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.

LIPPO CHINA RESOURCES LIMITED

力 寶 華 潤 有 限 公 司

(Incorporated in Hong Kong with limited liability)

(Stock code: 156)

INTERIM RESULTS

FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2019

The Directors of Lippo China Resources Limited (the "Company") announce the unaudited consolidated interim results of the Company and its subsidiaries (collectively, the "Group") for the six months ended 30 September 2019 together with the comparative figures for the corresponding period in 2018 as follows:

CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS

For the six months ended 30 September 2019

Unaudited

Six months ended 30 September

2019

2018

Note

HK$'000

HK$'000

Revenue

4

493,583

1,270,290

Cost of sales

(143,761)

(715,908)

Gross profit

349,822

554,382

Other income

5

19,194

16,198

Administrative expenses

(299,351)

(337,855)

Other operating expenses

7

(79,019)

(179,112)

Fair value gain/(loss) on investment properties

(71,859)

22,470

Net fair value loss on financial instruments at fair value

(2,878)

through profit or loss

7

(188,264)

Other gains/(losses) - net

6

15,805

(16,868)

Finance costs

(28,481)

(26,786)

Share of results of associates

(1,486)

(15,642)

Share of results of joint ventures

8

(469)

(48,051)

Loss before tax

7

(98,722)

(219,528)

Income tax

9

(6,704)

(17,006)

Loss for the period

(105,426)

(236,534)

Attributable to:

(109,075)

Equity holders of the Company

(256,384)

Non-controlling interests

3,649

19,850

(105,426)

(236,534)

HK cents

HK cents

Loss per share attributable to

equity holders of the Company

10

(1.19)

Basic and diluted

(2.79)

- 1 -

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the six months ended 30 September 2019

Unaudited

Six months ended 30 September

2019

2018

HK$'000

HK$'000

(Restated)

Loss for the period

(105,426)

(236,534)

Other comprehensive income/(loss)

Other comprehensive loss that may be reclassified to

profit or loss in subsequent periods:

Exchange differences on translation of foreign operations

(30,732)

(84,128)

Exchange differences reclassified to profit or loss upon

liquidation of foreign operations

(19,752)

-

Share of other comprehensive loss of associates

(14,500)

(34,586)

Net other comprehensive loss that may be reclassified to

profit or loss in subsequent periods, net of tax

(64,984)

(118,714)

Other comprehensive income/(loss) that will not be reclassified to

profit or loss in subsequent periods:

Changes in fair value of equity instruments at fair value

through other comprehensive income

(20,790)

(35,804)

Gain on property revaluation

-

2,790

Other comprehensive loss that will not be reclassified to

profit or loss in subsequent periods, net of tax

(20,790)

(33,014)

Other comprehensive loss for the period, net of tax

(85,774)

(151,728)

Total comprehensive loss for the period

(191,200)

(388,262)

Attributable to:

Equity holders of the Company

(183,846)

(371,843)

Non-controlling interests

(7,354)

(16,419)

(191,200)

(388,262)

- 2 -

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As at 30 September 2019

30 September

31 March

2019

2019

Note

HK$'000

HK$'000

(Unaudited)

(Audited)

Non-current assets

Intangible assets

20,977

181,592

Exploration and evaluation assets

801

602

Fixed assets

947,798

991,040

Right-of-use assets

2

131,228

-

Investment properties

798,463

880,353

Interests in associates

720,917

737,958

Interests in joint ventures

1,771

4,673

Financial assets at fair value through

other comprehensive income

335,395

356,495

Financial assets at fair value through profit or loss

392,157

389,419

Debtors, prepayments and other assets

12

148,606

38,634

Deferred tax assets

845

845

3,498,958

3,581,611

Current assets

Inventories

8,849

11,349

Debtors, prepayments and other assets

12

283,752

328,090

Financial assets at fair value through profit or loss

565,612

571,690

Other financial assets

-

365

Tax recoverable

2

2

Restricted cash

53,641

59,899

Time deposits with original maturity of

more than three months

66,485

69,342

Cash and cash equivalents

590,536

2,260,905

1,568,877

3,301,642

Assets classified as held for sale

13

834,905

-

2,403,782

3,301,642

Current liabilities

Bank and other borrowings

411,561

583,339

Lease liabilities

2

52,377

-

Creditors, accruals and other liabilities

14

187,756

421,106

Other financial liabilities

12,825

9,770

Tax payable

132,484

138,169

797,003

1,152,384

Liabilities directly associated with assets

classified as held for sale

13

637,600

-

1,434,603

1,152,384

Net current assets

969,179

2,149,258

Total assets less current liabilities

4,468,137

5,730,869

- 3 -

30 September

31 March

2019

2019

Note

HK$'000

HK$'000

(Unaudited)

(Audited)

Non-current liabilities

Bank and other borrowings

428,747

684,444

Lease liabilities

2

85,062

-

Creditors, accruals and other liabilities

14

12,620

24,412

Other financial liability

562

220

Deferred tax liabilities

46,363

50,814

573,354

759,890

Net assets

3,894,783

4,970,979

Equity

Equity attributable to equity holders of the Company

Share capital

1,705,907

1,705,907

Reserves

1,779,414

2,202,393

3,485,321

3,908,300

Non-controlling interests

409,462

1,062,679

3,894,783

4,970,979

- 4 -

Note:

  1. BASIS OF PREPARATION
    The interim results are unaudited, condensed and 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 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 interim results do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the Group's annual financial statements as at 31 March 2019. The interim results have been reviewed by the audit committee of the Company.
    The accounting policies and basis of preparation adopted in the preparation of the interim results are consistent with those used in the Group's audited financial statements for the year ended 31 March 2019, except for the adoption of the new and revised Hong Kong Financial Reporting Standards ("HKFRSs"), HKASs and Interpretations (hereinafter collectively referred to as the "new and revised HKFRSs") as disclosed in Note 2 to the interim results.
    The financial information relating to the year ended 31 March 2019 that is included in the interim results 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 Hong Kong Companies Ordinance (Cap. 622) 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 Hong Kong Companies Ordinance (Cap. 622).
    The Company's auditor has reported on those financial statements. 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 Hong Kong Companies Ordinance (Cap. 622).
  2. CHANGES IN ACCOUNTING POLICIES AND DISCLOSURES
    The Group has adopted the following new and revised HKFRSs for the first time for the current period's interim results:

Amendments to HKFRS 9

Prepayment Features with Negative Compensation

HKFRS 16

Leases

Amendments to HKAS 19

Plan Amendment, Curtailment or Settlement

Amendments to HKAS 28

Long-term Interests in Associates and Joint Ventures

HK(IFRIC)-Int 23

Uncertainty over Income Tax Treatments

Annual Improvements 2015-2017 Cycle

Amendments to HKFRS 3, HKFRS 11, HKAS 12 and HKAS 23

Other than as explained below regarding the impact of HKFRS 16, the application of the above new and revised standards has had no significant financial effect on the interim results.

HKFRS 16 replaces HKAS 17 Leases, HK(IFRIC)-Int4 Determining whether an Arrangement contains

  • Lease, HK(SIC)-Int15 Operating Leases - Incentives and HK(SIC)-Int27 Evaluating the Substance of Transactions Involving the Legal Form of a Lease. The standard sets out the principles for the recognition, measurement, presentation and disclosure of leases and requires lessees to account for all leases under a single on-balancesheet model. Lessor accounting under HKFRS 16 is substantially unchanged from HKAS 17. Lessors will continue to classify leases as either operating or finance leases using similar principles as in HKAS 17. Therefore, HKFRS 16 did not have any financial impact on leases where the Group is the lessor.

