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    1731   KYG7283E1052

PROSPEROUS INDUSTRIAL (HOLDINGS) LIMITED

(1731)
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Prosperous Industrial : 2020 INTERIM REPORT

09/18/2020 | 04:50am EDT

PROSPEROUS INDUSTRIAL (HOLDINGS) LIMITED

其利工業集團有限公司

(Incorporated in the Cayman Islands with limited liability)

Stock code: 1731

Interim Report

2020

CONTENTS

Corporate Information

2

Condensed Consolidated Statement of Profit or Loss and

Other Comprehensive Income

3

Condensed Consolidated Statement of Financial Position

5

Condensed Consolidated Statement of Changes in Equity

7

Condensed Consolidated Statement of Cash Flows

8

Notes to Condensed Consolidated Financial Information

9

Management Discussion and Analysis

21

Other Information

27

Prosperous Industrial (Holdings) Limited  Interim Report 2020

1

CORPORATE INFORMATION

EXECUTIVE DIRECTORS

AUTHORISED

Mr. Yeung Shu Kin (Chairman)

REPRESENTATIVES

Mr. Yeung Shu Kai

Mr. Yeung Wang Tony

Mr. Yeung Wang Tony

Ms. Zhang Xiao

NON-EXECUTIVE DIRECTORS

AUDITOR

Mr. Chau Chi Ming

Ernst & Young

Mr. Tsai Nai-Yung

REGISTERED OFFICE

INDEPENDENT NON-

Cricket Square, Hutchins Drive

EXECUTIVE DIRECTORS

P.O. Box 2681

Mr. Chiu Che Chung Alan

Grand Cayman, KY1-1111

Mr. Ko Siu Tak

Cayman Islands

Mr. Yip Kwok Cheung

HEADQUARTER AND

AUDIT COMMITTEE

PRINCIPAL PLACE OF

Mr. Ko Siu Tak (Committee Chairman)

BUSINESS IN HONG KONG

Mr. Chiu Che Chung Alan

Unit 1-2, 1/F, Join-In Hang Sing Centre

Mr. Yip Kwok Cheung

71-75 Container Port Road

Kwai Chung, New Territories

NOMINATION COMMITTEE

Hong Kong

Mr. Yip Kwok Cheung (Committee Chairman)

Mr. Chiu Che Chung Alan

COMPANY'S WEBSITE

Mr. Yeung Shu Kin

www.pihl.hk

REMUNERATION COMMITTEE

PRINCIPAL SHARE REGISTRAR

Mr. Chiu Che Chung Alan

Conyers Trust Company (Cayman) Limited

(Committee Chairman)

Mr. Ko Siu Tak

HONG KONG BRANCH SHARE

Mr. Yeung Shu Kin

REGISTRAR

Tricor Investor Services Limited

COMPANY SECRETARY

PRINCIPAL BANKER

Ms. Zhang Xiao

Shanghai Commercial Bank Limited

STOCK CODE

1731

2

Prosperous Industrial (Holdings) Limited  Interim Report 2020

INTERIM RESULTS

The board (the "Board") of directors (the "Directors") of Prosperous Industrial (Holdings) Limited (the "Company") is pleased to announce the unaudited condensed consolidated results of the Company and its subsidiaries (collectively referred to as the "Group") for the six months ended 30 June 2020 with comparative figures for the corresponding period in

2019 as follows:

CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

For the six months ended 30 June 2020

For the six months

ended 30 June

Notes

2019

2020

(Unaudited)

(Unaudited)

US$'000

US$'000

REVENUE

4

98,493

123,413

Cost of sales

(77,949)

(97,387)

Gross profit

20,544

26,026

Other income and gains, net

5

1,129

1,425

Selling and distribution expenses

(5,559)

(8,061)

Administrative expenses

(9,866)

(12,856)

Other expenses, net

(216)

(487)

Finance costs

6

(290)

(300)

PROFIT BEFORE TAX

7

5,742

5,747

Income tax

8

(712)

(1,680)

PROFIT FOR THE PERIOD ATTRIBUTABLE

TO SHAREHOLDERS OF THE COMPANY

5,030

4,067

Prosperous Industrial (Holdings) Limited  Interim Report 2020

3

CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

For the six months ended 30 June 2020

For the six months

ended 30 June

Notes

2019

2020

(Unaudited)

(Unaudited)

US$'000

US$'000

OTHER COMPREHENSIVE INCOME

Other comprehensive income/(loss) that

may be reclassified to profit or loss

in subsequent periods:

Exchange differences:

Exchange differences on translation of

foreign operations

(747)

98

Other comprehensive income/(loss) that

will not be reclassified to profit or loss

in subsequent periods:

Revaluation surplus

5,214

-

Deferred tax debited to asset

revaluation reserve

(1,304)

-

Net other comprehensive income that

will not be reclassified to profit or loss

in subsequent periods

3,910

-

OTHER COMPREHENSIVE INCOME

FOR THE PERIOD, NET OF TAX

3,163

98

TOTAL COMPREHENSIVE INCOME

FOR THE PERIOD ATTRIBUTABLE TO

SHAREHOLDERS OF THE COMPANY

8,193

4,165

EARNINGS PER SHARE ATTRIBUTABLE TO

SHAREHOLDERS OF THE COMPANY

10

Basic and diluted (US cents)

0.45

0.36

4

Prosperous Industrial (Holdings) Limited  Interim Report 2020

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As at 30 June 2020

As at

As at

30 June

31 December

Notes

2020

2019

(Unaudited)

(Audited)

