其他

港股IPO招股书披露先例 · 102 家公司,122 项

此类事项指招股书中无法归入其他既定类别、但按类似方式披露的事项,涵盖范围较广。申请人一般在概要、风险因素、业务及财务资料等章节披露,通常先说明事项背景并以具体数据量化其影响,继而由董事或管理层解释其对经营及财务状况并无重大不利影响,或说明已采取的应对措施及后续计划。

2024-10-31Prospectus
傲基(深圳)跨境商务股份有限公司AuGroup (SHENZHEN) Cross-Border Business Co., Ltd.02519.HK

以指定附属公司名义注册卖家店铺安排

In line with the industry practice, to commence sales activities of seller stores in a shorter time to facilitate the tailored product listings under diverse product categories and conduct tailored sales and marketing efforts, normally we used to register online seller stores under designated subsidiaries registered with the information concerning certain individuals who are our employees, and, in a few cases, their relatives or friends.

Business · 第 229 页

As of December 31, 2021, 2022 and 2023, such revenue-generating seller stores were registered under 115, 142 and 21 designated subsidiaries with information concerning 115, 142 and 21 employees, and, in a few cases, their relatives or friends, respectively.

Business · 第 230 页

As of April 30, 2024, all of these designated subsidiaries holding our seller stores in operation were registered under our Group.

Business · 第 230 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-10-15Prospectus
华润饮料(控股)有限公司China Resources Beverage (Holdings) Company Limited02460.HK

上市前宣派25亿元股息

In April 2024, as approved at our Board meeting held on April 21, 2024, our Company declared a dividend of RMB2.5 billion to our existing Shareholders prior to the Listing based on our consolidated retained profits as of December 31, 2023, which is conditional upon the Global Offering being completed (the “Dividend”).

Summary · 第 22 页

As of December 31, 2023, our balance of cash and cash equivalents and fixed bank deposits was RMB5.9 billion.

Summary · 第 22 页

We intend to use our cash resources (other than the proceeds from the Global Offering) to pay the Dividend.

Summary · 第 22 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-09-27Prospectus
浙江太美医疗科技股份有限公司Zhejiang Taimei Medical Technology Co., Ltd.02576.HK

2023年客户留存率下降

Through our comprehensive customer support, we achieved high retention rates of 91.2%, 94.7% and 87.3% of our core customers in 2021, 2022 and 2023, respectively.

Summary · 第 6 页

The customer retention rates decreased in 2023 primarily due to the temporary market headwind that affected R&D activities of pharmaceutical and medical device companies.

Summary · 第 6 页

In the future, we plan to continue to increase our customer retention, especially retention of our core customers, through our one-stop solutions that allow our customers to focus on developing and growing their business with the quality and efficiency that meet evolving patient needs.

Business · 第 261 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-08-26Prospectus
广东集信国控检测认证技术服务中心股份有限公司GUANGDONG SYNTRUST GK TESTING AND CERTIFICATION TECH SERVICE CENTER CO., LTD.08629.HK

直接劳工成本为销售成本最大组成部分

For FY2021, FY2022, FY2023, 6M2023 and 6M2024, the direct labour costs among our cost of sales were RMB5.6 million, RMB5.6 million, RMB7.7 million, RMB3.4 million and RMB4.1 million, respectively, accounting for 58.2%, 66.3%, 65.5%, 61.6% and 61.5% of our total cost of sales for the same years/periods, respectively.

Financial Information · 第 292 页

Our results of operations, financial condition and profitability may be materially and adversely affected if we cannot effectively manage our direct labour costs.

Financial Information · 第 293 页

Fluctuations are assumed to be 5% and 10% for each of FY2021, FY2022, FY2023 and 6M2024, which reflected the approximate historical fluctuations.

Financial Information · 第 293 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-06-28Prospectus
西锐飞机有限公司Cirrus Aircraft Limited02507.HK

2023年FAA适航指令影响生产及交付

A total of 537 fielded SR22 and SR22T aircraft were affected by the airworthiness directive.

Summary · 第 25 页

For undelivered aircraft, we estimate that delivery of a total of 40 SR22 and SR22T airplanes was delayed on average by three to four weeks.

