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Yunkang Group Limited Interim / Quarterly Report 2021

Feb 3, 2021

50524_rns_2021-02-03_ec0e9e69-c9d4-412a-bf8c-3e00b5391949.pdf

Interim / Quarterly Report

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

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Lenovo Group Limited 聯想集團有限公司

(Incorporated in Hong Kong with limited liability) (Stock Code: 992)

FY2020/21 THIRD QUARTER RESULTS ANNOUNCEMENT

THIRD QUARTER RESULTS

The board of directors (the “Board”) of Lenovo Group Limited (the “Company”) announces the unaudited results of the Company and its subsidiaries (the “Group”) for the three and nine months ended December 31, 2020 together with comparative figures for the corresponding period of last year, as follows:

FINANCIAL HIGHLIGHTS

FINANCIAL HIGHLIGHTS

  • Group revenue and profit attributable to equity holders increased by 22 and 53 percent year-on-year, respectively, to all-time highs, thanks to operational excellence, product innovation, and quick time-to-market to capture new demand across business groups

  • Software and Services business, which carries the highest margin profile among all products, delivered record performance with its invoiced revenue growing 36 percent year-on-year, representing around 8.1 percent of the Group’s revenue

  • The PC and Smart Device business outperformed the market with sales and pre-tax profit growth of 27 and 35 percent to set new records; its unique hybrid manufacturing strategy provided greater efficiency, control, and flexibility to facilitate share gain

  • The Data Center Group achieved its highest quarterly revenue ever and further narrowed the pre-tax loss by US$14 million year-on-year to a pre-tax loss of US$33 million, partly driven by a higher services attach rate and upselling of premier services

  • The Mobile Business Group resumed profitability with 10 percent revenue growth; continued efforts to optimize the product portfolio has helped drive a mix shift towards higher-end models and expand average selling price

  • Net cash generated from operating activities was US$2.0 billion, up US$1.4 billion year-on-year

3 months ended 9 months ended 3 months ended 9 months ended Year-on-year change Year-on-year change
December 31, December 31, December 31, December 31, 3 months 9 months
2020 2020 2019 2019 ended ended
(unaudited) (unaudited) (unaudited) (unaudited) December 31 December 31
US$ million US$ million US$ million US$ million
Revenue 17,245 45,112 14,103 40,137 22% 12%
Gross profit 2,786 7,080 2,265 6,496 23% 9%
Gross profit margin 16.2% 15.7% 16.1% 16.2% 0.1 pts (0.5) pts
Operating expenses (2,085) (5,378) (1,777) (5,223) 17% 3%
Operating profit 701 1,702 488 1,273 44% 34%
Other non-operating
income/(expenses) - net (110) (308) (98) (333) 12% (7)%
Profit before taxation 591 1,394 390 940 52% 48%
Profit for the period 431 1,028 305 741 41% 39%
Profit attributable to equity
holders of the Company 395 918 258 623 53% 47%
Earnings per share attributable to
equity holders of the Company
Basic US3.31 cents US7.70 cents US2.16 cents US5.22 cents US1.15 cents US2.48 cents
Diluted US3.08 cents US7.37 cents US2.07 cents US5.01 cents US1.01 cents US2.36 cents

1

BUSINESS REVIEW AND OUTLOOK

Highlights

During the three months ended December 31, 2020, Lenovo (the Group) delivered many new performance records, including all-time high revenue and profit. The Group achieved 22 percent and 53 percent year-onyear growth in revenue and profit attributable to equity holders, respectively. The strong performance has been fueled by Lenovo’s robust growth across business groups as well as structural changes in lifestyle and work habits since the onset of the COVID-19 pandemic. The PC and Smart Device (PCSD) and Data Center Group (DCG) achieved record revenue while Mobile Business Group (MBG) grew its top-line by double-digits.

The Group set new milestones in terms of service contract wins and pursuing service-led transformation. The Software and Services business, which carries the highest margin profile among all products, reported invoiced revenue and deferred revenue growth of 36 and 30 percent year-on-year, respectively. It represented around 8.1 percent of the Group’s revenue. Among the three key business segments, Managed Services including Device-as-a-Service (DaaS) enjoyed 73 percent growth thanks to strong progress in contract wins globally. Complex Solutions posted 49 percent growth from all verticals. Attached Services continued to grow steadily, up 26 percent during the quarter under review.

Net cash generated from operating activities was US$2.0 billion in 3QFY21 and increased US$1.4 billion yearon-year thanks to the Group’s strong revenue growth during the quarter. Given its strength in cash generation, the company’s net debt reduced by US$755 million year-on-year. On January 20, 2021, Lenovo’s board of directors approved the issuance of Chinese depositary receipts (“CDRs”), to be listed and traded on the Science and Technology Innovation Board of the Shanghai Stock Exchange. The Company plans to use the proceeds for research and development, strategic investments in related sectors, and replenishment of working capital.

Group Financial Performance

The Group’s revenue reached US$17.2 billion, up 22 percent year-on-year, during the period under review. Gross profit increased 23 percent and profit attributable to equity holders rose by 53 percent to US$395 million. The Group’s operating expense-to-revenue ratio was lowered by 0.5 percentage points to 12.1 percent. The change in the PCSD product mix, with growing contribution from consumer and Chromebook sales, continued to have an impact on the expense structure as both products require fewer operating costs. The Group recognized fair value gains from its strategic investments amounting to US$67 million during the quarter under review. The total segment pre-tax profit, excluding the impact of one-time items, grew by 41 percent year-onyear to US$902 million.

By business group, PCSD grew its revenues 27 percent year-on-year and its market share reached 25.3 percent in the global PC sector, representing an annual increase of 0.6 percentage points. It optimized share gain by leveraging operational excellence, product innovation and quick time-to-market to capture new demand. The Group’s hybrid manufacturing strategy provides greater efficiency, control, and flexibility to further expand market share leadership relative to the competition.

The MBG business aggressively expanded its product portfolio through multiple 5G model launches, resulting in 10 percent year-on-year growth in revenue. Revenue of DCG also reached an all-time high thanks to record sales in its Enterprise and SMB (ESMB) segment and robust momentum in its Cloud Service Provider (CSP) segment.

Geographic Performance

Lenovo is a global business operating in more than 180 markets. For the period under review, the Group reported consistent strength across all regional markets, with revenues up 25-30 percent year-on-year in America, Europe-Middle East-Africa (EMEA) and China. Even in Asia Pacific (excluding China), which was impacted by a slowdown in commercial sales, regional revenue still increased by 4 percent year-on-year.

2

In China, the Group’s revenue grew 30 percent year-on-year on the back of strong demand and market share gain in its PCSD and DCG’s ESMB businesses. In EMEA, the Group achieved strong performance in both PC and smartphone businesses, becoming the top PC vendor in the region for the first time. Its smartphone sales in Europe rose 82 percent year-on-year and contributed to the double-digit revenue growth of the MBG business relative to the same period last year. In North America, the Group delivered strong double-digit sales growth across the three business groups, driven by the improved smartphone portfolio, strength in consumer and education PC demand, and cloud infrastructure investment.

Performance by Product Business Group

Intelligent Devices Group (IDG)

The IDG Group, consisting of the PCSD and MBG businesses, outperformed the sector in the third fiscal quarter. The Group grew its revenue by 25 percent year-on-year at US$15.6 billion while its pre-tax profit increased 36 percent to reach US$935 million, both representing record highs. Market share gains in the strong PC sector and recovery of smartphone sales were key growth drivers for IDG’s profitability. The PCSD business sustained its top global position by leveraging operational excellence, product innovations and timeto-market capabilities, while taking advantage of “new normal” tailwinds. MBG posted annual revenue growth exceeding 10 percent, boosted by an expanded premium product portfolio and 5G launches.

Intelligent Devices Group - PC and Smart Device (PCSD) Business

During the period under review, the PCSD business achieved all-time high revenue and pre-tax profit. The worldwide PC market outperformed on the back of lifestyle changes including the one PC per person trend. Usage intensity of PC products also rose on accelerated market trends including work-from-home, e-learning, and e-commerce revolution. The Group was able to grow faster than its competitors across education and Small and Medium Business (SMB) segments.

PCSD revenue grew 27 percent year-on-year to US$14,011 million, contributing to 81 percent of the Group’s total revenue. Its pre-tax margin expanded 0.4 percentage points year-on-year to a record 6.6 percent. Its pretax profit increased 35 percent year-on-year to US$925 million for the period under review. The Group delivered stellar results in high-growth segments and high-margin services, driving a structural shift in the sales mix to provide a clear propellant for its long-term profitability.

The Software and Services business showcased strong growth during the period and its invoiced revenue increased 46 percent year-on-year. The Group’s e-commerce take-off benefited direct customer engagement and share gain in the consumer and SMB market segments. This has led to a record number of transactions through Lenovo’s on-line franchise and resulted in 39 percent year-on-year growth in e-commerce revenue. High-growth segment sales also performed well. Work-from-home demand remained a strong stimulus for thin-and-light notebook PC sales which grew 31 percent year-on-year. The Gaming PC segment has been a beneficiary of casual gaming demand. Its improved product portfolio led to revenue growth of 61 percent yearon-year. E-learning has prompted a 281 percent year-on-year increase in Chromebook shipments.

Intelligent Devices Group - Mobile Business Group (MBG)

MBG revenue increased by 10 percent from the same period last year to US$1,521 million. It has continued to expand its smartphone product portfolio and carrier ranging during the quarter. MBG’s product portfolio now carries attractive models across all price spectrums. It has been successful in driving a mix shift towards higher-end models and expanding average selling prices. The revenue contribution from 5G models improved 5 percentage points quarter-over-quarter to 13 percent. The average selling prices of MBG products increased 6 percent quarter-on-quarter and 19 percent year-on-year thanks to increased popularity of premium and flagship models. The MBG business accounted for 9 percent of the Group’s total revenue.

3

Despite challenges from the hike in logistics costs and industry-wide component shortages, MBG resumed profitability. Its pre-tax profit amounted to US$10 million for the period under review, up US$7 million yearon-year. The business will continue to drive profitable growth and win market share. MBG’s “5G for all” strategy, aiming to make 5G connectivity more accessible across all price segments, has been a success, as evidenced by its recent launches. The MBG business is planning more 5G launches across its franchise portfolio.

Data Center Group (DCG)

In the third fiscal quarter, DCG’s revenue increased by 2 percent year-on-year to a record US$1,634 million and contributed 9 percent of the Group’s total sales. The Group also narrowed its loss further by US$14 million year-on-year to a pre-tax loss of US$33 million. The DCG business continued to grow its services attach rate and upsell premier services. The strategic partnership with SAP to beef up TruScale solution, a scalable consumption-based services offering, is well positioned to benefit from an improved pipeline.

By segment, the CSP revenue grew 4 percent year-on-year during the quarter under review. The robust cloud demand and ongoing client diversification have led to double-digit sales growth across all regions except for China, where orders with better profitability are given higher regional priority. Therefore, revenue from its Enterprise and SMB (ESMB) segment increased by double-digits year-on-year, as the less profitable CSP orders were reduced. The ESMB business continued to drive success in four growth products: software defined infrastructure (SDI), storage, high-performance computing, and software and services. These product sales reached their highest level ever in the quarter under review, resulting in the highest revenue for ESMB segment in last three years. According to third-party research, Lenovo surpassed two competitors to become the second largest global supplier in entry storage. The DCG business group aims to scale up and enhance profitability to pursue long-term growth.

