Annual Report
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ANNUAL REPORT 2018 COOLPAD GROUP LIMITED 酷派集團有限公司 (Incorporated in the Cayman Islands with limited liability) (Stock code : 2369) Corporate Profile Coolpad Group Limited (the “Company”), formerly and its subsidiaries (collectively, the “Group”) have known as China Wireless Technologies Limited, was developed a large number of proprietary technologies incorporated in the Cayman Islands as an exempted and patents in mobile operating systems, radio company with limited liability on 11 June 2002. The frequency, protocols and wireless data decomposed shares of the Company (the “Shares”) were listed on transmission technology, etc. The Group has developed The Stock Exchange of Hong Kong Limited (the “Stock advanced research and development capabilities in Exchange”) on 9 December 2004 (Stock Code: 2369). mobile communications and gradually becomes a leader of 4G and 3G smartphone in the Mainland Yulong Computer Telecommunication Scientific China’s telecommunications market. The Group never (Shenzhen) Co., Ltd. (“Yulong Shenzhen”) is an indirect stops enhancing its R&D ability and is striving to be an wholly owned subsidiary of the Company. It was important participant and a leader in the latest field of founded by Mr. GUO Deying (the Company’s former 5G and Artificial Intelligence. chairman, former executive director and former chief executive officer) in April 1993. Yulong Shenzhen is a The Group has succeeded in breaking into the global leading developer and provider of integrated solutions telecommunications market in respect of Coolpad for Coolpad 酷派 smartphone sets, mobile data platform brand. The Group has established strong and close system, and value-added business operations in the strategic cooperation relationships with certain global People’s Republic of China (the “PRC” or the “Mainland telecommunication operators and is striving to further China”). Yulong Shenzhen mainly provides its Coolpad develop its business in the global telecommunication products for enterprises, government and mobile markets. operators as well as individual consumers in the PRC. The Group is committed to providing every individual In the last decade, capitalizing on the development with the privilege to enjoy the extravagant experience of wireless telecommunications technological know- of using integrated terminal of wireless data solutions. how in wireless telecommunications across multiple To achieve this goal, the Group is striving to realize its wireless telecommunications network standards dream by providing customized products and services including TD-LTE, FDD-LTE, TD-SCDMA, CDMA-EVDO, based on its differentiated mobile operating systems WCDMA, GSM, and CDMA1X networks, the Company and applications. Contents Corporate Information 2 Financial Highlights 3 Chief Executive Officer’s Statement 4 Management Discussion & Analysis 9 Corporate Governance Report 16 Environmental, Social and Governance Report 27 Directors and Senior Management 48 Report of the Directors 53 Independent Auditor’s Report 67 Financial Statements 72 Notes to Financial Statements 82 COOLPAD GROUP LIMITED Annual Report 2018 Corporate Information Registered Office Auditor Cricket Square Ernst & Young Hutchins Drive Certified Public Accountants P.O. Box 2681 22/F, CITIC Tower Grand Cayman 1 Tim Mei Avenue KY1-1111 Central Cayman Islands Hong Kong Head Office and Principal Place of Legal Advisers to the Company as to Business in the PRC Hong Kong Law Coolpad Information Harbor Baker & McKenzie NO.2 Mengxi Road 14th Floor Hi-Tech Industry Park (Northern) One Taikoo Place Nanshan District 979 King’s Road Shenzhen Quarry Bay Hong Kong Principal Place of Business in Hong Kong Legal Advisers to the Company as to Cayman Islands Law Room 1902, China Evergrande Centre 38 Gloucester Road Conyers Dill & Pearman Wanchai, Hong Kong 2901 One Exchange Square 8 Connaught Place Company Secretary Central Hong Kong Mr. JIANG Chao, ACCA (Resigned on 19 January 2018) Mr. LEUNG Siu Kee (Appointed on 19 January 2018) Principal Share Registrar and Transfer Office Audit Committee & Remuneration SMP Partners (Cayman) Limited Committee 3rd Floor, Royal Bank House, Mr. CHAN King Chung (Chairperson) 24 Shedden Road, P.O. Box 1586, Dr. HUANG Dazhan Grand Cayman KY1-1110 Mr. XIE Weixin Cayman Islands Nomination Committee Hong Kong Branch Share Registrar and Mr. CHAN King Chung (Chairperson) Transfer Office Mr. JIANG Chao (Resigned on 11 January 2019) Computershare Hong Kong Investor Services Limited Mr. CHEN Jiajun (Appointed on 17 January 2019) Shops 1712-16 Mr. XIE Weixin 17th Floor Hopewell Centre Authorised Representatives 183 Queen’s Road East Hong Kong Mr. LIU Hong (Resigned on 8 February 2018) Mr. LEUNG Siu Kee (Appointed on 8 February 2018) Principal Bankers Contact Information for Investor DBS Bank (Hong Kong) Ltd. Bank of China Limited Relations Hong Kong and Shanghai Banking (Hong Kong) Co., Ltd. Tel: +86 755 3302 3607 