US$'000

US$'000

NON-CURRENT ASSETS

Property, plant and equipment

11

22,372

28,306

Investment property

9,436

-

Right-of-use assets

20,141

21,878

Intangible assets

478

502

Equity investment at fair value through

other comprehensive income

2

2

Prepayments, deposits and

other receivables

1,671

1,931

Deferred tax assets

435

209

Total non-current assets

54,535

52,828

CURRENT ASSETS

Inventories

19,204

33,339

Trade and bills receivables

12

46,394

42,252

Prepayments, deposits and

other receivables

8,400

9,012

Income tax recoverable

71

71

Cash and bank balances

56,770

51,060

Total current assets

130,839

135,734

CURRENT LIABILITIES

Trade and bills payables

13

9,155

17,620

Other payables and accruals

12,342

15,968

Lease liabilities

1,892

1,893

Income tax payables

10,584

10,223

Total current liabilities

33,973

45,704

Prosperous Industrial (Holdings) Limited  Interim Report 2020

5

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As at 30 June 2020

As at

As at

30 June

31 December

Notes

2020

2019

(Unaudited)

(Audited)

US$'000

US$'000

NET CURRENT ASSETS

90,030

96,866

TOTAL ASSETS LESS

CURRENT LIABILITIES

151,401

142,858

NON-CURRENT LIABILITIES

Defined benefit obligations

752

749

Lease liabilities

6,673

7,664

Deferred tax liabilities

1,338

-

Total non-current liabilities

8,763

8,413

Net assets

142,638

134,445

EQUITY ATTRIBUTABLE TO

SHAREHOLDERS OF THE COMPANY

Issued capital

14

1,436

1,436

Reserves

141,202

133,009

Total equity

142,638

134,445

6

Prosperous Industrial (Holdings) Limited  Interim Report 2020

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the six months ended 30 June 2020

Defined

Exchange

Asset

Issued

Share

Capital

Statutory

benefit plan

fluctuation

revaluation

Retained

Total

capital

premium

reserve

reserves

reserve

reserve

reserve#

profits

equity

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

At 1 January 2020

1,436

28,633*

19,052*

274*

391*

(509)*

-

85,168*

134,445

Profit for the period

-

-

-

-

-

-

-

5,030

5,030

Other comprehensive income/(loss)

for the period:

- Revaluation surplus

-

-

-

-

-

-

5,214

-

5,214

- Deferred tax debited to asset revaluation

reserve

-

-

-

-

-

-

(1,304)

-

(1,304)

- Exchange differences on translation of

foreign operations

-

-

-

-

-

(747)

-

-

(747)

Total comprehensive income/(loss)

for the period

-

-

-

-

-

(747)

3,910

5,030

8,193

At 30 June 2020

1,436

28,633*

19,052*

274*

391*

(1,256)*

3,910*

90,198*

142,638

  • These reserve accounts comprise the consolidated reserves of US$141,202,000 (31 December 2019: US$133,009,000) in the condensed consolidated statement of financial position as at 30 June 2020.
  • The asset revaluation reserve arose from a change in use from an owner-occupied building and the related prepaid land lease payment to an investment property carried at fair value during the period ended 30 June 2020.

For the six months ended 30 June 2019

Defined

Exchange

Issued

Share

Capital

Statutory

benefit plan

fluctuation

Retained

Total

capital

premium

reserve

reserves

reserve

reserve

profits

equity

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

At 1 January 2019

1,436

28,633

19,052

262

366

(28)

92,880

142,601

Profit for the period

-

-

-

-

-

-

4,067

4,067

Other comprehensive income for the period:

- Exchange differences on translation of foreign operations

-

-

-

-

-

98

-

98

Total comprehensive income for the period

-

-

-

-

-

98

4,067

4,165

Final and special 2018 dividends (note 9)

-

-

-

-

-

-

(7,134)

(7,134)

At 30 June 2019

1,436

28,633

19,052

262

366

70

89,813

139,632

Prosperous Industrial (Holdings) Limited  Interim Report 2020

7

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

For the six months ended 30 June 2020

For the six months

ended 30 June

2019

2020

(Unaudited)

(Unaudited)

US$'000

US$'000

CASH FLOWS FROM OPERATING ACTIVITIES

Net cash flows from/(used in) operating activities

7,974

(15,305)

CASH FLOWS FROM INVESTING ACTIVITIES

Purchases of items of property, plant and equipment

(550)

(2,677)

Proceeds from disposal of items of property,

plant and equipment

266

2

Additions to intangible assets

(39)

(7)

Decrease in time deposits with maturity

of more than three months when acquired

12,851

4,505

Interest received

192

240

Net cash flows from investing activities

12,720

2,063

CASH FLOWS FROM FINANCING ACTIVITIES

Finance costs paid

(290)

(300)

Dividends paid

-

(7,134)

Principal portion of lease payments

(929)

(1,733)

Net cash flows used in financing activities

(1,219)

(9,167)

NET INCREASE/(DECREASE) IN CASH AND

CASH EQUIVALENTS

19,475

(22,409)

Cash and cash equivalents at beginning of period

38,209

59,267

Effect of foreign exchange rate changes, net

(914)

(50)

CASH AND CASH EQUIVALENTS AT END OF

PERIOD

56,770

36,808

ANALYSIS OF BALANCES OF CASH AND

CASH EQUIVALENTS

Cash and bank balances as stated in the

condensed consolidated statement of

financial position

56,770

36,808

8

Prosperous Industrial (Holdings) Limited  Interim Report 2020

NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION

For the six months ended 30 June 2020

1. CORPORATE INFORMATION

Prosperous Industrial (Holdings) Limited (the "Company") is a limited liability company incorporated in the Cayman Islands and the shares of which are listed on the Main Board of The Stock Exchange of Hong Kong Limited (the "Stock Exchange"). The registered office address of the Company is Cricket Square, Hutchins Drive, P.O. Box 2681, Grand Cayman, KY1-1111, Cayman Islands, and the principal place of business of the Company is located at Unit 1-2, 1/F, Join-In Hang Sing Centre, 71-75 Container Port Road, Kwai Chung, New Territories, Hong Kong.

The Company is an investment holding company. During the six months ended 30 June 2020, the Company and its subsidiaries (collectively, the "Group") were principally involved in the manufacturing and sale of sports bags, handbags and luggage bags.

In the opinion of the directors of the Company, the immediate holding company and the ultimate holding company of the Company is Prosperous Holdings (Overseas) Limited, which is incorporated in the British Virgin Islands (the "BVI").

