17 December 2012
UniVision Engineering Limited
("UniVision" or the "Group")
Half Year Report
For the Six Months Ended 30 September2012
UniVision, the Hong Kong based Group whose principal activities are the supply, design, installation and maintenance of closed circuit television and surveillance systems, and the sale of security related products, is pleased to today announce its unaudited half year results for the six months ended 30 September 2012.
Mr. Stephen Sin Mo KOO, Executive Chairman, added:
"Our stable CCTV business provides an excellent platform from which to add shareholder value. We are particularly pleased to have been successful in the engaging for the 2012-2014 period the MTRC maintenance contract and a new contract at Kai Tak Cruise Terminal in Hong Kong. We expect that electrical and maintenance will be a further driver in the growth in the mainland China market."
For further information visit www.uvel.com or contact:
Univision Engineering Limited |
+852 2389 3256 |
Stephen Koo, Chairman |
|
Chun Hung Wong, Chief Executive Officer Nicholas Lyth, Non-Executive Director
|
+44 (0) 7769 906 686 |
Zeus Capital Limited (Nominated Adviser and Broker) |
+44 (0) 207 016 8912 |
John Simpson Imran Ahmad
|
|
Chairman's Statement
Business Review
Following to our recent filing of the registration statement Form 20-F (the "20-F") with the United States Securities and Exchange Commission ("SEC") for the proposed listing on the US OTC Bulletin Board, we still have not yet resolved all issues raised by the SEC. Our lawyer is negotiating with the SEC to resolve these outstanding points. If no agreement can be reached within a reasonable period of time, we may consider withdrawing our filing. We will update the market with any progress.
The sale of the Group's interest in Zhongshan shopping mall project is ongoing. The Group, Guangzhou
Hua Xin Trading Company Limited ("Hua Xin") and Guangzhou Jun Heng Mechanical and Electrical Equipment Company Limited (the "Investor") entered into an agreement (the "Agreement") for the sale of the Group's entitlement to a 51% interest in the shopping mall project in Zhongshan, China (the "Zhongshan Project") for a total consideration of RMB110 million (equivalent to c. £10.7 million and HK$135 million) (the "Sale"). The investor paid HK$6.17 million to the Group upon entering into the Agreement.
Following the request from the Investor that the further payment is deferred for a further 3 months, the balance remains due to be paid to UniVision in cash, or some other method, to be mutually agreed by the Group, Hua Xin and the Investor, by 22 December 2012.
The core CCTV business produced sales of HK$40.3m and profit before interest and tax of HK$0.8m. Our Gross Margin remained stable and the turnover was slightly decreased in the period. This was due to the decrease in product sales in Hong Kong and maintenance segment in Taiwan. The Board expects that the performance of the balance of the financial year will be more favourable following several major contracts awarded and to be awarded in the second half of the year.
Newer technologies are beginning to enter the CCTV market such as IP and High Definition. The Group is continuing to work on a number of different solutions in these areas. Also, we recently employed a representative in the United Arab Emirates for undertake CCTV business on our behalf. The Group provides the solutions to enable them to expand our overseas business.
Our objective remains to expand our Electrical and Mechanical business ("E&M"). However, due to the lack of available capital no new E&M contracts are currently being undertaken. The Board regards the extension of its activities in E&M as the next step in delivering shareholder value.
Financial Review
During the current six month period revenues for the Group decreased by13% to HK$41m (H1 2011: HK$47m). The decrease in revenue was mainly due to HK$4m drop of the Group's E&M business in PRC and Hong Kong, a HK$2.3m decrease in the Group's Hong Kong product sales which mainly caused by lost of sales by an one-off customer and decrease in sales orders from the existing customers.
Our construction contracts division recorded a 23% revenue growth, mainly due to the40% growth of in the Taiwan business, which compensated for 19% fall in revenue in the Group's maintenance business caused by the Taiwan business. On the other hand, the maintenancebusiness in Hong Kong is relatively stable and provides a higher profit margin. The maintenance contract with MTR Corporation Limited has been renewed for a further three year period which commenced on 1 January 2012. It provides constant cash flow for the Group's operations. In August 2012the Group was awarded a new construction contract by Hong Kong Government for the Kai Tak Cruise Terminal with a contract value of HK$10.96m,. It further strengthens the Group's position in the Security and Surveillance Systems business in Hong Kong.
Gross profit margin fell to 26% (2011: 28%). The major reason being a significant dropped in GP in Taiwan's maintenance contracts that from 29% to 21%, due to keen competition. Inflation also led to the increase in the material costs and direct costs, such as wages and sub-contracting charges during the reporting period.
