YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

27.

LEASE LIABILITIES (continued)

 

Movements of carrying amounts of lease liabilities during the year are as follows:

 

 

2020

2019

 

US$

US$

 

 

 

At 1 January

4,830,675

5,245,122

Additions

3,645,562

2,653,846

Acquisitions through subsidiaries and businesses

    (Note 33)

1,769,989

Termination of leases

(862,057)

(39,622)

Disposal of subsidiaries and businesses
(Note 34)

(221,340)

Accretion of interest

147,840

113,785

Payments

(3,943,982)

(2,909,061)

Covid-19-related rent concessions from lessors

(791,495)

Exchange realignment

68,320

(12,055)

 

 

 

 

 

 

At 31 December

4,864,852

4,830,675

 

 

 

 

The amounts recognised in profit or loss in relation to leases are as follows:

 

 

2020

2019

 

US$

US$

 

 

 

Interest on lease liabilities (Note 8)

147,840

113,785

Depreciation charge of right-of-use assets (Note 6)

4,580,241

2,794,323

Expenses relating to short-term leases (Note 6)

263,090

373,199

(Gain)/loss on termination of leases (Note 6)

(31,142)

2,716

Covid-19-related rent concessions from lessors

(791,495)

Impairment of right-of-use assets

63,538

 

 

 

 

 

 

Total amount recognised in profit or loss

4,232,072

3,284,023

 

 

 

 

The Company had total cash outflows for leases of US$4,207,072 (2019: US$3,282,260).  The Company also had non-cash additions of right-of-use assets and lease liabilities of US$3,645,562 (2019: US$2,653,846).

 

As disclosed in note 2.2 to the financial statements, the Group has early adopted the amendment to IFRS 16 and applied the practical expedient to all eligible rent concessions granted by the lessors for leases of certain plant and equipment during the year 31 December 2020.

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

28.

DUE TO A DIRECTOR

 

The amount due to a director was unsecured, interest-free and repayable on demand.

 

 

29.

DEFERRED TAX

 

The movements in deferred tax liabilities and assets during the year are as follows:

 

Deferred tax liabilities

 

Accelerated tax depreciation

Fair value adjustments arising from acquisition of subsidiaries

Right-of-use assets

Others

Total

 

US$

US$

US$

US$

US$

 

 

 

 

 

 

At 1 January 2019

19,049

316,976

1,045,727

47,031

1,428,783

Disposal of subsidiaries and businesses
(Note 34)

(2,402)

(26,791)

(2,935)

(32,128)

Deferred tax charged/ (credited) to profit or loss during the year (Note 10)

7,038

(32,388)

(171,370)

59,665

(137,055)

Exchange realignment

196

4,187

4,261

317

8,961

 

 

 

 

 

 

 

 

 

 

 

 

Gross deferred tax liabilities at 31 December 2019 and 1 January 2020

23,881

288,775

851,827

104,078

1,268,561

Acquisition of subsidiaries and businesses
(Note 34)

24,185

24,185

Deferred tax credited to profit or loss during the year (Note 10)

(22,131)

(31,657)

(314,557)

(38,506)

(406,851)

Exchange realignment

552

(8,747)

39,602

4,831

36,238

 

 

 

 

 

 

 

 

 

 

 

 

Gross deferred tax liabilities at 31 December 2020

2,302

248,371

576,872

94,588

922,133

 

 

 

 

 

 

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

29.

DEFERRED TAX (continued)

 

Deferred tax assets

 

Defined benefit liabilities

Tax losses

Provision

and other liabilities

Lease liabilities

Total

 

US$

US$

US$

US$

US$

 

 

 

 

 

 

At 1 January 2019

384,169

741,958

1,060,600

2,186,727

Deferred tax charged to profit or loss during the year (Note 10)

(200,463)

(387,342)

(181,308)

(769,113)

Exchange realignment

5,009

10,994

805

16,808

 

 

 

 

 

 

 

 

 

 

 

 

Gross deferred tax assets at 31 December 2019
and 1 January 2020

188,715

365,610

880,097

1,434,422

Acquisition of subsidiaries and businesses (Note 33)

20,061

20,061

Deferred tax credited/ (charged) to profit or loss during the year (Note 10)

20,323

313,506

360,959

(335,093)

359,695

Deferred tax credited to other comprehensive income during the year (Note 30)

1,428

1,428

Exchange realignment

467

20,050

32,299

39,715

92,531

 

 

 

 

 

 

 

 

 

 

 

 

Gross deferred tax assets at 31 December 2020

22,218

522,271

778,929

584,719

1,908,137

 

 

 

 

 

 

 

For presentation purposes, certain deferred tax assets and liabilities within individual subsidiaries have been offset in the statement of financial position.  The following is an analysis of the deferred tax balances of the Group for financial reporting purposes:

 

 

2020

2019

1 January 2019

 

US$

US$

US$

 

 

 

 

Net deferred tax assets recognised in the combined statement of financial position

1,237,353

559,497

 

1,104,827

Net deferred tax liabilities recognised in the combined statement of financial position

(251,349)

(393,636)

 

(346,883)

 

 

 

 

 

 

 

 

 

986,004

165,861

757,944

 

 

 

 

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

29.