Outlook

Despite uncertainties since the outbreak of the COVID-19 pandemic, the Group has taken advantage of tailwind opportunities to drive earnings growth and furthered its business transformation. With regional economies including China on pace to expand and signs of a rebound in certain areas of enterprise spending, the Group will continue to capitalize on recovery-led opportunities. The business has also ratcheted up investments on service-led transformation which should bode well for long-term growth and profitability.

For its PCSD business, the Group will continue addressing opportunities emerging from structural changes in the sector. It will leverage its operational excellence and global franchise to meet strong segment demand, drive consistent premium-to-market growth, and maintain profitability leadership.

For its Mobile business, the Group will further push product innovation and accelerate 5G smartphone launches. It will also seek to enhance competitiveness in Latin America, North America, and Europe to grow at a premium to the sector and drive profitable growth.

In its DCG business, the Group aims to deliver premium-to-market growth and enhance profitability. In the ESMB segment, the Group will grow its high-margin services attach rate, upsell premier services and expand hybrid cloud solutions to drive a paradigm shift in computing with its edge-to-cloud solutions. For its CSP business, the Group’s recent design wins will attract new customers and expand its share with existing accounts. To achieve that the business will leverage its unique strengths in the global supply chain and worldwide reach and expand its product portfolio with advanced configuration and storage platforms. The business will also grow its in-house design and manufacturing capabilities to continue scale expansion.

Given a surge in market interest in its service capability since the outbreak of the pandemic, the Group has been building a strong pipeline of new orders for Attached Services, Managed Services which includes Device as a Service, and Complex Solutions.

4

Strategic Highlights

The Group continues to execute its strategy to be the leader and enabler of Intelligent Transformation. It has the vision of bringing smarter technology to all - through Smart Infrastructure, Smart Verticals, and Smart IoT. This “3S” strategy, in parallel with its customer-centric positioning, has led to structural growth in new businesses including Software and Services.

Smart Infrastructure provides the computing, storage, and networking power to support smart devices. The Group’s next-generation data center solutions in the hybrid cloud are based on the ThinkAgile platform, with strong growth coming from Smart City and data center project wins in China. The Group’s Smart Infrastructure revenue grew 5 percent year-on-year, representing a temporary deceleration as enterprise customers take time to reassess their business priorities and purchase decision amid COVID-19. The Group will continue to engage clients and expand the pipeline to resume its growth momentum.

Smart Verticals combine big data generated by smart devices and the computing power of smart infrastructure to provide more insights and improve processes for customers. The Group has expanded its footprint to win multiple projects across different industry verticals such as smart cities, smart education, and healthcare industries around the world. Its revenue grew by more than 54 percent year-on-year during the period under review.

The Group will continue to invest in Smart IoT , consisting of a network of many touchpoints for the connected world we live in. Specifically, the Group’s investments will accelerate in the area of edge computing, cloud, big data, and AI in vertical industries. This will strengthen the Group’s capability as a competitive end-to-end solution provider in the era of Intelligent Transformation. The Smart IoT business has delivered 44 percent year-on-year revenue growth. In particular, Attached and Managed Services has grown significantly thanks to its Device-as-a-Service project wins across worldwide markets.

New Organizational Structure for FY2021/22

Lenovo is also today announcing a new organizational structure designed to capitalize on the Group’s serviceled transformation growth opportunities. Effective April 1, 2021, Lenovo will bring together services and solutions teams and capabilities from across the company to form a dedicated organization - the new Solutions & Services Group (SSG) . SSG will further drive the company’s transformation by delivering incremental business across smart verticals, attached services, managed services and our “as a service” offerings including DaaS and Truscale™.

With this, Lenovo’s business will be structured into three main business groups aligned to the company’s 3S strategy of Smart IoT, Smart Infrastructure and Smart Verticals, namely IDG (Intelligent Devices Group) – focused on Smart IoT; ISG (Infrastructure Solutions Group , renamed from DCG, Data Center Group) – focused on Smart Infrastructure; and SSG – focused on Smart Verticals & Services. IDG will be led globally by Luca Rossi (currently SVP & President of PCSD in EMEA and Latin America). ISG will continue to be led globally by Kirk Skaugen . And the newly formed global Lenovo SSG will be led by Ken Wong (currently SVP & President of PCSD in Asia Pacific).

In addition, Lenovo’s sales organizations in markets around the world will split into a China GEO and an International Sales Organization , led respectively by Liu Jun (currently EVP & President of IDG in China) and Matt Zielinski (currently SVP & President of PCSD in North America), to drive greater synergies and efficiencies between business groups. All above five leaders will report directly to Yuanqing Yang and sit on the Lenovo Executive Committee (LEC).

Gianfranco Lanci , Lenovo’s Corporate President and COO has also announced his plans to retire from the company in September 2021. Until then, he will continue to serve in his role as President and Chief Operating Officer of Lenovo Group and be responsible for Lenovo’s global business operations across all of Business Groups and Sales.

5

FINANCIAL REVIEW

Results for the nine months ended December 31, 2020

9 months 9 months
ended ended
December 31,
2020
(unaudited)
US$ million
December 31,
2019
(unaudited)
US$ million
Year-on-year
change
Revenue 45,112 40,137 12%
Gross profit 7,080 6,496 9%
Gross profit margin 15.7% 16.2% (0.5) pts
Operating expenses (5,378) (5,223) 3%
Operating profit 1,702 1,273 34%
Other non-operating income/(expenses) – net (308) (333) (7)%
Profit before taxation 1,394 940 48%
Profit for the period 1,028 741 39%
Profit attributable to equity holders of the
Company
918 623 47%
Earnings per share attributable to equity
holders of the Company
Basic
US7.70 cents US5.22 cents US2.48 cents
Diluted US7.37 cents US5.01 cents US2.36 cents

For the nine months ended December 31, 2020, the Group achieved total sales of approximately US$45,112 million. Profit attributable to equity holders for the period surged by US$295 million to approximately US$918 million when compared to the corresponding period of last year. In the same reporting period, gross profit margin eroded 0.5 percentage points to 15.7 percent, mainly due to higher costs in freight and transportation; while basic and diluted earnings per share were US7.70 cents and US7.37 cents respectively, representing an increase of US2.48 cents and US2.36 cents.

Analysis of operating expenses by function for the nine months ended December 31, 2020 and 2019 is as follows:

Selling and distribution expenses
Administrative expenses
Research and development expenses
Other operating income/(expenses) – net
9 months
ended
December 31,
2020
US$’000
(2,221,362)
(2,163,584)
(1,037,203)
43,772
(5,378,377)
9 months
ended
December 31,
2019
US$’000
(2,357,394)
(1,804,407)
(988,575)
(72,681)
(5,223,057)

6

Operating expenses for the period increased by 3 percent as compared with the corresponding period of last year. Employee benefit costs increased by US$407 million mainly due to increase in bonus, sales commission, wages and salaries and recognition of severance costs of US$75 million, and the Group recorded an impairment loss of intangible assets related to patent and technology of US$53 million (2019/20: nil). Amortization of intangible assets increased by US$47 million with more investments in patent and technology and internal use software. On the other hand, the Group recorded a gain on disposal of non-core property assets of US$79 million (2019/20: nil), and a fair value gain from strategic investments amounting to US$232 million (2019/20: US$49 million), including a dilution gain on interest in an associate of US$31 million (2019/20: nil) and a gain on deemed disposal of subsidiaries of US$3 million (2019/20: nil), reflecting the change in value of the Group’s portfolio. The overall increase was also partially offset by the reduction in advertising and promotional expenses of US$151 million.

Key expenses by nature comprise:

Depreciation of property, plant and equipment
Depreciation of right-of-use assets
- prepaid lease payments
- leasehold land and buildings
Amortization of intangible assets
Impairment of intangible assets
Employee benefit costs, including
- long-term incentive awards
- severance and related costs
Rental expenses under operating leases
Net foreign exchange loss
Advertising and promotional expenses
Legal and professional fees
Information technology expenses
Gain/(loss) on disposal of property, plant and
equipment
Fair value gain on financial assets at fair value
through profit or loss
Fair value loss on a financial liability at fair value
through profit or loss
Dilution gain on interest in an associate
Gain on deemed disposal of subsidiaries
Gain on disposal of subsidiaries
Gain on disposal of interest in an associate
Others
9 months
ended
December 31,
2020
US$’000
(120,952)
(61,073)
(1,988)
(59,085)
(456,411)
(52,606)
(3,231,195)
(189,119)
(75,006)
(5,139)
(37,435)
(568,882)
(165,705)
(103,718)
71,964
197,279
(7,373)
31,374
2,964
1,064
-
(872,533)
(5,378,377)
9 months
ended
December 31,
2019
US$’000
(116,340)
(66,517)
(1,952)
(64,565)
(409,862)
-
(2,823,892)
(192,675)
-
(8,504)
(70,310)
(719,777)
(149,125)
(75,283)
(1,348)
49,435
(13,000)
-
-
12,844
3,922
(835,300)
(5,223,057)

Other non-operating income/(expenses) - net for the nine months ended December 31, 2020 and 2019 comprise:

Finance income
Finance costs
Share of losses of associates and joint ventures
9 months
ended
December 31,
2020
US$’000
24,573
(308,372)
(23,849)
(307,648)
9 months
ended
December 31,
2019
US$’000
37,843
(358,835)
(11,107)
(332,099)

Finance income mainly represents interest on bank deposits.

7

Finance costs for the period decreased by 14 percent as compared with the corresponding period of last year. The change is a combined effect of the decrease in interest on bank loans and overdrafts of US$34 million and factoring costs of US$53 million, partially offset by the increase in interest on notes of US$33 million. Share of losses of associates and joint ventures primarily represents operating losses arising from principal business activities of respective associates and joint ventures.