The Group adopted HKFRS 16 using the modified retrospective method of adoption with the date of initial application of 1 April 2019. Under this method, the standard is applied retrospectively with the cumulative effect of initial adoption as an adjustment to the opening balance of equity at 1 April 2019, and the comparative information for prior periods was not restated and continues to be reported under HKAS 17.

- 5 -

New definition of a lease

Under HKFRS 16, a contract is, or contains a lease if the contract conveys a right to control the use of an identified asset for a period of time in exchange for consideration. Control is conveyed where the customer has both the right to obtain substantially all of the economic benefits from use of the identified asset and the right to direct the use of the identified asset. The Group elected to use the transition practical expedient allowing the standard to be applied only to contracts that were previously identified as leases applying HKAS 17 and HK(IFRIC)-Int 4 at the date of initial application. Contracts that were not identified as leases under HKAS 17 and HK(IFRIC)-Int 4 were not reassessed. Therefore, the definition of a lease under HKFRS 16 has been applied only to contracts entered into or changed on or after 1 April 2019.

At inception or on reassessment of a contract that contains a lease component, the Group allocates the consideration in the contract to each lease and non-lease component on the basis of their stand-alone prices. A practical expedient is available to a lessee, which the Group has adopted, not to separate non-lease components and to account for the lease and the associated non-lease components (e.g., property management services for leases of properties) as a single lease component.

Nature of the effect of adoption of HKFRS 16

The Group has lease contracts for various items of property, vehicles and other equipment. As a lessee, the Group previously classified leases as either finance leases or operating leases based on the assessment of whether the lease transferred substantially all the rewards and risks of ownership of assets to the Group. Under HKFRS 16, the Group applies a single approach to recognise and measure right-of-use assets and lease liabilities for all leases, except for two elective exemptions for leases of low value assets (elected on a lease by lease basis) and short-term leases (elected by class of underlying asset). The Group has elected not to recognise right-of-use assets and lease liabilities for (i) leases of low-value assets (e.g., laptop computers and telephones); and (ii) leases, that at the commencement date, have a lease term of 12 months or less. Instead, the Group recognises the lease payments associated with those leases as an expense on a straight-line basis over the lease term.

Leases previously classified as finance leases

The Group did not change the initial carrying amounts of recognised assets and liabilities at the date of initial application for leases previously classified as finance leases. Upon the adoption of HKFRS 16, the Group reclassified the assets under finance lease from fixed assets to right-of-use assets and related liabilities from obligations under finance leases included in bank and other borrowings to lease liabilities for presentation purpose. There is no impact on the opening balance of equity at 1 April 2019.

Leases previously classified as operating leases

Lease liabilities at 1 April 2019 were recognised based on the present value of the remaining lease payments, discounted using the incremental borrowing rate at 1 April 2019.

The right-of-use assets were either (i) measured at the amount of the lease liability, adjusted by the amount of any prepaid or accrued lease payments relating to the lease recognised in the statement of financial position immediately before 1 April 2019, or (ii) recognised based on the carrying amount as if the standard had always been applied, except for the incremental borrowing rate where the Group applied the incremental borrowing rate at 1 April 2019. All these assets were assessed for any impairment based on HKAS 36 on that date. The Group elected to present the right-of-use assets separately in the statement of financial position.

The Group has used the following elective practical expedients when applying HKFRS 16 at 1 April 2019:

  • Applied a single discount rate to a portfolio of leases with reasonably similar characteristics
  • Relied on the entity's assessment of whether leases were onerous by applying HKAS 37 immediately before the date of initial application as an alternative to performing an impairment review
  • Applied the short-term lease exemptions to leases with a lease term that ends within 12 months from the date of initial application
  • Excluded initial direct costs from the measurement of the right-of-use asset at the date of initial application
  • Used hindsight in determining the lease term where the contract contains options to extend/terminate the lease

- 6 -

The lease liabilities as at 1 April 2019 reconciled to the operating lease commitments as at 31 March 2019 are as follows:

HK$'000

Operating lease commitments as at 31 March 2019

516,057

Weighted average incremental borrowing rate as at 1 April 2019

3.4%

Discounted operating lease commitments as at 1 April 2019

493,496

Less: Commitments relating to short-term leases and those leases with a

remaining lease term ending on or before 31 March 2020

(12,580)

Less: Non-lease components

(11,016)

Less: Commitments relating to leases with lease terms beginning on or after 1 April 2019

(18,182)

Add : Commitments relating to leases previously classified as finance leases

376

Add : Payments for optional extension periods not recognised as at 31 March 2019

178,779

Add : Others

226

Lease liabilities as at 1 April 2019

631,099

The Group's associates and joint ventures also adopted HKFRS 16 on 1 April 2019 using the modified retrospective method. The cumulative effect of initial adoption was adjusted to the carrying amounts of the interests in associates and joint ventures and the opening balance of equity at 1 April 2019.

Besides, certain prepayments and accruals related to previous operating leases of the Group were derecognised upon the initial application of HKFRS 16 at 1 April 2019.

The impacts arising from the adoption of HKFRS 16 as at 1 April 2019 are as follows:

Increase/

(Decrease)

HK$'000

Assets

Decrease in fixed assets

(623)

Increase in right-of-use assets

608,823

Decrease in interests in associates

(1,118)

Decrease in debtors, prepayments and other assets

(75)

Increase in total assets

607,007

Liabilities

Decrease in bank and other borrowings

(376)

Increase in lease liabilities

631,099

Decrease in creditors, accruals and other liabilities

(301)

Increase in total liabilities

630,422

Equity

Decrease in retained profits

(9,465)

Decrease in non-controlling interests

(13,950)

(23,415)

- 7 -

Summary of new accounting policies

The accounting policy for leases as disclosed in the annual financial statements for the year ended 31 March 2019 is replaced with the following new accounting policies upon adoption of HKFRS 16 from 1 April 2019:

Right-of-use assets

Right-of-use assets are recognised at the commencement date of the lease. Right-of-use assets are measured at cost, less any accumulated depreciation and any impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Unless the Group is reasonably certain to obtain ownership of the leased asset at the end of the lease term, the recognised right-of-use assets are depreciated on a straight-line basis over the shorter of the estimated useful life and the lease term.

Lease liabilities

Lease liabilities are recognised at the commencement date of the lease at the present value of lease payments to be made over the lease term. 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, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Group and payments of penalties for termination of a lease, if the lease term reflects the Group exercising the option to terminate. The variable lease payments that do not depend on an index or a rate are recognised as an expense in the period in which the event or condition that triggers the payment occurs.

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. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in future lease payments arising from change in an index or rate, a change in the lease term, a change in the in-substance fixed lease payments or a change in assessment to purchase the underlying asset.

Significant judgement in determining the lease term of contracts with renewal options

The Group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease if it is reasonably certain not to be exercised.

The Group has applied judgement to determine the lease term for some lease contracts in which it is a lessee that include renewal options. The assessment of whether the Group is reasonably certain to exercise such options impacts the lease term, which significantly affects the amount of lease liabilities and right-of-use assets recognised.

- 8 -

Amounts recognised in the interim condensed consolidated statement of financial position and profit or loss

The carrying amounts of the Group's right-of-use assets and lease liabilities, and the movement during the period are as follows:

Right-of-use assets

Furniture,

fixtures,

Land and

plant and

Motor

Lease

buildings

equipment

vehicles

Total

liabilities

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

At 1 April 2019

563,280

2,246

43,297

608,823

631,099

Additions

144,285

130

408

144,823

143,422

Reduction

(3,525)

-

-

(3,525)

(3,559)

Depreciation charges

(87,336)

(257)

(4,692)

(92,285)

-

Interest expenses

-

-

-

-

11,929

Payments

-

-

-

-

(96,029)

Reclassification to assets/liabilities

held for sale (Note 13)

(514,800)

-

-

(514,800)

(537,456)

Exchange realignment

(10,929)

(43)

(836)

(11,808)

(11,967)

At 30 September 2019

90,975

2,076

38,177

131,228

137,439

The Group recognised rental expenses from short-term leases of HK$12,575,000 and leases of low-value assets of HK$1,065,000 and variable lease payments not based on index or rate of HK$5,985,000 for the six months ended 30 September 2019.