DEFERRED TAX (continued)

 

Deferred tax assets (continued)

 

Deferred tax assets have not been recognised in respect of the following items:

 

 

2020

2019

1 January 2019

 

US$

US$

US$

 

 

 

 

Tax losses

3,087,189

4,525,691

1,947,044

 

 

 

 

 

The Group has unrecognised tax losses of US$2,002,057 (2019: US$2,375,285) that are available indefinitely for offsetting against future taxable profits of the companies in which the losses arose.  The Group also has unrecognised tax losses of US$1,085,132 (2019: US$2,150,406) that will expire in one to ten years for offsetting against future taxable of the companies in which the losses arose.

 

Deferred tax assets have not been recognised in respect of these losses as they have arisen in subsidiaries that is not considered probable that taxable profits will be available against which the tax losses can be utilised.

 

 

30.

DEFINED BENEFIT LIABILITIES

 

The Group recognised employment benefit liabilities for all its qualifying employees pursuant to Indonesia Labour Law No. 13/2003. The provision for employment benefits is based on the calculation by an independent actuary, PT Sigma Prima Solusindo, using the projected unit credit actuarial valuation method.

 

The movements in the defined benefit liabilities as follows:

 

 

2020

 

US$

 

 

At 1 January

Service cost

87,972

Interest expense

4,407

Actuarial changes arising from:

 

-  changes in demographic assumptions

(24,367)

-  changes in financial assumptions

30,857

Exchange realignment

2,123

 

 

 

 

At 31 December

100,992

 

 

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

30.

DEFINED BENEFIT LIABILITIES (continued)

 

The amounts recognised in profit or loss and other comprehensive income in relation to the defined benefit expense are as follows:

 

 

Note

2020

 

 

US$

 

 

 

Defined benefit expense charged to profit or loss

 

 

Service cost

 

87,972

Interest expense

 

4,407

 

 

 

 

 

 

 

 

92,379

Deferred tax effect

29

(20,323)

 

 

 

 

 

 

Total amount recognised in profit or loss, net of tax

 

72,056

 

 

 

 

 

 

Remeasurement losses/(gains) in other comprehensive income

 

 

Actuarial changes arising from:

 

 

-  changes in demographic assumptions

 

(24,367)

-  changes in financial assumptions

 

30,857

Deferred tax effect

29

(1,428)

 

 

 

 

 

 

Total amount recognised in other comprehensive income,
net of tax

 

5,062

 

 

 

 

The principal actuarial assumptions used as at the end of the reporting period are as follows:

 

 

2020

 

 

Discount rate (%)

7.04

Retirement age (years old)

56

Expected rate of salary increases (%)

10

 

 

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

30.

DEFINED BENEFIT LIABILITIES (continued)

 

A quantitative sensitivity analysis for significant assumptions as at the end of the reporting period is shown below:

 

 

2020

 

Increase/ (decrease) in rate

Increase/ (decrease) in defined benefit obligation

 

%

US$

 

 

 

Discount rate

1/(1)

(18,663)/23,467

Future salary increase

1/(1)

22,533/(18,363)

 

 

 

 

The sensitivity analysis above has been determined based on a method that extrapolates the impact on defined benefit liabilities as a result of reasonable changes in key assumptions occurring at the end of the reporting period.  The sensitivity analysis is based on a change in a significant assumption, keeping all other assumptions constant.  The sensitivity analysis may not be representative of an actual change in the defined benefit liabilities as it is unlikely that changes in assumptions would occur in isolation of one another.

 

 

31.

RESERVES

 

The amounts of the Group's reserves and the movements therein are presented in the combined statement of changes in equity.

 

Exchange fluctuation reserve

 

The translation reserve comprises all foreign currency differences arising from the translation of the financial statements of foreign operations and from the translation of financial liability designated as a hedge of net investment in the foreign operations, as well as foreign exchange differences on monetary items which form part of the Group’s net investments in the foreign operations.

 

Defined benefit reserve

 

Defined benefit reserve comprises the gain or loss on remeasurement of defined benefits plans of its subsidiaries. Remeasurements comprising actuarial gains or losses, return on plan assets and any change in the effect of the asset ceiling (excluding net interest on defined benefit liabilities are recognised immediately in other comprehensive income in the period in which they arise.) Remeasurements are recognised in retained profits and are not reclassified to profit or loss in subsequent periods.

 

Capital reserve

 

Capital reserves comprises of the share capital of YCP Holdings Limited.

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

31.

RESERVES (continued)

 

Capital reserve (continued)

 

 

 

2020

2019

1 January

2019

 

 

US$

US$

US$

 

 

 

 

 

Issued and fully paid: 16,331,276 (2019: 16,401,000) ordinary shares

 

744,504

500,000

500,000

 

 

 

 

 

 

A summary of movements in YCP Holdings Limited’s share capital is as follows:

 

 

 

Number of shares in issue

 

Share capital

 

 

 

US$

 

 

 

 

1 January 2019

 

5,467

500,000

Share Split (note a)

 

16,395,533

 

 

 

 

At 31 December 2019 and 1 January 2020

 

16,401,000

500,000

Shares repurchase (note b)

 

(303,724)

(30,871)

New shares issue (note c)

 

234,000

275,375

 

 

 

 

At 31 December 2020

 

16,331,276

744,504

 

Notes:

 

(a) Pursuant to a written resolution of the shareholders dated 13 December 2019, every issued shares of YCP Holdings Limited were subdivided into 3,000 shares (“Share Split”).