2.1 BASIS OF PREPARATION

The unaudited interim condensed consolidated financial information of the Group for the six months ended 30 June 2020 has been prepared in accordance with HKAS 34 Interim Financial Reporting and the applicable disclosure requirements of Appendix 16 to the Rules Governing the Listing of Securities on the Stock Exchange.

The unaudited interim condensed consolidated financial information does not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the Group's annual consolidated financial statements for the year ended 31 December 2019.

This interim condensed consolidated financial information is presented in the United States Dollar ("US$") and all values are rounded to the nearest thousand ("US$'000") except when otherwise indicated.

This interim condensed consolidated financial information has not been audited, but has been reviewed by the Company's audit committee.

Prosperous Industrial (Holdings) Limited  Interim Report 2020

9

NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION

For the six months ended 30 June 2020

2.2 CHANGES IN ACCOUNTING POLICIES AND DISCLOSURES

The accounting policies adopted in the preparation of the interim condensed consolidation financial information are consistent with those applied in the preparation of the Group's annual consolidated financial statements for the year ended 31 December 2019, except for the adoption of accounting policy for investment properties and the following revised Hong Kong Financial Reporting Standards ("HKFRSs") for the first time for the current period's financial information.

Amendments to HKFRS

3

Definition of a Business

Amendments to HKFRS

9,

Interest Rate Benchmark Reform

HKAS 39 and HKFRS 7

Amendments to HKAS 1 and HKAS 8

Definition of Material

The nature and impact of the revised HKFRSs are described below:

  1. Amendments to HKFRS 3 clarify and provide additional guidance on the definition of a business. The amendments clarify that for an integrated set of activities and assets to be considered a business, it must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output. A business can exist without including all of the inputs and processes needed to create outputs. The amendments remove the assessment of whether market participants are capable of acquiring the business and continue to produce outputs. Instead, the focus is on whether acquired inputs and acquired substantive processes together significantly contribute to the ability to create outputs. The amendments have also narrowed the definition of outputs to focus on goods or services provided to customers, investment income or other income from ordinary activities. Furthermore, the amendments provide guidance to assess whether an acquired process is substantive and introduce an optional fair value concentration test to permit a simplified assessment of whether an acquired set of activities and assets is not a business. The Group has applied the amendments prospectively to transactions or other events that occurred on or after 1 January 2020. The amendments did not have any impact on the financial position and performance of the Group.
  2. Amendments to HKFRS 9, HKAS 39 and HKFRS 7 address the effects of interbank offered rate reform on financial reporting. The amendments provide temporary reliefs which enable hedge accounting to continue during the period of uncertainty before the replacement of an existing interest rate benchmark. In addition, the amendments require companies to provide additional information to investors about their hedging relationships which are directly affected by these uncertainties. The amendments did not have any impact on the financial position and performance of the Group as the Group does not have any interest rate hedge relationships.

10

Prosperous Industrial (Holdings) Limited  Interim Report 2020

NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION

For the six months ended 30 June 2020

2.2 CHANGES IN ACCOUNTING POLICIES AND DISCLOSURES (continued)

  1. Amendments to HKAS 1 and HKAS 8 provide a new definition of material. The new definition states that information is material if omitting, misstating or obscuring it could reasonably be expected to influence decisions that the primary users of general purpose financial statements make on the basis of those financial statements. The amendments clarify that materiality will depend on the nature or magnitude of information. The amendments did not have any impact on the Group's interim condensed consolidated financial information.

Accounting policy for investment property

Investment properties are interests in land and buildings (including the leasehold property held as

  1. right-of-useasset which would otherwise meet the definition of an investment property) held to earn rental income and/or for capital appreciation, rather than for use in the production or supply of goods or services or for administrative purposes; or for sale in the ordinary course of business. Such properties are measured initially at cost, including transaction costs. Subsequent to initial recognition, investment properties are stated at fair value, which reflects market conditions at the end of the reporting period.

Gains or losses arising from changes in the fair values of investment properties are included in profit or loss in the year in which they arise.

Any gains or losses on the retirement or disposal of an investment property are recognised in profit or loss in the year of the retirement or disposal.

If a property occupied by the Group as an owner-occupied property becomes an investment property, the Group accounts for such property in accordance with the accounting policy under "Property, plant and equipment and depreciation" up to the date of change in use, and any difference at that date between the carrying amount and the fair value of the property is dealt with as movements in the asset revaluation reserve.

3. OPERATING SEGMENT INFORMATION

No operating segment information is presented as the Group only operates in one single operating segment, i.e., manufacturing and sale of sports bags, handbags and luggage bags.

Prosperous Industrial (Holdings) Limited  Interim Report 2020

11

NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION

For the six months ended 30 June 2020

4. REVENUE

Revenue represents sales of sports bags, handbags and luggage bags. Disaggregation of revenue

For the six months ended 30 June

2019

2020

(Unaudited)

(Unaudited)

US$'000

US$'000

By geographical markets

The USA

35,405

51,671

Mainland China

14,396

21,708

Belgium

12,135

9,220

Netherlands

8,886

6,825

Japan

6,865

8,729

Hong Kong

1,910

2,174

Others

18,896

23,086

Total revenue from contracts with customers

98,493

123,413

By product category

Outdoor and sporting bags

71,445

80,933

Functional bags

10,154

17,811

Fashion and casual bags

15,079

21,307

Others

1,815

3,362

Total revenue from contracts with customers

98,493

123,413

12

Prosperous Industrial (Holdings) Limited  Interim Report 2020

NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION

For the six months ended 30 June 2020

5. OTHER INCOME AND GAINS, NET

An analysis of the Group's other income and gains, net is as follows:

For the six months ended 30 June

2019

2020

(Unaudited)

(Unaudited)

US$'000

US$'000

Other income

Bank interest income

192

240

Government grants*

119

165

Charges levied on customers

202

-

Rental income

64

-

Others

292

645

869

1,050

Gains, net

Foreign exchange difference, net

243

63

Gain on sales of samples and mold

-

271

Gain on sales of scrap materials

17

41

260

375

Other income and gains, net

1,129

1,425

  • Subsidies are received by a subsidiary from various government authorities in Mainland China for the development of its business. The subsidies are interest-free and are recognised as "Other income" in profit or loss when they have become unconditional.