- 9 -

3. SEGMENT INFORMATION

For management purposes, the Group is organised into business units based on their products and services, and has reportable operating segments as follows:

  1. the property investment segment includes investments relating to letting and resale of properties;
  2. the treasury investment segment includes investments in money markets;
  3. the securities investment segment includes investments in securities held-for-trading and for long-term strategic purpose;
  4. the food businesses segment mainly includes distribution of consumer food and non-food products, food manufacturing and retailing, the management of restaurants and food court operations;
  5. the healthcare services segment includes provision of healthcare management services;
  6. the mineral exploration and extraction segment includes mineral exploration, extraction and processing; and
  7. the "other" segment comprises principally development and sale of properties, money lending, the provision of property management services and investment in closed-end fund.

Management monitors the results of the Group's operating segments separately for the purpose of making decisions about resources allocation and performance assessment. Segment performance is evaluated based on reportable segment profit/(loss) and comprises segment results of the Company and its subsidiaries, the Group's share of results of associates and joint ventures.

Segment results are measured consistently with the Group's profit/(loss) before tax except that the Group's share of results of associates and joint ventures, unallocated corporate expenses and certain finance costs are excluded from such measurement.

Segment assets exclude interests in associates and joint ventures, deferred tax assets, tax recoverable and other head office and corporate assets which are managed on a group basis.

Segment liabilities exclude tax payable, deferred tax liabilities and other head office and corporate liabilities which are managed on a group basis.

Inter-segment transactions are on an arm's length basis in a manner similar to transactions with third parties.

- 10 -

Six months ended 30 September 2019

Mineral

exploration

Inter-

Property

Treasury

Securities

Food

Healthcare

and

segment

investment

investment

investment

businesses

services

extraction

Other

elimination

Consolidated

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

Revenue

External

13,001

8,233

13,068

451,987

-

-

7,294

-

493,583

Inter-segment

2,625

-

-

-

-

-

-

(2,625)

-

Total

15,626

8,233

13,068

451,987

-

-

7,294

(2,625)

493,583

Segment results

(65,467)

8,233

9,667

(3,393)

-

(5,815)

2,620

75

(54,080)

Unallocated corporate expenses

(31,204)

Finance costs

(11,483)

Share of results of associates

-

-

-

-

(2,800)

-

1,314

-

(1,486)

Share of results of joint ventures

-

-

-

11

(475)

-

(5)

-

(469)

Loss before tax

(98,722)

Other segment information:

Capital expenditure (Note)

28

-

-

69,552

-

194

3

-

69,777

Depreciation

(11,478)

-

-

(113,744)

-

(20)

(15)

2,407

(122,850)

Interest income

-

8,233

-

1,642

-

-

409

-

10,284

Finance costs

-

-

-

(14,092)

-

-

(3,199)

293

(16,998)

Loss on disposal of fixed assets

-

-

-

(46)

-

-

-

-

(46)

Provisions for impairment losses on:

Inventories

-

-

-

(280)

-

-

-

-

(280)

Loans and receivables

-

-

-

(275)

-

-

-

-

(275)

Realised translation losses

reclassified to the statement of

profit or loss relating to

liquidation of foreign operations

-

-

-

(4,692)

-

-

-

-

(4,692)

Net fair value loss on financial

instruments at fair value through

profit or loss

-

-

(1,390)

(1,488)

-

-

-

-

(2,878)

Fair value loss on investment properties

(71,859)

-

-

-

-

-

-

-

(71,859)

Unallocated:

Capital expenditure (Note)

879

Depreciation

(5,798)

Finance costs

(11,483)

Gain on disposal of fixed assets

133

Realised translation gains

reclassified to the statement of

profit or loss relating to

liquidation of a foreign operation

24,444

- 11 -

Six months ended 30 September 2018

Mineral

exploration

Inter-

Property

Treasury

Securities

Food

Healthcare

and

segment

investment

investment

investment

businesses

services

extraction

Other

elimination

Consolidated

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

Revenue

External

15,004

3,316

28,953

1,216,176

-

-

6,841

-

1,270,290

Inter-segment

2,730

-

-

-

-

-

-

(2,730)

-

Total

17,734

3,316

28,953

1,216,176

-

-

6,841

(2,730)

1,270,290

Segment results

33,127

3,316

(179,938)

63,563

-

(4,735)

(2,818)

-

(87,485)

Unallocated corporate expenses

(49,878)

Finance costs

(18,472)

Share of results of associates

-

-

-

-

(3,674)

-

(11,968)

-

(15,642)

Share of results of joint ventures

-

-

-

-

(421)

(47,630)

-

-

(48,051)

Loss before tax

(219,528)

Other segment information:

Capital expenditure (Note)

651

-

-

29,594

-

125

4

-

30,374

Depreciation

(11,502)

-

-

(19,514)

-

(22)

(13)

-

(31,051)

Interest income

-

3,316

5,708

1,324

-

-

416

-

10,764

Finance costs

-

-

(3,097)

(1,989)

-

-

(3,228)

-

(8,314)

Loss on disposal of fixed assets

-

-

-

(639)

-

-

-

-

(639)

Write-back of provision/(Provisions) for

impairment losses on:

Fixed assets

-

-

-

999

-

-

-

-

999

Inventories

-

-

-

(6,040)

-

-

-

-

(6,040)

Loans and receivables

-

-

-

(2,910)

-

-

-

-

(2,910)

Net fair value loss on financial

instruments at fair value through

profit or loss

-

-

(188,264)

-

-

-

-

-

(188,264)

Fair value gain on investment properties

22,470

-

-

-

-

-

-

-

22,470

Unallocated:

Capital expenditure (Note)

2,090

Depreciation

(4,270)

Finance costs

(18,472)

Note: Capital expenditure includes additions to fixed assets and exploration and evaluation assets.

- 12 -

Mineral

exploration

Inter-

Property

Treasury

Securities

Food

Healthcare

and

segment

investment

investment

investment

businesses

services

extraction

Other

elimination

Consolidated

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

At 30 September 2019 (unaudited)

Segment assets

1,500,552

322,317

1,550,279

1,678,550

-

2,157

88,937

(18,306)

5,124,486

Interests in associates

-

-

-

-

411,336

-

309,581

-

720,917

Interests in joint ventures

-

-

-

-

923

490

358

-

1,771

Unallocated assets

55,566

Total assets

5,902,740

Segment liabilities

307,351

-

12,244

1,142,138

418,468

3,796

419,891

(536,911)

1,766,977

Unallocated liabilities

240,980

Total liabilities

2,007,957

At 31 March 2019 (audited)

Segment assets

1,592,285

524,978

1,550,767

2,319,940

-

2,139

100,462

(966)

6,089,605

Interests in associates

-

-

-

-

423,772

-

314,186

-

737,958

Interests in joint ventures

-

-

-

2,932

1,370

-

371

-

4,673

Unallocated assets

51,017

Total assets

6,883,253

Segment liabilities

316,809

-

10,145

489,561

419,342

4,997

426,474

(386,339)

1,280,989

Unallocated liabilities

631,285

Total liabilities

1,912,274

4.

