London, 28 October
2020
GRAND VISION MEDIA HOLDINGS PLC
(“GVMH” or the “Company”)
HALF YEARLY REPORT FOR THE SIX MONTHS
ENDED 30 JUNE 2020
The CEO’s Report
Overview
The onset of the COVID-19 pandemic in
early 2020 has had a significant adverse effect on the Group’s
performance in the first half of 2020. The major restrictions on
travel and closure of businesses has caused significant disruption
and erosion of confidence, resulting in a decline in revenues in
the period. Cinemas remain closed in China, which has had a major adverse impact on
the out-of-home advertising revenues.
It is uncertain as to when trading
conditions will return to normal, and the disruption is expected to
continue for the remainder of the financial year. The Group has
increased its focus on eCommerce marketing and services to mitigate
against the decline in its traditional revenues, by leveraging its
contact base and international business network. These services are
predominantly targeted at suppliers of medical equipment, who have
experienced a significant increase in activity levels as a result
of the pandemic.
We have also continued our expansion
plan, by forging more strategic partnerships, both in geographic
expansion and also in the development of new location types.
This includes a partnership with Mediaplus of Singapore, who will work with us to expand
into Singapore. We are also evaluating the implementation of
our panels at retail locations such as supermarkets and department
stores.
Summary of Trading Results
Revenue in the period was HKD6,045K [1H2019 : HKD7,886K], which represents a decline of 23%.
The Group had a loss after tax of HKD664K [1H2019 : HKD8,164K loss]. The Group has managed to achieve
cost savings as a result of space consolidation and headcount
reductions, and has taken advantage of Government fiscal support
aimed at helping businesses through the pandemic.
Outlook
The cinemas across China
started to re-open from July 2020,
operating with reduced audiences. This situation remains as at
today. The outlook for the reminder of the financial year remains
uncertain, and trading conditions are expected to be challenging.
The Group will continue to focus on generating revenue from other
sources whilst its traditional business remains affected by the
effects of the pandemic.
Responsibility Statement
We confirm that to the best of our
knowledge:
a. the condensed set of financial
statements has been prepared in accordance with IAS 34 ‘Interim
Financial Reporting’;
b. the interim management report
includes a fair review of the information required by DTR 4.2.7R
(indication of important events during the first six months and
description of principal risks and uncertainties for the remaining
six
months of the year; and,
c. the interim management report
includes a fair review of the information required by DTR 4.2.8R
(disclosure of related parties’ transactions and changes
therein).
Cautionary statement
This Interim Management Report (IMR)
has been prepared solely to provide additional information to
shareholders to
assess the Company’s strategies and the
potential for those strategies to succeed. The IMR should not be
relied on by
any other party or for any other
purpose.
The condensed accounts have not been
reviewed by the auditors.
Jonathan Lo
Chief Executive
Officer
Date : 28
October 2020
Interim Condensed
Statement of Comprehensive Income
|
Notes |
GVMH
6 months Ended
30 June
2020 |
GVMH
6 months Ended
30 June
2019 |
GVMH
Year End
31 December
2019 |
|
|
HK$’000 |
HK$’000 |
HK$’000 |
Turnover |
|
6,045 |
7,886 |
12,034 |
Cost of
Sales |
|
(3,142) |
(6,571) |
(10,648) |
Gross
Profit |
|
2,903 |
1,315 |
1,386 |
Other
Income / Expenditure |
|
729 |
167 |
184 |
Administrative expenses |
|
(1,250) |
(3,413) |
(6,305) |
Depreciation |
|
(503) |
(1,708) |
(2,350) |
Admission
costs |
|
(2,401) |
(4,451) |
(7,787) |
Premium
on reverse acquisition |
|
- |
- |
- |
Operating
Loss |
|
(522) |
(8,090) |
(14,872) |
Finance
Cost |
|
(142) |
(74) |
(223) |
Loss
before taxation |
|
(664) |
(8,164) |
(15,095) |
Tax on
loss on ordinary activities |
|
- |
- |
- |
Loss
after taxation |
|
(664) |
(8,164) |
(15,095) |
Exchange
difference arising on Translation |
|
(486) |
