First Quarterly Report
2007-2008
(Incorporated in Bermuda with limited liability)
GEM Stock Code : 8078
Emperor Entertainment Group Limited
1
EMPEROR ENTERTAINMENT GROUP LIMITED (STOCK CODE: 8078)
MANAGEMENT DISCUSSION AND ANALYSIS
For the three months ended 30th June, 2007 (the “Period”), the Company and its
subsidiaries (collectively referred to as the “Group”) recorded revenue of approximately
HK$29.2 million, against HK$54.6 million for the same period in 2006. The Group incurred
a loss of approximately HK$1.3 million, compared with a HK$8.4 million profit previously.
OPERATION REVIEW
Music Production and Distribution
During the Period, the segment had a turnover of approximately HK$5.9 million (2006:
HK$18.6 million) and recorded a loss of approximately HK$6.5 million (2006: profit of
HK$803,000), due to the keen competition in the industry and serious piracy problems.
During the Period, the Group released 16 music albums (2006: 18) for its own artists.
Sales of music albums and licence income dropped to approximately HK$2.7 million
(2006: HK$5.5 million) and HK$2.1 million (2006: HK$11.3 million) respectively. The
Group sought to diversify its income stream by providing idols-based mobile entertainment
services including connecting tone, content download and mobile games to mobile
subscribers in Hong Kong. Such multimedia income contributed approximately HK$1.1
million (2006: HK$1.8 million) to the Group’s turnover.
Film and Television Programme Production and Distribution
During the Period, this business sector contributed turnover of approximately HK$9.1
million (2006: HK$26.5 million) and a profit of approximately HK$227,000 (2006:
HK$2.2 million), mainly from the licensing of Twins Mission and The Medallion as well as
distribution of Rob-B-Hood.
Distribution of films and television programmes contributed approximately HK$1.7
million (2006: HK$1.2 million) of the Group’s turnover. Films and television programmes
production and licensing accounted for approximately HK$7.4 million of the turnover (2006:
HK$25.3 million) as the Group lacked sizable productions during the Period.
Distribution
The Group receives contribution from distribution of films produced by Emperor Motion
Pictures (“EMP”) and JCE Movies. During the Period, the Group had released Ming Ming
starring Zhou Xun and Daniel Wu. Meanwhile, EMP participated in the 60th Cannes Film
Festival, and commenced sales on The Sun Also Rises, the much-anticipated third film by
Chinese auteur Jiang Wen.
First Quarterly Report 2007-2008
2
OPERATION REVIEW (Continued)
Film and Television Programme Production and Distribution (Continued)
Production
On the production front, the Group had completed the principal photography of Kung Fu
Dunk, a project co-invested with Taiwan’s Chang-Hong Channel Film & Video and China’s
Shanghai Film Group. The production, directed by veteran Taiwanese director Kevin Chu and
starring Jay Chou and EEG’s own Charlene Choi of Twins, is scheduled for release during
Chinese New Year in 2008.
During the Period, the Group had also commenced production of The Fantastic Water
Babes, an aquatic action comedy starring Gillian Chung of Twins, Stephen Fung Tak-lun,
Alex Fong, and Huang Shengyi. The film also marks the screen debut of Chinese Olympian
Tian Liang. Concurrently, production also commenced on Home Run, a comedy starring
Chapman To and Fan Bingbing. Both productions are scheduled for commercial release
during 2008.
Artiste Management
The segment continued to contribute stable income to the Group. Income from artiste
management for the Period rose by 51% to approximately HK$13.0 million (2006: HK$8.6
million) while profit reached HK$7.0 million (2006: HK$5.8 million). During the Period, the
Group had recruited five artistes which increased the total number of artistes to 56.
Event Production
During the Period, this segment contributed approximately HK$1.2 million (2006:
HK$862,000) to the Group’s revenue. The Group recorded a loss of approximately
HK$365,000 (2006: profit of HK$121,000). The Group acted as the lead organiser of only
one concert, out of a total five concerts participated in.