 

(b) On 9 June 2020, YCP Holdings Limited exercised its Call Option in the derivative financial asset, to repurchase and cancel 234,865 of the Issued Shares from the Ex-Solidiance Shareholders, for a total cash consideration of HK$78.2 (equivalent to US$10).  The resulting cash consideration, derivative financial asset and other liabilities amounting to US$10, US$1,135,986 and (US$1,105,125) respectively were charged/(credited) to the capital reserve as set out in the combined statement of changes in equity.

 

On 28 December 2020, certain Ex-Solidiance shareholders exercised its Put Option in the other liabilities, and requested YCP Holdings Limited to repurchase and cancel 68,859 of their Issued Shares at a total cash consideration of US$344,295.

 

(c) On 13 November 2020, 234,000 ordinary shares were allotted to the Subscribers (refer to note 24) at US$5 per share, to provide additional working capital for YCP Holdings Limited.  Pursuant to the Subscription Agreement, the Subscribers are entitled to a conditional right to request YCP Holdings Limited to repurchase the subscribed shares.  As a result, the total proceeds of US$1,170,000 from the share allotment were split into liability and equity component of US$894,625 and US$275,375 respectively. 

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

32.

SHARE OPTION SCHEME

 

YCP Holdings Limited operates a share option scheme (the “Scheme”) for the purpose of providing incentives and rewards to eligible participants who contribute to the success of the Group's operations.  Eligible participants of the Scheme include a director and certain employees of the Group.  The Scheme became effective on 1 October 2020 and, unless otherwise cancelled or amended, will remain in force for 6 years from the date of the successful listing of YCP Holdings Limited in any recognised stock exchange ("IPO Date").

 

The following share options were outstanding under the Scheme during the year:

 

Under the Scheme, eligible participants are granted options which only vest on the conditions that (i) the grantee remain as employee with the Group for 3 years from the IPO Date; and (ii) certain market conditions and performance target of the Group are met. Once vested, the options remain exercisable until 6 years from the IPO Date.

 

 

Weighted average

exercise price

US$ per share

Number of

options

 

 

 

 

At 1 January 2020

Granted during the year

5.00

938,904

 

 

 

At 31 December 2020

5.00

938,904

 

As at 31 December 2020, no outstanding share options were exercisable.

 

The fair value of the share options granted during the year was US$734,108 (approximately US$0.78 each), of which the Group recognised a share option expenses of US$17,479 during the year ended 31 December 2020.

 

The fair value of equity-settled share options granted during the year, was estimated as at the date of grant using a binomial model, taking into account management's best estimate for the effects of non-transferability and exercise restrictions (including the probability of meeting market conditions attached to the options); and  terms and conditions upon which the options were granted.  The following table lists the inputs to the model used:

 

 

2020

 

 

Dividend yield (%)

3.55

Expected volatility (%)

38.89

Risk-free interest rate (%)

0.46

Expected life of options (years)

6.5

Weighted average share price (US$ per share)

4.85

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

32.

SHARE OPTION SCHEME (continued)

 

The expected life of the options is based on the historical data over the past years and is not necessarily indicative of the exercise patterns that may occur.  The expected volatility reflects the assumption that the historical volatility is indicative of future trends, which may also not necessarily be the actual outcome. 

 

 At the end of the reporting period, YCP Holdings Limited had 938,804 share options outstanding under the Scheme.  The exercise in full of the outstanding share options would, under the present capital structure of YCP Holdings Limited, result in the issue of 938,804 additional ordinary shares and additional share capital of US$4,694,020 (before issue expenses). 

 

Subsequent to the end of the reporting period, on 1 March 2021, a total of 55,465 share options were granted to certain employees in respect of their services to the Group in the forthcoming year. These share options have the same vesting conditions under the Scheme.

 

 

33.

BUSINESS COMBINATIONS

 

On 31 July 2020, Lifemate Veterinary Hospital, Inc. entered into (i) a sale and purchase agreement to acquire 100% equity interest in Ecoroguard, a company principally engaged in the operation of veterinary hospital; and (ii) a debt assignment agreement to settle certain the total debts payable to the ex-shareholders of Ecoroguard.  The total consideration for the equity interest and the debt assignment amounted to approximately JPY189,000,000 (approximately equivalent to US$1,825,736) in the form of cash.  

 

On 31 January 2020, YCP Holdings Limited entered into (i) a sale and purchase agreement to acquire 100% equity interest in J-Foods, a company principally engaged in the operation of Japanese style restaurants; and (ii) a debt assignment agreement to settle certain the total debts payable to the ex-shareholders of J-Foods.  The total consideration for the equity interest and the debt assignment amounted to approximately JPY60,000,000 (approximately equivalent to US$553,083) in the form of cash.  The acquisition resulted in a gain on bargain purchase of US$1,590,312, which is attributable to the Group’s bargaining power and ability in negotiating the agreed terms of the transaction with the seller.

 

In December 2019, YCP Holdings Limited acquired a business which is involved in the production, sale and distribution of food products, from a third party.  The acquisition was made as part of the Group's strategy to expand its food and beverage business.  The purchase consideration of SGD150,000 (equivalent to US$110,990) for the acquisition was in the form of cash.

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

33.