REVENUE

An analysis of revenue is as follows:

Six months ended 30 September

2019

2018

HK$'000

HK$'000

Revenue from contracts with customers:

Sale of goods and fast-moving consumer products

151,180

918,717

Sale of food and beverage

212,832

223,839

Provision of management services

7,165

6,778

Revenue from other sources:

Fees charged to food court tenants

76,938

64,130

Property rental income

13,001

15,004

Interest income

9,875

10,348

Dividend income

13,068

23,245

Other

9,524

8,229

493,583

1,270,290

- 13 -

Disaggregated revenue information for revenue from contracts with customers Six months ended 30 September 2019

Food

Segments

businesses

Other

Total

HK$'000

HK$'000

HK$'000

Type of goods or services:

Sale of goods and fast-moving consumer products

151,180

-

151,180

Sale of food and beverage

212,832

-

212,832

Provision of management services

-

7,165

7,165

Total revenue from contracts with customers

364,012

7,165

371,177

Geographical markets:

Hong Kong

113,922

5,775

119,697

Mainland China

-

1,390

1,390

Republic of Singapore

247,765

-

247,765

Malaysia

2,325

-

2,325

Total revenue from contracts with customers

364,012

7,165

371,177

Timing of revenue recognition:

Goods transferred at a point in time

364,012

-

364,012

Services transferred over time

-

7,165

7,165

Total revenue from contracts with customers

364,012

7,165

371,177

Six months ended 30 September 2018

Food

Segments

businesses

Other

Total

HK$'000

HK$'000

HK$'000

Type of goods or services:

Sale of goods and fast-moving consumer products

918,717

-

918,717

Sale of food and beverage

223,839

-

223,839

Provision of management services

-

6,778

6,778

Total revenue from contracts with customers

1,142,556

6,778

1,149,334

Geographical markets:

Hong Kong

116,615

5,521

122,136

Mainland China

-

1,257

1,257

Republic of Singapore

689,083

-

689,083

Malaysia

336,858

-

336,858

Total revenue from contracts with customers

1,142,556

6,778

1,149,334

Timing of revenue recognition:

Goods transferred at a point in time

1,142,556

-

1,142,556

Services transferred over time

-

6,778

6,778

Total revenue from contracts with customers

1,142,556

6,778

1,149,334

- 14 -

Set out below is the reconciliation of the revenue from contracts with customers with the amounts disclosed in the segment information:

Food

Segments

businesses

Other

Total

HK$'000

HK$'000

HK$'000

Six months ended 30 September 2019

Revenue from contracts with external customers

364,012

7,165

371,177

Revenue from other sources - external

87,975

129

88,104

Total segment revenue

451,987

7,294

459,281

Six months ended 30 September 2018

Revenue from contracts with external customers

1,142,556

6,778

1,149,334

Revenue from other sources - external

73,620

63

73,683

Total segment revenue

1,216,176

6,841

1,223,017

5. OTHER INCOME

Six months ended 30 September

2019

2018

HK$'000

HK$'000

Recovery of costs from food court tenants

18,785

15,782

Interest income from promissory note

409

416

19,194

16,198

6. OTHER GAINS/(LOSSES) - NET

Six months ended 30 September

2019

2018

HK$'000

HK$'000

Gain/(Loss) on disposal of:

Fixed assets

87

(639)

An associate

-

5

Write-back of provision/(Provisions) for impairment losses on:

Fixed assets

-

999

Inventories

(280)

(6,040)

Loans and receivables

(275)

(2,910)

Fixed assets written off

(6)

(70)

Foreign exchange losses - net

(3,473)

(8,213)

Realised translation gains reclassified to the statement of

profit or loss relating to liquidation of foreign operations

19,752

-

15,805

(16,868)

- 15 -

7.

LOSS BEFORE TAX

Loss before tax is arrived at after crediting/(charging):

Six months ended 30 September

2019

2018

HK$'000

HK$'000

Net fair value gain/(loss) on financial instruments at fair value

through profit or loss:

Held for trading financial assets at fair value through profit or loss:

Equity securities

(30,755)

(145,136)

Debt securities

-

(1,355)

Investment funds

309

(18,234)

Other financial assets mandatorily classified at fair value

through profit or loss:

Debt securities

(786)

(2,723)

Investment funds

28,334

(4,542)

Equity linked notes

-

15,585

Financial liabilities at fair value through profit or loss

designated as such upon initial recognition

1,508

1,016

Derivative financial instruments

(1,488)

(32,875)

(2,878)

(188,264)

Interest income:

Financial assets at fair value through profit or loss

-

5,708

Promissory note

409

416

Other

9,875

4,640

Depreciation of fixed assets

(36,363)

(35,321)

Depreciation of right-of-use assets

(92,285)

-

Cost of inventories sold

(142,684)

(714,725)

Selling and distribution expenses#

(10,591)

(86,571)

Legal and professional fees#

(14,707)

(17,647)

Consultancy and service fees#

(8,207)

(11,239)

Utilities charges#

(18,754)

(21,103)

Repairs and maintenance expenses#

(12,161)

(15,967)

  • The amounts are included in "Other operating expenses" in the condensed consolidated statement of profit or loss.

- 16 -

  1. SHARE OF RESULTS OF JOINT VENTURES
    Share of results of joint ventures for the six months ended 30 September 2018 mainly included share of loss of Collyer Quay Limited ("CQL") of HK$47,630,000. CQL is a joint venture consortium to invest in a company (the "JV Company") principally engaged in exploration, extraction and processing of mineral resources. The Group shared a loss from the joint venture for the six months ended 30 September 2018 as a result of the drop in copper price and the increased production cost. The JV Company put the mine into care and maintenance mode in order to minimise the costs incurred and CQL had fully impaired its investment in the JV Company as at 31 March 2019.
    Reference was made to the Group's interest in a minority ownership interest in Skye Mineral Partners, LLC ("Skye") whose major asset, prior to the events described below, was substantially all of the equity interests in CS Mining, LLC ("CS Mining"), a company that owned a number of copper ore deposits in the Milford Mineral Belt in Beaver County, State of Utah in the U.S.A. and had engaged in the business of mining and processing copper and other minerals. The JV Company acquired all or substantially all of the mining assets (the "Assets") held by CS Mining in a court-supervised sale process under its bankruptcy proceedings in August 2017. In January 2018, a verified complaint (the "Complaint") was filed in a United States state court in Delaware (the "Delaware State Court") by the majority investors in Skye individually and derivatively on behalf of Skye against, among others, certain entities and persons in or related to the Group. The Complaint alleges, among other things, that the majority investors directly and derivatively through their ownership of Skye, suffered from diminution in the value of their equity interests in CS Mining based on an alleged scheme perpetrated by the Group on CS Mining. The Group filed a motion to dismiss the Complaint earlier this year. The Delaware State Court held a hearing to consider the motion to dismiss in November 2019, and is expected to issue a ruling on the motion to dismiss in the next few months. As discussed more fully in the motion to dismiss, the Group believes that the Complaint is frivolous and wholly without merit and has opposed, and will continue to vigorously oppose, the allegations set forth in the Complaint (including any amendments thereto) and any other claim that the majority investors in Skye may seek to bring against the Group.
  2. INCOME TAX

Six months ended 30 September

2019

2018

HK$'000

HK$'000

Hong Kong:

Charge for the period

587

325

Underprovision in prior periods

432

-

Deferred

(280)

67

739

392

Overseas:

Charge for the period

6,408

16,280

Underprovision/(Overprovision) in prior periods

1,068

(282)

Deferred

(1,511)

616

5,965

16,614

Total charge for the period

6,704

17,006

Hong Kong profits tax has been provided at the rate of 8.25% or 16.5%, as appropriate (2018 - 16.5%) on the estimated assessable profits arising in Hong Kong during the period. For the companies operating in the Republic of Singapore and mainland China, corporate taxes have been calculated on the estimated assessable profits for the period at the rates of 17% and 25% (2018 - 17% and 25%), respectively. Taxes on profits assessable elsewhere have been calculated at the rates of tax prevailing in the countries/jurisdictions in which the Group operates.

