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DIGITAL DOMAIN HOLDINGS LIMITED DIGITAL 數字王國集團有限公司 匯聚娛樂 ENTERTAIN 靈感與創意啟迪 INFORM INSPIRE A NNUAL REPORT 2020 NNUAL 年報 2020 ANNUAL 年報 REPORT 2020 CONTENTS Corporate Chairman’s Information 02 Statement 04 Chief Executive Corporate Officer’s Review 06 Governance Report 42 Directors’ Independent Report 53 Auditor’s Report 73 Consolidated Consolidated Statement Income Statement 77 of Comprehensive Income 78 Consolidated Statement Consolidated Statement of Financial Position 79 of Changes in Equity 81 Consolidated Statement Notes to the Consolidated of Cash Flows 83 Financial Statements 85 Five Years Financial Summary 198 2 DIGITAL DOMAIN HOLDINGS LIMITED DIGITAL CORPORATE INFORMATION BOARD OF DIRECTORS REGISTERED OFFICE Executive Director Clarendon House, 2 Church Street Mr. SEAH Ang Hamilton HM11, Bermuda (Acting Chairman and Chief Executive Officer) HEAD OFFICE AND digitaldomain.com PRINCIPAL PLACE OF BUSINESS Non-executive Directors Suite 1201, 12/F., Li Po Chun Chambers Mr. JIANG Yingchun 189 Des Voeux Road Central, Hong Kong ANNUAL REPORT 2020 ANNUAL Mr. CUI Hao Mr. WANG Wei-Chung PRINCIPAL SHARE REGISTRAR AND Mr. Sergei SKATERSHCHIKOV TRANSFER OFFICE IN BERMUDA MUFG Fund Services (Bermuda) Limited Independent Non-executive Directors 4th Floor North Digital Domain Holdings Mr. DUAN Xiongfei Cedar House, 41 Cedar Avenue Ms. LAU Cheong Hamilton HM 12, Bermuda Mr. WONG Ka Kong Adam Dr. Elizabeth Monk DALEY BRANCH SHARE REGISTRAR AND TRANSFER OFFICE IN HONG KONG AUDIT COMMITTEE Computershare Hong Kong Investor Mr. DUAN Xiongfei (Chairman) Services Limited Ms. LAU Cheong Shops 1712-1716, 17th Floor Digital Domain Mr. WONG Ka Kong Adam Hopewell Centre DD HONG ONG ISAL EETS ODTION AND 183 Queen’s Road East OSTODTION REMUNERATION COMMITTEE Wanchai, Hong Kong Mr. DUAN Xiongfei (Chairman) PRINCIPAL BANKERS DD SA ANADA Mr. SEAH Ang ITAL Ms. LAU Cheong Bank of China Limited HMAN Mr. WONG Ka Kong Adam Bank of China (Hong Kong) Limited SINESSES China CITIC Bank International Limited DigitalDomain 數字王國 DD EOE NOMINATION COMMITTEE China Construction Bank (Asia) Corporation Limited NE MEDIA AND Mr. DUAN Xiongfei (Chairman) Citibank India EEIENTIAL SINESS Mr. SEAH Ang East West Bank (HARDWARE/SOLUTION/ Ms. LAU Cheong EverTrust Bank DD GEATE HINA CONTENT) Mr. WONG Ka Kong Adam Industrial and Commercial Bank of China Limited Royal Bank of Canada COODTION COMPANY SECRETARY (FEATURE FILMS/ INDEPENDENT AUDITOR EPISODES SERIES) Ms. FOK Lai Yan DD INDIA BDO Limited STOCK CODE Certified Public Accountants 547 SOLICITOR Reed Smith Richards Butler 3 DIGITAL DOMAIN HOLDINGS LIMITED DIGITAL DIGITAL DOMAIN CREATES TRANSPORTIVE EXPERIENCES THAT ENTERTAIN, INFORM AND INSPIRE. The Company is a pioneer in many fields, including VISUAL EFFECTS , VIRTUAL REALITY and VIRTUAL HUMANS. ANNUAL REPORT ANNUAL A creative force in visual effects and media applications, Digital Domain and its predecessor entities have brought artistry and technology to hundreds of motion pictures, commercials, video games, music videos and virtual reality experiences. Staff artists have won more than 100 major awards, including Academy Awards, Clios, BAFTA awards and Cannes Lions. 2020 Digital Domain has offices in Los Angeles, Vancouver, Montréal, Luxembourg, Hyderabad, Beijing, Shanghai, Shenzhen, Taipei and Hong Kong. The following is a simplified chart of major businesses of the Group. DD HONG ONG ISAL EETS ODTION AND OSTODTION DD SA ANADA ITAL HMAN SINESSES DD EOE NE MEDIA AND EEIENTIAL SINESS (HARDWARE/SOLUTION/ DD GEATE HINA CONTENT) COODTION (FEATURE FILMS/ DD INDIA EPISODES SERIES) Note For details and full names of these businesses/projects/companies, please refer to “Chief Executive Officer’s Review” section of this report on pages 6 to 41. 4 DIGITAL DOMAIN HOLDINGS LIMITED DIGITAL CHAIRMAN’S STATEMENT ANNUAL REPORT 2020 ANNUAL 2020 was an extremely tough year for the Group and other businesses. Digital Domain Following the global outbreak of the novel coronavirus (“COVID-19”) in early continues its 2020, governments and non-governmental organisations attempted to contain the spread of COVID-19 through the suspension of economic activity, and the rich history of imposition of quarantines, travel restrictions and bans. These efforts have creating world- inadvertently created adverse impacts on macro-economic activities across the world. We believe the business environment in 2021 will be challenging and class premium we expect many unpredictable changes in the months ahead. Digital Domain visual effects, will continue our conservative approach and look to enhance our business relationships with our clients and strategic partners. post-production Even under the restrictions imposed by the global response to the pandemic, and animation Digital Domain has continued to build on our rich history of creating world-class for its clients like premium visual effects, post-production services and animation for our clients. Digital Domain leads the entertainment industry by combining the best digital previous years. artistry with the most advanced technological innovations, especially in the cutting- edge field of Virtual Human technology. 