2016-10-19 Announcement of Final Results for the Year
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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. Media Asia Group Holdings Limited (Incorporated in the Cayman Islands and continued in Bermuda with limited liability) (Stock Code: 8075) ANNOUNCEMENT OF FINAL RESULTS FOR THE YEAR ENDED 31 JULY 2016 CHARACTERISTICS OF THE GROWTH ENTERPRISE MARKET (“GEM”) OF THE STOCK EXCHANGE OF HONG KONG LIMITED (THE “STOCK EXCHANGE”) GEM has been positioned as a market designed to accommodate companies to which a higher investment risk may be attached than other companies listed on the Stock Exchange. Prospective investors should be aware of the potential risks of investing in such companies and should make the decision to invest only after due and careful consideration. The greater risk profile and other characteristics of GEM mean that it is a market more suited to professional and other sophisticated investors. Given the emerging nature of companies listed on GEM, there is a risk that securities traded on GEM may be more susceptible to high market volatility than securities traded on the Main Board of the Stock Exchange and no assurance is given that there will be a liquid market in the securities traded on GEM. This announcement, for which the directors of Media Asia Group Holdings Limited (the “Directors”) collectively and individually accept full responsibility, includes particulars given in compliance with the Rules Governing the Listing of Securities on the GEM (the “GEM Listing Rules”) for the purpose of giving information with regard to Media Asia Group Holdings Limited. The Directors, having made all reasonable enquiries, confirm that, to the best of their knowledge and belief, the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this announcement misleading. – 1 – RESULTS The board of directors (the “Board”) of Media Asia Group Holdings Limited (the “Company”) is pleased to announce the consolidated results of the Company and its subsidiaries (the “Group”) for the year ended 31 July 2016 together with the comparative figures for the previous year as follows: CONSOLIDATED INCOME STATEMENT Year ended 31 July 2016 2016 2015 Notes HK$’000 HK$’000 TURNOVER 2 520,443 712,418 Cost of sales (365,534) (434,634) Gross profit 154,909 277,784 Other income 3 5,805 6,908 Marketing expenses (73,724) (118,935) Administrative expenses (139,061) (124,759) Other operating gains 8,495 6,943 Other operating expenses (40,149) (8,953) PROFIT/(LOSS) FROM OPERATING ACTIVITIES (83,725) 38,988 Finance costs 4 (22,255) (17,040) Share of profits and losses of joint ventures 6,349 7,563 Share of profit and loss of an associate (24) (10) PROFIT/(LOSS) BEFORE TAX 5 (99,655) 29,501 Income tax expense 6 (2,582) (4,883) PROFIT/(LOSS) FOR THE YEAR (102,237) 24,618 Attributable to: Owners of the Company (95,546) 25,850 Non-controlling interests (6,691) (1,232) (102,237) 24,618 EARNINGS/(LOSS) PER SHARE ATTRIBUTABLE TO OWNERS OF THE COMPANY 7 Basic and diluted (HK cents) (4.48) 1.77 – 2 – CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Year ended 31 July 2016 2016 2015 HK$’000 HK$’000 PROFIT/(LOSS) FOR THE YEAR (102,237) 24,618 OTHER COMPREHENSIVE INCOME/(LOSS) TO BE RECLASSIFIED TO INCOME STATEMENT IN SUBSEQUENT PERIODS Exchange differences on translation of foreign operations (5,382) 987 Release of foreign currency translation reserve upon disposal of a subsidiary 91 (106) OTHER COMPREHENSIVE INCOME/(LOSS) TO BE RECLASSIFIED TO INCOME STATEMENT IN SUBSEQUENT PERIODS, NET OF TAX (5,291) 881 TOTAL COMPREHENSIVE INCOME/(LOSS) FOR THE YEAR (107,528) 25,499 Attributable to: Owners of the Company (100,773) 26,989 Non-controlling interests (6,755) (1,490) (107,528) 25,499 – 3 – CONSOLIDATED STATEMENT OF FINANCIAL POSITION 31 July 2016 2016 2015 Notes HK$’000 HK$’000 NON-CURRENT ASSETS Property, plant and equipment 10,462 10,136 Film and TV program products 83,721 40,909 Film rights 1,389 962 Investments in joint ventures 47,788 57,282 Investment in an associate 19,350 19,380 Prepayments, deposits and other receivables 24,902 53,455 Total non-current assets 187,612 182,124 CURRENT ASSETS Films and TV programs under production 450,913 246,265 Trade receivables 8 78,522 28,801 Prepayments, deposits and other receivables 265,203 323,287 Cash and cash equivalents 449,973 722,002 Total current assets 1,244,611 1,320,355 CURRENT LIABILITIES Trade payables 9 2,926 1,681 Accruals and other payables 235,723 285,794 Deposits received 125,617 66,277 Tax payable 7,583 11,117 Total current liabilities 371,849 364,869 NET CURRENT ASSETS 872,762 955,486 