(955) |
138 |
Loss
and total comprehensive loss for the period |
|
(1,150) |
(9,119) |
(14,957) |
(Loss)/profit attributable to: |
|
|
|
|
Equity
holders of the Company |
|
(306) |
(8,348) |
(15,221) |
Non-controlling interests |
|
(358) |
184 |
126 |
|
|
(664) |
(8,164) |
(15,095) |
Total
comprehensive (loss)/income attributable to: |
|
|
|
|
Equity
holders of the Company |
|
(792) |
(9,303) |
(15,083) |
Non-controlling interests |
|
(358) |
184 |
126 |
|
|
(1,150) |
(9,119) |
(14,957) |
Basic and
diluted earnings per share (HK$) |
5 |
(0.0069) |
(0.0867) |
(0.1568) |
Interim Condensed
Statement of Changes in Equity
GVMH
PLC |
Share Capital |
Share
Premium |
Group
Reorganization Reserve |
Capital
Contribution arising from shareholders loan |
Exchange
Reserve |
Non-Controlling Interest |
Retained
Earnings |
Total
Equity |
|
HK$’000 |
HK$’000 |
HK$’000 |
HK$’000 |
HK$’000 |
HK$’000 |
HK$’000 |
HK$’000 |
Balance at 31 December 2018 |
96,017 |
44,106 |
(96,631) |
- |
1,896 |
(3,410) |
(54,215) |
(12,237) |
Re-Organization Reserve |
- |
- |
4,461 |
- |
- |
- |
- |
4,461 |
Capital
Contribution |
- |
- |
- |
844 |
- |
- |
- |
844 |
Exchange
Reserve |
- |
- |
- |
- |
927 |
- |
(296) |
631 |
Non-Controlling Interest |
- |
- |
- |
- |
- |
184 |
- |
184 |
Loss for
the period |
- |
- |
- |
- |
- |
- |
(9,303) |
(9,303) |
Balance at 30 JUNE 2019 |
96,017 |
44,106 |
(92,170) |
844 |
2,823 |
(3,226) |
(63,814) |
(15,420) |
Share
issue |
- |
- |
- |
- |
- |
- |
- |
- |
Re-Organization Reserve |
- |
- |
(4,461) |
- |
- |
- |
- |
(4,461) |
Capital
Contribution |
- |
- |
- |
- |
- |
- |
- |
- |
Exchange
Reserve |
- |
- |
- |
- |
5,535 |
- |
- |
5,535 |
Non-Controlling Interest |
- |
- |
- |
- |
- |
(58) |
- |
(58) |
Loss for
the Period |
- |
- |
- |
- |
- |
- |
(5,534) |
(5,534) |
Balance at 31 December 2019 |
96,017 |
44,106 |
(96,631) |
844 |
8,358 |
(3,284) |
(69,348) |
(19,938) |
Re-Organization Reserve |
- |
- |
(2,641) |
- |
- |
- |
- |
(2,641) |
Capital
Contribution |
- |
- |
- |
2,552 |
- |
- |
- |
2,552 |
Exchange
Reserve |
- |
- |
- |
- |
(1,313) |
- |
- |
(1,313) |
Non-Controlling Interest |
- |
- |
- |
- |
- |
2,282 |
- |
2,282 |
Loss for
the period |
- |
- |
- |
- |
- |
- |
(307) |
(307) |
Balance at 30 JUNE 2020 |
96,017 |
44,106 |
(99,272) |
3,396 |
7,045 |
(1,002) |
(69,655) |
(19,365) |
Share capital is the amount subscribed for shares at nominal
value.
The share premium has arisen on the issue of shares at a premium
to their nominal value.
Retained losses represent the cumulative loss of the Company
attributable to equity shareholders.
Interim Condensed
Statement of the Financial Position
|
Notes |
GVMH
30 June
2020 |
GVMH
30 June
2019 |
GVMH
31 December 2019 |
|
|
HK$’000 |
HK$’000 |
HK$’000 |
Assets |
|
|
|
|
Non-Current Assets |
|
|
|
|
Property,
plant and equipment |
|
219 |
488 |
165 |
Right of
use assets (IFRS16) |
|
1,397 |
- |
1,710 |
Total
Non-Current Asset |
|
1,616 |
488 |
1,875 |
|
|
|
|
|
Current assets |
|
|
|
|
Inventories |
|
985 |
994 |
1,004 |
Trade and
Other Receivables |
|
7,422 |
6,890 |
6,403 |
Deposits
and Pre-Payments |
|
233 |
360 |
395 |
Cash and
Cash Equivalents |
|
1,643 |
2,752 |
510 |
Total Current Assets |
|
10,283 |
10,996 |
8,312 |
Total
Assets |
|
11,899 |
11,484 |
10,187 |
|
|
|
|
|
Equity
and Liabilities |
|
|
|
|
Share
Capital |
6 |
96,017 |
96,017 |
96,017 |
Share
Premium Account |
6 |
44,106 |
44,106 |
44,106 |
Group
Re-organization Reserve |
|
(99,272) |
(92,170) |
(96,631) |
Capital
Contribution arising from Shareholder’s Loan |
|
3,396 |
844 |
844 |
Exchange
Reverses |
|
7,045 |
2,823 |
8,358 |
Non-Controlling Interest |
|
(1,002) |
(3,226) |
(3,284) |
Retained
Earnings |
|
(69,655) |
(63,814) |
(69,348) |
Total
Equity |
|
(19,365) |
(15,420) |
(19,938) |
|
|
|
|
|
Liabilities |
|
|
|
|
Non-Current Liabilities |
|
|
|
|
Shareholders loan |
|
13,985 |
13,779 |
14,715 |
Total
Non-Current Liabilities |
|
13,985 |
13,779 |
14,715 |
Current Liabilities |
|
|
|
|
Trade and
Other Payables |
|
14,379 |
12,399 |
13,050 |
Amount
Due to Directors |
|
1,426 |
551 |
515 |
Lease
Liability |
|
1,449 |
- |
1,761 |
Deposits
Received |
|
25 |
175 |
84 |
Total
Current Liability |
|
17,279 |
13,125 |
15,410 |
Total
Liabilities |