The Group adopts segments by business group as the reporting format. Segments by business group comprise IDG and DCG. Segment revenue and pre-tax income/(loss) for reportable segments are as follows:

IDG
DCG
Segment total
Unallocated:
Headquarters and corporate income/(expenses) - net
Depreciation and amortization
Impairment of intangible assets
Finance income
Finance costs
Share of losses of associates and joint ventures
Gain/(loss) on disposal of property, plant and
equipment
Fair value gain on financial assets at fair value
through profit or loss
Fair value loss on a financial liability at fair value
through profit or loss
Dilution gain on interest in an associate
Gain on deemed disposal of subsidiaries
Gain on disposal of interest in an associate
Dividend income
Consolidated profit before taxation
9 months ended
December 31, 2020
Revenue
from
external
customers
Pre-tax
income/
(loss)
US$’000
US$’000
40,387,424
2,255,903
4,724,784
(138,340)
45,112,208
2,117,563
(640,072)
(158,385)
(52,606)
13,954
(159,116)
(23,849)
70,424
197,279
(7,373)
31,374
2,964
-
1,784
1,393,941
9 months ended
December 31, 2020
Revenue
from
external
customers
Pre-tax
income/
(loss)
US$’000
US$’000
40,387,424
2,255,903
4,724,784
(138,340)
45,112,208
2,117,563
(640,072)
(158,385)
(52,606)
13,954
(159,116)
(23,849)
70,424
197,279
(7,373)
31,374
2,964
-
1,784
1,393,941
9 months ended
December 31, 2019
Revenue
from
external
customers
Pre-tax
income/
(loss)
US$’000
US$’000
35,849,817
1,835,835
4,287,161
(149,716)
40,136,978
1,686,119
(503,272)
(118,338)
-
19,526
(176,453)
(11,107)
(726)
49,435
(13,000)
-
-
3,922
4,303
940,409
9 months ended
December 31, 2019
Revenue
from
external
customers
Pre-tax
income/
(loss)
US$’000
US$’000
35,849,817
1,835,835
4,287,161
(149,716)
40,136,978
1,686,119
(503,272)
(118,338)
-
19,526
(176,453)
(11,107)
(726)
49,435
(13,000)
-
-
3,922
4,303
940,409
1,686,119
(503,272)
(118,338)
-
19,526
(176,453)
(11,107)
(726)
49,435
(13,000)
-
-
3,922
4,303
940,409

Headquarters and corporate income/(expenses) - net for the period comprise various expenses, after appropriate allocation to business groups, of US$640 million (2019/20: US$503 million) such as employee benefit costs, legal and professional fees, and research and technology expenses. The increase is mainly due to employee benefit costs rising by US$174 million as a result of recognition of severance costs of US$75 million and an increase in bonus accrual. Also, fair value gain on bonus warrants decreased by US$15 million as compared with the corresponding period of last year. There was a one-time charge associated with the execution of previously announced resource actions at the corporate level of US$48 million last year.

8

Third Quarter 2020/21 compared to Third Quarter 2019/20

3 months 3 months
ended ended
December 31,
2020
(unaudited)
US$ million
December 31,
2019
(unaudited)
US$ million
Year-on-year
change
Revenue 17,245 14,103 22%
Gross profit 2,786 2,265 23%
Gross profit margin 16.2% 16.1% 0.1 pts
Operating expenses (2,085) (1,777) 17%
Operating profit 701 488 44%
Other non-operating income/(expenses) – net (110) (98) 12%
Profit before taxation 591 390 52%
Profit for the period 431 305 41%
Profit attributable to equity holders of the
Company
395 258 53%
Earnings per share attributable to equity
holders of the Company
Basic
US3.31 cents US2.16 cents US1.15 cents
Diluted US3.08 cents US2.07 cents US1.01 cents

For the three months ended December 31, 2020, the Group achieved total sales of approximately US$17,245 million. Profit attributable to equity holders for the period increased by US$137 million to approximately US$395 million when compared to the corresponding period of last year. In the same reporting period, gross profit margin increased by 0.1 percentage points to 16.2 percent; while basic and diluted earnings per share were US3.31 cents and US3.08 cents respectively, representing an increase of US1.15 cents and US1.01 cents.

Further analyses of sales by segment are set out in Business Review and Outlook.

Analysis of operating expenses by function for the three months ended December 31, 2020 and 2019 is as follows:

3 months 3 months
ended ended
December 31, December 31,
2020 2019
US$’000 US$’000
Selling and distribution expenses
Administrative expenses
Research and development expenses
Other operating income/(expenses) – net
(863,021)
(859,267)
(398,102)
35,492
(816,261)
(609,157)
(341,232)
(9,863)
(2,084,898) (1,776,513)

9

Operating expenses for the period increased by 17 percent as compared with the corresponding period of last year. Employee benefit costs increased by US$261 million mainly due to increase in bonus, sales commission, wages and salaries. On the other hand, the Group recorded a fair value gain from strategic investments amounting to US$67 million (2019/20: US$50 million) including a gain on deemed disposal of subsidiaries of US$3 million (2019/20: nil), reflecting the change in value of the Group’s portfolio. The increase in operating expenses also reflected an increase in advertising and promotional expenses of US$22 million.

Key expenses by nature comprise:

Depreciation of property, plant and equipment
Depreciation of right-of-use assets
- prepaid lease payments
- leasehold land and buildings
Amortization of intangible assets
Employee benefit costs, including
- long-term incentive awards
Rental expenses under operating leases
Net foreign exchange loss
Advertising and promotional expenses
Legal and professional fees
Information technology expenses
Gain/(loss) on disposal of property, plant and
equipment
Fair value gain on financial assets at fair value
through profit or loss
Fair value loss on a financial liability at fair value
through profit or loss
Gain on deemed disposal of subsidiaries
Gain on disposal of interest in an associate
Others
3 months
ended
December 31,
2020
US$’000
(39,211)
(21,996)
(686)
(21,310)
(155,063)
(1,204,121)
(61,367)
(2,048)
(4,566)
(270,052)
(55,390)
(48,706)
1,092
64,359
(5,600)
2,964
-
(346,560)

(2,084,898)
3 months
ended
December 31,
2019
US$’000
(37,786)
(24,292)
(646)
(23,646)
(150,290)
(942,865)
(68,978)
(2,748)
(21,859)
(247,555)
(62,510)
(31,484)
(642)
49,543
(10,000)
-
3,922
(297,947)

(1,776,513)

Other non-operating income/(expenses) - net for the three months ended December 31, 2020 and 2019 comprise:

Finance income
Finance costs

Share of losses of associates and joint ventures
3 months
ended
December 31,
2020
US$’000
7,240
(109,923)
(7,046)
(109,729)
3 months
ended
December 31,
2019
US$’000
13,369
(107,595)
(3,659)
(97,885)

Finance income mainly represents interest on bank deposits.

Finance costs for the period increased by 2 percent as compared with the corresponding period of last year. The change is a combined effect of the increase in interest on notes of US$21 million, partially offset by the decrease in interest on bank loans and overdrafts of US$11 million and factoring costs of US$9 million.

Share of losses of associates and joint ventures primarily represents operating losses arising from principal business activities of respective associates and joint ventures.

10

The Group adopts segments by business group as the reporting format. Segments by business group comprise IDG and DCG. Segment revenue and pre-tax income/(loss) for reportable segments are as follows:

3 months ended 3 months ended 3 months ended 3 months ended
December 31, 2020 December 31, 2019
Revenue Revenue
from Pre-tax from Pre-tax
external income/ external income/
customers (loss) customers (loss)
US$’000 US$’000 US$’000 US$’000
IDG 15,611,168 934,955 12,502,275 687,050
DCG 1,634,275 (32,710) 1,600,561 (46,546)
Segment total 17,245,443 902,245 14,102,836 640,504
Unallocated:
Headquarters and corporate income/(expenses) - net (259,905) (228,559)
Depreciation and amortization (55,765) (41,506)
Finance income 3,380 6,585
Finance costs (57,985) (28,369)
Share of losses of associates and joint ventures (7,046) (3,659)
Gain/(loss) on disposal of property, plant and
equipment 3,318 (146)
Fair value gain on financial assets at fair value
through profit or loss 64,359 49,543
Fair valuelosson a financial liability at fair value
through profit or loss (5,600) (10,000)
Gain on disposal of interest in an associate - 3,922
Gain on deemed disposal of subsidiaries 2,964 -
Dividend income 1,513 1,913
Consolidated profit before taxation 591,478 390,228

Headquarters and corporate income/(expenses) - net for the period comprise various expenses, after appropriate allocation to business groups, of US$260 million (2019/20: US$229 million) such as employee benefit costs, legal and professional fees, and research and technology expenses. The increase is mainly due to employee benefit cost rising by US$86 million as a result of an increase in bonus accrual. Also, there was a one-time charge associated with the execution of previously announced resource actions at the corporate level of US$40 million last year.

11

Capital Expenditure

The Group incurred capital expenditure of US$564 million (2019/20: US$701 million) during the nine months ended December 31, 2020, mainly for the acquisition of property, plant and equipment, additions to construction-in-progress and intangible assets. The higher capital expenditure incurred in the corresponding period of last year was mainly attributable to more investments in patent and technology particularly on cloud technology and internal use software.

Liquidity and Financial Resources

At December 31, 2020, total assets of the Group amounted to US$38,645 million (March 31, 2020: US$32,128 million), which were financed by equity attributable to owners of the Company of US$3,887 million (March 31, 2020: US$3,197 million), other non-controlling interests (net of put option written on non-controlling interests) of US$24 million (March 31, 2020: negative balance of US$132 million), (March 31, 2020: perpetual securities of US$994 million) and total liabilities of US$34,734 million (March 31, 2020: US$28,069 million). At December 31, 2020, the current ratio of the Group was 0.90 (March 31, 2020: 0.81).

At December 31, 2020, bank deposits and cash and cash equivalents totalling US$4,091 million (March 31, 2020: US$3,617 million) analyzed by major currency are as follows:

December 31, 2020 March 31, 2020
% %
US dollar 35.9 35.3
Renminbi 34.0 25.4
Japanese Yen 6.5 10.3
Euro 3.8 7.8
Great British Pound 0.3 4.2
Other currencies 19.5 17.0
Total 100.0 100.0

The Group adopts a conservative policy to invest the surplus cash generated from operations. At December 31, 2020, 92.0 (March 31, 2020: 85.6) percent of cash are bank deposits, and 8.0 (March 31, 2020: 14.4) percent are investments in liquid money market funds of investment grade.

Although the Group has consistently maintained a very liquid position, banking facilities have nevertheless been put in place to meet inter-quarter funding requirements and the Group has entered into factoring arrangements in the ordinary course of business for liquidity.

The Group has the following banking facilities:

Utilized amount at
Type Date of agreement Principal amount Term December 31, 2020 March 31, 2020
US$ million US$ million US$ million
Loan facility May 26, 2015 300 5 years N/A 300
Revolving loan
facility March 28, 2018 1,500 5 years 445 1,500
Loan facility May 12, 2020 300 5 years 160 N/A
Revolving loan
facility May 14, 2020 200 5 years

- N/A

12

Notes, convertible bonds and convertible preferred shares issued by the Group and outstanding as at December 31, 2020 are as follows:

Interest rate /
Principal dividend per
Issue date amount Term annum
Due date
Use of proceeds
2022 Notes March 16, 2017 US$337 million 5 years 3.875% March 2022 For
repayment
of
the
outstanding amount under the
promissory notes issued to
Google
Inc. and general
corporate purposes
2023 Notes March 29, 2018 US$687 million 5 years 4.75% March 2023 For repayment of previous
Notes and general corporate
purposes
Convertible bonds January 24, 2019 US$675 million 5 years 3.375% January 2024 For repayment of previous
(Note) Notes and general corporate
purposes
Convertible June 21, 2019 US$280 million N/A 4% N/A For general corporate funding
preferred shares and capital expenditure
2025 Notes April 24, 2020 US$1 billion 5 years 5.875% April 2025 For repayment of previous
and May 12, 2020 Notes and general corporate
purposes
2030 Notes November 2, 2020 US$1 billion 10 years 3.421% November 2030 For repurchase of perpetual
securities and previous Notes

Note: Please refer to Note 12(c) to the Financial Information for details.

