0001493152-22-035033.txt : 20221209 0001493152-22-035033.hdr.sgml : 20221209 20221209160510 ACCESSION NUMBER: 0001493152-22-035033 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20221209 FILED AS OF DATE: 20221209 DATE AS OF CHANGE: 20221209 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Magic Empire Global Ltd CENTRAL INDEX KEY: 0001881472 STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199] IRS NUMBER: 000000000 STATE OF INCORPORATION: D8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-41467 FILM NUMBER: 221454764 BUSINESS ADDRESS: STREET 1: 3/F, 8 WYNDHAM STREET CITY: CENTRAL STATE: K3 ZIP: 0000 BUSINESS PHONE: 852 3577 8770 MAIL ADDRESS: STREET 1: 3/F, 8 WYNDHAM STREET CITY: CENTRAL STATE: K3 ZIP: 0000 6-K 1 form6-k.htm

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of December 2022

 

Commission File Number: 001-41467

 

Magic Empire Global Limited

3/F, 8 Wyndham Street

Central, Hong Kong

(Address of Principal Executive Offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F ☒ Form 40-F ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

 

 

 

 

 

 

Financial Statements and Exhibits.

 

The following exhibits are being filed herewith:

 

Exhibit No.   Description
99.1   Magic Empire Global Limited Announces First Half 2022 Unaudited Financial Results

 

2

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  Magic Empire Global Limited
   
Date: December 9, 2022 By: /s/ Sze Hon, Johnson Chen
    Sze Hon, Johnson Chen
    Chief Executive Officer

 

3

 

 

EX-99.1 2 ex99-1.htm

 

Exhibit 99.1

 

Magic Empire Global Limited Announces First Half 2022 Unaudited Financial Results

 

HONG KONG, December 9, 2022 — Magic Empire Global Limited (“MEGL” or the “Company”) (NASDAQ: MEGL), a financial services provider in Hong Kong which principally engages in the provision of corporate finance advisory services, today announced its unaudited financial results for the six months ended June 30, 2022.

 

Overview:

 

Revenue was approximately HK$7.8 million (US$1.0 million) for the six months ended June 30, 2022, representing an increase of approximately 7.2% from the same period in 2021
   
Net income was approximately HK$1.5 million (US$0.2 million) for the six months ended June 30, 2022 (2021: approximately HK$39,000)

 

Six Month Financial Results Ended June 30, 2022

 

Revenue. Revenue increased by approximately 7.2% from approximately HK$7.3 million for the six months ended June 30, 2021 to approximately HK$7.8 million (US$1.0 million) for the six months ended June 30, 2022, which was mainly due to the increase in revenue recognised for our financial advisory services.

 

Selling, general and administrative expenses. Selling, general and administrative expenses decreased by approximately 13.5% from approximately HK$7.2 million for the six months ended June 30, 2021 to approximately HK$6.3 million (US$0.8 million) for the six months ended June 30, 2022, which was mainly due to the decrease in our staff costs as a result of the reduction in the number of headcounts.

 

Other income/(expense), net. Other net income was approximately HK$17,000 (US$2,000) for the six months ended June 30, 2022, mainly represented government grant of HK$144,000 (approximately US$18,000) net of interest on lease liabilities of approximately HK$127,000 (US$16,000). Our net other expense was approximately HK$46,000 for the six months ended June 30, 2021, mainly represented interest on lease liabilities.

 

Income tax expense. Income tax expense increased from HK$3,525 for the six months ended June 30, 2021 to approximately HK$0.1 million (US$0.02 million) for the six months ended June 30, 2022, which was in line with the increase in our income before income tax.

 

Net income. Net income increased from approximately HK$0.04 million to approximately HK$1.5 million (US$0.2 million), which was mainly due to the combined effects of the increase in revenue and the decrease in staff costs.

 

Basic and diluted EPS. Basic and diluted EPS were approximately HK$0.10 (US$0.01) per ordinary share for the six months ended June 30, 2022, as compared to HK$0.00 (US$0.00) per ordinary share, for the six months ended June 30, 2021, respectively.

 

Recently Completed Initial Public Offering

 

On August 10, 2022, the Company closed its initial public offering (the “Offering”) of 5,000,000 ordinary shares at a price of $4.00 per share. The aggregate gross proceeds from the Offering were US$20 million, before deducting underwriting discounts and other related expenses. The ordinary shares of the Company began trading on the Nasdaq Capital Market on August 5, 2022 under the ticker symbol “MEGL.”

 

 
 

 

About Magic Empire Global Limited

 

Magic Empire Global Limited is a financial services provider in Hong Kong which principally engage in the provision of corporate finance advisory services and underwriting services. Its service offerings mainly comprise (i) IPO sponsorship services; (ii) financial advisory and independent financial advisory services; (iii) compliance advisory services; and (iv) underwriting services. For more information, visit the Company’s website at http://www.meglmagic.com.