BUSINESS COMBINATIONS (continued)

 

The fair values of the identifiable assets and liabilities of the above acquisitions as at the dates of acquisitions were as follows:

 

 

 

2020

 

 

Fair value recognised

on acquisition of

 

Note

Ecoroguard

J-Food

Total

 

 

US$

US$

US$

 

 

 

 

 

Property, plant and equipment

12

325,541

693,284

1,018,825

Other intangible assets

14

690

108

798

Deferred tax assets

29

20,061

20,061

Right-of-use assets

12

254,340

1,515,649

1,769,989

Trade receivables

 

63,786

16,936

80,722

Prepayments, deposits and other receivables

 

153,039

1,516,184

1,669,223

Inventories

 

48,158

72,204

120,362

Cash and bank balances

 

48,452

273,470

321,922

Lease liabilities

27

(254,340)

(1,515,649)

(1,769,989)

Trade payables

 

(172,997)

(134,668)

(307,665)

Other payables and accruals

 

(202,797)

(294,123)

(496,920)

Deferred tax liabilities

29

(24,185)

(24,185)

 

 

 

 

 

 

 

 

 

 

Total identifiable net assets at fair value

 

259,748

2,143,395

2,403,143

Gain on bargain purchase

5

(1,590,312)

(1,590,312)

Goodwill on acquisitions

13

1,565,988

1,565,988

 

 

 

 

 

 

 

 

 

 

 

 

1,825,736

553,083

2,378,819

 

 

 

 

 

 

Cash consideration

 

(1,825,736)

(553,083)

(2,378,819)

Cash and bank balances acquired

 

48,452

273,470

321,922

 

 

 

 

 

 

 

 

 

 

Net cash outflow

 

(1,777,284)

(279,613)

(2,056,897)

 

 

 

 

 

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

33.

BUSINESS COMBINATIONS (continued)

 

 

Note

2019

 

 

Fair value recognised

on acquisition of Go-Food

 

 

US$

 

 

 

Total identifiable net assets at fair value

 

Goodwill on acquisition

13

110,990

 

 

 

 

 

 

 

 

110,990

 

 

 

Consideration, representing net cash outflow

 

(110,990)

 

 

 

 

 

J-Foods contributed revenue of US$3,171,262 and loss of US$751,473; and Ecoroguard contributed revenue of US$587,008 and profit of US$113,622 to the Group for the year ended 31 December 2020.  Had the business combinations of J-Foods and Ecoroguard taken place at the beginning of 2020, the revenue and profit of the Group for the year ended 31 December 2020 would have been US$60,775,719 and US$6,280,076 , respectively.

 

Go-Food contributed revenue of US$152,525 and loss of US$9,667. Had the business combination of Go-Food taken place at the beginning of 2019, the revenue and loss of the Group for the year ended 31 December 2019 would have been US$52,279,788 and US$1,328,087.

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

34.

DISPOSAL OF SUBSIDIARIES AND BUSINESSES

 

 

Note

2020

2019

 

 

US$

US$

 

 

 

 

Net assets disposed of:

 

 

 

Property, plant and equipment

12

16,573

77,822

Right-of-use assets

12

216,167

Goodwill

13

208,532

Other intangible assets

14

142,158

13,501

Inventories

 

27,849

794

Trade receivables

 

25,464

268,962

Prepayments, deposits and other receivables

 

72,617

223,445

Cash and bank balances

 

21,084

202,407

Trade payables

 

(10,732)

(290,731)

Other payables and accruals

 

(62,935)

(639,649)

Interest-bearing bank and other borrowings

 

(58,539)

(68,013)

Income tax payable

 

(17,581)

(19,607)

Deferred tax liabilities

29

(32,128)

Lease liabilities

27

(221,340)

 

 

 

 

 

 

 

 

Total identifiable net assets at fair value

 

155,958

(59,838)

Gain on disposal of subsidiaries and businesses

5,6

466,537

509,841

 

 

 

 

 

 

 

 

Satisfied by cash

 

622,495

450,003

 

 

 

 

 

An analysis of the net inflow of cash and cash equivalents in respect of the disposal of subsidiaries and businesses is as follows:

 

 

2020

2019

 

US$

US$

 

 

 

Cash consideration

622,495

450,003

Cash and bank balances disposed of

(21,084)

(202,407)

 

 

 

 

 

 

Cash consideration and net inflow of cash and cash equivalents in respect of the disposal of subsidiaries and businesses

601,411

247,596

 

 

 

 

 

35.

NOTES TO THE STATEMENT OF CASH FLOWS

 

(a)

Major non-cash transactions

 

During the year 31 December 2020, the Group had non-cash additions to right-of-use assets and lease liabilities of US$3,645,562 (2019: US$2,653,846) and US$3,645,562 (2019: US$2,653,846), respectively.

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

35.