Prosperous Industrial (Holdings) Limited  Interim Report 2020

13

NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION

For the six months ended 30 June 2020

6. FINANCE COSTS

For the six months ended 30 June

2019

2020

(Unaudited)

(Unaudited)

US$'000

US$'000

Factoring charges on certain designated

trade receivables (note 12)

10

1

Interest on lease liabilities

267

299

Others

13

-

290

300

7. PROFIT BEFORE TAX

The Group's profit before tax is arrived at after charging/(crediting):

For the six months ended 30 June

Cost of inventories sold

Depreciation of property, plant and equipment Less: Amount included in cost of inventories sold

Depreciation of right-of-use assets

Less: Amount included in cost of inventories sold

Amortisation of intangible assets Research and development costs Reversal of impairment of trade receivables*

2020

2019

(Unaudited)

(Unaudited)

US$'000

US$'000

75,674

95,428

2,340

2,463

(1,386)

(1,911)

954

552

1,3091,217

  1. (539)

420678

191245

1,300

1,787

(17)

-

  • The amount is included in "Other expenses, net" on the face of the condensed consolidated statement of profit or loss and other comprehensive income.

14

Prosperous Industrial (Holdings) Limited  Interim Report 2020

NOTES TO CONDENSED CONSOLIDATED FINANCIAL

INFORMATION

For the six months ended 30 June 2020

8. INCOME TAX

Hong Kong profits tax has been provided at the rate of 16.5% (2019: 16.5%) on the estimated assessable profits arising in Hong Kong during the period. Taxes on profits assessable elsewhere have been calculated at the rates of tax prevailing in the countries/jurisdictions in which the Group operates, based on existing legislation, interpretations and practices in respect thereof.

An analysis of the Group's income tax is as follows:

For the six months ended 30 June

2019

2020

(Unaudited)

(Unaudited)

US$'000

US$'000

Current:

Charge for the period

899

1,359

Underprovision in prior years

-

2

899

1,361

Deferred tax

(187)

319

Total tax expense for the period

712

1,680

9. DIVIDENDS

For the six months ended 30 June

2019

2020

(Unaudited)

(Unaudited)

US$'000

US$'000

Final dividend declared and paid - Nil (2019:

HK1.5 cents (equivalent to approximately

US0.19 cents) per ordinary share

-

2,140

Special dividend declared and paid - Nil (2019:

HK3.5 cents (equivalent to approximately

US0.45 cents) per ordinary share

-

4,994

-

7,134

The Board of the Company does not recommend the payment of an interim dividend for the six months ended 30 June 2020 (six months ended 30 June 2019: Nil).

Prosperous Industrial (Holdings) Limited  Interim Report 2020

15

NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION

For the six months ended 30 June 2020

  1. EARNINGS PER SHARE ATTRIBUTABLE TO SHAREHOLDERS OF THE COMPANY
    The calculation of the basic earnings per share for the period is based on the unaudited profit for the period attributable to shareholders of the Company of US$5,030,000 (six months ended 30 June 2019: US$4,067,000), and the weighted average number of ordinary shares in issue of 1,120,000,000 (six months ended 30 June 2019: 1,120,000,000) during the period.
    No adjustment has been made to the basic earnings per share presented for the six months ended 30 June 2020 and 2019 in respect of a dilution as the Group had no potentially dilutive ordinary shares in issue during each of these periods.
  2. PROPERTY, PLANT AND EQUIPMENT AND INVESTMENT PROPERTY
    During the period, the Group spent approximately US$550,000 (six months ended 30 June 2019: US$2,677,000) on property, plant and equipment, disposed of property, plant and equipment with a total net carrying amount of approximately US$587,000 (six months ended 30 June 2019: US$556,000) and wrote off property, plant and equipment with a total net carrying amount of nil (six months ended 30 June 2019: US$380,000).
    During the period, the Group rented out one of its occupied properties to an independent third party for earning rental income. At the date of change in use, this property became an investment property. Upon the transfer from property, plant and equipment of US$3,913,000 and the related right-of-use land of US$308,000 to investment property, this property was revalued at US$9,436,000 with a revaluation surplus of US$5,214,000 (six months ended 30 June 2019: Nil) credited to the asset revaluation reserve.
  3. TRADE AND BILLS RECEIVABLES

As at

As at

30 June

31 December

2020

2019

(Unaudited)

(Audited)

US$'000

US$'000

Trade receivables

47,513

43,395

Bills receivable

13

6

Less: Impairment

(1,132)

(1,149)

46,394

42,252

16

Prosperous Industrial (Holdings) Limited  Interim Report 2020

NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION

For the six months ended 30 June 2020

12. TRADE AND BILLS RECEIVABLES (continued)

An ageing analysis of the trade and bills receivables as at end of the reporting period, based on the invoice date, is as follows:

As at

As at

30 June

31 December

2020

2019

(Unaudited)

(Audited)

US$'000

US$'000

Within 1 month

18,228

26,738

1 to 2 months

21,936

9,677

2 to 3 months

4,230

4,834

Over 3 months

2,000

1,003

46,394

42,252

The Group has entered into a trade receivable factoring arrangement (the "Arrangement") and transferred certain trade receivables from a designated customer to a bank. Under the Arrangement, the Group will not be required to reimburse the bank for loss of interest if the trade debtor has late or default of payments. Since the trade receivables factored to the bank are non- recourse, the Group has transferred the significant risks and rewards relating to these receivables, the factored trade receivables met the criteria of derecognition. Therefore, the Group derecognised the full carrying amount of the trade receivables. During the six months ended 30 June 2020, trade receivables with an aggregate amount of US$4,542,000 (31 December 2019: Nil) were factored to the bank and were fully derecognised.

Prosperous Industrial (Holdings) Limited  Interim Report 2020

17

NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION

For the six months ended 30 June 2020

13. TRADE AND BILLS PAYABLES

Trade and bills payables of the Group are unsecured, interest-free, and are normally settled on terms of 45 to 60 days.