Finance costs dropped significantly during the period as the loan due to Mayne Management Limited, the group's former major shareholder became interest free. (2011: HK$3.5m). The outstanding principal of loan remained HK$31m (US$3.97m) and is scheduled to be repaid on 31 March, 2013.
Profit before interest and tax during the period at HK$0.4m (H1 2011: Profit HK$3.3m), whilst the Group recorded a profit attributable to the equity holders of HK$0.002m (H1 2011: loss HK$0.7m).
The business of our Taiwan subsidiary has improved and it declared a dividend of TWD3.2m (HK$0.83m) during the period. The dividend will be paid to the holding company in December, 2012 after deducting the withholding tax.
Prospects
With a stable Security & Surveillance business providing a platform for growth in the E&M sector the Board is confident in being able to generate significant shareholder value over the coming years.
The Group expect to be able to expand the CCTV business by employing overseas representative and also anticipate that we may be able to secure some major contracts in the second half of the financial year.
The Group believe the E&M business in the PRC is their growth market the board continue to assess opportunities to raising funding to expand in the E&M marketplace in the PRC.
On behalf of the Board, I would like to thank our customers, suppliers and shareholders for their continued support of UniVision. I would also like to acknowledge the hard work of the management and all the staff for their contribution and dedication to the Group.
MR. STEPHEN SIN MO KOO
EXECUTIVE CHAIRMAN
14 December 2012
Consolidated Statements of Comprehensive Income (Unaudited) |
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|||||||||||
For the six months ended 30 September 2012 |
|
|
|
|
||||||||
|
|
|
|
|
||||||||
|
|
|
2012 |
2011 |
2012 |
2011 |
|
|||||
|
|
|
HK$000 |
HK$000 |
£'000 |
£'000 |
|
|||||
Revenue |
|
|
40,650 |
46,769 |
3,302 |
3,699 |
|
|||||
Cost of sales |
|
|
(29,980) |
(33,651) |
(2,435) |
(2,661) |
|
|||||
Gross profit |
|
|
10,670 |
13,118 |
867 |
1,038 |
|
|||||
Other income |
|
|
73 |
206 |
6 |
16 |
|
|||||
Selling and distribution expenses |
|
|
(597) |
(546) |
(49) |
(43) |
|
|||||
Administrative expenses |
|
(9,741) |
(9,497) |
(791) |
(751) |
|
|
|||||
Finance costs |
|
|
(225) |
(3,783) |
(18) |
(299) |
|
|||||
Profit/(loss)before income tax |
|
180 |
(502) |
15 |
(39) |
|
|
|||||
Income tax expense |
|
|
(0) |
(0) |
(0) |
(0) |
|
|||||
Profit / (loss) for the period |
|
180 |
(502) |
15 |
(39) |
|
|
|||||
|
|
|
|
|
|
|
|
|||||
Other comprehensive income / (loss): |
|
|
|
|
|
|
||||||
Exchange differences arising on translation of foreign operations |
88 |
2,567 |
(51) |
397 |
|
|||||||
Total comprehensive income / (loss) for the period |
268 |
2,065 |
(36) |
358 |
|
|||||||
Profit/ (loss) attributable to: |
|
|
|
|
|
|
|
|||||
Equity holders of the company |
2 |
(659) |
1 |
(52) |
|
|||||||
Non-controlling interests |
|
|
178 |
157 |
14 |
13 |
|
|||||
|
|
|
180 |
(502) |
15 |
(39) |
|
|||||
|
|
|
|
|
|
|
|
|||||
Total comprehensive income / (loss) attributable to: |
|
|
|
|
|
|
||||||
Equity holders of the company |
78 |
2,016 |
(51) |
346 |
|
|||||||
Non-controlling interests |
|
|
190 |
49 |
15 |
12 |
|
|||||
|
|
|
268 |
2,065 |
(36) |
358 |
|
|||||
|
|
|
|
|
|
|
|
|||||
Profit /(loss) per share |
HK Cents |
HK Cents |
Pence |
Pence |
|
|||||||
Basic |
|
|
0.0006 |
(0.1718) |
(0.0000) |
(0.0136) |
|
|||||
Diluted |
|
|
N/A |
N/A |
N/A |
N/A |
|
|||||
All revenues are from continuing operations.