NOTES TO THE STATEMENT OF CASH FLOWS (continued)

 

(b)

Changes in liabilities arising from financing activities

 

 

Lease liabilities

Interest-bearing bank and other borrowings (excluding bank overdrafts)

 

US$

US$

 

 

 

At 1 January 2019

5,245,122

14,411,672

Changes from financing cash flows

(2,795,276)

749,307

New leases

2,653,846

Decrease arising from early termination of leases

(39,622)

Decrease arising from disposal of subsidiaries and businesses (Note 34)

(221,340)

(68,013)

Interest expenses

113,785

Interest paid classified as operating cash flows

(113,785)

Foreign exchange movement

(12,055)

182,106

 

 

 

 

 

 

At 31 December 2019 and 1 January 2020

4,830,675

15,275,072

Changes from financing cash flows

(3,796,142)

(1,452,580)

New leases

3,645,562

Increase arising from acquisition of subsidiaries

1,769,989

Decrease arising from early termination of leases

(862,057)

Decrease arising from disposal of subsidiaries and businesses (Note 34)

(58,539)

Interest expenses

147,840

Interest paid classified as operating cash flows

(147,840)

Covid-19-related rent concessions from lessors

(791,495)

Foreign exchange movement

68,320

854,136

 

 

 

 

 

 

At 31 December 2020

4,864,852

14,618,089

 

 

 

 

(c)

Total cash outflow for leases

 

The total cash outflow for leases included in the combined statement of cash flows is as follows:

 

 

2020

2019

 

US$

US$

 

 

 

Within operating activities

263,090

373,199

Within financing activities

3,943,982

2,909,061

 

 

 

 

 

 

 

4,207,072

3,282,260

 

 

 

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

36.

RELATED PARTY TRANSACTIONS

 

In addition to the transactions detailed elsewhere in these financial statements, the Group had the following material transactions with the related parties during the year 31 December 2020 and 2019:

 

(a)  On 13 November 2020, YCP Holdings limited allotted 25,000 ordinary shares to certain directors, which provided US$125,000 to the Group for working capital purpose.

 

In January 2019, YCP Holdings Limited disposed of a subsidiary, YCP Shanghai Inc., and Rainbow Bird Inc, to a shareholder of YCP Holdings Limited at a consideration of RMB 1 (equivalent to approximately US$-), which was mutually agreed between the parties and resulted in a gain on disposal of approximately US$251,000.

 

(b)  Outstanding balances with related parties:

 

As disclosed in the statement of financial position, the Group had outstanding balances with a director as at 31 December 2019, particulars of which are set out in note 28 to the financial statements.

 

(c)  Compensation of key management personnel of the Group:

 

 

2020

2019

 

US$

US$

 

 

 

Short term employee benefits

2,918,640

2,751,533

Share option expenses

2,170

 

 

 

 

2,920,810

2,751,533

 

 

 

 

Further details of the directors' emoluments are included in note 9 to the financial statements.

 

 

37.

FINANCIAL INSTRUMENTS BY CATEGORY

 

 

2020

2019

 

US$

US$

Financial assets

 

 

Financial assets at fair value through profit or loss – designated as such upon initial recognition:

 

 

Derivative financial instruments mandatorily designated as such:

 

 

Derivative financial instruments

1,117,217

Equity investments at fair value through profit or loss

9,954,946

8,599,580

 

 

 

Loans and receivables:

 

 

Trade receivables

6,964,543

6,692,593

Financial assets included in prepayments, deposits and other receivables

2,995,384

2,510,320

Cash and bank balances

9,906,705

8,494,881

 

 

 

 

 

 

 

29,821,578

27,414,591

 

 

 

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

37.

FINANCIAL INSTRUMENTS BY CATEGORY (continued)

 

 

2020

2019

 

US$

US$

Financial liabilities at amortised cost:

 

 

Trade payables

2,012,490

1,654,769

Financial liabilities included in other payables and accruals

4,831,610

5,543,879

Interest-bearing bank and other borrowings

14,703,004

15,476,791

Lease liabilities

4,864,852

4,830,675

Due to a director

301,232

Other liabilities

6,120,276

6,444,150

 

 

 

 

 

 

 

32,532,232

34,251,496

 

 

 

 

 

38.

FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES

 

The fair value of a financial instrument is the amount at which the instrument could be exchanged or settled between knowledgeable and willing parties in an arm’s length transaction, other than in a forced or liquidation sale.

 

Fair value hierarchy

 

All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

 

Level 1 – based on quoted prices (unadjusted) in active markets for identical assets or liabilities

Level 2 – based on valuation techniques for which the lowest level input that is significant to the fair value measurement is observable, either directly or indirectly

Level 3 – based on valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable

 

Fair value measurements that use inputs of different hierarchy levels are categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

38.

FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES (continued)

 

Assets and liabilities not measured at fair value

 

Management has assessed that the fair values of trade receivables, deposits and other receivables, cash and bank balances, trade payables, other payables and accruals, current portion of interest-bearing bank and other borrowings, an amount due to a director and other liabilities approximate to their carrying amounts largely due to the short term maturities of these instruments, no material change in credit risk of counterparty, or with floating interest rates. 

 

The fair values of the non-current portion of interest-bearing bank and other borrowings have been calculated by discounting the expected future cash flows using rates currently available for instruments with similar terms, credit risk and remaining maturities.  The changes in fair value as a result of the Group's non-performance risk for interest-bearing bank and other borrowings as at 31 December 2020 and 2019 were assessed to be insignificant. 

 

Financial assets and liabilities measured at fair value

 

The following table illustrate the fair value measurement hierarchy of the Group's financial instruments as at 31 December 2020:

 

Financial instruments measured at fair value

 

 

 

Fair Value measurement using

 

 

Quoted prices in active markets

(Level 1)

Significant observable inputs

(Level 2)

Significant unobservable inputs

(Level 3)

Total

 

 

US$

US$

US$

US$

 

 

 

 

 

 

Financial asset

 

 

 

 

 

Equity investment at fair value through profit or loss

 

 

 

9,954,946

 

 

9,954,946

 

 

 

 

 

 

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

38.

FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES (continued)

 

Financial assets and liabilities measured at fair value (continued)

 

The following table illustrates the fair value measurement hierarchy of the Group's financial instruments as at 31 December 2019:

 

 

 

Fair Value measurement using

 

 

Quoted prices in active markets

(Level 1)

Significant observable inputs

(Level 2)

Significant unobservable inputs

(Level 3)

Total

 

 

US$

US$

US$

US$

 

 

 

 

 

 

Financial asset

 

 

 

 

 

Equity investment at fair value through profit or loss

 

 

 

8,599,580

 

 

8,599,580

Derivative financial instruments

 

1,117,217

1,117,217

 

 

 

8,599,580

1,117,217

9,716,797

 

 

Quoted prices in active markets (Level 1)

 

The fair value of the listed equity investment in Japan is derived from quoted prices in active markets.

 

Significant unobservable inputs (Level 3)

 

Below is a summary of significant unobservable inputs to the valuation of derivative financial instruments together with a quantitative sensitivity analysis as at 31 December 2019:

 

 

Valuation technique

Significant unobservable input

Value

Sensitivity of fair value to the input

 

 

 

 

 

Derivative financial instruments

Binomial tree pricing model

Underlying equity price per share

US$4.77

5% increase/(decrease) in price per share would result in fair value increase/(decrease) by US$55,861/US$(55,861)

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

38.

FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES (continued)

 

There have been no transfers between Level 1 and Level 2 during the year (2019: Nil), and no transfer into or out of Level 3 for financial assets (2019:Nil).  The movements in fair value measurement of the financial assets at fair value through profit or loss - designated as such upon initial recognition in Level 3 during the year were presented in Note 25 of the combined financial statement.

 

Financial assets and liabilities not measured at fair value, for which fair value is disclosed

 

 

 

 

 

 

 

 

 

 

Carrying

amount

Fair value

Significant observable inputs

(Level 2)

 

US$

US$

US$

 

 

 

 

Interest-bearing bank and other borrowings - non-current portion

 

 

 

 

 

 

 

31 December 2020

10,630,251

11,087,456

11,087,456

 

 

 

 

 

 

 

 

31 December 2019

10,691,074

11,247,476

11,247,476

 

 

 

 

 

 

 

 

 

 

 

 

1 January 2019

9,333,582

9,771,525

9,771,525

 

 

 

 

 

Determination of fair value

 

The fair values as disclosed in the table above are estimated by discounting expected future cash flows at the market incremental lending rate.

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

39.

FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES

 

The Group's principal financial instruments comprise interest-bearing bank and other borrowings, lease liabilities, an amount due to a director and other liabilities.  The main purpose of these financial instruments is to raise finance for the Group's operations.  The Group has various other financial assets and liabilities such as trade receivables and trade payables, which arise directly from its operations.

 

The main risks arising from the Group's financial instruments are interest rate risk, credit risk, liquidity risk, foreign currency risk and equity price risk.  The directors review and agree policies for managing each of these risks and they are summarised below.

 

Interest rate risk

 

The Group's exposure to the risk of changes in market interest rate risks relates primarily to the Group's interest-bearing bank borrowings with floating interest rates.  The effective interest rates and terms of repayment of the interest-bearing bank and other borrowings of the Group are disclosed in Note 26 to the financial statements.  Interest rate risk is managed on an ongoing basis with the primary objective of limiting the extent to which net interest expense could be affected by adverse movements in interest rates.

 

Assuming the bank borrowings and other outstanding at the end of the reporting period were outstanding for the whole year, a 100 basis point increase/decrease in interest rates would decrease/increase the Group's profit before tax for the current year by approximately US$147,030 (2019: US$154,768).  In the opinion of the directors, the sensitivity to the interest rate used above is considered reasonable with the other variables held constant.

 

Credit risk

 

Credit risk refers to the risk that the counterparty will default on its contractual obligations resulting in a loss to the Group. The Group’s exposure to credit risk arises primarily from trade and other receivables. For other financial assets (mainly cash at banks), the Group minimises credit risk by dealing exclusively with high credit rating counterparties.

 

The Group has adopted a policy of only dealing with creditworthy counterparties. The Group performs ongoing credit evaluation of its counterparties’ financial condition and generally do not require a collateral.

 

The Group considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an ongoing basis throughout each reporting period.

 

The Group has determined the default event on a financial asset to be when internal and/or external information indicates that the financial asset is unlikely to be received or when there is significant difficulty of the counterparty.

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

39.

FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (continued)

 

Credit risk (continued)

 

To minimise credit risk, the Group has developed and maintained the Group’s credit risk gradings to categorise exposures according to their degree of risk of default. The credit rating information is supplied by publicly available financial information and the Group’s own trading records to rate its major customers and other debtors. The Group considers available reasonable and supportive forward-looking information which includes the following indicators:

 

-  Internal credit rating

-  Actual or expected significant adverse changes in business, financial or economic conditions that are expected to cause a significant change to the debtor’s ability to meet its obligations

 

The Group determined that its financial assets are credit-impaired when:

 

-  There is significant difficulty of the debtor

-  A breach of contract, such as a default or past due event

-  It is becoming probable that the debtor will enter bankruptcy or other financial reorganisation

 

The Group categorises a receivable for potential write-off when there is evidence indicating that the debtor is in severe financial difficulty and the debtor has no realistic prospect of recovery.