The Group has also arranged other short-term credit facilities as follows:

Total available amount at Drawn down amount at Drawn down amount at
Credit facilities December 31, 2020 March 31, 2020 December 31, 2020 March 31, 2020
US$ million US$ million US$ million US$ million
Trade lines 2,362 2,547 1,841 2,047
Short-term money market
facilities 1,020 1,034 45 334
Forward foreign exchange
contracts 12,163 9,278 12,095 9,222

Net debt position and gearing ratio of the Group as at December 31 and March 31, 2020 are as follows:

December 31, 2020 March 31, 2020
US$ million US$ million
Bank deposits and cash and cash equivalents 4,091 3,617
Borrowings
- Short-term loans 639 2,125
- Long-term loan 2 3
- Notes 3,010 1,807
- Convertible bonds 620 607
- Convertible preferred shares 297 318
Net debt position (477) (1,243)
Total equity 3,911 4,059
Gearing ratio (Borrowings divided by total equity) 1.17 1.20

The Group is confident that the facilities on hand can meet the funding requirements of the Group’s operations and business development. The Group is in full compliance with all the banking covenants.

13

The Group adopts a consistent hedging policy for business transactions to reduce the risk of currency fluctuation arising from daily operations. At December 31, 2020, the Group had commitments in respect of outstanding forward foreign exchange contracts amounting to US$12,095 million (March 31, 2020: US$9,222 million). The Group’s forward foreign exchange contracts are either used to hedge a percentage of future transactions which are highly probable, or used as fair value hedges for identified assets and liabilities.

Contingent Liabilities

The Group, in the ordinary course of its business, is involved in various claims, suits, investigations, and legal proceedings that arise from time to time. Although the Group does not expect that the outcome in any of these legal proceedings, individually or collectively, will have a material adverse effect on its financial position or results of operations, litigation is inherently unpredictable. Therefore, the Group could incur judgments or enter into settlements of claims that could adversely affect its operating results or cash flows in a particular period.

14

FINANCIAL INFORMATION

CONSOLIDATED INCOME STATEMENT

Note
Revenue
2
Cost of sales
Gross profit
Selling and distribution expenses
Administrative expenses
Research and development expenses
Other operating income/(expenses) - net
Operating profit
3
Finance income
4(a)
Finance costs
4(b)
Share of losses of associates and joint ventures
Profit before taxation
Taxation
5
Profit for the period
Profit attributable to:
Equity holders of the Company
Perpetual securities holders
Other non-controlling interests
Earnings per share attributable to equity holders
of the Company
Basic
6(a)
Diluted
6(b)
Dividend
3 months ended
December 31,
2020
(unaudited)
US$’000
17,245,443
(14,459,338)
2,786,105
(863,021)
(859,267)
(398,102)
35,492
701,207
7,240
(109,923)
(7,046)
591,478
(160,043)
431,435
395,063
5,652
30,720
431,435
US3.31 cents
US3.08 cents
9 months ended
December 31,
2020
(unaudited)
US$’000
45,112,208
(38,032,242)
7,079,966
(2,221,362)
(2,163,584)
(1,037,203)
43,772
1,701,589
24,573
(308,372)
(23,849)
1,393,941
(366,145)
1,027,796
918,080
32,532
77,184
1,027,796
US7.70 cents
US7.37 cents
102,298
3 months ended
December 31,
2019
(unaudited)
US$’000
14,102,836
(11,838,210)
2,264,626
(816,261)
(609,157)
(341,232)
(9,863)
488,113
13,369
(107,595)
(3,659)
390,228
(84,729)
305,499
258,117
13,440
33,942
305,499
US2.16 cents
US2.07 cents
9 months ended
December 31,
2019
(unaudited)
US$’000
40,136,978
(33,641,413)
6,495,565
(2,357,394)
(1,804,407)
(988,575)
(72,681)
1,272,508
37,843
(358,835)
(11,107)
940,409
(199,329)
741,080
622,538
40,320
78,222
741,080
US5.22 cents
US5.01 cents
96,640

15

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Profit for the period
Other comprehensive income/(loss):
Items that will not be reclassified to profit or loss
Remeasurements of post-employment benefit
obligations, net of taxes
Fair value change on financial assets at fair value
through other comprehensive income, net of taxes
Items that have been reclassified or may be
subsequently reclassified to profit or loss
Fair value change on cash flow hedges from foreign
exchange forward contracts, net of taxes
- Fair value (loss)/gain, net of taxes
- Reclassified to consolidated income statement
Currency translation differences
Other comprehensive income/(loss) for the period
Total comprehensive income for the period
Total comprehensive income attributable to:
Equity holders of the Company
Perpetual securities holders
Other non-controlling interests
3 months ended
December 31,
2020
(unaudited)
US$’000
431,435
14,462
1,384
(180,525)
98,921
238,389
172,631
604,066
561,293
5,652
37,121
604,066
9 months ended
December 31,
2020
(unaudited)
US$’000
1,027,796
14,489
(5,722)
(385,848)
241,540
367,588
232,047
1,259,843
1,137,797
32,532
89,514
1,259,843
3 months ended
December 31,
2019
(unaudited)
US$’000
305,499
(15,016)
1,474
(77,507)
(11,741)
119,978
17,188
322,687
276,209
13,440
33,038
322,687
9 months ended
December 31,
2019
(unaudited)
US$’000
741,080
(14,636)
(1,984)
20,104
(76,629)
(120,541)
(193,686)
547,394
426,044
40,320
81,030
547,394

16

CONSOLIDATED BALANCE SHEET

Note
Non-current assets
Property, plant and equipment
Right-of-use assets
Construction-in-progress
Intangible assets
Interests in associates and joint ventures
Deferred income tax assets
Financial assets at fair value through profit or loss
Financial assets at fair value through other
comprehensive income
Other non-current assets
Current assets
Inventories
7
Trade receivables
8(a)
Notes receivable
Derivative financial assets
Deposits, prepayments and other receivables
9
Income tax recoverable
Bank deposits
Cash and cash equivalents
Total assets
December 31, 2020
(unaudited)
US$’000
1,530,006
812,262
223,475
8,152,074
73,854
2,279,006
780,060
85,286
258,589
14,194,612
5,785,801
9,279,392
47,574
23,021
4,976,455
247,047
51,086
4,040,149

24,450,525
38,645,137
March 31, 2020
(audited)
US$’000
1,398,440
812,235
304,241
7,984,582
60,307
2,059,582
494,807
56,136
224,396
13,394,726
4,946,914
6,263,012
11,529
138,813
3,559,239
196,464
66,480
3,550,990
18,733,441
32,128,167

17

CONSOLIDATED BALANCE SHEET (CONTINUED)


Note
Share capital
13
Reserves
Equity attributable to owners of the Company
Perpetual securities
14
Other non-controlling interests
Put option written on non-controlling interests
11(b)
Total equity
Non-current liabilities
Borrowings
12
Warranty provision
10(b)
Deferred revenue
Retirement benefit obligations
Deferred income tax liabilities
Other non-current liabilities
11
Current liabilities
Trade payables
8(b)
Notes payable
Derivative financial liabilities
Other payables and accruals
10(a)
Provisions
10(b)
Deferred revenue
Income tax payable
Borrowings
12
Total liabilities
Total equity and liabilities
December 31, 2020
(unaudited)
US$’000
3,203,913
682,850
3,886,763
-
790,466
(766,238)
3,910,991
3,928,492
274,362
1,156,816
474,839
377,602
1,401,330
7,613,441
9,967,953
1,247,610
125,031
12,775,499
883,948
1,057,656
423,922
639,086
27,120,705
34,734,146
38,645,137
March 31, 2020
(audited)
US$’000
3,185,923
11,619
3,197,542
993,670
634,321
(766,238)
4,059,295
1,564,619
258,840
864,805
458,386
342,805
1,321,296
4,810,751
7,509,724
1,458,645
73,784
9,025,643
718,771
819,199
357,375
3,294,980
23,258,121
28,068,872
32,128,167

18

CONSOLIDATED CASH FLOW STATEMENT

ONSOLIDATED CASH FLOW STATEMENT
Note
Cash flows from operating activities
Net cash generated from operations
15
Interest paid
Tax paid
Net cash generated from operating activities
Cash flows from investing activities
Purchase of property, plant and equipment
Sale of property, plant and equipment
Acquisition of subsidiaries, net of cash acquired
Disposal of subsidiaries, net of cash disposed
Interest acquired in associates and a joint venture
Payment for construction-in-progress
Payment for intangible assets
Purchase of financial assets at fair value through profit or loss
Purchase of financial assets at fair value through other
comprehensive income
Loan to a joint venture
Net proceeds from sale of financial assets at fair value
through profit or loss
Net proceeds from sale of a financial asset at fair value
through other comprehensive income
Payment of contingent consideration
Decrease in bank deposits
Dividends received
Interest received
Net cash used in investing activities
Cash flows from financing activities
Issue of warrant shares
Capital contribution from other non-controlling interests
Contribution to employee share trusts
Issue of convertible preferred shares
Issue of notes
Issuing costs of notes
Repayment of notes
Principal elements of lease payments
Dividends paid
Dividends paid to other non-controlling interests
Distribution to perpetual securities holders
Dividends paid to convertible preferred shares holders
Repurchase of convertible preferred shares
Proceeds from borrowings
Repayments of borrowings
Repurchase of perpetual securities
Net cash used in financing activities
Increase in cash and cash equivalents
Effect of foreign exchange rate changes
Cash and cash equivalents at the beginning of the period
Cash and cash equivalents at the end of the period
9 months ended
December 31, 2020
(unaudited)
US$’000
3,757,936
(230,493)
(476,047)
3,051,396
(191,476)
36,883
(5,049)
(6,977)
(3,582)
(269,693)
(103,057)
(160,522)
(29,556)
-
111,753
493
(117,390)
15,394
1,897
24,573
(696,309)
9 months ended
December 31, 2019
(unaudited)
US$’000
2,432,768

(353,870)
(300,611)
1,778,287

(178,068)
12,291

-

(18,155)

(1,616)

(305,674)

(217,070)

(47,107)

-
(72,603)
56,843
2,803
-
5,131
6,206
37,843
(719,176)
-
61,696

(86,684)
300,000
-
-

(786,244)

(98,590)

(431,148)

(4,620)

(26,880)

-

-
3,046,800

(2,143,800)
-
(169,470)
17,990
70,195
(162,669)
-
2,003,500
(14,383)
(791,555)
(93,533)
(434,397)
(5,156)
(34,772)
(11,600)
(16,575)
2,813,016
(4,298,242)
(1,045,320)
(2,003,501)
351,586
137,573
3,550,990
4,040,149
889,641
(31,576)
2,662,854
3,520,919