Consolidated Balance Sheet (Unaudited) |
|
|
|
|||
As at 30 September 2012 |
|
|
|
|
||
|
|
|
|
|
||
|
As at 30 September |
|||||
|
2012 |
2011 |
2012 |
2011 |
||
|
HK$000 |
HK$000 |
£'000 |
£'000 |
||
ASSETS |
|
|
|
|
||
Non-current assets |
|
|
|
|
||
Plant and equipment |
1,509 |
1,447 |
121 |
119 |
||
Goodwill |
399 |
399 |
26 |
26 |
||
Amount due from customers for contract-in-progress |
16,672 |
16,452 |
1,332 |
1,352 |
||
|
|
|
|
|
||
Total non-current assets |
18,580 |
18,298 |
1,479 |
1,497 |
||
|
|
|
|
|
||
Current assets |
|
|
|
|
||
Inventories |
12,779 |
12,168 |
1,021 |
1,000 |
||
|
|
|
|
|
||
Trade receivables |
13,069 |
13,490 |
1,044 |
1,108 |
||
|
|
|
|
|
||
Amount due from customers for contract-in-progress |
163,623 |
165,560 |
13,074 |
13,606 |
||
|
|
|
|
|
||
Deposits, prepayments and other receivables |
16,539 |
21,196 |
1,322 |
1,743 |
||
|
|
|
|
|
||
Cash and bank balances |
4,798 |
5,223 |
383 |
429 |
||
|
|
|
|
|
||
Total current assets |
210,808 |
217,637 |
16,844 |
17,886 |
||
|
|
|
|
|
||
Total assets |
229,388 |
235,935 |
18,323 |
19,383 |
||
Consolidated Balance Sheet (Unaudited) (Continued) |
|
|
||||
As at 30 September 2012 |
|
|
|
|
||
|
|
|
|
|
||
|
As at 30 September |
|||||
|
2012 |
2011 |
2012 |
2011 |
||
|
HK$000 |
HK$000 |
£'000 |
£'000 |
||
LIABILITIES AND EQUITY |
|
|
|
|||
Current liabilities |
|
|
|
|
||
Trade and other payables |
49,885 |
67,447 |
3,986 |
5,543 |
||
|
|
|
|
|
||
Amounts due to customers for contract-in-progress |
8,936 |
9,850 |
714 |
810 |
||
|
|
|
|
|
||
Current tax liability |
15,129 |
14,993 |
1,209 |
1,232 |
||
|
|
|
|
|
||
Interest-bearing borrowings |
12,359 |
14,632 |
988 |
1,202 |
||
|
|
|
|
|
||
Loan from the former shareholder |
31,000 |
44,800 |
2,477 |
3,682 |
||
|
|
|
|
|
||
Financial guarantee liabilities |
3,861 |
- |
308 |
- |
||
|
|
|
|
|
||
Obligation under finance lease |
100 |
36 |
8 |
3 |
||
|
|
|
|
|
||
Total current liabilities |
121,270 |
151,758 |
9,690 |
12,472 |
||
|
|
|
|
|
||
Non-current liabilities |
|
|
|
|
||
Obligation under finance lease |
216 |
- |
18 |
- |
||
|
|
|
|
|
||
Total liabilities |
121,486 |
151,758 |
9,708 |
12,472 |
||
|
|
|
|
|
||
Equity |
|
|
|
|
||
Share capital |
23,980 |
23,980 |
1,698 |
1,698 |
||
|
|
|
|
|
||
Share premium |
31,054 |
31,054 |
2,193 |
2,193 |
||
|
|
|
|
|
||
Special capital reserve |
4,188 |
4,188 |
299 |
299 |
||
|
|
|
|
|
||
Statutory surplus reserve |
93 |
- |
7 |
- |
||
|
|
|
|
|
||
Retained earnings |
35,061 |
12,054 |
2,258 |
415 |
||
|
|
|
|
|
||
Translation reserve |
11,073 |
9,538 |
1,964 |
2,030 |
||
|
105,449 |
80,814 |
8,419 |
6,635 |
||
|
|
|
|
|
||
Non-controlling interest |
2,453 |
3,363 |
196 |
276 |
||
|
|
|
|
|
||
Total equity |
107,902 |
84,177 |
8,615 |
6,911 |
||
|
|
|
|
|
||
Total liabilities and equity |
229,388 |
235,935 |
18,323 |
19,383 |
||
Consolidated Statement of Changes in Equity (Unaudited) |
|
|
|
|
|
|
|||||||||||||||||
For the six months ended 30 September 2012 |
|
|
|
|
|
|
|
||||||||||||||||
|
|
|
|
|
|
Special capital |
Special capital |
|
Statutory |
|
Non- controlling |
|
|
||||||||||
|
|
|
Share capital |
Share premium |
Retained earnings |
reserve "A" |
reserve "B" |
Translation reserve |
Surplus reserve |
Sub-total |
interest |
Total equity |
|
||||||||||
|
|
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance at 1 April 2011 |
|
|
1,698 |
2,193 |
467 |
156 |
143 |
1,632 |
- |
6,289 |
264 |
6,553 |
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Profit for the year |
|
|
- |
- |
1,798 |
- |
- |
- |
- |
1,798 |
(52) |
1,746 |
|
||||||||||
Exchange difference arising on translation of foreign operations |