PROSPECTS
The entertainment industry is a highly competitive and mobile industry. The management
is committed to building up and maintaining a strong talent base, sound industry expertise
and network to sustain its competitive edge.
To strengthen its audience reach and boost the popularity of its artistes, the Group had
launched a television channel on TVB’s pay-television platform. Named EEG Channel, it
is the first of its kind in Hong Kong which broadcasts news, interviews and music videos
featuring the Group’s artistes. The Group will use the platform to maintain the popularity of
its artistes and source new and talented artistes.
Emperor Entertainment Group Limited
3
PROSPECTS (Continued)
Through the establishment of “Emperor Entertainment Group (China)” (i.e. 1
), a wholly-owned subsidiary in Beijing and “SFS Emperor” (i.e. PP'
), a joint venture in Shanghai with Shanghai Film Group Corporation,
one of the leading nationwide media conglomerates in China, the Group will continue to
expand its presence in Mainland China, while at the same time source promising talents
and lucrative projects from such a big market.
First Quarterly Report 2007-2008
4
RESULTS
The board of directors of the Company (the “Board”) announces the unaudited
consolidated results of the Group for the Period together with the comparative unaudited
figures for the corresponding period in 2006 as follows:
Three months ended
30th June,
2007 2006
Notes HK$’000 HK$’000
Revenue 2 29,150 54,567
Other income 2,782 2,206
Cost of music production and distribution (8,441 ) (11,241 )
Cost of film and television programme
production and distribution (4,770 ) (21,511 )
Cost of provision of event production services (1,009 ) (75 )
Distribution costs (2,108 ) (1,563 )
Administrative expenses (15,823 ) (13,625 )
Finance costs (563 ) (101 )
Share of results of a jointly controlled entity (75 ) –
Gain on disposal of a subsidiary – 822
(Loss) profit before taxation (857 ) 9,479
Taxation 3 (440 ) (1,101 )
(Loss) profit for the period (1,297 ) 8,378
Attributable to:
Equity holders of the Company (1,297 ) 8,422
Minority interests – (44 )
(1,297 ) 8,378
(Loss) earnings per share 4
– basic (0.50) cent 3.24 cents
– diluted N/A N/A
Emperor Entertainment Group Limited
5
RESULTS (Continued)
Notes:
1. General and basis of preparation
The Company is incorporated as an exempted company with limited liability in Bermuda
under the Bermuda Companies Act. Its shares are listed on GEM of the Stock Exchange.
The Company’s ultimate holding company is Surplus Way Profits Limited (“Surplus Way”),
a company which is incorporated in the British Virgin Islands. The address of the registered
office of the Company is Clarendon House, 2 Church Street, Hamilton HM11, Bermuda
and its principal place of business is 28/F, Emperor Group Centre, 288 Hennessy Road,
Wanchai, Hong Kong.
The Company is an investment holding company. The principal activities of its principal
subsidiaries are engaged in trading and production of audio-visual products, licensing
of musical works, film and television programme production, distribution and licensing,
provision of management services to artistes, concert management and organisation, and
provision of event production services.
The unaudited consolidated results of the Group have been prepared in accordance with all
applicable Hong Kong Financial Reporting Standards, Hong Kong Accounting Standards and
Interpretations issued by the Hong Kong Institute of Certified Public Accountants, accounting
principles generally accepted in Hong Kong and the applicable disclosure requirements of
Chapter 18 of the GEM Listing Rules.
The accounting policies adopted for preparation of the unaudited consolidated results are
consistent with those adopted by the Group in its annual financial statements for the year
ended 31st March, 2007.
Certain comparative figures have been reclassified to conform with the Period’s presentation.