- 17 -

  1. LOSS PER SHARE ATTRIBUTABLE TO EQUITY HOLDERS OF THE COMPANY
    1. Basic loss per share
      Basic loss per share is calculated based on (i) the consolidated loss for the period attributable to equity holders of the Company; and (ii) the weighted average number of approximately 9,186,913,000 ordinary shares (2018 - approximately 9,186,913,000 ordinary shares) in issue during the period.
    2. Diluted loss per share
      The Group had no potentially dilutive ordinary shares in issue during the six months ended 30 September 2019 and 2018.
  2. INTERIM DIVIDEND

Six months ended 30 September

2019

2018

HK$'000

HK$'000

Interim dividend, declared, of HK0.2 cent

(2018 - HK0.2 cent) per ordinary share

18,374

18,374

The interim dividend was declared after the end of the reporting period and hence was not accrued on that date.

12. DEBTORS, PREPAYMENTS AND OTHER ASSETS

Included in the balances are trade debtors with an ageing analysis, based on the invoice date and net of loss allowance, as follows:

30 September

31 March

2019

2019

HK$'000

HK$'000

Outstanding balances with ages:

Within 30 days

28,422

27,405

Between 31 and 60 days

23,519

17,244

Between 61 and 90 days

14,987

13,382

Between 91 and 180 days

1,865

1,696

68,793

59,727

- 18 -

13. ASSETS/(LIABILITIES) CLASSIFIED AS HELD FOR SALE

In August 2019, the Group entered into a disposal agreement with an independent third party for the disposal of entire issued share in Food Junction Management Pte Ltd ("FJM"), a non-wholly owned subsidiary of the Company, for an initial consideration of S$80,000,000 (equivalent to approximately HK$452,000,000), subject to adjustments (the "FJM Disposal"). FJM and its subsidiaries (the "FJM Group") is engaged in the operation of food courts and retail sale of food and beverage in the food courts managed by it in Singapore and Malaysia and is included in the Group's food businesses segment for segment reporting purposes. The FJM Disposal was completed in October 2019. As at 30 September 2019, the FJM Group was classified as disposal group held for sale. Cumulative exchange losses on translation of foreign operations of HK$2,263,000 relating to the FJM Group classified as held for sale have been included in other comprehensive income and included in equity.

The major classes of assets and liabilities classified as held for sale are as follows:

30 September

2019

HK$'000

Assets

Intangible assets

157,375

Fixed assets

69,677

Right-of-use assets

514,800

Debtors, prepayments and other assets

50,747

Inventories

1,049

Restricted cash

5,480

Cash and cash equivalents

35,777

Total assets classified as held for sale

834,905

Liabilities

Lease liabilities

537,456

Creditors, accruals and other liabilities

98,669

Tax payable

630

Deferred tax liabilities

845

Total liabilities classified as held for sale

637,600

Net assets

197,305

- 19 -

14. CREDITORS, ACCRUALS AND OTHER LIABILITIES

Included in the balances are trade creditors with an ageing analysis, based on the invoice date, as follows:

30 September

31 March

2019

2019

HK$'000

HK$'000

Outstanding balances with ages:

Within 30 days

26,237

47,206

Between 31 and 60 days

6,365

10,180

Between 61 and 90 days

1,288

625

Between 91 and 180 days

777

828

Over 180 days

301

313

34,968

59,152

  1. EVENT AFTER THE REPORTING PERIOD
    The FJM Disposal, details of which are disclosed in Note 13 to the interim results. It is estimated that the FJM Disposal would give rise to a gain on disposal of subsidiaries of approximately HK$283,925,000 (subject to audit and adjustment), which shall be recorded in the consolidated statement of profit or loss for the year ending 31 March 2020.
  2. COMPARATIVE AMOUNTS
    1. Comparative amounts for the six months ended 30 September 2018 have been restated as a result of the completion of the purchase price allocation exercise of the acquisition of TIH Limited, an associate of the Company. The retrospective adjustments led to a decrease in share of other comprehensive loss of associates of HK$430,000 in the Group's consolidated statement of comprehensive income for the six months ended 30 September 2018 and a decrease in the equity attributable to equity holders of the Company as at 30 September 2018 of HK$9,159,000.
    2. The Group had initially applied HKFRS 16 on 1 April 2019. Under the transition methods chosen, comparative information is not restated. Further details of the changes in accounting policies are disclosed in Note 2 to the interim results.
    3. Certain comparative amounts have been reclassified to conform with the current period's presentation and disclosures.

- 20 -

BUSINESS REVIEW

Overview

The pace of economic activity remained weak during the period under review. Principal international economic organisations such as International Monetary Fund estimate that the global economy in 2019 would have grown its lowest pace in 10 years. Trade tensions have risen sharply, resulting in significant trade tariff increases between the U.S.A. and the PRC which have affected business sentiment and confidence globally. The financial market sentiment has also been undermined by these developments. The property market in Hong Kong softened during the period under review as sentiment was dampened by local social incidents. Against this backdrop, the performance of the Group during the period under review was invariably affected.

Results for the Period

The Group recorded a consolidated loss attributable to shareholders of approximately HK$109 million for the six months ended 30 September 2019 (the "Period"), as compared to a consolidated loss of approximately HK$256 million for the six months ended 30 September 2018 (the "Last Period" or "2018"). The loss for the Period was mainly attributable to fair value loss on investment properties. Such fair value loss was mainly due to the softening property market in Hong Kong for the Period.

Following the completion of the disposal of food distribution business in March 2019, revenue for the Period dropped substantially to HK$494 million (2018 - HK$1,270 million). Food businesses remain the principal sources of revenue of the Group, contributing to 92% (2018 - 96%) of total revenue for the Period.

The Group's other operating expenses mainly included selling and distribution expenses and utilities charges for food businesses, legal and professional fees, consultancy and service fees and repairs and maintenance expenses. Total other operating expenses decreased to HK$79 million for the Period (2018 - HK$179 million). The decrease in other operating expenses was mainly due to the completion of the disposal of food distribution business.

Food businesses

Following the completion of the disposal of the food distribution business in March 2019, the Group recorded a substantial decrease in revenue in food businesses segment. The Group's food businesses segment recorded a revenue of HK$452 million (2018 - HK$1,216 million), mainly from food manufacturing and the food retail operations in chains of cafés and bistros and food courts. As a result of the competitive environment of the remaining food businesses, the segment recorded a loss of HK$3 million for the Period (2018 - profit of HK$64 million).

In August 2019, the Group entered into an agreement for the disposal of its entire issued shares in Food Junction Management Pte Ltd ("FJM", together with its subsidiaries, the "FJM Group") for an initial consideration of S$80 million (subject to adjustments). The FJM Group is engaged in the operation of food courts and retail sale of food and beverage in the food courts managed by it in Singapore and Malaysia. The above disposal was completed in October 2019 and such disposal is expected to give rise to a non-recurring gain attributable to the Group of approximately HK$111 million (subject to adjustments and audit, and before expenses and taxes), which shall be recorded in the Group's consolidated statement of profit or loss in the second half of this financial year.

- 21 -

After the disposal of food distribution business, a dividend of S$220 million (the "Dividend") was distributed in April 2019 by a subsidiary of the food businesses segment to all of its shareholders and the Group received a cash dividend of approximately S$110.7 million based on its shareholding in that subsidiary.

The Group adopted new accounting standard for leases on 1 April 2019. Under the new accounting standard, the Group recognised right-of-use assets and lease liabilities for leases. Hence, the segment liabilities of the food businesses increased to HK$1,142 million as at 30 September 2019 (31 March 2019 - HK$490 million). On the other hand, as a result of the net impact of the Dividend and right-of-use assets recognised, the segment assets decreased to HK$1,679 million (31 March 2019 - HK$2,320 million).