Summary · 第 26 页

In connection with implementing the relevant service bulletin inspections and procedures as well as product enhancements in field, we (i) had, as of the Latest Practicable Date, incurred an aggregate of approximately US$141,000, and (ii) are expected to incur approximately US$1.1 million of additional expenses, primarily related to the implementation of a service bulletin issued on December 1, 2023 comprising a product enhancement to restore functionality disabled by the airworthiness directive.

Summary · 第 25 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-06-21Prospectus
中赣通信(集团)控股有限公司Zhonggan Communication (Group) Holdings Limited02545.HK

项目属非经常性质且无长期承诺

Accordingly, the Group’s projects were non-recurring in nature and upon completion of these projects on hand, there is no guarantee that the Group’s existing customers will award any further projects to the Group.

Financial Information · 第 318 页

Given the non-recurring nature of the Group’s projects, in order for the Group to maintain its level of revenue or achieve revenue growth, the Group would have to obtain new projects.

Financial Information · 第 318 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-06-21Prospectus
中赣通信(集团)控股有限公司Zhonggan Communication (Group) Holdings Limited02545.HK

个别项目授出长达五年付款期

During the Track Record Period, the Group has undertaken an Integrated Solution Services project for which a payment term of up to five years has been granted.

Business · 第 199 页

As confirmed by the Directors, such prolonged payment term was provided at the special request of the customer, because the project was part of an upgrading and renovation project in respect of a public hospital, the payment of which would therefore be subject to receipt of payment by the customer from the local government.

Business · 第 199 页

The Group’s interest income from financing component is an income arising from the agreement that provides a significant financing benefit to its customer for more than 12 months.

Financial Information · 第 329 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-06-20Prospectus
老铺黄金股份有限公司Laopu Gold Co., Ltd.06181.HK

港澳门店黄金经润基金业以来料加工模式采购加工

For our boutiques in Hong Kong and Macau, we procured gold from Yuen Kee Bullion, a private company incorporated in Hong Kong, in order to produce the gold products for sale at our boutiques outside the mainland China.

Business · 第 227 页

During the Track Record Period, we procured gold from Yuen Kee Bullion through our overseas subsidiaries and all the gold procured from Yuen Kee Bullion were transported to the mainland China for processing at the Yueyang Factory and/or external manufacturers.

Business · 第 228 页

However, if the gold is procured from an enterprise incorporated outside the mainland China and then moved to mainland China for production by a domestic enterprise, with the resulting gold products being moved back to regions outside the mainland China for sale and the weight of gold inbound and outbound being checked by the PRC customs as consistent, the entire procedure may be considered as "processing with supplied materials" (來料加工) and is exempt for the aforesaid approval from the PBOC under applicable PRC laws and regulations.

Business · 第 228 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-06-20Prospectus
嘀嗒出行Dida Inc.02559.HK

用户补贴及激励规模及其会计处理

In 2021, 2022 and 2023, the total amount of subsidies to private car owners and user incentives for carpooling riders we incurred was RMB0.1 billion, RMB0.1 billion and RMB0.2 billion, respectively, accounting for 1.8%, 1.9% and 1.8% of the GTV of our carpooling marketplace in the same year, respectively.

Summary · 第 3 页

Given that private car owners are customers of our carpooling marketplace services, and that taxi drivers are customers of our smart taxi services, the subsidies paid to them are consideration payable to customers under IFRS 15.

Financial Information · 第 354 页

In general, we do not need to pay significant subsidies to attract users for our carpooling platform due to its collaborative and cost-sharing mobility mode as compared to ride-hailing.

Financial Information · 第 357 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-06-05Prospectus
云工场科技控股有限公司Cloud Factory Technology Holdings Limited02512.HK

供应商直销客户的去中介化风险

Our Directors believe, and the Sole Sponsor concurs that, the risk of disintermediation whereby state-owned telecommunication suppliers will directly transact with our Internet company and cloud computing service provider clients, is unlikely to cause any material adverse impact on our Group’s operation.

Business · 第 189 页

For example, during the Track Record Period, there was an occasion where it came to our knowledge that Client B directly sourced bandwidth service and cabinet resources from the Wuxi branch of Supplier A and subsequently turned to us for cabinet resources.