First Quarterly Report 2007-2008
6
Notes: (Continued)
2. Revenue
Three months ended
30th June,
2007 2006
HK$’000 HK$’000
An analysis of the Group’s revenue is as follows:
Music production and distribution
– sales of albums 2,727 5,510
– licence income 2,121 11,253
– multimedia income 1,040 1,835
5,888 18,598
Film and television programme production, distribution
and licensing
– production of films and television programmes and
licensing of the corresponding rights 7,442 25,354
– distribution of films and television programmes 1,673 1,175
9,115 26,529
Artiste management fee income 12,952 8,578
Event production
– (loss) income from jointly organised event (555 ) 262
– income from provision of event production services 1,750 600
1,195 862
29,150 54,567
Emperor Entertainment Group Limited
7
Notes: (Continued)
3. Taxation
The charge represents Hong Kong Profits Tax calculated at 17.5% of the estimated
assessable profits for both periods.
No provision for income tax in respect of operations in overseas has been made as the
Group has no assessable profits in the respective jurisdictions for both periods.
4. (Loss) earnings per share
The calculation of basic (loss) earnings per share is based on the unaudited consolidated
loss attributable to equity holders of the Company for the Period of approximately
HK$1,297,000 (2006: profit of HK$8,422,000) and the 260,000,000 shares in issue during
both periods.
Diluted (loss) earnings per share has not been presented as the Company had no dilutive
potential ordinary shares for both periods.
First Quarterly Report 2007-2008
8
Notes: (Continued)
5. Capital, reserves and minority interests
Attributable to equity holders of the Company
Share Share Contributed Special Translation Accumulated Minority Total
capital premium surplus reserve reserve losses Total interests equity
HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000 HK$’000
At 1st April, 2006 2,600 105,614 83,783 75,000 (699 ) (187,468 ) 78,830 (714 ) 78,116
Exchange differences
on translation of
foreign operations – – – – 323 – 323 2 325
Net income recognised
directly in equity – – – – 323 – 323 2 325
Profit (loss) for the
period – – – – – 8,422 8,422 (44 ) 8,378
Transfer to profit or loss
on disposal of a
subsidiary – – – – – – – (808 ) (808 )
Total recognised income
(expense) for the
period – – – – 323 8,422 8,745 (850 ) 7,895
At 30th June, 2006 2,600 105,614 83,783 75,000 (376 ) (179,046 ) 87,575 (1,564 ) 86,011
At 1st April, 2007 2,600 105,614 83,783 75,000 (364 ) (170,188 ) 96,445 (1,688 ) 94,757
Exchange differences on
translation of foreign
operations – – – – 480 – 480 6 486
Share of changes in
equity of a jointly
controlled entity – – – – 104 – 104 – 104
Net income recognised
directly in equity – – – – 584 – 584 6 590
Loss for the period – – – – – (1,297 ) (1,297 ) – (1,297 )
Total recognised income
(expense) for the
period – – – – 584 (1,297 ) (713 ) 6 (707 )
At 30th June, 2007 2,600 105,614 83,783 75,000 220 (171,485 ) 95,732 (1,682 ) 94,050
Emperor Entertainment Group Limited
9
DIVIDEND
The Board did not recommend the payment of an interim dividend for the Period (2006:
Nil).
DIRECTORS’ AND CHIEF EXECUTIVES’ INTERESTS AND SHORT POSITIONS
IN SECURITIES
As at 30th June, 2007, the interests and short positions of the directors and chief executives
of the Company in the shares, underlying shares and debentures of the Company or any
of its associated corporations (within the meaning of Part XV of the Securities and Futures
Ordinance (“SFO”)) as recorded in the register required to be kept under Section 352 of
the SFO or as otherwise notified to the Company and the Stock Exchange pursuant to the
required standard of dealings by the directors of the Company as referred to in Rule 5.46
of the GEM Listing Rules were as follows:
(a) Long position in ordinary shares of HK$0.01 each of the Company
Number of Approximate
Nature of ordinary percentage
Name of director interests shares held holding
Ms. Luk Siu Man, Semon Family 203,054,000 78.09%
(“Ms. Semon Luk) (Note)
Note: The shares were registered in the name of Surplus Way. The entire issued share
capital of Surplus Way was held by Jumbo Wealth Limited (“Jumbo Wealth”)
on trust for The A&A Unit Trust. The A&A Unit Trust was a unit trust under The
Albert Yeung Discretionary Trust (the “Trust”), a discretionary trust set up by
Mr. Yeung Sau Shing, Albert (“Mr. Albert Yeung”). Mr. Albert Yeung, as founder
of the Trust, was deemed to be interested in the 203,054,000 shares held
by Surplus Way. By virtue of the aforesaid interests of Mr. Albert Yeung, Ms.