19

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

At April 1, 2020
Profit for the period
Other comprehensive (loss)/income
Total comprehensive (loss)/income for the period
Transfer to statutory reserve
Transfer of investment revaluation reserve upon disposal of
financial assets at fair value through other comprehensive
income to retained earnings
Repurchase of perpetual securities
Issue of warrant shares
Vesting of shares under long-term incentive program
Deferred tax in relation to long-term incentive program
Acquisition of subsidiaries
Disposal and deemed disposal of subsidiaries
Settlement of bonus through long-term incentive program
Share-based compensation
Contribution to employee share trusts
Dividends paid
Dividend paid to other non-controlling interests
Capital contribution from other non-controlling interests
Change of ownership of subsidiaries without loss of control
Distribution to perpetual securities holders
At December 31, 2020
At April 1, 2019
Profit for the period
Other comprehen siv e (loss)/inco me
Total comprehen siv e (loss)/inco me for the period
Transfer to statutory reserve
Transfer of investment revaluation reserve upon disposal of
financial assets at fair value through other compreh ensiv e
income to retained earnings
Vesting of shares under long-term incentive program
Deferred tax in relation to long-term incentive program
Disposal of subsidiaries
Share-based compensation
Contribution to employee share trusts
Dividends paid
Dividends paid to other non-controllin g interests
Capital contribution from other non-controllin g interests
Change of ownership of subsidiaries without loss of control
Distribution to perpetual securities holders
At December 31, 2019
Attributable to equity holders of the Company
Share capital
Investment
revaluation
reserve
Employee
share trusts
Share-based
compensation
reserve
Hedging
reserve
Exchange
reserve
Other
reserve
Retained
earnings
Perpetual
securities
Other non-
controlling
interests
Put option
written on
non-
controlling
interests
Total
(unaudited)
(unaudited)
(unaudited)
(unaudited)
(unaudited)
(unaudited)
(unaudited)
(unaudited)
(unaudited)
(unaudited)
(unaudited)
(unaudited)
US$’000
US$’000
US$’000
US$’000
US$’000
US$’000
US$’000
US$’000
US$’000
US$’000
US$’000
US$’000
3,185,923
(48,716)
(101,467)
287,574
58,489
(1,799,017)
176,642
1,438,114
993,670
634,321
(766,238)
4,059,295







918,080
32,532
77,184

1,027,796

(5,722)


(144,308)
355,258

14,489

12,330

232,047

(5,722)


(144,308)
355,258

932,569
32,532
89,514

1,259,843






8,890
(8,890)





1,728





(1,728)










(53,890)

(991,430)


(1,045,320)
17,990










17,990


187,628
(247,158)







(59,530)



21,265







21,265









2,113

2,113





437
(1,819)


261

(1,121)



34,444







34,444



189,119







189,119


(162,669)








(162,669)







(434,397)



(434,397)









(5,156)

(5,156)









69,887

69,887






474


(474)










(34,772)


(34,772)
3,203,913
(52,710)
(76,508)
285,244
(85,819)
(1,443,322)
130,297
1,925,668

790,466
(766,238)
3,910,991
3,185,923
(36,095)
(140,209)
311,540
23,240
(1,371,932)
163,241
1,260,745
993,670
473,178
(766,238)
4,097,063







622,538
40,320
78,222

741,080

(1,984)


(56,525)
(123,349)

(14,636)

2,808

(193,686)

(1,984)


(56,525)
(123,349)

607,902
40,320
81,030

547,394






11,995
(11,995)





(1,696)





1,696






181,424
(242,631)







(61,207)



(7,048)







(7,048)






(267)




(267)



192,675







192,675


(86,684)








(86,684)







(431,148)



(431,148)









(4,620)

(4,620)









76,019

76,019






1,673


(1,673)










(26,880)


(26,880)
3,185,923
(39,775)
(45,469)
254,536
(33,285)
(1,495,281)
176,642
1,427,200
1,007,110
623,934
(766,238)
4,295,297

20

Notes

1 General information and basis of preparation

The financial information relating to the year ended March 31, 2020 included in the FY2020/21 third quarter results announcement as comparative information does not constitute the Company’s statutory annual consolidated financial statements for that year but is derived from those financial statements. Further information relating to these statutory financial statements required to be disclosed in accordance with section 436 of the Hong Kong Companies Ordinance is as follows:

The Company has delivered the consolidated financial statements for the year ended March 31, 2020 to the Registrar of Companies as required by section 662(3) of, and Part 3 of Schedule 6 to, the Hong Kong Companies Ordinance.

The Company’s auditor has reported on those consolidated financial statements of the Group. The auditor’s report was unqualified; did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying its report; and did not contain a statement under sections 406(2), 407(2) or (3) of the Hong Kong Companies Ordinance.

Basis of preparation

The financial information presented above and notes thereto are extracted from the Group’s consolidated financial statements and presented in accordance with Appendix 16 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.

The Board is responsible for the preparation of the Group’s consolidated financial statements. The consolidated financial statements have been prepared in accordance with Hong Kong Financial Reporting Standards. The consolidated financial statements have been prepared under the historical cost convention except that certain financial assets and financial liabilities are stated at fair values.

The accounting policies adopted are consistent with those of the previous financial year. The Group has reclassified right-of-use assets related to leasehold land and buildings, which was previously classified as “property, plant and equipment”, and “prepaid lease payments” to “right-of-use assets” in the consolidated balance sheet.

The below amended standards became applicable for the current reporting period. The Group did not have to change its accounting policies or make retrospective adjustments as a result of adopting these amended standards.

  • Amendments to HKFRS 3, Definition of a business

  • Amendments to HKAS 1 and HKAS 8, Definition of material

  • Amendments to HKFRS 9, HKAS 39 and HKFRS 7, Interest rate benchmark reform

21

New amendments to existing standards not yet effective

The following new amendments to existing standards, which are considered appropriate and relevant to the Group’s operations, have been issued but are not effective for the year ending March 31, 2021 and have not been early adopted:

Effective for annual periods
beginning on or after
Amendments to HKFRS 16, COVID-19-Related rent
concessions June 1, 2020
Amendments to HKFRS 9, HKAS 39, HKFRS 7, HKFRS 4 and
HKFRS 16, Interest Rate Benchmark Reform – Phase 2 January 1, 2021
Amendments to HKAS 37, Onerous contracts – Cost of
fulfilling a contract January 1, 2022
Annual improvements to HKFRS Standards 2018-2020 Cycle January 1, 2022
Amendments to HKAS 16, Property, plant and equipment:
Proceeds before Intended Use January 1, 2022
Amendments to HKFRS 3, Reference to the conceptual
framework January 1, 2022
Amendments to HKAS 1, Classification of liabilities as current
or non-current January 1, 2023
Amendments to HKFRS 10 and HKAS 28, Consolidated
financial statements and investments in associates Date to be determined

The Group is in the process of assessing what the impact of these developments is expected to be in the period of initial application. So far it has concluded that their adoption is unlikely to have a significant impact on the consolidated financial statements of the Group.

2 Segment information

Management has determined the operating segments based on the reports reviewed by the Lenovo Executive Committee (“LEC”), the chief operating decision-maker, that are used to make strategic decisions. Segments by business group comprise IDG and DCG.

The LEC assesses the performance of the operating segments based on a measure of pre-tax income/(loss). This measurement basis excludes the effects of non-recurring expenses such as restructuring costs from the operating segments. The measurement basis also excludes the effects of certain income and expenses such as fair value change of financial instruments and disposal gain/(loss) of fixed assets that are from activities driven by headquarters and centralized functions. Certain finance income and costs are not allocated to segments when these types of activities are driven by the central treasury function which manages the cash position of the Group.

Supplementary information on segment assets and liabilities presented below is primarily based on the business group of the entities or operations which carry the assets and liabilities, except for entities performing centralized functions for the Group the assets and liabilities of which are not allocated to any segment.

22

(a) Segment revenue and pre-tax income/(loss) for reportable segments

9 months ended 9 months ended 9 months ended 9 months ended
December 31, 2020 December 31, 2019
Revenue Revenue
from Pre-tax from Pre-tax
external income/ external income/
customers (loss) customers (loss)
US$’000 US$’000 US$’000 US$’000
IDG 40,387,424 2,255,903 35,849,817 1,835,835
DCG 4,724,784 (138,340)
4,287,161
(149,716)
Segment total 45,112,208 2,117,563 40,136,978 1,686,119
Unallocated:
Headquarters and corporate income
/(expenses) - net (640,072) (503,272)
Depreciation and amortization (158,385) (118,338)
Impairment of intangible assets (52,606) -
Finance income 13,954 19,526
Finance costs (159,116) (176,453)
Share of losses of associates and joint ventures (23,849) (11,107)
Gain/(loss) on disposal of property, plant and
equipment 70,424 (726)
Fair value gain on financial assets at fair value
through profit or loss 197,279 49,435
Fair value loss on a financial liability at fair
value through profit or loss (7,373) (13,000)
Dilution gain on interest in an associate 31,374 -
Gain on deemed disposal of subsidiaries 2,964 -
Gain on disposal of interest in an associate - 3,922
Dividend income 1,784 4,303
Consolidated profit before taxation 1,393,941 940,409
(b) Segment assets for reportable segments
December 31, 2020
March 31, 2020
US$’000 US$’000
IDG 25,062,258 20,045,317
DCG 4,788,714 4,656,685
Segment assets for reportable segments 29,850,972 24,702,002
Unallocated:
Deferred income tax assets 2,279,006 2,059,582
Financial assets at fair value through profit or loss 780,060 494,807
Financial assets at fair value through other
comprehensive income 85,286 56,136
Derivative financial assets 23,021 138,813
Interests in associates and joint ventures 73,854 60,307
Bank deposits and cash and cash equivalents 4,091,235 3,617,470
Unallocated deposits, prepayments and other
receivables 687,617 379,429
Income tax recoverable 247,047 196,464
Other unallocated assets 527,039 423,157
Total assets per consolidated balance sheet 38,645,137 32,128,167

23

(c) Segment liabilities for reportable segments

IDG
DCG
Segment liabilities for reportable segments
Unallocated:
Deferred income tax liabilities
Derivative financial liabilities
Borrowings
Unallocated other payables and accruals
Unallocated other non-current liabilities
Income tax payable
Total liabilities per consolidated balance sheet
December 31, 2020
US$’000
26,462,927
1,861,861
28,324,788
377,602
125,031
4,567,578
887,707
27,518
423,922
34,734,146
March 31, 2020
US$’000
20,271,781
1,666,557
21,938,338
342,805
73,784
4,859,599
470,200
26,771
357,375
28,068,872

(d) Analysis of revenue by geography

China
AP
EMEA
AG
9 months ended
December 31,
2020
US$’000
10,873,643
8,849,205
11,512,931
13,876,429
45,112,208
9 months ended
December 31,
2019
US$’000
8,854,350
8,965,759
9,478,596
12,838,273
40,136,978
  • (e) Analysis of revenue by timing of revenue recognition
Point in time
Over time
9 months ended
December 31,
2020
US$’000
43,929,146
1,183,062
45,112,208
9 months ended
December 31,
2019
US$’000
39,177,055
959,923
40,136,978

24

(f) Other segment information

IDG DCG Total
2020 2019 2020 2019 2020 2019
US$’000 US$’000 US$’000 US$’000 US$’000 US$’000
For the nine months ended December 31
Depreciation and amortization 422,306 408,696 184,746 176,234 607,052 584,930
Finance income 9,734 15,863 885 2,454 10,619 18,317
Finance costs 114,280 168,469 34,976 13,913 149,256 182,382
Additions to non-current assets (Note) 496,279 612,731 133,540 208,929 629,819 821,660

Note: Excluding other non-current assets and including non-current assets acquired through acquisition of subsidiaries.