Business · 第 189 页

The implication of the One-off Arrangement does not defeat our Group’s value in resolving the pain points faced by our suppliers and clients, instead, it reinforced and strengthened the incentive of our clients to procure data centre resources through us rather than engaging the state-owned telecommunication carriers directly in the sense that our suppliers are not as efficient as us to provide timely solutions in response to emergent needs of clients since we are able to coordinate data centre resources from various sources.

Business · 第 190 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-05-23Prospectus
汽车街发展有限公司Autostreets Development Limited02443.HK

拍卖成交率由约73%降至46%

As such, in 2021, 2022 and 2023, our transaction success rate amounted to approximately 73%, 51% and 46%, respectively, reflecting the faster increase in the supply of used vehicles put up for auctions and that our upstream sellers were more inclined to utilize transaction platforms for the disposal of their used vehicles, while our downstream buyers remained relatively conservative in purchasing used vehicles.

Summary · 第 2 页

According to CIC, in China, for used vehicle transaction service providers with relatively large used vehicle transaction volume, their transaction success rate typically ranges between 30% and 50% in 2023.

Summary · 第 2 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-05-23Prospectus
汽车街发展有限公司Autostreets Development Limited02443.HK

向业务伙伴经销商集团提供助贷资金

As of December 31, 2021, 2022 and 2023, our outstanding balance of assistant funds to these dealership groups amounted to RMB299.0 million, RMB294.8 million and RMB61.9 million, respectively.

Financial Information · 第 382 页

As such, we believe that these dealership groups do not rely on us for receiving such financial assistance in carrying out their used vehicle business.

Financial Information · 第 382 页

We believe that the settlement for the assistant funds to business partners would not bring material adverse impact on our business operations and financial conditions, considering that (i) our market position as the largest used vehicle transaction service provider in China in terms of transaction volume in 2022, (ii) the relevant dealership groups consider us as a good and trustworthy business partner primarily due to our market position, and (iii) during interviews with the relevant dealership groups conducted in June 2022, they indicated that the settlement of such assistant funds will not affect their business relationship with us, and as of the Latest Practicable Date, these dealership groups remained cooperating with us.

Financial Information · 第 383 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-03-20Prospectus
富景中国控股有限公司Fujing Holdings Co., Limited02497.HK

生物资产按公允值计量及其变动影响业绩

In FY2020, our results of operations were positively affected by the gain arising from the changes in fair value less cost to sell of biological assets of approximately RMB3.2 million.

Financial Information · 第 311 页

In applying valuation methods (including market and cost approaches), Savills has relied on a number of assumptions, related to, among others, quantity held, sales volume and market price of our potted vegetable produce and cost to sell.

Financial Information · 第 312 页

In FY2022, our changes in fair value of biological assets included the unsold vegetable produce of approximately RMB4.6 million as a result of the temporary suspension of our facilities due to the outbreak of COVID-19 epidemic from March 2022 to April 2022.

Financial Information · 第 321 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-03-18Prospectus
百乐皇宫控股有限公司Palasino Holdings Limited02536.HK

新捷克赌博法合规成本及保证金

For item (2), our Group has already set aside the required security deposit of CZK150 million (equivalent to HK$54 million) to obtain the gaming licences, which is one-off in nature and non-recurring.

Summary · 第 13 页

As at the Latest Practicable Date, our Group has entered into an agreement with a bank to obtain a guarantee with a maximum amount of CZK120 million (equivalent to HK$43.2 million) for the security deposit.

Summary · 第 13 页

Based on the above, our Directors consider and the Sole Sponsor concurs that, save as the one-off in nature security deposit, the potential financial and operational impact brought by the new Czech Gambling Act to our Group is not material.

Summary · 第 13 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-03-18Prospectus
百乐皇宫控股有限公司Palasino Holdings Limited02536.HK

捷克税率上调对未来业绩的量化影响

If the corporate income tax rate and live games tax rate were implemented since the beginning of the Track Record Period, the decrease in net profit due to the increase in live games tax rate and corporate income tax rate would be HK$1.6 million, HK$4.8 million, HK$7.1 million and HK$3.5 million, respectively, for the three years ended 31 March 2023 and the six months ended 30 September 2023.

Summary · 第 14 页

On the other hand, the increase in value-added tax rate on hotel accommodation would be transferred to the hotel customers subsequently, which is in line with the market practice.