Semon Luk (spouse of Mr. Albert Yeung and director of the Company) was also
deemed to be interested in the above 203,054,000 shares held by Surplus
Way.
First Quarterly Report 2007-2008
10
DIRECTORS’ AND CHIEF EXECUTIVES’ INTERESTS AND SHORT POSITIONS
IN SECURITIES (Continued)
(b) Long positions in shares of associated corporations
Number
of ordinary Approximate
Name of Nature share(s)/underlying percentage
Name of director associated corporation of interests shares held holding
Ms. Semon Luk Surplus Way (Note (1)) Family 1 100%
Ms. Semon Luk Jumbo Wealth (Note (1)) Family 1 100%
Ms. Semon Luk Charron Holdings Limited Family 1 100%
(“Charron”) (Note (2))
Ms. Semon Luk Lion Empire Investments Family 1 100%
Limited
(“Lion Empire”) (Note (2a))
Ms. Semon Luk Perpetual Wealth Investments Family 1 100%
Limited (“Perpetual Wealth”)
(Note (2a))
Ms. Semon Luk Emperor International Family 892,735,364 55.22%
Holdings Limited
(“Emperor International”)
(Note (2) & (2a))
Ms. Semon Luk Emperor Capital Group Limited Family 325,320,564 54.11%
(“Emperor Capital”)
(Note (2))
Mr. Wong Chi Fai Emperor International Beneficial 10,000,000 0.71%
(Note (3))
Ms. Fan Man Seung, Emperor International Beneficial 10,000,000 0.71%
Vanessa (Note (3))
Emperor Entertainment Group Limited
11
DIRECTORS’ AND CHIEF EXECUTIVES’ INTERESTS AND SHORT POSITIONS
IN SECURITIES (Continued)
(b) Long positions in shares of associated corporations (Continued)
Notes:
(1) Surplus Way was the registered owner of 203,054,000 shares, representing 78.09%
of the issued share capital of the Company. The entire issued share capital of Surplus
Way was held by Jumbo Wealth on trust for The A&A Unit Trust. The A&A Unit Trust
was a unit trust under the Trust, a discretionary trust set up by Mr. Albert Yeung. Mr.
Albert Yeung, as founder of the Trust, was deemed to be interested in the share
capital of Surplus Way. By virtue of the aforesaid interests of Mr. Albert Yeung, Ms.
Semon Luk (spouse of Mr. Albert Yeung and director of the Company) was also
deemed to be interested in the share capital of Surplus Way and Jumbo Wealth
respectively.
(2) Charron was interested in 813,301,411 shares in Emperor International and was
the registered owner of 325,320,564 shares in Emperor Capital. The entire issued
share capital of Charron was held by Jumbo Wealth on trust for The A&A Unit Trust.
By virtue of the interests of The A&A Unit Trust in Surplus Way and Charron, Charron,
Emperor International and Emperor Capital were associated corporations of the
Company. Mr. Albert Yeung, as founder of the Trust, was deemed to be interested in
the share capital of Charron, Emperor International and Emperor Capital respectively.
By virtue of the aforesaid interests of Mr. Albert Yeung, Ms. Semon Luk (spouse of
Mr. Albert Yeung and director of the Company) was also deemed to be interested in
the share capital of Charron, Emperor International and Emperor Capital respectively.