An ageing analysis of the trade and bills payables of the Group as at the end of the reporting period, based on the invoice date, is as follows:

As at

As at

30 June

31 December

2020

2019

(Unaudited)

(Audited)

US$'000

US$'000

Within 1 month

3,597

13,432

1 to 2 months

2,342

3,622

2 to 3 months

2,810

528

Over 3 months

406

38

9,155

17,620

14. SHARE CAPITAL

As at

As at

30 June

31 December

2020

2019

(Unaudited)

(Audited)

Authorised:

100,000,000,000 ordinary shares of

HK$0.01 each

HK$1,000,000,000

HK$1,000,000,000

As at

As at

30 June

31 December

2020

2019

(Unaudited)

(Audited)

US$'000

US$'000

Issued and fully paid:

1,120,000,000 ordinary shares of HK$0.01 each

1,436

1,436

18

Prosperous Industrial (Holdings) Limited  Interim Report 2020

NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION

For the six months ended 30 June 2020

15. RELATED PARTY DISCLOSURES

  1. The Group entered into the following material transactions with related parties during the period:

For the six months

ended 30 June

Notes

2019

2020

(Unaudited)

(Unaudited)

US$'000

US$'000

A company beneficially owned by

certain directors of the Company

Lease payment

(i)

124

124

Subsidiaries of a company with

significant influence over

the Company

Public facility maintenance expenses

(iii)

79

78

Utility expenses and other charges

(iii)

258

266

Shuttle bus service expenses

(i)

125

177

Building management expenses

(ii)

72

70

Notes:

  1. These transactions were determined with reference to prevailing market rates.
  2. These transactions were carried out at mutually-agreed prices.
  3. The public facility maintenance expenses and utilities expenses were reimbursed to the related parties on an actual cost basis.

Prosperous Industrial (Holdings) Limited  Interim Report 2020

19

NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION

For the six months ended 30 June 2020

15. RELATED PARTY DISCLOSURES (continued)

  1. The compensation of the key management personnel of the Group is summarised as follows:

For the six months

ended 30 June

2019

2020

(Unaudited)

(Unaudited)

US$'000

US$'000

Short term employee benefits

609

662

Defined contribution scheme contributions

18

18

Total compensation paid/payable to

key management personnel

627

680

16. APPROVAL OF THE CONDENSED CONSOLIDATED FINANCIAL INFORMATION

The interim condensed consolidated financial information was approved and authorised for issue by the board of directors of the Company on 28 August 2020.

20

Prosperous Industrial (Holdings) Limited  Interim Report 2020

MANAGEMENT DISCUSSION AND ANALYSIS

Business and financial review

The Group is a leading manufacturer that designs, develops and manufactures recreational bags and packs, mainly backpacks, it also provides quality supply chain management services for renowned multinational sports and lifestyle brands. During the six months ended 30 June 2020 (the "Period"), over 99% of the Group's revenue was generated from sales of bags and packs manufactured for brand owner customers.

During the Period, the manufacturing and retail industry faced challenges arose from the outbreak of COVID-19, in addition to the persisting USA-China trade tension. Lockdowns, travel restrictions, social distancing and other public health measures as implemented by local governments around the world have hampered the consumer spending globally. Entering the second quarter of 2020, some shipments to the USA and Europe have been deferred at the request of the Group's customers. Furthermore, while it remains uncertain as to the time of recovery of the retail industry from the COVID-19 pandemic, some of the Group's customers have cut back on their order estimates.

Facing this challenging business environment, the Group reacted by adjusting its production capacity downward, temporarily suspending its production base in Cambodia which mainly caters for orders from the USA. The Group also took a more prudent approach towards its capital expenditure, including suspending its expansion of production facilities in Cambodia, to mitigate the impact of the COVID-19 pandemic on the Group's cash flows.

Prosperous Industrial (Holdings) Limited  Interim Report 2020

21

Total revenue of the Group for the Period was approximately US$98.5 million, representing

  1. decrease of approximately US$24.9 million or 20.2% from approximately US$123.4 million as recorded in the six months ended 30 June 2019 (the "Corresponding Period"). The decrease was mainly due to the cut back in sales order as a result of the weakened consumer spending due to the outbreak of COVID-19. Sales quantity decreased from approximately 13.3 million pieces for the Corresponding Period to approximately 11.1 million pieces for the Period, representing a decrease of approximately 2.2 million pieces or 16.5%. The average selling price per piece declined and the sales mix of different product category concentrated more towards outdoor & sporting bags and packs while shifting away from functional bags and packs in order to better utilise production capacity of the Group's multi-regional manufacturing platform. The breakdown of the revenue, sales quantity and average selling price by product category are set out below:

Six months ended 30 June 2020

Six months ended 30 June 2019

Average

Average

Sales

selling

Sales

selling

Revenue

quantity

price

Revenue

quantity

price

US$'000

%

Pc'000

US$/pc

US$'000

%

Pc'000

US$/pc

Product category

Outdoor & sporting

71,445

73

7,530

9.5

80,933

66

8,567

9.4

Functional

10,154

10

1,686

6.0

17,811

14

2,089

8.5

Fashion & casual

15,079

15

1,707

8.8

21,307

17

2,402

8.9

Others

1,815

2

167

10.9

3,362

3

250

13.4

Total

98,493

100

11,090

8.9

123,413

100

13,308

9.3

The Group's cost of sales for the Period amounted to approximately US$77.9 million, representing a decrease of approximately US$19.5 million or 20.0% from approximately US$97.4 million for the Corresponding Period. The decrease was in line with the decrease of sales and the Group's gross profit margin remained stable at 20.9% as compared 21.1% for the Corresponding Period.

The Group's administrative expenses for the Period amounted to approximately US$9.9 million, decreased by approximately US$3.0 million or 23.3% from approximately US$12.9 million for Corresponding Period as there was one-off costs for the cessation of operation of production plants in Dongkeng, Dongguan and Xinfeng, Jiangxi amounting to approximately US$2.9 million in the Corresponding Period.

