representing 6.9% of our revenue (the first half of fiscal year 2020: 6.2%).

Pledge of assets

As at December 31, 2020, the Group did not have any secured bank borrowings.

Contingent liabilities

As at December 31, 2020, the Group did not have any material contingent liabilities.

OUTLOOK

Since the outbreak of novel coronavirus (COVID-19) pneumonia epidemic (the "Epidemic") in early 2020, various provinces and cities in Mainland China launched the first-level response to significant public health emergencies and adopted kinds of stringent measures to curb the spread of the Epidemic. The sudden outbreak of the Epidemic and its severity were unexpected to people all around the world. However, as the implementation of Epidemic prevention and control measures gets normalized and the post-epidemic economy in China and people's consumption capacity gradually pick up, the apparel industry and the segmented market where the designer brands operate are not only suffering unprecedented challenges, but also breeding valuable opportunities. Meanwhile, with consumption upgrade and a younger consumer base, the demand of people who pursue distinguished lifestyles for personalized and fashionable products continues to rise, while the segmented market where the designer brands operate is going through restructuring, thus creating a strongs-get-stronger competition landscape.

As a leading designer brand fashion group in China, benefiting from the diversified designer brand portfolio and sound operation management, we remain full confidence towards our future. Based on sufficient cash flow, we will continue to maintain and strengthen our position as a leading designer brand fashion house based in China, and we are committed to pursuing the following strategies thus to nurture the JNBY lifestyle ecosystem we advocate:

  • • To continue to attract and cultivate new JNBY fans through further optimization of designer brand portfolio and product offerings by way of self-incubation or mergers, through constant enhancement of forward-looking design and R&D capabilities as well as through continuous strengthening of brand influence;

  • • Adopting internet thinking and technology to further enhance our domestic and foreign retail network, to increase our strategic investments in store vision and image development, to optimize our omni-channel interactive platform and supply chain management capability, as well as to be capable to establish an appropriate scaled operation in each sub-segment;

  • • To enhance fans' experience by persisting fans economy strategy as the core, encouraging operational innovation, constantly creating and providing scenarios for value-added services and customer touchpoints to our fans.

USE OF PROCEEDS FROM LISTING

The Company's net proceeds from listing were approximately HK$684.0 million (equivalent to approximately RMB596.6 million), after deduction of underwriting fees and related expenses. As of December 31, 2020, the proceeds amounting to a total of RMB559.9 million have been used. These proceeds shown as following have been used for the purposes as stated in the prospectus (the "Prospectus") of the Company dated October 19, 2016.

For the six

As at

months ended

As at

December 31,

December 31,

December 31,

2020

2020

2020

The planned use

The actual

The actual

Proceeds

Item

of proceeds

used amount

used amount

amount

(RMB million)

(RMB million)

(RMB million)

(RMB million)

To strengthen our omni-channel

interactive platform

167.4

167.4

-

-

To expand our product offering

and brand portfolio

179.3

142.6

11.3

36.7

To establish a new

logistics center

220.1

220.1

-

-

For general purposes

29.8

29.8

-

-

Total

596.6

559.9

11.3

36.7

As at December 31, 2020, the balance of proceeds of approximately RMB36.7 million would continue to be used for the purposes as stated in the Prospectus. It is also expected to be fully utilised within next 12 months. Taking into account that the Company has no material acquisition plan currently, a degree of uncertainties will be involved in the actual useful life of certain of our proceeds from our listing.

INTERIM DIVIDEND

The Board declared the payment of an interim dividend of HK$0.39 per ordinary share (equivalent to approximately RMB0.33 per ordinary share) for the six months ended December 31, 2020. The above interim dividend is expected to be paid on April 20, 2021 to the shareholders of the Company (the "Shareholders") whose names appear on the Company's register of members on April 9, 2021.

CLOSURE OF REGISTER OF MEMBERS

In order to determine the identity of members who are eligible for receiving the interim dividend, the register of members of the Company will be closed from April 8, 2021 to April 9, 2021 (both days inclusive), during which period no share transfer will be registered. In order to be eligible for receiving the interim dividend, all completed transfer forms accompanied by the relevant share certificates must be lodged with the Company's branch share registrar in Hong Kong, Link Market Services (Hong Kong) Pty Limited, at Suite 1601, 16/F., Central Tower, 28 Queen's Road Central, Hong Kong, for registration not later than 4:30 p.m. on April 7, 2021.

CORPORATE GOVERNANCE PRACTICES

The Group is committed to maintaining a high standard of corporate governance to safeguard the interests of its Shareholders and enhance its value and accountability. The Company has adopted the Corporate Governance Code and Corporate Governance Report (the "CG Code") contained in Appendix 14 to the Rules Governing the Listing of Securities (the "Listing Rules") on The Stock Exchange of Hong Kong Limited (the "Stock Exchange") as its own corporate governance code.

The Company has complied with all applicable code provisions under the CG Code during the six months ended December 31, 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 BY DIRECTORS

The Company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers (the "Model Code") set out in Appendix 10 to the Listing Rules as the code of conduct regarding Directors' securities transactions. Having made specific enquiry to the Directors, all the Directors have confirmed that they have complied with the required standards as set out in the Model Code during the six months ended December 31, 2020.

PURCHASE, SALE OR REDEMPTION OF LISTED SECURITIES OF THE COMPANY

During the six months ended December 31, 2020, save as the trustee of the Restricted Share Unit Scheme purchased a total of 507,000 shares of the Company with approximately HK$4.4 million at the Stock Exchange pursuant to the rules of the Restricted Share Unit Scheme and the terms of the trust in order to grant shares to selected participants, none of the Company or any of its subsidiaries has purchased, sold or redeemed any of the Company's listed securities.

AUDIT COMMITTEE

The Board has established an audit committee (the "Audit Committee"), which comprised three independent non-executive Directors, namely Mr. Lam Yiu Por (Chairman), Ms. Han Min and Mr. Hu Huanxin. The primary duties of the Audit Committee are to review and supervise the financial reporting procedures and internal control of the Company.

The Audit Committee, together with the management and the external auditor of the Company, has reviewed the Group's unaudited condensed interim results for the six months ended December 31, 2020.

PUBLICATION OF THE INTERIM RESULTS ANNOUNCEMENT AND THE INTERIM REPORT

This interim results announcement has been published on the website of the Stock Exchange (www.hkexnews.hk) and that of the Company (www.jnbygroup.com), and the interim report of the Company for the six months ended December 31, 2020 containing all the information required by the Listing Rules will be dispatched to the Shareholders and published on the aforesaid websites in due course.

By order of the Board

JNBY Design Limited

Wu Jian

Chairman and Executive Director

Hong Kong, February 25, 2021

As at the date of this announcement, the executive directors are Mr. Wu Jian, Ms. Li Lin and Ms. Wu Huating; the non-executive director is Mr. Wei Zhe; and the independent non-executive directors are Mr. Lam Yiu Por, Ms. Han Min and Mr. Hu Huanxin.

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JNBY Design Ltd. published this content on 25 February 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 25 February 2021 08:47:13 UTC.