|
|
- |
- |
- |
- |
- |
383 |
- |
383 |
1 |
384 |
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance at 31 March 2012 |
|
|
1,698 |
2,193 |
2,265 |
156 |
143 |
2,015 |
- |
8,470 |
213 |
8,683 |
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Profit for the six months ended 30 September 2012 |
|
|
|
- |
- |
- |
- |
- |
- |
- |
15 |
15 |
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Transfer to statutory surplus reserves |
|
|
|
|
(7) |
|
|
|
7 |
- |
- |
- |
|
||||||||||
Dividend distribution to non-controlling interest by a subsidiary |
|
|
|
|
|
|
|
|
|
|
(32) |
(32) |
|
||||||||||
Exchange difference arising on translation of foreign operations |
|
|
|
- |
- |
- |
- |
(51) |
- |
(51) |
- |
(51) |
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance at 30 September 2012 |
|
|
1,698 |
2,193 |
2,258 |
156 |
143 |
1,964 |
7 |
8,419 |
196 |
8,615 |
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Consolidated Statement of Changes in Equity (Unaudited) |
|
|
|
|
|
|
||||||||||||||||||
For the six months ended 30 September 2012 |
|
|
|
|
|
|
|
|
||||||||||||||||
|
|
|
|
|
|
Special capital |
Special capital |
|
Statutory |
|
Non- controlling |
|
|
|||||||||||
|
|
|
Share capital |
Share premium |
Retained earnings |
reserve "A" |
reserve "B" |
Translation reserve |
Surplus reserve |
Sub-total |
interest |
Total equity |
|
|||||||||||
|
|
|
HK$'000 |
HK$'000 |
HK$'000 |
HK$'000 |
HK$'000 |
HK$'000 |
HK$'000 |
HK$'000 |
HK$'000 |
HK$'000 |
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Balance at 1 April 2011 |
|
|
23,980 |
31,054 |
12,713 |
2,117 |
2,071 |
6,863 |
- |
78,798 |
3,314 |
82,112 |
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Profit for the year |
|
|
- |
- |
22,439 |
- |
- |
- |
- |
22,439 |
(643) |
21,796 |
|
|||||||||||
Exchange difference arising on translation of foreign operations |
|
|
- |
- |
- |
- |
- |
4,134 |
- |
4,134 |
(9) |
4,125 |
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Balance at 31 March 2012 |
|
|
23,980 |
31,054 |
35,152 |
2,117 |
2,071 |
10,997 |
- |
105,371 |
2,662 |
108,033 |
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Profit for the six months ended 30 September 2012 |
|
|
- |
- |
2 |
- |
- |
- |
- |
2 |
178 |
180 |
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Transfer to statutory surplus reserves |
|
|
|
|
(93) |
|
|
|
93 |
- |
- |
- |
|
|||||||||||
Dividend distribution to non-controlling interest by a subsidiary |
|
|
|
|
|
|
|
|
|
|
(399) |
(399) |
|
|||||||||||
Exchange difference arising on translation of foreign operations |
|
|
- |
- |
- |
- |
- |
76 |
- |
76 |
12 |
88 |
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Balance at 30 September 2012 |
|
|
23,980 |
31,054 |
35,061 |
2,117 |
2,071 |
11,073 |
93 |
105,449 |
2,453 |
107,902 |
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Consolidated Statement of Cash Flows (Unaudited) |
||||||
For the six months ended 30 September 2012 |
||||||
|
|
|
For the six months ended 30 September |
|||
|
|
|
2012 |
2011 |
2012 |
2011 |
CASH FLOW FROM OPERATING ACTIVITIES |
|
|
HK$000 |
HK$000 |
£'000 |
£'000 |
Profit / (loss) for the period |
|
|
180 |
(502) |
15 |
(39) |
Adjustments for: |
|
|
|
|
|
|
Depreciation of plant and equipment |
|
|
269 |
262 |
22 |
20 |
(Gain) / loss on disposal of plant and equipment |
|
|
- |
(3) |
- |
- |
Interest income |
|
|
(2) |
(2) |
- |
- |
Non-cash finance costs |
|
|
- |
3,473 |
- |
274 |
Finance costs paid |
|
|
226 |
310 |
18 |
25 |
|
673 |
3,538 |
55 |
280 |
||
Changes in operating assets and liabilities: |
|
|
|
|
|
|
Decrease / (increase) in inventories |