|
31,264 |
26,904 |
30,125 |
|
|
|
|
|
Total
Equity and Liabilities |
|
11,899 |
11,484 |
10,187 |
Interim Condensed
Cash Flow Statement
|
Notes |
GVMH
6 Months
Ended
30 JUNE 2020 |
GVMH
6 Months
Ended
30 JUNE 2019 |
GVMH
For the year ended 31 December 2019 |
|
|
HK$’000 |
HK$’000 |
HK$’000 |
Cash
flows from operating activities |
|
|
|
|
Operating
loss |
|
(664) |
(8,164) |
(15,095) |
Add:
Depreciation |
|
503 |
1,708 |
2,350 |
Add:
Finance Cost on Shareholders loan |
|
142 |
74 |
223 |
Add: Non
Cash Successful fee |
|
- |
- |
- |
Add:
Share based payment |
|
|
|
1,320 |
Changes
in working capital |
|
|
|
|
(Increase) / decrease in inventories |
|
19 |
712 |
702 |
(Increase) / decrease in receivables |
|
(857) |
(1,787) |
(1,299) |
Decrease
in deposits and prepayments |
|
- |
677 |
641 |
Increase
/ (decrease) in payables |
|
3,150 |
2,133 |
2,473 |
Decrease
in deposit received |
|
- |
- |
(27) |
Net
cash flow from operating activities |
|
2,293 |
(4,647) |
(8,712) |
|
|
|
|
|
Investing Activities |
|
|
|
|
Payments for Purchase of Property, Plant and equity |
|
- |
(12) |
(10) |
Acquisition of fixed assets |
|
(246) |
- |
- |
Net cash flow from investing activities |
|
(246) |
(12) |
(10) |
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
Payment of lease liabilities |
|
(329) |
- |
(290) |
Increase in an amount due from director |
|
- |
- |
211 |
Increase in convertible loans |
|
- |
- |
6,904 |
(Repayment of) / proceeds from Shareholder loans |
|
416 |
5,029 |
(850) |
Net cash flow from financing activities |
|
87 |
5,029 |
5,975 |
|
|
|
|
|
Net cash flow for the period |
|
2,134 |
370 |
(2,746) |
Opening Cash and cash equivalents |
|
510 |
2,552 |
2,552 |
Effect on Foreign exchange rate changes |
|
(1,001) |
(170) |
704 |
Closing Cash and cash equivalents |
|
1,643 |
2,752 |
510 |
Notes to the Interim Condensed
Financial Statements
1. General
Information
GRAND VISION MEDIA HOLDINGS PLC (‘the Company’) is a media
company incorporated in the United
Kingdom. Details of the registered office, the officers and
advisers to the Company are presented on the Directors and Advisers
page at the end of this report. The information within these
interim condensed financial statements and accompanying notes must
be read in conjunction with the audited annual financial statements
that have been prepared for the period ended 31 December
2019.
2. Basis of
Preparation
These unaudited condensed consolidated interim financial
statements for the six months ended 30 June
2020 were approved by the board and authorised for issue on
28 October 2020.
The basis of preparation and accounting policies set out in the
Annual Report and Accounts for the period ended 31 December 2019 have been applied in the
preparation of these condensed interim financial statements.
These interim financial statements have been prepared in accordance
with the recognition and measurement principles of the
International Financial Reporting Standards (“IFRS”) as endorsed by
the EU that are expected to be applicable to the financial
statements for the year ending 31 December
2020 and on the basis of the accounting policies expected to
be used in those financial statements.
The figures for the six months ended 30
June 2020 and 30 June 2019 are
unaudited and do not constitute full accounts. The comparative
figures for the period ended 31 December
2019 are extracts from the 2019 audited accounts. The
independent auditor’s report on the 2019 accounts was not
qualified.
The assets and liabilities of the legal subsidiary, GVC Holdings
Limited are recognized and measured in the Group financial
statements at the pre-combination carrying amounts, without
restatement of fair value. The retained earnings and other equity
balances recognized in the Group financial statements reflect the
retained earnings and other equity balances of Grand Vision Media
Holdings plc immediately before the reverse and the results of the
period from 1 January 2019 to
30 June 2019 and post reverse.
Standards and Interpretations adopted
with no material effect on financial statements
There are no other IFRS or IFRIC interpretations that are not
yet effective that would be expected to have material impact on the
Group.
