FINANCIAL INFORMATION
CONTRACTUAL AND CAPITAL COMMITMENTS Operating lease commitments
As at 31 December 2014, 31 December 2015 and 30 April 2016, our total future minimum lease payments in respect of rented premises under non-cancellable operating lease arrangements were as follows: As at 31 December As at 30 April 2014 2015 2016 HK$’000 HK$’000 HK$’000 (unaudited)
Within one year . . . 506 3,376 3,530
In the second to fifth year, inclusive . . . — 10,379 9,597
506 13,755 13,127
Our Group leases a number of premises under operating leases. The leases run for an initial period of one to five years, with an option to renew the lease and renegotiate the terms at the expiry date or at dates as mutually agreed between our Group and respective landlords. The above lease commitments only include commitments for basic rental and none of the lease includes any contingent rental.
Our Group did not have significant capital commitments as at 31 December 2014, 31 December 2015, and 30 April 2016.
INDEBTEDNESS
The following table sets out the amounts of our indebtedness as at the dates indicated:
As at 31 December As at 30 April 2014 2015 2016 HK$’000 HK$’000 HK$’000 (Unaudited) Current liabilities
- Amount due to AMS . . . — 6,341 9,572
- Bank borrowings . . . 10,909 11,887 6,888 - Current-portion of obligations under finance
leases . . . 212 77 50
11,121 18,305 16,510
Non-current liabilities
- Obligations under finance leases . . . 118 32 21
11,239 18,337 16,531
Am ount due to AMS
AMS extended to Future Data (HK) a loan facility of US$2 million in 2015 for the purpose of settling the Listing expenses of our Group. As advised by the Korean Legal Advisers, Global Telecom is restricted from paying the Listing expenses for our Company unless it receives: (i) the Listing proceeds directly; or (ii) sufficient arm’s length consideration as a third party for funding the Listing expenses, which would require the approval from the Bank of Korea. Neither Future Data (HK) nor our Company currently have any operation and actual assets of their own. In this connection, the Korean Legal Advisers consider that it is difficult to obtain such approval. As a result, AMS advanced a loan to Future Data (HK) for settlement of the Listing expenses.
The amount due to AMS represents the amount drawn by us under the aforesaid facility at the above respective dates. The facility is interest free and not secured by any asset of our Group, and the entire balance of the amount due to AMS was capitalised as part of the Reorganisation as set out in sub-paragraph (l) of the paragraph headed “Reorganisation” under the section headed “History, Reorganisation and Corporate Structure” in this prospectus.
Bank borrowings As at 31 December As at 30 April 2014 2015 2016 HK$’000 HK$’000 HK$’000 (Unaudited) Unsecured:
- Bank loans (note (a)). . . 1,202 6,302 3,557
- Bills payable (note (b)) . . . 3,649 2,213 557
4,851 8,515 4,114
Guaranteed:
- Bills payable (note (b)) . . . 5,659 1,050 —
- Other borrowings (note (c)) . . . 399 2,322 2,774
6,058 3,372 2,774
10,909 11,887 6,888
(a) Our Group recorded outstanding interest-bearing bank loans of approximately HK$1.2 million, HK$6.3 million and HK$3.6 million as at 31 December 2014, 31 December 2015 and 30 April 2016, respectively. The bank loans were mainly raised for settling USD denominated payables of our Group. The effective interest rates of bank loans were 2.28% per annum, 2.16% to 2.58% per annum and 2.27% per annum as at 31 December 2014, 31 December 2015 and 30 April 2016, respectively. All bank loans are repayable within three months from the respective drawdown dates and denominated in USD.
(b) Bills payable represented short term credit facilities granted by banks for our Group to finance the purchase of hardware from overseas vendors. The outstanding bills payable was approximately US$1.2 million (equivalent to approximately HK$9.3 million), US$0.4 million (equivalent to approximately HK$3.3 million) and US$0.07 million (equivalent to approximately HK$0.6 million) as at 31 December 2014, 31 December 2015 and 30 April 2016, respectively.
The effective interest rates of bills payable were 2.0% to 3.1% per annum, 1.32% to 2.47% per annum and 1.83% to 2.39% per annum as at 31 December 2014, 31 December 2015 and 30 April 2016, respectively. Bills payable are repayable with three months from the respective drawdown dates.