|
|
786 |
(886) |
63 |
(73) |
Increase in trade receivables |
|
|
(4,678) |
(2,512) |
(373) |
(206) |
Increase in amounts due from customers for contract-in-progress |
(5,124) |
(5,129) |
(409) |
(421) |
||
Increase in deposits, prepayments and other receivables |
(1,296) |
(10,100) |
(104) |
(831) |
||
Increase in amounts due to customers for contract-in-progress |
|
|
3,712 |
4,046 |
296 |
333 |
Increase in trade and other payables Decrease in tax payable |
|
|
2,642 |
479 - |
211 |
39 - |
Cash used in operations |
|
|
(3,497) |
(10,564) |
(278) |
(879) |
Income tax paid |
|
|
(127) |
(73) |
(10) |
(5) |
Net cash used in operating activities |
|
|
(3,624) |
(10,637) |
(288) |
(884) |
Consolidated Statement of Cash Flows (Unaudited) (Continued) |
|
|
|
|
|
|
For the six months ended 30 September 2012 |
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|
|
|
|
|
|
|
|
For the six months ended 30 September |
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|
|
|
2012 |
2011 |
2012 |
2011 |
|
|
|
HK$000 |
HK$000 |
£'000 |
£'000 |
CASH FLOWS FROM INVESTING ACTIVITIES |
|
|
|
|
|
|
Purchase of plant and equipment |
|
|
(411) |
(377) |
(32) |
(31) |
Proceeds from disposal of plant and equipment |
|
|
- |
3 |
- |
- |
Interest received |
|
|
2 |
2 |
- |
- |
Net cash used in investing activities |
|
|
(409) |
(372) |
(32) |
(31) |
|
|
|
|
|
|
|
CASH FLOWS FROM FINANCING ACTIVITIES |
|
|
|
|
|
|
Finance costs paid |
|
|
(226) |
(310) |
(18) |
(25) |
Proceeds from interest-bearing borrowings |
|
|
3,147 |
2,795 |
251 |
230 |
Repayment of loan to the former shareholder |
|
|
- |
(2,000) |
- |
(164) |
Repayment of obligation under finance lease |
|
|
(56) |
(24) |
(5) |
(2) |
Net cash generated from financing activities |
2,865 |
461 |
228 |
39 |
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|
|
NET DECREASE IN CASH AND CASH EQUIVALENTS |
|
|
(1,168) |
(10,548) |
(92) |
(876) |
|
|
|
|
|
|
|
EFFECT OF CHANGE IN EXCHANGE RATES |
|
|
(302) |
2,959 |
(29) |
282 |
|
|
|
|
|
|
|
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD |
|
6,268 |
12,812 |
504 |
1,023 |
|
|
|
|
|
|
|
|
CASH AND CASH EQUIVALENTS AT END OF PERIOD |
|
|
4,798 |
5,223 |
383 |
429 |
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|
|
|
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Notes to the Interim financial statements for the six months ended 30 September 2012
1. Basis of preparation
The unaudited interim financial statements for the six months ended 30 September 2012 have been prepared in accordance with International Financial Reporting Standards ("IFRSs") using the policies consistent with those applied to the annual financial statements for the year ended 31 March 2012. The interim financial statements, together with the comparative information contained in this report for the six months ended 30 September 2012, does not constitute the statutory accounts of the Company.
2. Profit per share
The calculation of basic profit per ordinary share is based on the loss attributable to equity holders of the Group for the six months ended 30 September 2012 of HK$0.002m (H1 2011: Loss HK$0.7m), and the weighted average of 383,677,323 (H1 2011: 383,677,323) ordinary shares in issue during the period.
There were no potential dilutive instruments at either financial period end.
3. Half Year report
Copies of the interim report will be available for inspection at the registered office of the Company, 8/F Lever Tech Centre, 69-71 King Yip Street, Kwun Tong, Hong Kong and available on the Company's website (www.uvel.com) in accordance with rule 26 of the AIM Rules for Companies.