The Group will continue to focus on its food manufacturing business and food retail business. The new food manufacturing factory in Malaysia is under construction and is expected to commence operation in 2020. The Group has been expanding its food retail business, including the opening of new outlets in Hong Kong under the trade name "Chatterbox Café", the first outlet of which was opened in early September 2019. The performance of this outlet is encouraging.

Property investment

Segment revenue from the property investment business was attributable to recurrent rental income from the Group's investment properties located mainly in Hong Kong and mainland China. The total segment revenue for the Period amounted to HK$16 million (2018 - HK$18 million). The Group recorded a fair value loss on investment properties of HK$72 million (2018 - a gain of HK$22 million), mainly attributable to the softening in the property market in Hong Kong for the Period. As a result, this segment reported a loss of HK$65 million for the Period (2018 - profit of HK$33 million).

Treasury and securities investments

The Group managed its investment portfolio in accordance with its investment committee's terms of reference and looked for opportunities to enhance yields and seek gains. The Group invested in a diversified portfolio including listed and unlisted equity securities, debt securities, investment funds and other structural products. Treasury and securities investments businesses recorded a total revenue of HK$21 million during the Period (2018 - HK$32 million), mainly attributable to the interest income and dividend income received from the investment portfolio. The stock markets were volatile during the Period and the Group recorded net fair value loss in the statement of profit or loss from its securities investments of HK$1 million for the Period under this segment (2018 - HK$188 million). The net fair value loss included unrealised loss of HK$10 million (2018 - HK$155 million) from the changes in fair value of financial instruments in this category and realised a gain on disposal of HK$9 million (2018 - loss of HK$33 million). The unrealised loss was a non-cash item subject to volatility of the stock markets. As a result, the treasury and securities investments businesses recorded a net profit of HK$18 million in the statement of profit or loss for the Period (2018 - loss of HK$177 million).

- 22 -

As at 30 September 2019, the treasury and securities investments portfolio of HK$1,873 million (31 March 2019 - HK$2,076 million) comprised mainly cash and bank balances of HK$516 million (31 March 2019 - HK$755 million), financial assets at fair value through profit or loss ("FVPL") of HK$958 million (31 March 2019 - HK$961 million) and financial assets at fair value through other comprehensive income ("FVOCI") of HK$335 million (31 March 2019 - HK$356 million). Further details of securities investments under different categories are as follows:

Financial assets at fair value through profit or loss

As at 30 September 2019, the Group's financial assets at FVPL amounted to HK$958 million (31 March 2019 - HK$961 million), comprising equity securities of HK$547 million (31 March 2019 - HK$569 million), debt securities of HK$20 million (31 March 2019 - HK$20 million) and investment funds of HK$391 million (31 March 2019 - HK$372 million).

Details of the major financial assets at FVPL were as follows:

For the

As at

six months ended

As at 30 September 2019

31 March 2019

30 September 2019

Approximate

percentage of

Approximate

financial assets

percentage to

Net fair value

Fair value

at FVPL

the net assets

Fair value

gain/(loss)

HK$'000

HK$'000

HK$'000

GSH Corporation Limited ("GSH")

163,211

17%

4%

132,830

30,381

Quantedge Global Fund ("Quantedge")

85,478

9%

2%

65,030

21,123

Tencent Holdings Limited ("Tencent")

80,552

8%

2%

88,066

(7,514)

Ascapia Fund II ("Ascapia")

51,229

5%

1%

58,298

(5,934)

FinVolution Group ("FinVolution")

(formerly known as PPDAI Group Inc.)

44,455

5%

1%

58,027

(13,553)

Others (Note)

532,844

56%

15%

558,858

(27,401)

Total

957,769

100%

25%

961,109

(2,898)

Note: Others comprised of various securities, none of which accounted for more than 4% of financial assets at FVPL as at 30 September 2019.

- 23 -

GSH

As at 30 September 2019, the fair value of the Group's equity securities in GSH amounted to HK$163 million, representing approximately 17% of the Group's total financial assets at FVPL. GSH, having its shares listed on the Singapore Exchange Securities Trading Limited ("SGX-ST"), is a property developer in Southeast Asia with certain properties under development in Kuala Lumpur and Kota Kinabalu, Malaysia. The pre-sale of one of its residential projects in Kuala Lumpur received satisfactory response and further contributions are expected. GSH also owns and operates 2 hotels at Sutera Harbour Resort in Kota Kinabalu. GSH is planning to launch the residential project in a prime land parcel in the heart of Kuala Lumpur's Chinatown later this year, which it has a 50% stake. The share price performance of GSH has improved during the Period, resulting in an unrealised fair value gain of HK$30 million recognised for the Period. It is expected that the share price performance of GSH may continue to fluctuate due to the prevailing stock market conditions, which is not directly related to the actual operational performance of GSH.

Quantedge

The investment objective of Quantedge, an unlisted investment fund, is to achieve absolute long-term capital growth by investing in multiple asset classes across the globe, accordingly the investment results may vary substantially over short periods of time. The Group invested in Quantedge for long-term strategic purpose since early 2018 as its goal is in line with the Group's investment strategy. As at 30 September 2019, the fair value of the Group's investment in Quantedge amounted to HK$85 million, representing approximately 9% of the Group's total financial assets at FVPL. Quantedge has recovered relatively quickly from the past drawdowns for the Period, mainly contributed by positive returns from asset classes in global bonds, currencies and insurances, while offset by losses from global commodities. The Group reported a fair value gain of HK$21 million for its investment in Quantedge for the Period. In October 2019, the Group has partially redeemed Quantedge amounting to HK$19 million to realise the fair value gain captured in this investment. The Group will continue to hold Quantedge for long-term strategic purpose.

Tencent Shares

Tencent is a Chinese multinational investment holding conglomerate founded in 1998, whose subsidiaries specialise in various internet-related services and products, entertainment, artificial intelligence and technology both in the PRC and globally. Tencent is one of the world's most valuable technology conglomerates, one of the world's largest social media groups, venture capital firms and investment corporations. Its many services include social network, music, web portals, e-commerce, mobile games, internet services, payment systems, smartphones, and multiplayer online games, which are all among the world's biggest and most successful in their respective categories. Offerings in the PRC include the instant messenger Tencent QQ and one of the largest web portals, QQ.com. It also owns the majority of the PRC's music services (Tencent Music Entertainment). The share price performance of Tencent will be greatly affected by uncertainties of the global stock markets.

As at 30 September 2019, the fair value of shares in Tencent (the "Tencent Shares") held by the Group under financial assets at FVPL amounted to HK$81 million, representing approximately 8% of the Group's total financial assets at FVPL. A fair value loss of HK$8 million was recognised for the Period.

- 24 -

Ascapia

The Group invested in Ascapia for strategic purpose from the beginning of year 2018. As at 30 September 2019, the fair value of the Group's investment in Ascapia amounted to HK$51 million, representing approximately 5% of the Group's total financial assets at FVPL.

Ascapia is an unlisted investment fund with investment objective to preserve capital and deliver attractive risk-adjusted returns and to outperform the market indices in bearish markets. The investment approach is based on the premise that companies can often trade at attractive discounts to intrinsic value. The investment manager seeks to avoid securities that it considers to be fraudulent, faddish, or financially unsustainable and actively attempts to hedge tail-risk with currency, commodities or futures. The investment approach of Ascapia aligns with the Group's investment strategy and the Group will continue to maintain its position in the Group's investment portfolio. The Group reported a fair value loss of HK$6 million for its investment in Ascapia for the Period, primarily due to short term volatility and underperformance of certain equity investments in the fund.

