20201919 QUICK FACTS 53 countries & territories 46,000+ employees worldwide 70M ft² land & facilities 10,000+ self-owned operating vehicles CONTENTS 02 Corporate Information & Key Dates 03 Financial Highlights 05 Management Discussion and Analysis Results Overview 05 Business Review 06 Financial Review 12 Staff and Remuneration Policies 12 GLOBAL NETWORK 13 Corporate Governance and Other Information 25 Independent Auditor’s Review Report 27 Interim Financial Statements 54 Definitions CHINA FOCUS ASIA SPECIALIST 1 INTERIM REPORT 2019 CORPORATE INFORMATION & KEY DATES KERRY LOGISTICS NETWORK LIMITED COMPANY SECRETARY (Incorporated in the British Virgin Islands and continued Ms LEE Pui Nee into Bermuda as an exempted company with limited liability) AUDITOR PricewaterhouseCoopers BOARD OF DIRECTORS Executive Directors LEGAL ADVISER Mr KUOK Khoon Hua (Chairman) Davis Polk & Wardwell Mr MA Wing Kai William (Group Managing Director) Mr NG Kin Hang REGISTERED OFFICE Victoria Place, 5th Floor, 31 Victoria Street Non-executive Director Hamilton HM 10, Bermuda Ms TONG Shao Ming CORPORATE HEADQUARTERS AND Independent Non-executive Directors PRINCIPAL PLACE OF BUSINESS IN HONG KONG Ms KHOO Shulamite N K 16/F, Kerry Cargo Centre, 55 Wing Kei Road Ms WONG Yu Pok Marina Kwai Chung, New Territories, Hong Kong Mr YEO Philip Liat Kok Mr ZHANG Yi Kevin PRINCIPAL SHARE REGISTRAR AND TRANSFER AGENT AUDIT AND COMPLIANCE COMMITTEE Estera Management (Bermuda) Limited Ms WONG Yu Pok Marina (Chairman) Victoria Place, 5th Floor, 31 Victoria Street Ms TONG Shao Ming Hamilton HM 10, Bermuda Mr ZHANG Yi Kevin HONG KONG BRANCH SHARE REGISTRAR AND REMUNERATION COMMITTEE TRANSFER OFFICE Ms KHOO Shulamite N K (Chairman) Tricor Investor Services Limited Mr KUOK Khoon Hua Level 54, Hopewell Centre Mr MA Wing Kai William 183 Queen’s Road East, Hong Kong Mr YEO Philip Liat Kok Mr ZHANG Yi Kevin INVESTOR RELATIONS T 852 2410 3600 NOMINATION COMMITTEE F 852 2480 5958 Mr KUOK Khoon Hua (Chairman) E [email protected] Ms KHOO Shulamite N K Ms WONG Yu Pok Marina WEBSITE Mr YEO Philip Liat Kok www.kerrylogistics.com FINANCE COMMITTEE KEY DATES Mr MA Wing Kai William (Chairman) Closure of Registers of Members Mr NG Kin Hang 13 September 2019 Ms TONG Shao Ming Proposed Payment of Interim Dividend RISK MANAGEMENT COMMITTEE 27 September 2019 Mr MA Wing Kai William (Chairman) Mr NG Kin Hang (plus two members of the senior management, who are non-members of the Board) 2 FINANCIAL HIGHLIGHTS IN HK$M TURNOVER SEGMENT PROFIT SEGMENT PROFIT IL IFF 13% 5% 22% 19,810 1,162 288 CORE OPERATING PROFIT CORE NET PROFIT 9% 4% 1,330 669 PROFIT DIVIDEN D ATTRIBUTABLE TO (HK CENTS PER SHARE) THE SHAREHOLDERS GROSS GEARING SPECIAL INTERIM 194% (PAID) (DECLARED ) 36.7% 35 9 2,790 3 3 INTERIM REPORT 2019 1 TURNOVER BY SEGMENT 2 TURNOVER BY REGION HK$ M HK$ M 19,810 19,810 20,000 20,000 17,461 17,461 16,000 13,705 16,000 13,705 12,000 10,461 12,000 10,461 8,000 8,000 4,000 4,000 0 0 2016 1H 2017 1H 2018 1H 2019 1H 2016 1H 2017 1H 2018 1H 2019 1H Logistics Operations Mainland China Asia Others Hong Kong Warehouse Hong Kong Americas International Freight Forwarding Taiwan Europe 3 SEGMENT PROFIT 4 PROFIT ATTRIBUTABLE TO THE SHAREHOLDERS HK$ M HK$ M 1,450 2,790 1,500 1,342 3,000 1,200 1,106 2,500 1,007 892 2,000 900 843 1,958 622 1,500 556 600 788 948 1,000 709 270 65 248 300 262 264 205 243 500 161 197 700 669 222 235 288 548 576 0 208 0 (50) (42) 2016 1H 2017 1H 2018 1H 2019 1H (100) 2016 1H 2017 1H 2018 1H 2019 1H Logistics Operations Change in fair value of financial instruments Hong Kong Warehouse Change in fair value of investment properties, net of deferred tax International Freight Forwarding Core net profit Goodwill impairment Gain from disposal of warehouses in Hong Kong 5 CAPEX 6 DIVIDEND PER SHARE & DIVIDEND PAYOUT RATIO HK$ M % HK cents 2,000 1,697 50 32% 1,547 44 1,600 1,500 40 37 1,249 659 1,200 32% 664 30 29% 16 901 599 22 35 800 19 20 1,038 400 883 14 12 10 12 599 650 0 8 9 9 0 7 2016 1H 2017 1H 2018 1H 2019 1H 2016 2017 2018 2019 Acquisition of subsidiaries, associates and joint ventures Dividend payout ratio (Interim and final dividend/Core net profit) Additions of investment properties, PP&E, leasehold land and land use rights Special dividend Final dividend Interim dividend 4 MANAGEMENT DISCUSSION AND ANALYSIS RESULTS OVERVIEW The Group recorded an increase in turnover of 2019 1H 2018 1H 13% to HK$19,810 million in 2019 1H (2018 1H: HK$ million HK$ million HK$17,461 million). Core operating profit went up Segment profit 9% to HK$1,330 million (2018 1H: HK$1,216 million). Core net profit was HK$669 million (2018 IL 1H: HK$700 million), which represents a slight – Logistics operations 892 843 +6% drop of 4% year-on-year. Profit attributable to the – Hong Kong warehouse 270 264 +2% Shareholders, after taking into account the change 1,162 1,107 +5% in fair value of investment properties, goodwill IFF 288 235 +22% impairment, and gain from disposal of warehouses in Hong Kong, increased 194% to HK$2,790 million 1,450 1,342 (2018 1H: HK$948 million). Unallocated administrative expenses (120) (126) Core operating profit 1,330 1,216 +9% Core net profit 669 700 -4% Change in fair value of investment properties, net of deferred tax 205 248 Goodwill impairment (42) – Gain from disposal of warehouses in Hong Kong 1,958 – Profit attributable to the Shareholders 2,790 948 +194% 5 INTERIM REPORT 2019 BUSINESS REVIEW OUR GLObal NETWORK Kazakhstan Uzbekistan Azerbaijan Turkmenistan Russia Armenia Georgia Tajikistan Ukraine Kyrgyzstan Sweden Poland UK Germany Netherlands Korea Czech Republic Switzerland Japan Mainland China Portugal Spain Taiwan Italy Canada Hong Kong USA Macau Myanmar Laos Thailand Oman Senegal Cambodia UAE Egypt Philippines Uganda Saudi Arabia Vietnam Mexico Republic of the Congo Pakistan Malaysia South Africa Sri Lanka Brazil Singapore India Indonesia Bangladesh Australia New Zealand MARKET OVERVIEW increased China-Asia and intra-Asia trade, the Group recorded a 13% increase in turnover, 9% increase in Global economic growth has markedly slowed down in core operating profit, and a mild decrease in core net 2019 1H, with weakened trade and manufacturing. profit in 2019 1H. The reduced profit was a result The ongoing international trade disputes and of the rise in finance cost of approximately HK$30 unresolved negotiations have created further adverse million caused by an increase in bank loans for conditions and accelerated changes in the global expansion and increased interest rates, and a higher supply chains. Rising political and social turmoil in proportion of profit contributed by non wholly-owned Hong Kong added pressure to the already softening subsidiaries. economy. The markets grapple with a fear of global recession and are bracing for further downturn in The growth of the IFF division is faster than that of 2019 2H. Amidst a weak market environment, the the IL division riding on the increased cross-border logistics industry has played an important role in cargo flows, in particular from Mainland China to facilitating the relocation of manufacturing bases, other Southeast Asian countries and intra-ASEAN. particularly from Mainland China to its neighbouring In view of the slower world economy, the Group countries in Asia. continued its efforts in strengthening its service capabilities, expanding its network coverage and Despite the challenges ahead, Kerry Logistics is building its business scale in order to give itself a in a resilient position to weather the headwinds, competitive advantage in adapting to the changing supported by its diversified geographical mix of global logistics landscape. businesses. Riding on the growing demands in 6 7 INTERIM REPORT 2019 IL PROFIT ROSE ASIA GROWTH MODERATED The growth momentum of the Group’s Asia business Buoyed by positive performance of its Hong Kong business and continued expansion in Taiwan, coupled moderated in 2019 1H. While Kerry Express with the steady growth of its operation in Asia, the Thailand continued to expand its service coverage Group’s IL division recorded a moderate increase and business scale across Thailand, the profit in segment profit, which accounted for 80% of the growth was slower. The performance of the Thailand Group’s total segment profit in 2019 1H. operation remained robust. Kerry Express Thailand’s daily delivery quantity has grown to more than 1 HONG KONG EARNINGS INCREASED million parcels, and the number of service points Supported by new customer wins across various has doubled (compared to 2018 Q4) to 10,000 industries and business growth of some of the key locations. Segment profit in Asia increased by 7% accounts in the fashion and F&B industries, the during the period. The increment was only moderate segment profit of the logistics operations in Hong as the Group is still financing the Kerry Express Kong remained in an upward trend by rising 18% in operations in Malaysia, Vietnam and Indonesia, which 2019 1H. incurred an aggregated loss of approximately HK$40 million during the period. In May 2019, the Group launched Kerry Coffee, the sole distributor of illycaffè’s complete product range The Group announced in March 2019 its proposed in Hong Kong and Macau, to extend its business into spin-off and separate listing of the shares of Kerry the trading of coffee and related products, as well Express Thailand on the Stock Exchange of Thailand.