(2a) Lion Empire entered into a sale and purchase agreement dated 12 June 2007 with
a wholly owned subsidiary of Emperor International. Pursuant to such agreement,
Emperor International agreed to issue 79,433,953 new shares to Lion Empire as
consideration upon completion subject to the fulfillment of the conditions set out
in the agreement. The entire issued capital of Lion Empire was held by Perpetual
Wealth on trust for The A&S Unit Trust, a unit trust under the Trust. Mr. Albert Yeung,
as founder of the Trust, was deemed to be interested in the 79,433,953 shares. By
virtue of the aforesaid interests of Mr. Albert Yeung, Ms. Semon Luk (spouse of Mr.
Albert Yeung and Director of the Company) was also deemed to be interested in the
79,433,953 shares of Emperor International.
(3) Share options were granted to directors under the share option scheme of Emperor
International.
Save as disclosed above, as at 30th June, 2007, none of the directors or chief executives
of the Company had any interests or short positions in shares, underlying shares or
debentures of the Company or any of its associated corporations (within the meaning of
Part XV of the SFO) as recorded in the register required to be kept under Section 352 of
the SFO or as otherwise notified to the Company and the Stock Exchange pursuant to the
required standard of dealings by the directors of the Company as referred to in Rule 5.46
of the GEM Listing Rules.
First Quarterly Report 2007-2008
12
SHARE OPTION SCHEME AND DIRECTORS’ AND CHIEF EXECUTIVES’
RIGHTS TO ACQUIRE SHARES OR DEBENTURES
The Company’s existing share option scheme (the “Share Option Scheme”) was approved
for adoption on 26th August, 2004 and became effective on 11th November, 2004 and
valid for the next ten years.
The Company had not granted any option under the Share Option Scheme since its
adoption.
As at 30th June, 2007, the Company had not granted any right to subscribe for equity or
debt securities of the Company to any director or chief executive of the Company or their
spouse or children under 18 years of age.
INTERESTS AND SHORT POSITIONS OF SUBSTANTIAL SHAREHOLDERS
So far as known to the directors of the Company, as at 30th June, 2007, the persons
or corporations (other than the directors or chief executives of the Company) who had
interests and short positions in the shares, underlying shares and debentures of the
Company as recorded in the register required to be kept under Section 336 of the SFO or
as otherwise notified to the Company were as follows:
Long positions in ordinary shares of HK$0.01 each of the Company
Number Approximate
Capacity/ of ordinary percentage
Name Nature of interests shares held holding
Surplus Way (Note) Beneficial 203,054,000 78.09%
Jumbo Wealth (Note) Trustee 203,054,000 78.09%
GZ Trust Corporation Trustee 203,054,000 78.09%
(“GZ Trust”) (Note)
Mr. Albert Yeung (Note) Founder of the Trust 203,054,000 78.09%
South China Finance and Beneficial 18,198,000 6.99%
Management Limited
South China Brokerage Interest in a 18,198,000 6.99%
Company Limited controlled corporation
East Hill Development Limited Interest in a 18,198,000 6.99%
controlled corporation
Emperor Entertainment Group Limited
13
INTERESTS AND SHORT POSITIONS OF SUBSTANTIAL SHAREHOLDERS
(Continued)
Long positions in ordinary shares of HK$0.01 each of the Company
(Continued)
Number Approximate
Capacity/ of ordinary percentage
Name Nature of interests shares held holding
Tek Lee Finance and Investment Interest in a 18,198,000 6.99%
Corporation Limited controlled corporation
South China (BVI) Limited Interest in a 18,198,000 6.99%
controlled corporation
South China Holdings Limited Interest in a 18,198,000 6.99%
controlled corporation
Bannock Investment Limited Interest in a 18,198,000 6.99%
controlled corporation
Earntrade Investments Limited Interest in a 18,198,000 6.99%
controlled corporation
Parkfield Holdings Limited Interest in a 18,198,000 6.99%
controlled corporation
Ronastar Investments Limited Interest in a 18,198,000 6.99%
controlled corporation
Fung Shing Group Limited Interest in a 18,198,000 6.99%
controlled corporation
Ms. Cheung Choi Ngor Persons acting in concert 18,198,000 6.99%
Mr. Richard Howard Gorges Persons acting in concert 18,198,000 6.99%
Mr. Ng Hung Sang Persons acting in concert 18,198,000 6.99%
Note: The shares were registered in the name of Surplus Way. The entire issued share
capital of Surplus Way was held by Jumbo Wealth on trust for The A&A Unit Trust.