Selling and distribution expenses for the Period amounted to approximately US$5.6 million, decreased by approximately US$2.5 million or 30.9% from approximately US$8.1 million for the Corresponding Period. The decrease was mainly due to the drop in sales quantity and decreased use of airfreight for shipping products to customers during the Period.

22

Prosperous Industrial (Holdings) Limited  Interim Report 2020

Profit attributable to shareholders of the Company increased by approximately US$0.9 million or 22.0% to approximately US$5.0 million for the Period, compared with approximately US$4.1 million for the Corresponding Period. Basic earnings per share for the Period increased by 0.09 US cent to 0.45 US cent as compared to 0.36 US cent for the Corresponding Period.

Liquidity, financial resources and capital expenditure

The Group's financial position remained solid. As at 30 June 2020, the Group had cash and cash equivalents of approximately US$56.8 million. The Group had no external borrowings as at 30 June 2020. As a result, the gearing ratio of the Group was zero (31 December 2019: zero), calculated as total debt, excluding lease liabilities, divided by total equity.

During the six months ended 30 June 2020, the Group incurred capital expenditure of US$0.6 million, mainly attributable to acquisition of property, plant and equipment.

Memorandum of understanding on cooperative development

On 25 June 2019, Guangzhou Glorieux Traveling Articles Co., Ltd.*(廣州澤榮旅行 用品有限公司)("Guangzhou Glorieux"), a wholly owned subsidiary of the Company, entered into a memorandum of understanding (the "MOU") with Guangzhou Poly Urban Redevelopment Investment Company Limited*(廣州保利城改投資有限公司)("Poly Urban Redevelopment"), an independent third party, in relation to the cooperative development of a parcel of land (the "Land") owned by Guangzhou Glorieux. Pursuant to the MOU, Guangzhou Glorieux and Poly Urban Redevelopment will cooperate to formulate a plan to redevelop the Land (the "Redevelopment Project"). The Land is located at the south side of Nancun Road, Xingye Road, Nancun Town, Panyu District, Guangzhou City, the PRC and is currently used as a factory site. The Redevelopment Project shall be subject to separate legally binding agreements on terms and conditions to be mutually agreed by the signing parties of the MOU.

As no separate legally binding agreements were entered into between the parties and the MOU has lapsed on 24 June 2020.

Contingent liabilities

As at 30 June 2020, the Group did not have any significant contingent liabilities (31 December 2019: Nil).

  • For identification purpose only

Prosperous Industrial (Holdings) Limited  Interim Report 2020

23

Capital commitment

As at 30 June 2020, the Group did not have any significant capital commitments (31 December 2019: Nil).

Segmental Information

No operating segmental information of the Group was presented for the six months ended 30 June 2020 as the Group only operates in one single operating segment, i.e. manufacturing and sale of sports bags, handbags and luggage bags.

Employee information

As at 30 June 2020, the Group had approximately 8,500 employees. Salaries and benefits of the Group's employees were kept at a market level and employees were rewarded on a performance-related basis. Remuneration is reviewed annually. Staff benefits include contribution to mandatory contribution fund, discretionary bonus and share options. During the six months ended 30 June 2020, no share options were granted to employees of the Group.

Significant investments held

As at 30 June 2020, there were no material investments held by the Group.

Charge on the Group's assets

As at 30 June 2020, the Group did not have any charges on its assets (31 December 2019: Nil).

Foreign currency exposure

The Group's purchases and operating costs are mainly denominated in Renminbi, Vietnamese Dong while most of the Group's sales proceeds are received in US$. As such, the Group is exposed to foreign currency risk. Any appreciation of Renminbi, Vietnamese Dong against US$ may adversely affect the profitability. The Group currently does not have a foreign currency hedging policy. The Group will continue to monitor its foreign currency exposure closely and consider hedging significant foreign currency exposure should the need arise.

24

Prosperous Industrial (Holdings) Limited  Interim Report 2020

Outlook and prospects

Looking ahead, the uncertainties surrounding the COVID-19 pandemic will continue to affect the global economic activities, and will inevitably have negative impact on the Group's performance for the months to come. Nevertheless, the Group is positioned to participate in the eventual recovery of customer demand. The operation of its Cambodia production base is expected to resume gradually in mid-September 2020, subject to the availability of the workers and orders from customers. And the Group will reconsider to resume the remaining Phase 2 expansion should the business environment improves. Meanwhile, the Group will continue to monitor the situation and work closely with its partners to mitigate the adverse impact arising from the COVID-19 pandemic.

Use of proceeds from listing

The Company raised approximately HK$202.2 million from the listing in July 2018. On 20 December 2019, the Directors resolved to change the use and allocation of the net proceeds as disclosed in the section headed "Future Plans and Use of Proceeds" of the prospectus dated 29 June 2018 (the "Prospectus") (the "First Revised Use of Net Proceeds") in order to reallocate the Group's production capacity by scaling down the operation in the PRC production bases and expanding its Vietnam and Cambodia production bases. On 22 May 2020, the Directors further resolved to change the use and allocation of the net proceeds (the "Second Revised Use of Net Proceeds") in order to strengthen its working capital position and liquidity by deferring its further expansion plan in Cambodia and retail business in MAISON PROMAX and instead apply the unutilised amount to general working capital. The Directors considered the aforementioned changes were in the best interest of the Company and the Shareholders as a whole. The Change would allow the Company to deploy its financial resources more effectively. For details, please refer to the announcements of the Company dated 20 December 2019 and 22 May 2020, respectively.

As at 30 June 2020, the amount of the net proceeds which remained unutilised amounted to approximately HK$55.5 million. The remaining unutilised net proceeds are expected to be utilised within 3 years up to 2023.