 

Exchange Rate Information

 

This announcement contains translations of certain HK$ amounts into U.S. dollars (“US$”) at specified rates solely for the convenience of the reader. Unless otherwise stated, all translations from HK$ to US$ were made at the rate of HK$7.8472 to US$1.00, the exchange rate on June 30, 2022 set forth in the H.10 statistical release of the Federal Reserve Board. The Company makes no representation that the HK$ or US$ amounts referred could be converted into US$ or HK$, as the case may be, at any particular rate or at all.

 

Safe Harbor Statement

 

Certain statements in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can identify these forward-looking statements by words or phrases such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “is/are likely to,” “potential,” “continue” or other similar expressions. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statement and other filings with the SEC, which are available for review at www.sec.gov.

 

Hong Kong:

 

Magic Empire Global Limited

Ms. Vivien Tai

Tel: +852 3577 8770

E-mail: meglir@giraffecap.com

 

 
 

 

MAGIC EMPIRE GLOBAL LIMITED

 

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

 

   As of 
  

December 31,
2021

  

June 30,
2022

  

June 30,
2022

 
   HK$   HK$   US$ 
ASSETS               
Current assets:               
Cash   11,686,838    6,370,304    811,793 
Accounts receivable   5,180,709    5,648,465    719,806 
Deferred initial public offering (“IPO”) cost   1,870,775    2,271,160    289,423 
Deposits and prepayments   1,053,270    1,042,694    132,875 
                
Total current assets   19,791,592    15,332,623    1,953,897 
                
Non-current assets:               
Property and equipment, net   62,683         
Right-of-use assets   5,448,971    4,501,324    573,622 
Deferred tax assets   391,820    391,820    49,931 
Total non-current assets   5,903,474    4,893,144    623,553 
Total assets   25,695,066    20,225,767    2,577,450 
                
LIABILITIES AND SHAREHOLDERS’ EQUITY               
Current liabilities:               
Accruals and other payables   326,846    7,000    892 
Other payables – related parties   10,903,300    9,903,300    1,262,017 
Contract liabilities   3,250,604    2,386,968    304,181 
Operating lease liabilities   1,812,018    1,857,793    236,746 
Taxes payables   242,393    375,127    47,804 
Total current liabilities   16,535,161    14,530,188    1,851,640 
                
Non-current liabilities:               
Operating lease liabilities   3,651,042    2,710,559    345,417 
Total non-current liabilities   3,651,042    2,710,559    345,417 
Total liabilities   20,186,203    17,240,747    2,197,057 
                
COMMITMENTS AND CONTINGENCIES               
SHAREHOLDERS’ EQUITY               
Ordinary shares, US$0.0001 par value, 300,000,000 shares authorized, and 15,000,000 shares outstanding as of December 31, 2021 and June 30, 2022 respectively*   11,700    11,700    1,491 
Retained earnings   5,497,163    2,973,320    378,902 
Total shareholders’ equity   5,508,863    2,985,020    380,393 
Total liabilities and shareholders’ equity   25,695,066    20,225,767    2,577,450 

 

* Giving retroactive effect to the 150,000-for-1 share split effected on July 15, 2021.

 

 
 

 

MAGIC EMPIRE GLOBAL LIMITED

 

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME

 

   For the six months ended 
  

June 30,

2021

  

June 30,

2022

  

June 30,

2022

 
   HK$   HK$   US$ 
REVENUE   7,320,603    7,849,116    1,000,244 
                
OPERATING EXPENSES:               
Selling, general and administrative expenses   (7,232,177)   (6,257,023)   (797,357)
Total operating expenses   (7,232,177)   (6,257,023)   (797,357)
                
INCOME FROM OPERATIONS   88,426    1,592,093    202,887 
                
OTHER INCOME (EXPENSE)               
Interest income   1,142    97    12 
Other income       144,000    18,350 
Other expenses   (46,839)   (127,299)   (16,222)
Total other (expense)/income, net   (45,697)   16,798    2,140 
                
INCOME BEFORE INCOME TAXES   42,729    1,608,891    205,027 
INCOME TAX EXPENSES   (3,525)   (132,734)   (16,915)
NET INCOME   39,204    1,476,157    188,112 
                
WEIGHTED AVERAGE NUMBER OF ORDINARY SHARES               
Basic and diluted*   15,000,000    15,000,000    15,000,000 
                
EARNINGS PER SHARE               
Basic and diluted*   0.00    0.10    0.01 

 

* Giving retroactive effect to the 150,000-for-1 share split effected on July 15, 2021.