 

Maximum exposure and year-end staging

 

The table below shows the credit quality and the maximum exposure to credit risk based on the Group's credit policy, which is mainly based on past due information unless other information is available without undue cost or effort, and year-end staging classification as at 31 December 2020.  The amounts presented are gross carrying amounts for financial assets.

 

 

12-month ECLs

Lifetime ECLs

 

Stage 1

Stage 2

Stage 3

Simplified approach

Total

 

US$

US$

US$

US$

US$

As at 31 December 2020

 

 

 

 

 

 

 

 

 

 

 

Trade receivables*

7,060,380

7,060,380

Contract assets*

698,571

698,571

Financial assets included in prepayments, deposits and other receivables

 

 

 

 

 

    - Normal**

2,995,384

2,995,384

Cash and bank balances

9,906,705

9,906,705

 

 

 

 

 

 

 

 

 

 

 

 

 

12,902,089

7,758,951

20,661,040

 

 

 

 

 

 

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

39.

FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (continued)

 

 

12-month ECLs

Lifetime ECLs

 

Stage 1

Stage 2

Stage 3

Simplified approach

Total

 

US$

US$

US$

US$

US$

As at 31 December 2019

 

 

 

 

 

 

 

 

 

 

 

Trade receivables*

6,838,143

6,838,143

Financial assets included in prepayments, deposits and other receivables

 

 

 

 

 

    - Normal**

2,510,320

2,510,320

Cash and bank balances

8,494,881

8,494,881

 

 

 

 

 

 

 

 

 

 

 

 

 

11,005,201

6,838,143

17,843,344

 

 

 

 

 

 

 

*   For trade receivables and contract assets to which the Group applies the simplified approach for impairment, information is disclosed in Note 19 to the financial statements.

**  The credit quality of the financial assets included in prepayments, deposits and other receivables is considered to be "normal" when they are not past due and there is no information indicating that the financial assets had a significant increase in credit risk since initial recognition.  Otherwise, the credit quality of the financial assets is considered to be "doubtful".

 

The Group trades only with recognised and creditworthy third parties.  It is the Group's policy that all customers who wish to trade on credit terms are subject to credit verification procedures.  In addition, receivable balances are monitored on an ongoing basis. 

 

Further quantitative data in respect of the Group's exposure to credit risk arising from trade receivables and contract assets are disclosed in Note 19 to the financial statements.

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

39.

FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (continued)

 

Liquidity risk

 

The Group monitors its risk to a shortage of funds using a recurring liquidity planning tool.  This tool considers the maturity of both its financial instruments and financial assets and projected cash flows from operations.  The Group's objective is to maintain a balance between continuity of funding and flexibility.

 

The maturity profile of the Group's financial liabilities as at the end of the reporting period, based on the contractual undiscounted payments, is as follows:

 

 

On demand

Within

1 year

1 to 5

years

Over

5 years

Total

2020

US$

US$

US$

US$

US$

 

 

 

 

 

 

Trade payables

2,012,490

2,012,490

Financial liabilities included in other payables and accruals

4,831,610

4,831,610

Interest-bearing bank and other borrowings (excluding lease liabilities)

84,915

4,305,903

9,856,994

1,230,462

15,478,274

Lease liabilities

3,131,106

1,840,687

4,971,793

Other liabilities

5,198,955

921,321

6,120,276

 

 

 

 

 

 

 

 

 

 

 

 

 

84,915

19,480,064

12,619,002

1,230,462

33,414,443

 

 

 

 

 

 

 

 

On demand

Within

1 year

1 to 5

years

Over

5 years

Total

2019

US$

US$

US$

US$

US$

 

 

 

 

 

 

Trade payables

1,654,769

1,654,769

Financial liabilities included in other payables and accruals

5,535,397

8,482

5,543,879

Due to a director

301,232

301,232

Interest-bearing bank and other borrowings (excluding lease liabilities)

201,719

4,892,108

11,125,916

121,560

16,341,303

Lease liabilities

2,834,391

2,093,030

18,257

4,945,678

Other liabilities

6,444,150

6,444,150

 

 

 

 

 

 

 

 

 

 

 

 

 

201,719

21,662,047

13,227,428

139,817

35,231,011

 

 

 

 

 

 

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

39.

FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (continued)

 

Foreign currency risk

 

The Group's exposure to the risk of changes in foreign currency exchange rates relates primarily to the Group's operating activities to the extent that revenue or expenses denominated in a currency that is different from the functional currency of the relevant subsidiaries of the Group.  The Group has no significant foreign currency risk because the transaction currencies are mainly denominated in the respective local currency of the operating subsidiaries, principally the JPY, SGD, HK$ and RMB which are translated and combined to the Group's combined financial statement in US$.

 

The directors are of the view that the Group's operating cash flows and liquidity are not subject to significant foreign exchange rate risks and therefore no hedging arrangements were made.  However, the Group will review and monitor the relevant foreign exchange exposure from time to time based on its business development requirements and may enter into foreign exchange hedging arrangements when appropriate.