(g) Included in segment assets for reportable segments are goodwill and trademarks and trade names with indefinite useful lives with an aggregate amount of US$6,233 million (March 31, 2020: US$5,983 million). The carrying amounts of goodwill and trademarks and trade names with indefinite useful lives are presented below:

At December 31, 2020

Mature Emerging
China AP EMEA AG Market Market Total
US$ million US$ million US$ million US$ million US$ million US$ million US$ million
Goodwill
- PCSD 1,089 726 245 302 - - 2,362
- MBG - - - - 678 804 1,482
- DCG 499 166 104 345 - - 1,114
Trademarks and trade names
- PCSD 209 59 110 67 - - 445
- MBG - - - - 197 263 460
- DCG 162 54 31 123 - - 370

At March 31, 2020

Mature Emerging
China AP EMEA AG Market Market Total
US$ million US$ million US$ million US$ million US$ million US$ million US$ million
Goodwill
- PCSD 1,002 686 215 297 - - 2,200
- MBG - - - - 666 799 1,465
- DCG 471 159 77 343 - - 1,050
Trademarks and trade names
- PCSD 209 59 103 67 - - 438
- MBG - - - - 197 263 460
- DCG 162 54 31 123 - - 370

The directors are of the view that there was no impairment of goodwill and trademarks and trade names based on impairment tests performed as at December 31, 2020 (March 31, 2020: Nil).

25

3 Operating profit

Operating profit is stated after charging/(crediting) the following:

3 months ended 9 months ended 3 months ended 9 months ended
December 31, December 31, December 31, December 31,
2020 2020 2019 2019
US$’000 US$’000 US$’000 US$’000
Depreciation of property, plant and
equipment 73,938 221,555 69,309 205,845
Depreciation of right-of-use assets 25,771 71,734 26,757 77,167
- prepaid lease payments 717 2,076 674 2,039
- leasehold land and buildings 25,054 69,658 26,083 75,128
Amortization of intangible assets 160,299 472,148 155,183 420,256
Impairment of intangible assets - 52,606 - -
Employee benefit costs, including 1,406,168 3,778,337 1,108,987 3,271,969
- long-term incentive awards 61,367 189,119 68,978 192,675
- severance and other related costs - 75,006 - -
Rental expenses under operating leases 3,467 10,145 3,396 11,435
(Gain)/loss on disposal of property,
plant and equipment (1,092) (71,964) 642 1,348
Loss on disposal of intangible assets 1,091 1,541 50 1,066
Fair value gain on financial assets at fair
value through profit or loss (64,359) (197,279) (49,543) (49,435)
Fair value loss on a financial liability at
fair value through profit or loss 5,600 7,373 10,000 13,000
Dilution gain on interest in an associate - (31,374) - -
Gain on deemed disposal of subsidiaries (2,964) (2,964) - -
Gain on disposal of subsidiaries - (1,064) - (12,844)
Gain on disposal of interest in an
associate - - (3,922) (3,922)

4 Finance income and costs

(a) Finance income

3 months ended
December 31,
2020
US$’000
Interest on bank deposits
7,240
Interest on money market funds
-
7,240
9 months ended
December 31,
2020


US$’000
22,797
1,776
24,573
3 months ended
December 31,
2019
9 months ended
December 31,
2019
US$’000
US$’000
11,694 31,463
1,675 6,380
13,36937,843
3 months ended
December 31,
2019
9 months ended
December 31,
2019
US$’000
US$’000
11,694 31,463
1,675 6,380
13,36937,843
37,843

(b) Finance costs

Interest on bank loans and
overdrafts
Interest on convertible bonds
Interest on notes
Interest on lease liabilities
Factoring costs
Interest on contingent
considerations and written put
option liabilities
Others
3 months ended
December 31,
2020
9 months ended
December 31,
2020
US$’000
US$’000
9,704
34,216
10,017
29,931
42,797
101,590
4,087
13,138
34,828
105,653
6,830
19,653
1,660
4,191
109,923
308,372
3 months ended
December 31,
2019
US$’000
20,321
9,898
21,785
4,534
44,202
6,636
219
107,595
9 months ended
December 31,
2019
US$’000
67,933
29,618
68,993
12,496
158,353
19,900
1,542
358,835

26

5 Taxation

The amount of taxation in the consolidated income statement represents:

Current tax
Hong Kong S.A.R. of China profits
tax
Taxation outside Hong Kong S.A.R.
of China
Deferred tax
Credit for the period
3 months ended
December 31,
2020
US$’000
38,702
177,519
(56,178)
160,043
9 months ended
December 31,
2020
US$’000
66,404
430,469
(130,728)
366,145
3 months ended
December 31,
2019
US$’000
26,351
128,973

(70,595)
84,729
9 months ended
December 31,
2019
US$’000
57,335
333,332
(191,338)
199,329

Hong Kong S.A.R. of China profits tax has been provided for at the rate of 16.5% (2019/20: 16.5%) on the estimated assessable profit for the period. Taxation outside Hong Kong S.A.R. of China represents income and irrecoverable withholding taxes of subsidiaries operating in the Chinese Mainland and overseas, calculated at rates applicable in the respective jurisdictions.

6 Earnings per share

(a) Basic

Basic earnings per share is calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the period after adjusting shares held by employee share trusts for the purposes of awarding shares to eligible employees under the long term incentive program.

Weighted average number of
ordinary shares in issue
Adjustment for shares held
by employee share trusts
Weighted average number of
ordinary shares in issue for
calculation of basic
earnings per share
Profit attributable to equity
holders of the Company
used to determine basic
earnings per share
3 months ended
December 31,
2020
12,027,956,071
(84,672,136)
11,943,283,935
US$’000
395,063
9 months ended
December 31,
2020
12,019,195,723
(100,104,164)
11,919,091,559
US$’000
918,080
3 months ended
December 31,
2019
12,014,791,614
(57,160,242)
11,957,631,372
US$’000
258,117
9 months ended
December 31,
2019
12,014,791,614
(90,663,388)
11,924,128,226
US$’000
622,538

27

(b) Diluted

The calculation of the diluted earnings per share is based on the profit attributable to equity holders of the Company, adjusted to reflect the impact from any dilutive potential ordinary shares issued by the Group, as appropriate. The weighted average number of ordinary shares used in the calculation is the weighted average number of ordinary shares in issue during the period, as used in the basic earnings per share calculation, and the weighted average number of ordinary shares assumed to have been issued at no consideration on the deemed exercise or conversion of all dilutive potential ordinary shares into ordinary shares.

The Group has five (2019/20: five) categories of potential ordinary shares, namely longterm incentive awards, bonus warrants, put option written on non-controlling interests, convertible bonds and convertible preferred shares. Long-term incentive awards and convertible bonds were dilutive for the respective three months and nine months ended December 31, 2020 and 2019. Bonus warrants were anti-dilutive for the three months and nine months ended December 31, 2020 and dilutive for the three months and nine months ended December 31, 2019. On November 16, 2020, 26,914,000 units of bonus warrants were exercised, the remaining units were expired during the period. Put option written on non-controlling interests and convertible preferred shares were anti-dilutive for the respective three months and nine months ended December 31, 2020 and 2019.

Weighted average number of
ordinary shares in issue for
calculation of basic earnings
per share
Adjustment for long-term
incentive awards
Adjustment for bonus warrants
Adjustment for convertible
bonds
Weighted average number of
ordinary shares in issue for
calculation of diluted earnings
per share
Profit attributable to equity
holders of the Company used
to determine basic earnings
per share
Adjustment for interest on
convertible bonds, net of tax
Profit attributable to equity
holders of the Company used
to determine diluted earnings
per share
3 months ended
December 31,
2020
11,943,283,935
397,375,752
-
742,452,665
13,083,112,352
US$’000
395,063
8,364
403,427
9 months ended
December 31,
2020
11,919,091,559
141,358,495
-
742,452,665
12,802,902,719
US$’000
918,080
24,992
943,072
3 months ended
December 31,
2019
11,957,631,372
193,424,497
3,886,240
694,709,646
9 months ended
December 31,
2019
11,924,128,226
283,411,890
10,646,786
694,709,646
12,912,896,548
12,849,651,755
US$’000
258,117
8,265
266,382
US$’000
622,538
24,731
647,269

7 Inventories

December 31, 2020 March 31, 2020
US$’000 US$’000
Raw materials and work-in-progress 3,594,237 3,571,141
Finished goods 1,855,165 1,020,718
Service parts 336,399 355,055
5,785,801 4,946,914

28

8 Ageing analysis

(a) Customers are generally granted credit term ranging from 0 to 120 days. Ageing analysis of trade receivables of the Group at the balance sheet date, based on invoice date, is as follows:

0 – 30 days
31 – 60 days
61 – 90 days
Over 90 days
Less: loss allowance
Trade receivables – net
December 31, 2020
March 31, 2020
US$’000
US$’000
6,644,603
4,768,436
1,790,732
878,135
409,495
192,075
507,308
519,822
9,352,138
6,358,468
(72,746)
(95,456)
9,279,392
6,263,012
December 31, 2020
March 31, 2020
US$’000
US$’000
6,644,603
4,768,436
1,790,732
878,135
409,495
192,075
507,308
519,822
9,352,138
6,358,468
(72,746)
(95,456)
9,279,392
6,263,012
6,358,468
(95,456)
6,263,012

(b) Ageing analysis of trade payables of the Group at the balance sheet date, based on invoice date, is as follows:

0 – 30 days
31 – 60 days
61 – 90 days
Over 90 days
December 31, 2020
March 31, 2020
US$’000
US$’000
6,428,306
4,793,837
2,184,749
1,699,192
945,848
596,027
409,050
420,668
9,967,953
7,509,724
December 31, 2020
March 31, 2020
US$’000
US$’000
6,428,306
4,793,837
2,184,749
1,699,192
945,848
596,027
409,050
420,668
9,967,953
7,509,724
7,509,724

9 Deposits, prepayments and other receivables

Details of deposits, prepayments and other receivables are as follows:


Deposits
Other receivables
Prepayments
December 31, 2020
March 31, 2020
US$’000
US$’000
14,159
14,502
3,963,083
2,379,850
999,213
1,164,887
4,976,455
3,559,239

Other receivables mainly comprise amounts due from subcontractors for components sold in the ordinary course of business.

29

10 Provisions, other payables and accruals

(a) Details of other payables and accruals are as follows:

December 31, 2020 March 31, 2020
US$’000 US$’000
Accruals 3,109,548 2,340,811
Allowance for billing adjustments (i) 2,443,100 1,618,374
Contingent consideration (Note 11(a)) - 117,387
Other payables (ii) 7,122,478 4,857,095
Lease liabilities 100,373 91,976
12,775,499 9,025,643

Notes:

  • (i) Allowance for billing adjustments relates primarily to allowances for future volume discounts, price protection, rebates, and customer sales returns.