FinVolution

As at 30 September 2019, the Group held American Depository Shares ("ADSs") of FinVolution with a carrying amount of HK$44 million, representing approximately 5% of the Group's total financial assets at FVPL.

FinVolution's ADSs are listed on the New York Stock Exchange. It is one of the leading online consumer finance platform in the PRC connecting underserved individual borrowers with financial institutions. Launched in 2007, FinVolution is the pioneer in the PRC's online consumer finance industry and has developed innovative technologies and has accumulated in-depth experience in the core areas of credit risk assessment, fraud detection, big data and artificial intelligence. FinVolution generates revenues primarily from fees charged to borrowers for FinVolution's services in matching them with investors and for other related services. As of 30 September 2019, FinVolution had approximately 102.8 million cumulative registered users and reached approximately 17.4 million cumulative number of borrowers.

After the initial public offering (the "IPO") of FinVolution's ADSs, an announcement was made by the PRC Government putting a cap on the interest rate and restriction on the licensing in the online financing industry which adversely affected many companies in this sector including FinVolution as reflected in their share price. Hence, the share price performance of FinVolution's ADSs was not satisfactory. It also came to the Group's attention that a class action lawsuit has been filed by law firms in the U.S.A. against FinVolution. The filed complaint concerned whether FinVolution's filings with the U.S. Securities and Exchange Commission in connection with the IPO contained untrue statements or omitted material information regarding FinVolution's business practices, the interest rates on loans or the quality of loans. The case is still outstanding. The Group recorded an unrealised fair value loss of HK$14 million from its investment in FinVolution for the Period. Volatility in share price of FinVolution's ADSs is expected as regulators in the PRC are pushing through tough reforms in the Peer-to-Peer lending industry.

- 25 -

Financial assets at fair value through other comprehensive income

In addition to the above investments under financial assets at FVPL, the Group also invests in listed and unlisted equity securities which are held for long term strategic purposes. Such investments were recorded under financial assets at FVOCI. As at 30 September 2019, the fair value of such investments amounted to approximately HK$335 million. During the Period, unrealised fair value loss of HK$21 million was recognised in other comprehensive income from these investments. The major investments under this category are Tencent Shares and investments in eBroker Holding Limited ("eBroker"), which accounted for 93% of the Group's total financial assets at FVOCI as at 30 September 2019.

The Group has designated certain Tencent Shares as FVOCI at initial recognition. As at 30 September 2019, the fair value of these Tencent Shares amounted to HK$201 million, representing 60% of the Group's total financial assets at FVOCI. Unrealised fair value loss of HK$19 million was recorded in other comprehensive income for the Period due to the volatile share price performance.

The carrying amount of total investments in eBroker amounted to HK$110 million as at 30 September 2019, representing 33% of the Group's total financial assets at FVOCI. Established in September 2015 in Shanghai, the PRC, eBroker conducts its business under the brand name of eDaili (e代理). Its core business is acting as an agent between wealthy individuals in mainland China and financial institutions as well as insurance issuers in overseas via its online wealth management platform. It has a very strong growth in business, in terms of customers, revenue and net profit, since its establishment. There will be no change in business direction. eBroker had already undergone several rounds of fund raising and the Group had recorded the unrealised fair value gain in prior years by reference to the latest round financing in early 2019. Whether the Group will continue to participate in its future round's funding will depend on its business growth rate and financial results as well as the valuation, among other factors.

Healthcare services

The Group's healthcare services business is mainly carried out through its investments in Healthway Medical Corporation Limited ("Healthway", together with its subsidiaries, the "HMC Group"), an associate of the Company. As at 30 September 2019, the Group was interested in approximately 40.95% of the issued shares in Healthway. Healthway is a company listed on the Catalist Board of the SGX-ST and a well-established private healthcare provider in Singapore. The HMC Group owns, operates and manages close to 90 medical centres and clinics in Singapore.

The HMC Group launched its dedicated health screening centre, Healthway Screening@Downtown ("HSDT") in June 2019 which offers full suite of medical services from health screenings to primary and specialist healthcare. The HMC Group's primary and specialist care units, along with the HSDT, will complement the Singapore government's efforts to provide more extensive care to Singapore's ageing population. As of November 2019, the Community Health Assist Scheme has been expanded to make healthcare affordable for all Singaporeans. With healthcare concerns unlikely to wane in the near future, Healthway remains committed to the constant review and upgrading of existing and new services to serve the needs of its stakeholders. The Group's share of loss from the HMC Group amounted to HK$3 million for the Period (2018 - HK$4 million). Coupled with the impact of depreciation of Singapore dollar during the Period, the Group's interest in Healthway decreased to HK$411 million (31 March 2019 - HK$424 million).

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Mineral exploration and extraction

Reference was made to the Group's interest in a minority ownership interest in Skye Mineral Partners, LLC ("Skye") whose major asset, prior to the events described below, was substantially all of the equity interests in CS Mining, LLC ("CS Mining"), a company that owned a number of copper ore deposits in the Milford Mineral Belt in Beaver County, State of Utah in the U.S.A. and had engaged in the business of mining and processing copper and other minerals. Subsequently the Group invested in Collyer Quay Limited ("CQL"), a joint venture of the Company, for an investment in a joint venture consortium (the "JV Company"). The JV Company, in which the Group has an effective interest of 45%, acquired all or substantially all of the mining assets (the "Assets") held by CS Mining in a court-supervised sale process under its bankruptcy proceedings in August 2017. In January 2018, a verified complaint (the "Complaint") was filed in a United States state court in Delaware (the "Delaware State Court") by the majority investors in Skye individually and derivatively on behalf of Skye against, among others, certain entities and persons in or related to the Group. The Complaint alleges, among other things, that the majority investors directly and derivatively through their ownership of Skye, suffered from diminution in the value of their equity interests in CS Mining based on an alleged scheme perpetrated by the Group on CS Mining. The Group filed a motion to dismiss the Complaint earlier this year. The Delaware State Court held a hearing to consider the motion to dismiss in November 2019, and is expected to issue a ruling on the motion to dismiss in the next few months. As discussed more fully in the motion to dismiss, the Group believes that the Complaint is frivolous and wholly without merit and has opposed, and will continue to vigorously oppose, the allegations set forth in the Complaint (including any amendments thereto) and any other claim that the majority investors in Skye may seek to bring against the Group.

The JV Company put the mine into care and maintenance mode in early 2019 in order to minimise the costs incurred. CQL fully impaired its investment in the JV Company as at 31 March 2019 and no further loss was shared from this investment for the Period. In 2018, the Group shared a loss of joint venture of HK$48 million as a result of the drop in copper price and the increased production cost. Segment loss before accounting for the share of results of joint ventures for the Period amounted to HK$6 million (2018 - HK$5 million).

Other business

The Group recorded a share of profit of HK$1 million from its investment in TIH Limited ("TIH"), an associate of the Company and listed on the Mainboard of the SGX-ST, for the Period (2018 - loss of HK$14 million), mainly attributable to the fair value gain on its investments at FVPL. Offset by the effect of depreciation of Singapore dollar during the Period, the interests in TIH as at 30 September 2019 decreased to HK$285 million (31 March 2019 - HK$296 million). Amidst the challenging operating environment, TIH will capitalise on the volatility in the current markets to source for attractive opportunities in special situations, corporates deleveraging and non-core secondary assets at attractive valuations. TIH's wholly-owned subsidiary, TIH Investment Management Pte. Ltd., which has a Capital Markets Services License from the Monetary Authority of Singapore, will continue to actively seek out non-dilutive financing to deploy or manage to increase its recurring income base.