(c) Other borrowings mainly represent foreign currency credit card facilities granted by bank amounted to US$51,000 (equivalent to approximately HK$0.4 million), US$0.3 million (equivalent to approximately HK$2.3 million) and US$0.3 million (equivalent to approximately HK$2.7 million) as at 31 December 2014, 31 December 2015 and 30 April 2016, respectively. The foreign currency credit card facilities granted by bank have a credit period of 180 days and bear effective interest rates at 2.30% per annum, 2.22% per annum and 2.03% to 2.28% per annum as at 31 December 2014, 31 December 2015 and 30 April 2016, respectively.
(d) Part of the bank borrowings are guaranteed by Korea Credit Guarantee Fund and Mr. Suh Seung Hyun as follows:-
— Korea Credit Guarantee Fund is a public financial institution established on 1 June 1976 under the provisions of the Korea Guarantee Fund Act. As stipulated in Article 1 of the Korea Guarantee Fund Act, the objective of Korea Credit Guarantee Fund is to lead the balanced development of the national economy by extending credit guarantees for the liabilities of promising small and medium enterprises which lack tangible collateral. In order to achieve such objective, Korea Credit Guarantee Fund performs (i) management of its fundamental property, (ii) credit guarantees and guarantee-linked investment, (iii) business administration guide, (iv) credit investigations and comprehensive management of credit information, (v) exercise of the right to indemnity, (vi) investigations and research of the credit guarantee system; and (vii) any business affair incidental to the affairs provided from (i) to (vi) and approved by the Financial Services Commission of Korea. To the best knowledge of our Directors, Korea Credit Guarantee Fund is an independent third party.
— Korea Credit Guarantee Fund provided foreign and local currency guarantees to a bank in the amounts of approximately US$0.9 million and KRW488 million as at 31 December 2014; and approximately US$0.6 million and KRW488 million as at 31 December 2015 and 30 April 2016, for import financing facilities and bank loans provided to Global Telecom.
— As at 31 December 2014 and 31 December 2015, Mr. Suh provided personal guarantees in
the aggregate amount of HK$56,762,000 and HK$12,044,000 in respect of banking facilities of Global Telecom. Such amounts of guarantees represent 100% to 130% of the credit limit in respect of the credit facilities provided to Global Telecom. As at 30 April
2016, an aggregate amount of HK$10,390,000 was provided as personal guarantees by Mr. Suh which represents 100% to 120% of the credit limit in respect of the credit facilities provided to Global Telecom. The personal guarantees provided by Mr. Suh will be released upon Listing and replaced by corporate guarantees of our Company.
Banking facilities
As at 31 December 2014 and 31 December 2015, our banking facilities amounted to approximately HK$73 million and HK$58 million, respectively. As at 30 April 2016, our banking facilities amounted to approximately HK$61 million, out of which approximately HK$54 million were unutilised and unrestricted.
Obligations under finance leases
Our Group leases certain of its motor vehicles and these leases are classified as finance leases. The lease obligations are secured by the leased assets.
The future lease payments under the finance leases as at the dates indicated are due as follows:
As at 31 December As at 30 April 2014 2015 2016 HK$’000 HK$’000 HK$’000 (Unaudited) Present value of minimum lease payments:
Not later than one year . . . 212 77 50
Later than one year but not later than five years . . 118 32 21
330 109 71
The amount of obligations under finance leases was approximately HK$0.3 million, HK$0.1 million and HK$0.1 million as at 31 December 2014, 31 December 2015 and 30 April 2016, respectively. The aggregate net carrying amount of our Group’s motor vehicles held under finance leases amounted to approximately HK$0.2 million as at 30 April 2016.
The effective interest rates for the finance leases ranged from 6.50% to 7.95% per annum as at 31 December 2014 and 31 December 2015; and 6.50% to 6.90% per annum as at 30 April 2016. The lease periods are within five years and the finance leases are repayable in fixed monthly installments with principal plus interest. No arrangement has been entered into for contingent rental payments.
The Directors confirm that our Group had no material defaults in repayment of bank borrowings and had not breached any finance covenants during the Track Record Period.
Save as aforesaid or as otherwise disclosed herein, and apart from intra-group liabilities, at the close of business on 30 April 2016, being the latest practicable date for determining our indebtedness, our Group did not have any outstanding loan capital issued and outstanding or agreed to be issued, bank overdrafts, loans or other similar indebtedness, liabilities under acceptance (other than normal trade bills) or acceptance credits, debentures, mortgages, charges, material covenants, finance leases or hire purchases commitments, guarantees or other material contingent liabilities.