  • (ii) Majority of other payables are obligations to pay for finished goods that have been acquired in the ordinary course of business from subcontractors.

  • (iii) The carrying amounts of other payables and accruals approximate their fair values.

(b) The components of provisions are as follows:

Year ended March 31, 2020
At the beginning of the year
Exchange adjustment
Provisions made
Amounts utilized
Long-term portion classified as
non-current liabilities
At the end of the year
Period ended December 31, 2020
At the beginning of the period
Exchange adjustment
Provisions made
Amounts utilized
Long-term portion classified as non-
current liabilities
At the end of the period
Warranty
US$’000
976,278
(32,815)
824,687
(793,311)
Warranty
US$’000
976,278
(32,815)
824,687
(793,311)
Environmental
restoration
Restructuring
Total
US$’000
US$’000
US$’000
33,297
15,486
1,025,061
626 (91)
(32,280)
20,126
-
844,813
(18,445)
(15,395)
(827,151)
35,604
-
1,010,443
(32,832)
-
(291,672)
2,772
-
718,771
35,604
-
1,010,443
1,692
-
57,399
12,731
-
750,868
(15,488)
-
(629,585)
34,539
-
1,189,125
(30,815)
-
(305,177)
3,724
-
883,948
Environmental
restoration
Restructuring
Total
US$’000
US$’000
US$’000
33,297
15,486
1,025,061
626 (91)
(32,280)
20,126
-
844,813
(18,445)
(15,395)
(827,151)
35,604
-
1,010,443
(32,832)
-
(291,672)
2,772
-
718,771
35,604
-
1,010,443
1,692
-
57,399
12,731
-
750,868
(15,488)
-
(629,585)
34,539
-
1,189,125
(30,815)
-
(305,177)
3,724
-
883,948
974,839
(258,840)
35,604
-
(32,832)
-
715,999 2,772
-
35,604
-
1,692
-
12,731
-
(15,488)
-
1,154,586
(274,362)
34,539
-
(30,815)
-
880,224 3,724
-

The Group records its warranty liability at the time of sales based on estimated costs. Warranty claims are reasonably predictable based on historical failure rate information. The warranty accrual is reviewed quarterly to verify it properly reflects the outstanding obligation over the warranty period. Certain of these costs are reimbursable from the suppliers in accordance with the terms of relevant arrangements with them.

30

The Group records its environmental restoration provision at the time of sales based on estimated costs of environmentally-sound disposal of waste electrical and electronic equipment upon return from end-customers and with reference to the historical or projected future return rate. The environmental restoration provision is reviewed at least annually to assess its adequacy to meet the Group’s obligation.

Restructuring costs provision mainly comprises lease termination obligations and employee termination payments, arising from a series of restructuring actions to reduce costs and enhance operational efficiency. The Group records its restructuring costs provision when it has a present legal or constructive obligation as a result of restructuring actions.

11 Other non-current liabilities

Details of other non-current liabilities are as follows:

December 31, 2020

US$’000
Deferred consideration (a)
25,072
Written put option liabilities (b)
874,861
Lease liabilities
317,983
Environmental restoration (Note 10(b))
30,815
Government incentives and grants received in advance (c)
64,322
Others
88,277
1,401,330
March 31, 2020
US$’000
25,072
802,273
346,806
32,832
51,938
62,375
1,321,296
  • (a) Pursuant to the completion of business combinations, the Group is required to pay in cash to the respective sellers contingent consideration with reference to certain performance indicators as written in the respective agreements with the sellers; and deferred consideration. Accordingly, current and non-current liabilities in respect of the fair value of contingent consideration and present value of deferred consideration have been recognized. The contingent consideration is subsequently re-measured at its fair values as a result of change in the expected performance at each balance sheet date, with any resulting gain or loss recognized in the consolidated income statement. Deferred consideration is subsequently carried at amortized cost.

The contingent consideration to Fujitsu Limited (“Fujitsu”) was paid in May 2020 (Note 10(a)). As at December 31, 2020, the potential undiscounted amount of future payment in respect of the deferred consideration that the Group could be required to make to the respective seller under such arrangement is as follows:

Joint venture with NEC Corporation US$25 million

  • (b) (i) Pursuant to the joint venture agreement entered into between the Company and Fujitsu, the Company and Fujitsu are respectively granted call and put options which entitle the Company to purchase from Fujitsu and Development Bank of Japan (“DBJ”), or Fujitsu and DBJ to sell to the Company, the 49% interest in Fujitsu Client Computing Limited and its subsidiary, Shimane Fujitsu Limited (together “FCCL”). Both options will be exercisable following the fifth anniversary of the date of completion. The exercise price for the call and put options will be determined based on the fair value of the 49% interest as of the day of exercising the option. FCCL will pay to its shareholders by way of dividends in their respective shareholding proportion in a range of FCCL’s profits available for distribution under applicable law in respect of each financial year during the term of the joint venture agreement, after making transfers to reserves and provisions.

31

  • (ii) During the year ended March 31, 2019, Hefei Zhi Ju Sheng Bao Equity Investment Co., Ltd (“ZJSB”) acquired the 49% interest in a joint venture company (“JV Co”) from Compal Electronics, Inc. The Company and ZJSB respectively own 51% and 49% of the interest in the JV Co. Pursuant to the option agreement entered into between a wholly owned subsidiary of the Group and Hefei Yuan Jia Start-up Investment LLP (“Yuan Jia”), which holds 99.31% interest in ZJSB, the Group and Yuan Jia are respectively granted call and put options which entitle the Group to purchase from Yuan Jia, or Yuan Jia to sell to the Group, the 99.31% interest in ZJSB. The call and put options will be exercisable at any time after August 31, 2022 and August 31, 2021 respectively. The exercise price for the call and put options will be determined in accordance with the joint venture agreement, and up to a maximum of RMB2,300 million (approximately US$352 million).

The financial liability that may become payable under the put option and dividend requirement is initially recognized at present value of redemption amount within other noncurrent liabilities with a corresponding charge directly to equity, as a put option written on non-controlling interest.

The put option liability shall be re-measured as a result of the change in the expected performance at each balance sheet date, with any resulting gain or loss recognized in the consolidated income statement. In the event that the put option lapses unexercised, the liability will be derecognized with a corresponding adjustment to equity.

  • (c) Government incentives and grants received in advance by certain group companies included in other non-current liabilities are mainly related to research and development projects and construction of property, plant and equipment. These group companies are obliged to fulfill certain conditions under the terms of the government incentives and grants. The government incentives and grants are credited to the consolidated income statement upon fulfillment of those conditions and on a straight line basis over the expected life of the related assets respectively.

12 Borrowings

December 31, 2020
US$’000
Current liabilities
Short-term loans (a)
639,086
Notes (b)
-
Convertible bonds (c)
-
639,086
Non-current liabilities
Long-term loan (a)
2,324
Notes (b)
3,009,607
Convertible preferred shares (d)
297,024
Convertible bonds (c)
619,537
3,928,492
4,567,578
March 31, 2020
US$’000
2,124,562
563,249
607,169
3,294,980
3,079
1,243,714
317,826
-
1,564,619
4,859,599

(a) Majority of the short-term and long-term loans are denominated in United States dollars. As at December 31, 2020, the Group has total revolving and short-term loan facilities of US$3,020 million (March 31, 2020: US$2,834 million) which has been utilized to the extent of US$650 million (March 31, 2020: US$2,134 million).

32

(b) Issue date Principal
amount
Term Interest rate
per annum
Due date December 31, 2020
US$’000
March 31, 2020
US$’000
June 10, 2015 RMB4 billion 5 years 4.95% June 2020 - 563,249
March 16, 2017 US$337 million /
US$500 million 5 years 3.875% March 2022 336,555 498,225
March 29, 2018 US$687 million /
US$750 million 5 years 4.75% March 2023 683,638 745,489
April 24, 2020
and May 12, 2020 US$1 billion 5 years 5.875% April 2025 999,150 -
November 2, 2020 US$1 billion 10 years 3.421% November 2030 990,264 -
3,009,607 1,806,963

On November 3, 2020, approximately US$163 million in principal amount of the 2022 Notes and approximately US$63 million in principal amount of the 2023 Notes were purchased by the Company. Approximately US$337 million in principal amount of the 2022 Notes and approximately US$687 million in principal amount of the 2023 Notes remain outstanding.

(c) On January 24, 2019, the Company completed the issuance of 5-Year US$675 million convertible bonds bearing annual interest at 3.375% due in January 2024 (“the Bonds”) to third party professional investors (“the bondholders”). The proceeds were used to repay previous notes and for general corporate purposes. The bondholders have the right, at any time on or after 41 days after the date of issue up to the 10th day prior to the maturity date, to convert part or all of the outstanding principal amount of the Bonds into ordinary shares of the Company at a conversion price of HK$7.99 per share, subject to adjustments. The conversion price was adjusted to HK$7.13 per share effective on November 28, 2020. Assuming full conversion of the Bonds at the adjusted conversion price of HK$7.13 per share, the Bonds will be convertible into 742,452,665 shares. The Group expects that it will be able to meet its redemption obligations based on the financial position of the Group.

The initial fair value of the liability portion of the bond was determined using a market interest rate for an equivalent non-convertible bond at the issue date. The liability is subsequently recognized on an amortized cost basis until extinguished on conversion or maturity of the bonds. The remainder of the proceeds is allocated to the conversion option and recognized in shareholders’ equity, net of income tax, and not subsequently remeasured.

The outstanding principal amount of the Bonds is repayable by the Company upon the maturity of the Bonds on January 24, 2024, if not previously redeemed, converted or purchased and cancelled. On January 24, 2021, the bondholders will have the right, at the bondholders’ option, to require the Company to redeem part or all of the Bonds on January 24, 2021 at their principal amount. To exercise such right, the bondholders must complete, sign and deposit a duly completed and signed notice of redemption not earlier than 60 days and not later than 30 days prior to January 24, 2021. The outstanding principal amount of the Bonds has been reclassified to non-current liabilities as a result of the lapse of the redemption option.

  • (d) On June 21, 2019, the Group completed the issuance of 2,054,791 convertible preferred shares through its wholly owned subsidiary, Lenovo Enterprise Technology Company Limited (“LETCL”).

The convertible preferred shares are convertible to 20% of the enlarged issued ordinary share capital of LETCL on an as-converted and fully-diluted basis. The holders of the convertible preferred shares will be entitled cash dividends of 4% per annum payable semi-annually on the original subscription price until December 31, 2023. Upon the occurrence of certain specified conditions, the holders of convertible preferred shares will have the right to require LETCL to redeem or the Company to purchase all of their convertible preferred shares at the predetermined consideration. Accordingly, the convertible preferred shares are classified as a financial liability.

33

The aggregated subscription price of convertible preferred shares is approximately US$300 million. The net proceeds from the issuance were used by LETCL and its subsidiaries towards general corporate funding and capital expenditure of LETCL and its subsidiaries.

The Group expects that it will be able to meet its redemption obligations based on the financial position of the Group.