5 DIGITAL DOMAIN HOLDINGS LIMITED DIGITAL ANNUAL REPORT ANNUAL 2020 In February 2020, we officially opened our Montréal Studio in Québec, Canada. In early 2021, the Group announced a new business plan by stepping into the European market with the formation of a joint venture company: Digital Domain Capital Partners S.á r.l. (“DDCP”), in Europe with a strategic partner. These are important milestones for our global business plan – our footprint began in North America, spread to Asia and is now expanding to Europe. We plan to use DDCP to generate increasing interest in our services and technology in Europe and other markets, and we anticipate future business cooperation with European listed companies and clients. Thank you to everyone in the Digital Domain family, including all of our partners around the globe and the thousands of artists and innovators who call Digital Domain home. It is truly an honour to create more chapters of the Digital Domain legacy with each and every one of you. SEAH ANG (DANIEL) Acting Chairman Hong Kong, 31 March 2021 6 DIGITAL DOMAIN HOLDINGS LIMITED DIGITAL CHIEF EXECUTIVE OFFICER’S REVIEW I would like to extend my utmost appreciation to our Shareholders, Staff and other valued stakeholders for their continued confidence and ANNUAL REPORT 2020 ANNUAL support. We will continue to work hard to deliver the ongoing and future success of Digital Domain. SEAH ANG (DANIEL) Chief Executive Officer 7 DIGITAL DOMAIN HOLDINGS LIMITED DIGITAL FINANCIAL AND BUSINESS REVIEW During the year ended 31 December 2020, the Group MEDIA ENTERTAINMENT SEGMENT achieved a revenue from continuing operations of HK$601,301,000 (2019: HK$548,125,000), showing an During the year under review, this segment from increase of approximately 10% compared to that of the continuing operations recorded a revenue of previous year. The gross profit from continuing operations approximately HK$601,301,000 (2019: HK$548,059,000) of the Group amounted to HK$64,730,000 (2019: and incurred a loss of approximately HK$518,676,000 HK$79,082,000) during the year under review, showing a (2019: HK$277,867,000). The loss included the decrease of approximately 18%. The increase in turnover impairment loss on goodwill of HK$305,119,000 (2019: and decrease in gross profit were attributable to the media HK$74,419,000) and research and development costs ANNUAL REPORT ANNUAL entertainment segment. As at 31 December 2020, the incurred during the year under review relating to virtual total assets of the Group amounted to HK$1,497,250,000 reality technology and virtual human technology. (as at 31 December 2019: HK$2,175,050,000). The loss attributable to the owners of the Company from continuing “The earnings before interest, tax, depreciation and operations for the year was HK$584,205,000 (2019: amortisation (EBITDA)” of the media entertainment 2020 HK$391,077,000). The loss for the year was approximately segment from continuing operations (including the HK$626,503,000 (2019: HK$419,579,000). The loss for the impairment loss on goodwill of HK$305,119,000 (2019: year was mainly caused by: HK$74,419,000)) for the year ended 31 December 2020 was a loss of HK$432,222,000 (2019: HK$199,296,000). (i) the recognition of non-cash outflow expenses, EBITDA is not a standard measure under the Hong Kong including: Financial Reporting Standards (HKFRS) but is a widely used financial indicator of a company’s operating performance. (a) equity-settled share-based payments for the EBITDA should not be considered in isolation or be share options granted between 2014 and 2020 to construed as an alternative to cash flows, net income or the value of HK$7,943,000 (2019: HK$5,113,000); any other measure of performance, or as an indicator of the Group’s operating performance, liquidity, profitability (b) amortisation and depreciation expenses from the or cash flows generated by operating, investing or acquisition of 3Glasses Group of HK$$28,664,000 financing activities. EBITDA for the media entertainment (2019: HK$51,735,000); segment is calculated based on the loss of the segment for the period but does not account for taxes, interest (c) amortisation expenses from the investment in expenses, depreciation (of the segment’s property, episodes series (grouped under “Participation plant and equipment) and amortisation charges (on the Rights”) of HK$37,057,000 (2019: HK$43,967,000); segment’s intangible
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