The A&A Unit Trust was a unit trust under the Trust, a discretionary trust set up by Mr.
Albert Yeung. Mr. Albert Yeung, as founder of the Trust, was deemed to be interested
in the 203,054,000 shares held by Surplus Way and held the entire issued share
capital of Jumbo Wealth on trust for GZ Trust as trustee of the Trust. The above
shares were the same shares as set out under section (a) of the paragraph headed
“Directors’ and Chief Executives’ Interests and Short Positions in Securities” above.
First Quarterly Report 2007-2008
14
INTERESTS AND SHORT POSITIONS OF SUBSTANTIAL SHAREHOLDERS
(Continued)
Long positions in ordinary shares of HK$0.01 each of the Company
(Continued)
Save as disclosed above, as at 30th June, 2007, the directors of the Company were not
aware of any other person or corporation (other than the directors or chief executives of
the Company) who had any interests or short positions in the shares, underlying shares or
debentures of the Company as recorded in the register required to be kept under Section
336 of the SFO or as otherwise notified to the Company.
COMPETING INTERESTS
The Trust, a discretionary trust set up by Mr. Albert Yeung, a management shareholder of the
Company (as defined in the GEM Listing Rules), indirectly held 50% of the shareholding
of JCE Movies Limited (“JCE”), a company engaged in the production and distribution
of movies. The Trust also indirectly held 100% interest in Prime Time (International)
Entertainment Limited (“Prime Time”), a company engaged in the business of television
programme production and artiste management. The businesses of JCE and Prime Time
may constitute competition with the business of the Group. By virtue of the Trust’s interest
in the aforesaid businesses, Ms. Semon Luk, spouse of Mr. Albert Yeung, is also deemed
to be interested in the businesses. The directors of the Company consider that since Ms.
Semon Luk is a non-executive director of the Company and will not exert management
control over the Group, her aforesaid deemed interest in the businesses of JCE and Prime
Time will not materially affect the Group’s business.
Save as disclosed above, the directors of the Company believe that none of the directors
or the management shareholders of the Company (as defined in the GEM Listing Rules)
had any interest in a business which causes or may cause significant competition with the
business of the Group.
REVIEW OF QUARTERLY RESULTS
The unaudited quarterly results of the Group for the Period has been reviewed by the audit
committee of the Company, who is of the opinion that the preparation of such results has
complied with the applicable accounting standards and requirements and that adequate
disclosures have been made. The audit committee comprises the three independent non-
executive directors of the Company, namely Mr. Chu Kar Wing (Chairman of the audit
committee), Mr. Wong Ching Yue and Mr. Wong Tak Ming, Gary.
Emperor Entertainment Group Limited
15
PURCHASE, SALE OR REDEMPTION OF THE COMPANY’S LISTED
SECURITIES
During the Period, neither the Company nor any of its subsidiaries purchased, sold or
redeemed any of the Company’s listed securities.
By Order of the Board
Luk Siu Man, Semon
Chairperson
Hong Kong, 13th August, 2007
As at the date hereof, the Board comprises Ms. Luk Siu Man, Semon (Chairperson); Mr.
Ng Sui Wan alias Ng Yu, Mr. Wong Chi Fai and Ms. Fan Man Seung, Vanessa (Executive
Directors); Mr. Wong Ching Yue, Mr. Chu Kar Wing and Mr. Wong Tak Ming, Gary
(Independent Non-executive Directors).
First Quarterly Report 2007/2008 |