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Financial Position

The Group's financial position remained healthy. As at 30 September 2019, its total assets decreased to HK$5.9 billion (31 March 2019 - HK$6.9 billion), mainly due to the decreased cash balances after the payment of dividends to non-controlling shareholders after the disposal of the food distribution business and repayment of bank loans during the Period, offset by the recognition of right-of-use assets upon the adoption of the new accounting standard for leases on 1 April 2019. As at 30 September 2019, total cash and bank balances (consisting of cash and cash equivalents, time deposits with original maturity of more than three months and restricted cash) decreased to HK$711 million (31 March 2019 - HK$2,390 million). Accordingly, current ratio as at 30 September 2019 decreased to 1.7 (31 March 2019 - 2.9).

Total liabilities increased to HK$2.0 billion (31 March 2019 - HK$1.9 billion), mainly attributable to the recognition of lease liabilities upon the adoption of the new accounting standard for leases on 1 April 2019, offset by the repayment of bank loans during the Period.

As at 30 September 2019, bank and other borrowings of the Group decreased to HK$841 million (31 March 2019 - HK$1,268 million), which included bank loans of HK$561 million (31 March 2019 - HK$982 million) and unsecured notes of HK$280 million (31 March 2019 - HK$285 million). The balance as at 31 March 2019 also included obligations under finance leases of HK$0.4 million.

As at 30 September 2019, the bank loans comprised secured bank loans of HK$488 million (31 March 2019 - HK$758 million) and unsecured bank loans of HK$73 million (31 March 2019 - HK$224 million) and were denominated in Hong Kong dollars and Singapore dollars. The bank loans were secured by certain properties of the Group. All of the bank loans carried interest at floating rates. Where appropriate, the Group would use interest rate swaps to modify the interest rate characteristics of its borrowings to limit interest rate exposure. The unsecured notes were unsecured, denominated in Singapore dollars, and carried interest at a rate of 2.25% per annum. The Group purchased certain motor vehicles under hire purchase which were secured by the rights to the leased fixed assets. The related hire purchase commitment previously recorded under obligation under finance leases were reclassified to lease liabilities on 1 April 2019 upon the initial application of new accounting standard for leases. As at 30 September 2019, hire purchase commitment amounted to HK$0.3 million and was included in lease liabilities on the statement of financial position.

As at 30 September 2019, approximately 49.0% (31 March 2019 - 46.0%) of the bank and other borrowings were repayable within one year. As at 30 September 2019, the gearing ratio (measured as total borrowings, net of non-controlling interests, to equity attributable to equity holders of the Company) was 20.3% (31 March 2019 - 29.0%).

The net asset value attributable to equity holders of the Company decreased to HK$3.5 billion as at 30 September 2019 (31 March 2019 - HK$3.9 billion), mainly attributable to the loss for the Period, 2018/19 final and special final dividends paid to the shareholders of the Company and translation loss on foreign operations from the depreciation of Singapore dollar and Renminbi. This was equivalent to HK38 cents per share as at 30 September 2019 (31 March 2019 - HK43 cents per share).

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The Group monitors the relative foreign exchange position of its assets and liabilities to minimise foreign currency risk. When appropriate, hedging instruments including forward contracts, swap and currency loans would be used to manage the foreign exchange exposure.

The Group had bankers' guarantees of approximately HK$34 million as at 30 September 2019 (31 March 2019 - HK$37 million) issued in lieu of rental and utility deposits for the premises used for operation of food businesses. Approximately 38% (31 March 2019 - 45%) of the bankers' guarantees were secured by certain bank deposits of the Group and corporate guarantees from the shareholders of a subsidiary. Aside from the abovementioned, the Group had neither material contingent liabilities outstanding nor charges on the Group's assets at the end of the Period (31 March 2019 - Nil).

The Group's commitments are mainly related to the securities investments and the construction of a new food factory in Malaysia. Due to the progress payment of the purchase of equipment for the new factory, total commitment as at 30 September 2019 decreased to HK$130 million (31 March 2019 - HK$169 million). The investments or capital assets will be financed by the Group's internal resources and/or external bank financing, as appropriate.

Staff and Remuneration

The Group had 933 full-time employees as at 30 September 2019 (30 September 2018 - 1,848 full-time employees). Staff costs (including directors' emoluments) charged to the statement of profit or loss for the Period amounted to HK$160 million (2018 - HK$211 million). The Group ensures that its employees are offered competitive remuneration packages. The Group also provides benefits such as medical insurance and retirement funds to employees to sustain competitiveness of the Group.

PROSPECTS

Looking ahead, the difficult external environment is likely to persist. Global economic outlook remains clouded by uncertainties and downside risks such as trade conflicts, Brexit and geopolitical tensions. It is expected that the prolonged social incidents will continue to affect the economy and property market in Hong Kong.

The Group will be watchful of market developments and stay vigilant in monitoring its investments and seek suitable business opportunities with a view to enhancing shareholder value and sustainable long term return.

INTERIM DIVIDEND

The Directors have resolved to declare the payment of an interim dividend of HK0.2 cent per share (For the six months ended 30 September 2018 - HK0.2 cent per share) amounting to approximately HK$18.4 million for the six months ended 30 September 2019 (For the six months ended 30 September 2018 - approximately HK$18.4 million), which will be paid on Thursday, 30 January 2020 to shareholders whose names appear on the Register of Members on Friday, 10 January 2020.

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CLOSURE OF REGISTER OF MEMBERS

The Register of Members of the Company will be closed from Wednesday, 8 January 2020 to Friday, 10 January 2020 (both dates inclusive) during which period no transfer of share will be registered. In order to qualify for the interim dividend for the six months ended 30 September 2019, all transfers of shares accompanied by the relevant share certificates and transfer forms must be lodged with the Company's Registrar, Tricor Tengis Limited, Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong not later than 4:30 p.m. on Tuesday, 7 January 2020.

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

During the six months ended 30 September 2019, there was no purchase, sale or redemption of the Company's listed securities by the Company or any of its subsidiaries.

AUDIT COMMITTEE

The Company has established an audit committee (the "Committee"). The existing members of the Committee comprise three independent non-executive Directors, namely Mr. Victor Ha Kuk Yung (Chairman), Mr. Edwin Neo and Mr. King Fai Tsui and one non-executive Director, Mr. Leon Nim Leung Chan. The Committee has reviewed with the management of the Company the accounting principles and practices adopted by the Group and financial reporting matters including the review of the unaudited consolidated interim financial statements of the Company for the six months ended 30 September 2019.

CORPORATE GOVERNANCE

The Company is committed to ensuring high standards of corporate governance practices. The Board of Directors of the Company (the "Board") believes that good corporate governance practices are increasingly important for maintaining and promoting investor confidence. Corporate governance requirements keep changing, therefore the Board reviews its corporate governance practices from time to time to ensure they meet public and shareholders' expectation, comply with legal and professional standards and reflect the latest local and international developments. The Board will continue to commit itself to achieving a high quality of corporate governance so as to safeguard the interests of shareholders and enhance shareholder value.

To the best knowledge and belief of the Directors, the Directors consider that the Company has complied with the code provisions of the Corporate Governance Code as set out in Appendix 14 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited for the six months ended 30 September 2019.

By Order of the Board

Lippo China Resources Limited

John Luen Wai Lee

Chief Executive Officer

Hong Kong, 28 November 2019

As at the date of this announcement, the Board of Directors of the Company comprises seven directors, of which Dr. Stephen Riady (Chairman), Messrs. John Luen Wai Lee (Chief Executive Officer) and James Siu Lung Lee as executive Directors, Mr. Leon Nim Leung Chan as non-executive Director and Messrs. Edwin Neo, King Fai Tsui and Victor Ha Kuk Yung as independent non-executive Directors.

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Lippo China Resources Limited published this content on 28 November 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 November 2019 14:37:02 UTC