The exposure of all the borrowings of the Group to interest rate changes and the contractual repricing dates as at December 31, 2020 and March 31, 2020 are as follows:

December 31, 2020
US$’000
Within 1 year
639,086
Over 1 to 3 years
1,319,541
Over 3 to 5 years
1,618,687
Over 5 years
990,264
4,567,578
March 31, 2020
US$’000
3,294,980
1,564,619
-
-
4,859,599

13 Share capital

Issued and fully paid:
Voting ordinary shares:
At the beginning of the period/year

Issue of warrant shares
At the end of the period/year
December 31, 2020
Number of
Shares
US$’000
12,014,791,614 3,185,923

26,914,000
17,990
12,041,705,614 3,203,913
March 31, 2020
Number of
shares
US$’000
12,014,791,614 3,185,923
-
-
12,014,791,614 3,185,923

On November 16, 2020, the Company completed the issuance of 26,914,000 warrant shares at exercise price of HK$5.1445 each.

14 Perpetual securities

In March 2017, the Group issued a total of US$850 million perpetual securities through its wholly owned subsidiary, Lenovo Perpetual Securities Limited (“the issuer”). The net proceeds amounted to approximately US$842 million. The securities are perpetual, non-callable in the first 5 years and entitle the holders to receive distributions at a distribution rate of 5.375% per annum in the first 5 years, floating thereafter and with a fixed step up margin, payable semi-annually in arrears, cumulative and compounding. As the perpetual securities do not contain any contractual obligation to pay cash or other financial assets pursuant to the terms and conditions of the issue; in accordance with HKAS 32, they are classified as equity and for accounting purpose regarded as part of noncontrolling interests.

In April 2017, the Group issued an additional US$150 million perpetual securities under the same terms, which are fungible with and form a single series with the aforementioned US$850 million perpetual securities.

On November 3, 2020, approximately US$819 million in principal amount of the perpetual securities were purchased and cancelled by the issuer pursuant to a tender offer made by the issuer on October 22, 2020, and the remaining approximately US$181 million in principal amount of the perpetual securities were redeemed and cancelled on December 10, 2020.

34

15 Reconciliation of profit before taxation to net cash generated from operations

9 months ended 9 months ended
December 31, 2020 December 31, 2019
US$'000 US$'000
Profit before taxation 1,393,941 940,409
Share of losses of associates and joint ventures 23,849 11,107
Finance income (24,573) (37,843)
Finance costs 308,372 358,835
Depreciation of property, plant and equipment 221,555 205,845
Depreciation of right-of-use assets
- prepaid lease payments 2,076 2,039
- leasehold land and buildings 69,658 75,128
Amortization of intangible assets 472,148 420,256
Impairment of intangible assets 52,606 -
Share-based compensation 189,119 192,675
(Gain)/loss on disposal of property, plant and equipment (71,964) 1,348
Loss on disposal of intangible assets 1,541 1,066
Dilution gain on interest in an associate (31,374) -
Gain on deemed disposal of subsidiaries (2,964) -
Gain on disposal of subsidiaries (1,064) (12,844)
Gain on disposal of interest in an associate - (3,922)
Fair value change on bonus warrants (1,138) (15,869)
Fair value change on financial instruments 23,869 16,252
Fair value change on financial assets at fair value through profit or
loss (197,279) (49,435)
Fair value change on a financial liability at fair value through profit or
loss 7,373 13,000
Dividend income (1,897) (6,206)
Increase in inventories (886,592) (577,613)
Increase in trade receivables, notes receivable, deposits, prepayments
and other receivables (4,486,404) (3,142,649)
Increase in trade payables, notes payable, provisions,
other payables and accruals 6,975,941 3,967,285
Effect of foreign exchange rate changes (278,863) 73,904
──────── ─────────────
Net cash generated from operations 3,757,936 2,432,768

Reconciliation of financing liabilities

This section sets out an analysis of financing liabilities and the movements in financing liabilities for the period/year presented.

Financing liabilities
December 31, 2020
US$’000
Short-term loans – current
639,086
Long-term loan – non-current
2,324
Notes – current
-
Notes – non-current
3,009,607
Convertible bonds – current
-
Convertible bonds – non-current
619,537
Convertible preferred shares – non-current
297,024
Lease liabilities – current
100,373
Lease liabilities – non-current
317,983
4,985,934
Short-term loans – variable interest rates
630,543
Short-term loan – fixed interest rates
8,543
Long-term loan – fixed interest rates
2,324
Notes – fixed interest rates
3,009,607
Convertible bonds – fixed interest rates
619,537
Convertible preferred shares – fair value
297,024
Lease liabilities – fixed interest rates
418,356
4,985,934
March 31, 2020
US$’000
2,124,562
3,079
563,249
1,243,714
607,169
-
317,826
91,976
346,806
5,298,381
2,123,571
991
3,079
1,806,963
607,169
317,826
438,782
5,298,381

35


Financing liabilities as at
April 1, 2019
Change in accounting policy
Proceeds from borrowings
Repayments of borrowings
Repayments of notes
Transfer
Issue of convertible preferred
shares
Principal elements of lease
payments
Dividends paid
Foreign exchange adjustments
Other non-cash movements
Financing liabilities as at
March 31, 2020
Financing liabilities as at
April 1, 2020
Proceeds from borrowings
Repayments of borrowings
Repayment of notes
Repurchase of convertible
preferred shares
Transfer
Issue of notes
Issuing costs of notes
Principal elements of lease
payments
Acquisition of a subsidiary
Dividends paid
Foreign exchange adjustments
Other non-cash movements
Financing liabilities as at
December 31, 2020
Short-term
loans
current
US$'000
1,166,907
-
4,089,791
(3,135,800)
-
-
-
-
-
-
3,664
2,124,562
2,124,562
2,813,016
(4,298,242)
-
-
755
-
-
-
1,770
-
544
(3,319)
639,086
Long-
term loan
non-
current
US$'000
-
-
3,079
-
-
-
-
-
-
-
-
3,079
3,079
-
-
-
-
(755)
-
-
-
-
-
-
-
2,324
Notes
current
US$'000
786,136
-
-
-
(786,244)
581,389
-
-
-
(18,770)
738
563,249
563,249
-
-
(565,643)
-
-
-
-
-
-
-
2,058
336
-
Notes
non-
current
Convertible
bonds
current
Convertible
bonds
non-
current
Convertible
preferred
shares
non-
current
US$'000
US$'000
US$'000
US$'000
1,836,264
-
590,506
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(581,389)
602,983
(602,983)
-
-
-
-
300,000
-
-
-
-
-
-
-
(6,000)
(13,548)
-
-
-
2,387
4,186
12,477
23,826
1,243,714
607,169
-
317,826
1,243,714
607,169
-
317,826
-
-
-
-
-
-
-
-
(225,912)
-
-
-
-
-
-
(16,575)
-
(619,537)
619,537
-
2,003,500
-
-
-
(14,383)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(11,600)
-
-
-
-
2,688
12,368
-
7,373
3,009,607
-
619,537
297,024
Lease
liabilities
current
US$'000
-
77,903
-
-
-
91,422
-
(130,993)
-
(370)
54,014
91,976
Lease
liabilities
non-
current
US$'000
-
331,441
-
-
-
(91,422)
-
-
-
(863)
107,650
346,806
346,806
-
-
-
-
(83,394)
-
-
-
-
-
13,594
40,977
317,983
Total
US$'000
4,379,813
409,344
4,092,870
(3,135,800)
(786,244)
-
300,000
(130,993)
(6,000)
(33,551)
208,942
5,298,381
5,298,381
2,813,016
(4,298,242)
(791,555)
(16,575)
-
2,003,500
(14,383)
(93,533)
1,770
(11,600)
24,153
71,002
4,985,934
91,976
-
-
-
-
83,394
-
-
(93,533)
-
-
7,957
10,579
100,373

36

PURCHASE, SALE OR REDEMPTION OF THE COMPANY’S LISTED SECURITIES

During the nine months ended December 31, 2020, neither the Company nor any of its subsidiaries purchased, sold or redeemed any of the Company’s listed securities, except that the respective trustee of the long-term incentive program and the employee share purchase plan of the Company purchased a total of 247,810,599 shares from the market for award to employees upon vesting. Details of these program and plan are set out in the 2020/21 interim report of the Company.

REVIEW BY AUDIT COMMITTEE

The Audit Committee of the Company has been established since 1999 with the responsibility to assist the Board in providing an independent review of the financial statements, risk management and internal control systems. It acts in accordance with its terms of reference which clearly deal with its membership, authority, duties and frequency of meetings. Currently, the Audit Committee is chaired by an independent non-executive director, Mr. Nicholas C. Allen, and comprises four members including Mr. Nicholas C. Allen and the other three independent non-executive directors, Mr. William Tudor Brown, Mr. Gordon Robert Halyburton Orr and Mr. Woo Chin Wan Raymond.

The Audit Committee of the Company has reviewed the unaudited financial results of the Group for the nine months ended December 31, 2020. It meets regularly with the management, the external auditor and the internal audit personnel to discuss the accounting principles and practices adopted by the Group and internal control and financial reporting matters.

COMPLIANCE WITH CORPORATE GOVERNANCE CODE

None of the directors of the Company is aware of any information that would reasonably indicate that the Company is not, or was not during the nine months ended December 31, 2020, in compliance with the code provisions of the Corporate Governance Code and Corporate Governance Report (the “CG Code”) as set out in Appendix 14 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, with the exception that the roles of the chairman of the Board (the “Chairman”) and the chief executive officer of the Company (the “CEO”) have not been segregated as required by code provision A.2.1 of the CG Code.

The Board has reviewed the organization human resources planning of the Company and is of the opinion that it is appropriate and in the best interests of the Company at the present stage for Mr. Yang Yuanqing (“Mr. Yang”) to continue to hold both the positions as it would help to maintain the continuity of the strategy execution and stability of the operations of the Company. The Board comprising a vast majority of independent non-executive directors meets regularly on a quarterly basis to review the operations of the Company led by Mr. Yang.

The Board also appointed Mr. William O. Grabe as the lead independent director (the “Lead Independent Director”) with broad authority and responsibility. Among other responsibilities, the Lead Independent Director serves as Chair of the Nomination and Governance Committee meeting and/or Board meeting whenever the Committee and/or Board is considering (i) the combined roles of Chairman and CEO; and (ii) assessment of the performance of Chairman and/or CEO. The Lead Independent Director also calls and chairs meeting(s) with all independent non-executive directors without management and executive director present at least once a year on such matters as are deemed appropriate. Accordingly, the Board believes that the current Board structure with combined roles of Chairman and CEO, the appointment of Lead Independent Director and a vast majority of independent non-executive directors provide an effective balance on power and authorizations between the Board and the management of the Company.

37

By Order of the Board Yang Yuanqing Chairman and Chief Executive Officer

February 3, 2021

As at the date of this announcement, the executive director is Mr. Yang Yuanqing; the non-executive directors are Mr. Zhu Linan and Mr. Zhao John Huan; and the independent non-executive directors are Mr. Nicholas C. Allen, Mr. William O. Grabe, Mr. William Tudor Brown, Mr. Yang Chih-Yuan Jerry, Mr. Gordon Robert Halyburton Orr, Mr. Woo Chin Wan Raymond and Ms. Yang Lan.

38