 

Equity price risk

 

Equity price risk is the risk that the fair values of equity securities decrease as a result of changes in the levels of equity indices and the values of individual securities.  The Group is exposed to equity price risk arising from individual listed equity investments classified as equity investment at fair value through profit or loss (Note 17) as at 31 December 2020.

 

The Group's listed investment is listed on the Tokyo Stock Exchange and are valued at quoted market prices at the end of the reporting period.

 

The market equity index for the Tokyo Stock Exchange, at the close of business of the nearest trading day in the year to the end of the reporting period, and the respective highest and lowest points during the year were as follows:

 

 

2020

High/low

2019

High/low

 

US$

US$

US$

US$

 

 

 

 

 

Nikkei index

27,444

27,603/16,358

23,657

24,066/19,562

 

 

 

 

 

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

39.

FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (continued)

 

Equity price risk (continued)

 

The following table demonstrates the sensitivity to every 5% change in the fair values of the equity investments, with all other variables held constant and before any impact on tax, based on their carrying amounts at the end of the reporting period.  For the purpose of this analysis, for the listed equity investments designated at fair value through profit or loss, the impact is deemed to be on the profit before tax.

 

 

Carrying amount of equity investment

Changes in profit before tax

 

US$

US$

2020

 

 

Equity investment in Japan

 

 

Equity investment at fair value through profit or loss (Note 17)

9,954,946

497,747

 

 

 

 

 

 

2019

 

 

Equity investment in Japan

   Equity investment at fair value through profit or loss (Note 17)

8,599,580

429,979

 

 

 

 

 

40.

CAPITAL MANAGEMENT

 

The primary objectives of the Group's capital management are to safeguard the Group's ability to continue as a going concern and to maintain healthy capital ratios in order to support its business and maximise shareholders' value.

 

The Group manages its capital structure and makes adjustments to it in light of changes in economic conditions.  To maintain or adjust the capital structure, the Group may return capital to shareholders, issue new shares or sell assets to reduce debt.  No changes were made in the objectives, policies or processes for managing capital during the year ended 31 December 2020 and 2019.

 

The Group monitors capital by ensuring that it maintain a positive net assets value.  Net assets attributable to owners of the parent represent share capital, exchange fluctuation reserve and retained profits.  The net assets value attributable to owners of the parent at 31 December 2020 and 2019 were as follows:

 

 

2020

2019

 

US$

US$

 

 

 

Reserves

14,987,118

8,445,619

 

 

 

 

 

 

Equity attributable to owners of the parent

14,987,118

8,445,619

 

 

 

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

41.

SUBSEQUENT EVENTS

 

(a)  Subsequent to the reporting period, the Group entered into a sale and purchase agreement to acquire the remaining 50% equity interest in Musashino Gobyo, a company principally engaged in the supporting service for graveyard.  The total consideration for the equity interest amounted to JPY16,000,000 (approximately equivalent to US$154,085) was prepaid to the ex-shareholder in December 2020, recognised as prepayments in the combined statement of financial position.  Subsequent to the acquisition of the remaining 50% equity interest, the joint venture investment in Musashino Gobyo will become a wholly-owned subsidiary of the Group thereafter. The Group is in the process of assessing the impact of the acquisition and it is not practicable to disclose further details about the acquisition.

 

The fair values of the identifiable assets and liabilities of the above acquisition as at the date of acquisition were as follows:

 

 

US$

 

 

Property, plant and equipment

32,461

Deferred tax assets

292,480

Right-of-use assets

49,920

Trade receivables

48,530

Prepayments, deposits and other receivables

13,934

Cash and bank balances

89,482

Lease liabilities

(49,920)

Trade payables

(4,237)

Other payables and accruals

(215,996)

Interest-bearing bank and other borrowings

(1,897,146)

 

 

 

 

Total identifiable net assets at fair value

(1,640,492)

Goodwill on acquisitions

1,794,577

 

 

 

 

Satisfied by cash

154,085

 

 

 

 

YCP Holdings (Global) Limited

 

Notes to Combined Financial Statements

For the financial years ended 31 December 2019 and 2020

 

 

41.

SUBSEQUENT EVENTS (continued)

 

(b)  Subsequent to the reporting period, the Group entered into a sale and purchase agreement to acquire the equity interest in Sapporo Midorigaoka Veterinary Hospital, a company principally engaged in the operation of veterinary hospital.  The total consideration for the equity interest amounted to JPY127,000,000 (approximately equivalent to US$1,205,163). The Group is in the process of assessing the impact of the acquisition and it is not practicable to disclose further details about the acquisition.

 

The fair values of the identifiable assets and liabilities of the above acquisition as at the date of acquisition were as follows:

 

 

US$

 

 

Property, plant and equipment

49,244

Other intangible assets

242,124

Deferred tax assets

202,205

Right-of-use assets

542,843

Prepayments, deposits and other receivables

113,507

Inventories

41,899

Lease liabilities

(542,843)

Other payables and accruals

(22,754)

 

 

 

 

Total identifiable net assets at fair value

626,225

Goodwill on acquisitions

578,938

 

 

 

 

Satisfied by cash

1,205,163

 

 

 

 

42.

APPROVAL OF THE COMBINED FINANCIAL STATEMENTS

 

The combined financial statements were approved and authorised for issue by the board of directors on 19 October 2021.

 

 

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