TOTAL ASSETS LESS CURRENT LIABILITIES 1,060,374 1,137,610 NON-CURRENT LIABILITIES Convertible notes 10 249,825 242,794 Net assets 810,549 894,816 EQUITY Equity attributable to owners of the Company Issued capital 11 21,361 20,924 Reserves 791,444 877,430 812,805 898,354 Non-controlling interests (2,256) (3,538) Total equity 810,549 894,816 – 4 – CONSOLIDATED STATEMENT OF CHANGES IN EQUITY Year ended 31 July 2016 Attributable to owners of the Company Foreign Retained Share currency profit/ Non- Issued premium Contributed Capital translation (accumulated controlling Total capital account surplus reserve reserve losses) Total interests equity HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 At 1 August 2015 20,924 614,032 95,191 76,296 1,137 90,774 898,354 (3,538) 894,816 Loss for the year — — — — — (95,546) (95,546) (6,691) (102,237) Other comprehensive income/(loss) for the year: Exchange differences on translation of foreign operations — — — — (5,318) — (5,318) (64) (5,382) Release of foreign currency translation reserve upon disposal of a subsidiary — — — — 91 — 91 — 91 Total comprehensive loss for the year — — — — (5,227) (95,546) (100,773) (6,755) (107,528) Partial conversion of the Specific Mandate Convertible Notes 437 19,629 — (4,842) — — 15,224 — 15,224 Deemed acquisition of a subsidiary — — — — — — — 3,746 3,746 Capital contribution from non-controlling shareholders — — — — — — — 4,291 4,291 At 31 July 2016 21,361 633,661# 95,191# 71,454# (4,090)# (4,772)# 812,805 (2,256) 810,549 # These reserve accounts comprise the consolidated reserves of HK$791,444,000 (2015: HK$877,430,000) in the consolidated statement of financial position. – 5 – Attributable to owners of the Company Foreign Retained Share currency profit/ Non- Issued premium Contributed Capital translation (accumulated controlling Total capital account surplus reserve reserve losses) Total interests equity HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 At 1 August 2014 13,399 343,460 95,191 181,821 (2) (77,318) 556,551 (2,048) 554,503 Profit/(loss) for the year — — — — — 25,850 25,850 (1,232) 24,618 Other comprehensive income/(loss) for the year: Exchange differences on translation of foreign operations — — — — 1,245 — 1,245 (258) 987 Release of foreign currency translation reserve upon disposal of a subsidiary — — — — (106) — (106) — (106) Total comprehensive income/(loss) for the year — — — — 1,139 25,850 26,989 (1,490) 25,499 Issue of the TFN Convertible Notes — — — 30,951 — — 30,951 — 30,951 Open Offer 6,699 194,281 — — — — 200,980 — 200,980 Transaction costs of the Open Offer — (2,232) — — — — (2,232) — (2,232) Partial conversion of the Second Completion Convertible Notes 826 78,523 — (39,579) — — 39,770 — 39,770 Redemption of the Second Completion Convertible Notes — — — (142,242) — 142,242 — — — Issue of the Specific Mandate Convertible Notes — — — 45,345 — — 45,345 — 45,345 At 31 July 2015 20,924 614,032# 95,191# 76,296# 1,137# 90,774# 898,354 (3,538) 894,816 – 6 – NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. BASIS OF PREPARATION These financial statements have been prepared in accordance with Hong Kong Financial Reporting Standards (which include all Hong Kong Financial Reporting Standards, Hong Kong Accounting Standards and Interpretations) issued by the Hong Kong Institute of Certified Public Accountants, accounting principles generally accepted in Hong Kong and the disclosure requirements of the Hong Kong Companies Ordinance. They have been prepared under the historical cost convention. These financial statements are presented in Hong Kong dollars (“HK$”) and all values are rounded to the nearest thousand except when otherwise indicated. 1.1 CHANGES IN ACCOUNTING POLICIES AND DISCLOSURES There were no new or revised standards adopted for the first time for the current year’s financial statements. 2. OPERATING SEGMENT INFORMATION For management purposes, the Group is organised into business units based on their products and services and has the following reportable segments: (i) the media and entertainment segment engages in the investment in, and the production of entertainment events, the provision of artiste management services, album sales and distribution and license of music; (ii) the film and TV program segment engages in the investment in, production of, sale and distribution of films and TV programs; and (iii) the corporate segment comprises corporate income and expense items. – 7 – Management monitors the results of the Group’s operating segments separately for the purpose of making decisions about resources allocation and performance assessment.