Prosperous Industrial (Holdings) Limited  Interim Report 2020

25

Set out below are details of the use of proceeds up to 30 June 2020:

Second

Original

First Revised

Revised

Utilised

Unutilised

allocation of

Use of Net

Use of Net

amount up to

amount up to

net proceeds

Proceeds

Proceeds

30 June 2020

30 June 2020

HK$ million

HK$ million

HK$ million

HK$ million

HK$ million

Further enhancement of manufacturing

capacity and flexibility by expanding

manufacturing platforms in Cambodia

135.5

135.5

77.2

77.2

-

Enhancement of production efficiency

and capabilities and enhancement

of quality control by replacing

and upgrading existing production

machinery and acquisition of additional

machinery, and setting up a research

and development centre and

additional testing laboratories

30.8

14.5

14.5

14.5

-

Enhancing brand recognition

for MAISON PROMAX and

expansion of retail business

12.5

12.5

5.8

5.8

-

Enhancing IT infrastructure

23.4

8.7

8.7

1.9

6.8

Reallocation of production capacity

-

31.0

31.0

21.4

9.6

General working capital

-

-

65.0

25.9

39.1

Total

202.2

202.2

202.2

146.7

55.5

26

Prosperous Industrial (Holdings) Limited  Interim Report 2020

OTHER INFORMATION

CORPORATE GOVERNANCE PRACTICES

The Company places high value on the corporate governance practice and is committed to achieving high standards of corporate governance with a view to safeguarding the interests of the shareholders of the Company as a whole.

The Company has adopted the principles and code provisions of the Corporate Governance Code (the "CG Code") as set out in Appendix 14 to the Rules Governing the Listing of Securities on the Stock Exchange (the "Listing Rules") as the basis of the Company's corporate governance practice, and the CG Code has been applicable to the Company. During the six months ended 30 June 2020, the Company has complied with the CG Code. The Board will continue to review and monitor the corporate governance status of the Company for the purpose of complying with the CG Code and maintaining a high standard of corporate governance of the Company.

MODEL CODE OF CONDUCT OF DIRECTORS' SECURITIES TRANSACTIONS

The Company has adopted a code of conduct regarding Directors' transactions in securities of the Company (the "Company's Code") on terms no less exacting than the required standard set out in the Model Code for Securities Transactions by Directors of Listed Issuers (the "Model Code"). After specific enquiry made by the Company, all of the Directors confirmed that they have complied with the required standard set out in the Model Code and the Company's Code during the six months ended 30 June 2020.

INTERIM DIVIDEND

The Board resolved not to declare any interim dividend for the period ended 30 June 2020 (six months ended 30 June 2019: Nil).

SUFFICIENCY OF PUBLIC FLOAT

Based on the information that is publicly available to the Company and within the knowledge of the Directors, as of the date of this report, the Company maintained the prescribed public float of no less than 25% as required under the Listing Rules.

Prosperous Industrial (Holdings) Limited  Interim Report 2020

27

MATERIAL ACQUISITION AND DISPOSAL OF SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES

During the Period, there was no material acquisition or disposal of subsidiaries, associates or joint ventures by the Company.

SHARE OPTION SCHEME

The Company has conditionally adopted the share option scheme (the "Scheme") on 19 June 2018 which is valid and effective for a period of 10 years from 13 July 2018. The purpose of the Scheme is to give the eligible persons an opportunity to have a personal stake in the Company and help motivate them to optimise their future contributions to the Group and/or to reward them for their past contributions, to attract and retain or otherwise maintain on-going relationships with such eligible persons who are significant to and/or whose contributions are or will be beneficial to the performance, growth or success of the Group, and additionally in the case of executives, to enable the Group to attract and retain individuals with experience and ability and/or to reward them for their past contributions. The principal terms of the Scheme are summarised in the paragraph headed "Share Option Scheme" in Appendix IV to the Prospectus.

No share option was granted, exercised or cancelled by the Company under the Scheme up to the date of this report and there was no outstanding share option as at the date of this report.

28

Prosperous Industrial (Holdings) Limited  Interim Report 2020

DIRECTORS' AND CHIEF EXECUTIVE'S INTERESTS AND SHORT POSITIONS IN SHARES, UNDERLYING SHARES AND DEBENTURES OF THE COMPANY OR ANY ASSOCIATED CORPORATION

As at 30 June 2020, the interests and short positions of the Directors and chief executive of the Company in the shares, underlying shares and debentures of the Company or any associated corporation (within the meaning of Part XV of the Securities and Futures Ordinance, Chapter 571 of the Laws of Hong Kong (the "SFO")) as recorded in the register required to be kept under Section 352 of the SFO or otherwise notified to the Company and the Stock Exchange pursuant to the Model Code set out in Appendix 10 to the Listing Rules, were as follows:

Long positions in the shares and underlying shares of associated corporation of the Company

Number of

Approximate %

Name of Director and

Name of associated

ordinary

of total issued

Chief Executive

corporation of the Company

Nature of interest

shares held

shares1

Mr. Yeung Shu Kin

Prosperous Holdings

Personal interest

12

12%

(Overseas) Limited

("Prosperous BVI")

Mr. Yeung Shu Kai

Prosperous BVI

Personal interest

6

6%

Mr. Yeung Shu Hung

Prosperous BVI

Personal interest

6

6%

Note:

1. As at 30 June 2020, the total number of issued shares of Prosperous BVI was 100.

Save as disclosed above, as at 30 June 2020, none of the Directors or chief executive of the Company had or was deemed to have any interests or short positions in the shares, underlying shares or debentures of the Company and its associated corporations (within the meaning of Part XV of the SFO) which were required to be recorded in the register of interests required to be kept under Section 352 of the SFO or were otherwise notified to the Company and the Stock Exchange pursuant to the Model Code.