Email: [email protected] Company Website www.coolpad.com.hk Stock Code 2369 2 COOLPAD GROUP LIMITED Annual Report 2018 Financial Highlights The financial data below are extracted from the Group’s audited financial statements prepared in accordance with Hong Kong Financial Reporting Standards (“HKFRSs”). Results Year ended 31 December (HK$’000) 2018 2017 2016 2015 2014 Revenue 1,277,164 3,378,077 7,969,477 14,667,866 24,900,471 (Loss)/profit before tax (419,408) (2,702,251) (4,356,068) 2,311,011 606,629 Income tax credit/(expense) 8,746 (20,825) (45,352) (34,505) (92,551) (Loss)/profit for the year (410,662) (2,723,076) (4,401,420) 2,276,506 514,078 Financial Position As at 31 December (HK$’000) 2018 2017 2016 2015 2014 Non-current assets 1,856,007 1,991,344 2,741,032 5,745,328 1,625,586 Current assets 1,260,759 2,859,486 7,113,372 8,537,979 11,218,500 Non-current liabilities 278,352 296,464 67,213 225,116 1,704,409 Current liabilities 2,423,747 3,764,950 6,248,881 6,641,496 7,779,761 Net assets 414,667 789,416 3,538,310 7,416,695 3,359,916 3 COOLPAD GROUP LIMITED Annual Report 2018 Chief Executive Officer’s Statement CHEN JIAJUN Executive Director and CEO Dear Fellow Shareholders: I am deeply honored to report the consolidated results for the year ended 31 December 2018 to the Shareholders of the Group. The Group confronted a great number of changes, challenges and opportunities in the year ended 31 December 2018 (the “Year”). The Group learned from the past, and contemplated its future from as many aspects as possible. Fortunately, the darkest period of the Group had passed, and the Group started a brand-new exploration in the Year. The Group saw a large decline in both shipments and relationship with local carriers and their sales and revenue in the past year of 2018. For the year ended distribution channels. The Group continued to release 31 December 2018, the Group had a turnover of low-end smartphones in carriers’ channel in the year of approximately HK$1,277.16 million, which decreased 2018 so as to coordinate their diverse contract layout. by 62.19% from HK$3,378.08 million in 2017. The net loss of the year 2018 was approximately HK$410.66 As regional sales in the United States continued to million, which decreased by 84.92% from the net loss maintain its growth momentum, and sales contribution of HK$2,723.08 million in the year 2017. Gross profit continued to expand for the Year, the sales in the margin for the year 2018 was -5.63%, representing an United States region accounted for the majority of the increase of 3.80% as compared with -9.43% for the total sales of the Group, and became the core business year ended 31 December 2017. Both of the basic and region. The Group provided an independent exclusive diluted loss per share of the Group was HK8.13 cents product line for US market and enlarged product for the year ended 31 December 2018. category to smart accessories, such as cable, charger, battery and headphone. The Group had conducted a The Group recorded a decrease in revenue from the series of product demand and preference investigation sales of smartphones in domestic market in the year for US market and built a US dedicated research and of 2018. But it continued to keep a solid cooperation development team. 4 COOLPAD GROUP LIMITED Annual Report 2018 Chief Executive Officer’s Statement During the Year, the Group had built a solid cooperation to the PRB. As advised by the Company’s PRC legal with US telecommunications carriers. On 8 August advisers, the Company believes that the decision of the 2018, the senior management of T-mobile and PRB has provided favorable evidence for the Group in MetroPCS paid a visit to the headquarters of the Group. the trial of the cases in the future. The visitors and the Company had a deep exchange on 5G path of Coolpad and 5G commercial plan in America. The year of 2019 is expected to be a year full of both The senior management of T-mobile and MetroPCS challenges and opportunities, where research and highly recognized the Group’s technical strength and development work on the most up-to-date technologies, anticipated a deeper cooperation in the future. such as 5G technology, Internet of Things (“IOT”) and Artificial Intelligence (“AI”), is being comprehensively Meanwhile, side by side with carrier field team, the conducted in the industry, and the Group will be happily Group developed strong relationship inside national to be one of them in 2019. Looking forward, the Group retail channels and dealer channels progressively so as is fully prepared to build a new Coolpad 2.0 vision and to build a healthy retailing networks in the retail open strategy with the new management team. channel. The Group also attached great importance to branding, as a result of which, the Group had been Development and sales of smartphones is currently the in hundreds of events with local carrier partners to main business of the Group and will continue to remain promote new products and its brand.