Summary · 第 14 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-03-18Prospectus
百乐皇宫控股有限公司Palasino Holdings Limited02536.HK

通胀推高员工福利开支及敏感度分析

According to CIC, the average inflation rate in the three countries where our hotels and casinos are located (the Czech Republic, Germany and Austria) was 3.3% and 10.8% for the years 2021 and 2022, respectively, and is expected to be 8.7% in 2023.

Financial Information · 第 321 页

For the three years ended 31 March 2023 and the six months ended 30 September 2022 and 2023, we recorded employee benefits expenses of HK$109.3 million, HK$127.0 million, HK$170.2 million, HK$74.9 million and HK$95.8 million, respectively, demonstrating an increasing trend which is consistent with our business growth and the inflation rate during the same periods.

Financial Information · 第 321 页

For illustrative purpose only, the following sensitivity analysis illustrates the impact of hypothetical fluctuations of our employee benefits expenses on our profit before tax during the Track Record Period.

Financial Information · 第 322 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-03-18Prospectus
百乐皇宫控股有限公司Palasino Holdings Limited02536.HK

疫情封锁措施对业绩及同比比较的影响

Our casinos and hotel in the Czech Republic were ordered by the government to close for intermittent periods of seven months during the year ended 31 March 2021 and two months during the year ended 31 March 2022.

Summary · 第 1 页

Our revenue increased from HK$145.8 million for the year ended 31 March 2021 to HK$351.2 million for the year ended 31 March 2022, and further increased to HK$529.0 million for the year ended 31 March 2023, representing 140.9% and 50.6% year-on-year increase, respectively.

Summary · 第 1 页

Such comparison should not be viewed to suggest that there has been a significant growth in our business and financial performance during the years.

Summary · 第 2 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-12-28Prospectus
中深建业控股有限公司Zhongshen Jianye Holding Limited02503.HK

无追索权应收账款保理安排

During the years ended 31 December 2020, 2021 and 2022 and the six months ended 30 June 2023, trade receivables of approximately RMB83.8 million, RMB147.5 million, RMB48.6 million and RMB44.0 million, respectively, were transferred to such factoring providers in accordance with the relevant non-recourse factoring agreements.

Financial Information · 第 299 页

Our Directors considered that the substantial risks and rewards associated with the trade receivables have been transferred to the respective factoring providers. As such, trade receivables which are factored of approximately RMB83.8 million, RMB147.5 million, RMB48.6 million and RMB44.0 million, respectively, are not recognised as trade receivables in our accounts and, thus, are not on our balance sheet as at 31 December 2020, 2021 and 2022 and 30 June 2023.

Financial Information · 第 299 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-12-28Prospectus
经纬天地控股有限公司WellCell Holdings Co., Limited02477.HK

人力成本及分包费敏感度分析

For FY2020, FY2021, FY2022 and 6M2023, employee benefit expenses accounted for approximately 34.3%, 27.6%, 10.6% and 10.0%, respectively, of our total operating expenses (being the aggregate of our employee benefit expenses, subcontracting charges, material, supplies and other project costs, depreciation and amortisation, net impairment losses of contract assets and trade receivables, and other operating expenses, ''Total Operating Expenses''), while subcontracting charges accounted for approximately 42.6%, 51.5%, 64.1% and 69.2%, respectively, of our Total Operating Expenses.

Financial Information · 第 291 页

The following sensitivity analysis only illustrates the impact of hypothetical fluctuations of our labour costs and subcontracting charges on our profit during the Track Record Period, assuming all other variables, including our revenue, remained constant.

Financial Information · 第 292 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-12-27Prospectus
速腾聚创科技有限公司ROBOSENSE TECHNOLOGY CO., LTD02498.HK

向客户提供以旧换新权利并确认收入

During the Track Record Period, as part of our strategy to promote new products, we offered trade-in rights to certain customers.

Business · 第 200 页

We offered such trade-in rights to 55, 79, 28 and 37 customers in 2020, 2021 and 2022 and the six months ended June 30, 2023, respectively, and recognized revenue amounting to RMB8.6 million, RMB5.2 million, RMB2.8 million and RMB1.9 million in relation to the trade-in rights in the respective periods.

Business · 第 200 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看

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