Prosperous Industrial (Holdings) Limited  Interim Report 2020

29

SUBSTANTIAL SHAREHOLDERS' INTEREST AND SHORT POSITIONS IN SHARES AND UNDERLYING SHARES

So far as known to the Directors or chief executive of the Company, as at 30 June 2020, the following corporates and persons (other than the Directors or chief executive of the Company) had interests or short positions in the shares of the Company and underlying shares of the Company which would fall to be disclosed to the Company under provisions of Divisions 2 and 3 of Part XV of the SFO, or which were recorded in the register required to be kept by the Company under Section 336 of the SFO as follows:

Long Positions in Shares

Approximate

percentage of

shareholding

Number of

in the

Name

Capacity/Nature of interest

shares

Company

Prosperous BVI

Beneficial Owner

588,000,000

52.5%

Mr. Yeung Ming Sum Richard

Interest in a controlled corporation

588,000,000

52.5%

("Mr. Yeung") (1)

Mrs. Yeung Wor Foon Stella

Interest in a controlled corporation

588,000,000

52.5%

("Mrs. Yeung") (1)

Great Pacific Investment Limited

Beneficial Owner

252,000,000

22.5%

("Great Pacific") (2)

Pou Hing Industrial Co. Limited

Interest in a controlled corporation

252,000,000

22.5%

("Pou Hing") (2)

Yue Yuen Industrial (Holdings)

Interest in a controlled corporation

252,000,000

22.5%

Limited ("Yue Yuen") (2)

Wealthplus Holdings Limited (3)

Interest in a controlled corporation

252,000,000

22.5%

Pou Chen Corporation (3)

Interest in a controlled corporation

252,000,000

22.5%

30

Prosperous Industrial (Holdings) Limited  Interim Report 2020

Notes:

  1. Prosperous BVI is owned as to 23% by Mr. Yeung, 23% by Mrs. Yeung, 12% by Mr. Yeung Shu Kin, 12% by Mr. Yeung Wang Tony, 12% by Mr. Yeung Theodore Tat, 6% by Mr. Yeung Shu Hung, 6% by Mr. Yeung Shu Kai and 6% by Mr. Yeung Chak Fung. Prosperous BVI is the beneficial owner of 588,000,000 shares of the Company and Mr. Yeung is the spouse of Mrs. Yeung. By virtue of the SFO, Mr. Yeung and Mrs. Yeung together are deemed to be interested in all of the shares of the Company held by Prosperous BVI.
  2. Great Pacific is a wholly-owned subsidiary of Yue Yuen and the beneficial owner of 252,000,000 shares of the Company. By virtue of the SFO, Yue Yuen is deemed to be interested in all of the shares of the Company held by Great Pacific as Great Pacific is a wholly-owned subsidiary of Pou Hing and Pou Hing is a wholly-owned subsidiary of Yue Yuen. Yue Yuen is a company incorporated in Bermuda with limited liability and whose shares are listed on the Stock Exchange.
  3. Pou Chen Corporation is a shareholder of Yue Yuen, is interested as to 51.11% of Yue Yuen through its two wholly-owned subsidiaries, Wealthplus Holdings Limited (interested as to 47.95% of Yue Yuen) and Win Fortune Investments Limited (interested as to 3.16% of Yue Yuen). By virtue of the SFO and with reference to note (2), Pou Chen Corporation is deemed to be interested in the shares of the Company held by Great Pacific. Pou Chen Corporation is incorporated in Taiwan and is listed on the Taiwan Stock Exchange of the Taiwan Stock Exchange Corporation (stock code: 9904 TSE).

Save as disclosed above, and as at the date of this report, the Directors were not aware of any persons (other than the Directors and chief executive of the Company) who had any interests or short positions in the shares of the Company or underlying shares of the Company which would fall to be disclosed under Divisions 2 and 3 of Part XV of the SFO, or which were recorded in the register required to be kept by the Company under Section 336 of the SFO.

DIRECTORS' RIGHTS TO ACQUIRE SHARES OR DEBT SECURITIES

Other than the Scheme and as disclosed under the section "Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares and Debentures of the Company or any Associated Corporation" above, at no time during the six months ended 30 June 2020 and up to the date of this report, was the Company or any of its subsidiaries, or any of its fellow subsidiaries, a party to any arrangement to enable the Directors or chief executive of the Company or their respective associates (as defined in the Listing Rules) to have any right to subscribe for securities of the Company or any of its associated corporations (within the meaning of Part XV of the SFO) or to acquire benefits by means of acquisitions of shares in, or debentures of, the Company or any other body corporate.

Prosperous Industrial (Holdings) Limited  Interim Report 2020

31

PURCHASE, SALE OR REDEMPTION OF LISTED SECURITIES OF THE COMPANY

Neither the Company nor any of its subsidiaries had purchased, sold or redeemed any of the Company's listed securities during the Period.

AUDIT COMMITTEE AND REVIEW OF INTERIM FINANCIAL RESULTS

Pursuant to Rule 3.21 of the Listing Rules, the Company established an audit committee (the "Audit Committee") with written terms of reference aligned with the CG Code. The Audit Committee comprises three independent non-executive Directors, namely Mr. Ko Siu Tak, Mr. Chiu Che Chung Alan and Mr. Yip Kwok Cheung. The Audit Committee is chaired by Mr. Ko Siu Tak and is responsible for assisting the Board in safeguarding the Group's assets by providing an independent review of the effectiveness of the financial reporting process and the internal controls and risk management systems of the Group. It also performs other duties and responsibilities as assigned by the Board.

The Audit Committee has discussed with the management of the Group and reviewed the unaudited interim financial results of the Group for the six months ended 30 June 2020, including the accounting principles and practices adopted by the Group, and discussed financial related matters. The Audit Committee is of the view that such statements have complied with the applicable accounting standards and that adequate disclosures have been made

On behalf of the Board

Prosperous Industrial (Holdings) Limited

Yeung Shu Kin

Chairman

Hong Kong

28 August 2020

32

Prosperous Industrial (Holdings) Limited  Interim Report 2020

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Financials (USD)
Sales 2020 156 M - -
Net income 2020 2,99 M - -
Net cash 2020 74,6 M - -
P/E ratio 2020 131x
Yield 2020 0,37%
Capitalization 154 M 154 M -
EV / Sales 2019 0,05x
EV / Sales 2020 -0,15x
Nbr of Employees 7 900
Free-Float 25,0%
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Edmond Yeung Chief Executive Officer
Herman Yeung Executive Chairman
Theodore Yeung Chief Operating Officer
Kwok Cheung Yip Independent Non-executive Director
Che Chung Chiu Independent Non-Executive Director
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