Going concern
The Group’s forecasts and projections,
taking into account the increase in revenue from new streams to
mitigate against the decline in traditional revenues, and changes
in the level of overhead costs, show that the company should be
able to operate within its available cash resources. The directors
have, at the time of approving the interim accounts, a reasonable
expectation that the Group has adequate resources to continue in
existence for the foreseeable future. They therefore continue to
adopt the going concern basis of accounting in preparing the
financial statements.
The onset of the COVID-19 pandemic in
early 2020 has had a significant adverse effect on the Group’s
performance in the first half of 2020. The outlook for the reminder
of the financial year remains uncertain, and trading conditions are
expected to be challenging. The Group will continue to focus on
generating revenue from other sources whilst its traditional
business remains adversely impacted by the effects of the
pandemic.
3. Segmental
Reporting
In the opinion of the Directors, the Company has one class of
business, being that of out of home media and marketing and
operates in the Peoples Republic of
China/Hong Kong.
4. Company Result
for the period
The Company has elected to take the exemption under section 408
of the Companies Act 2006 not to present the parent Company income
statement account.
The operating loss of the Company for the six months ended
30 June 2020 was HK$ 585,869 (2019:
loss of HK$ 1,052,293, year ended
31 December 2019: HK$ 1,273,000). The current period operating loss
incorporated the following main items:
|
GVMH
30 JUNE 2020 |
GVMH
30 JUNE 2019 |
GVMH
31 December
2019 |
(Unaudited) |
(Unaudited) |
(Audited) |
|
|
HK$‘000 |
HK$‘000 |
|
|
|
|
Accounting and
administration fees |
- |
79 |
209 |
Employment
expenses |
297 |
732 |
521 |
Rent fees |
- |
- |
- |
Legal and professional
fees |
150 |
49 |
304 |
Listing costs |
- |
115 |
- |
Other expenses |
139 |
77 |
239 |
Total |
586 |
1,052 |
1,273 |
5. Earnings per
Share
Earnings per share data is based on the Company result for the
six months and the weighted average number of shares in issue.
Basic loss per share is calculated by dividing the loss
attributable to equity shareholders by the weighted average number
of ordinary shares in issue during the period:
|
GVMH
30 June
2020 |
GVMH
30 June 2019 |
GVMH
31 December
2019 |
|
HK$ |
HK$ |
HK$ |
Loss after tax |
(664,000) |
(8,348,000) |
(15,095,000) |
Weighted average number of ordinary
shares in issue |
96,287,079 |
96,287,079 |
96,287,079 |
Basic and diluted loss per
share |
(0.0069) |
(0.0867) |
(0.1568) |
Basic and diluted earnings per share are the same, since where a
loss is incurred the effect of outstanding share options and
warrants is considered anti-dilutive and is ignored for the purpose
of the loss per share calculation. There were no potential dilutive
shares in issue during the period.
6. Share
Capital
Ordinary shares are classified as equity. Proceeds from issuance
of ordinary shares are classified as equity. Incremental costs
directly attributable to the issuance of new ordinary shares are
deducted against share capital.
Allotted, called up and fully
paid ordinary shares of 10p each |
Number of shares |
Share Capital |
Share
Capital |
Share
Premium |
Share Premium |
|
|
£ |
HK$ |
£ |
HK$ |
Balance at 31 December 2018 |
96,287,079 |
9,628,708 |
96,017,186 |
4,422,954 |
44,105,565 |
Balance at 30 JUNE 2019 |
96,287,079 |
9,628,708 |
96,017,186 |
4,422,954 |
44,105,565 |
Balance at 31 December 2019 |
96,287,079 |
9,628,708 |
96,017,186 |
4,422,954 |
44,105,565 |
Balance at 30 JUNE 2020 |
96,287,079 |
9,628,708 |
96,017,186 |
4,422,954 |
44,105,565 |
|
|
|
|
|
|
|
|
|
|
|
|
7 Events
Subsequent to 30 June 2020
There were no events subsequent to the balance sheet date.
8.
Reports
This interim condensed financial statements will be available
shortly on the Company website at www.gvmh.co.uk
For more information:
Grand Vision Media Holdings plc |
http://gvmh.co.uk/ |
Ajay Rajpal, Director |
Tel: +44 (0) 20 7866 2145
or info@gvmh.co.uk |
Alfred Henry Corporate
Finance Ltd |
|
Nick Michaels / Jon Isaacs |
Tel: +44 (0) 20 3772 0021
or jisaacs@alfredhenry.com |
|
|