AMTD Digital Inc. Files 20-F Transition Report

TL;DR

AMTD Digital Inc. filed its 20-F transition report for May-Oct 2023, formerly AMTD IDEA GROUP.

AI Summary

AMTD Digital Inc. filed a transition report on Form 20-F for the period from May 1, 2023, to October 31, 2023. The company, formerly known as AMTD IDEA GROUP, changed its name to AMTD Digital Inc. on December 28, 2023. Its principal executive offices are located at 66 Rue Jean-Jacques Rousseau, Paris, France.

Why It Matters

This filing provides an update on AMTD Digital Inc.'s financial and operational status for the specified transition period, which is crucial for investors to assess the company's performance and outlook.

Risk Assessment

Risk Level: medium — As a transition report, it may indicate a change in reporting periods or corporate structure, requiring closer scrutiny by investors.

Key Players & Entities

• AMTD Digital Inc. (company) — Registrant
• AMTD IDEA GROUP (company) — Former company name
• May 1, 2023 to October 31, 2023 (date) — Transition period
• December 28, 2023 (date) — Date of name change
• 66 Rue Jean-Jacques Rousseau, Paris, France (location) — Business address

FAQ

Key Financial Figures

• $0.0001 — .4 Class A ordinary shares, par value US$0.0001 per share Class A ordinary shares, par
• $25.3 m — IP services business. Our revenue was US$25.3 million, US$25.3 million and US$33.1 mill
• $25.3 million — ess. Our revenue was US$25.3 million, US$25.3 million and US$33.1 million for the fiscal year
• $33.1 million — US$25.3 million, US$25.3 million and US$33.1 million for the fiscal years ended April 30, 20
• $13.9 million — ed April 30, 2021, 2022 and 2023, and US$13.9 million and US$8.7 million for the six months e
• $8.7 million — 022 and 2023, and US$13.9 million and US$8.7 million for the six months ended October 31, 20
• $22.1 m — 023, respectively. Our net profit was US$22.1 million, US$25.8 million and US$40.8 mill
• $25.8 million — . Our net profit was US$22.1 million, US$25.8 million and US$40.8 million for the fiscal year
• $40.8 million — US$22.1 million, US$25.8 million and US$40.8 million for the fiscal years ended April 30, 20
• $10.7 million — ed April 30, 2021, 2022 and 2023, and US$10.7 million and US$30.8 million for the six months
• $30.8 million — 022 and 2023, and US$10.7 million and US$30.8 million for the six months ended October 31, 20
• $6.2 m — d April 30, 2021, 2022, and 2023 were US$6.2 million, US$9.3 million, and US$9.9 milli
• $9.3 m — , 2022, and 2023 were US$6.2 million, US$9.3 million, and US$9.9 million, respectively
• $9.9 m — e US$6.2 million, US$9.3 million, and US$9.9 million, respectively, representing 24.5%
• $3.2 m — xation We had income tax expense of US$3.2 million, US$3.0 million, US$4.5 million a

Filing Documents

• ea0208995-20f_amtd.htm (20-F) — 1990KB
• ea020899501ex12-1_amtd.htm (EX-12.1) — 9KB
• ea020899501ex12-2_amtd.htm (EX-12.2) — 10KB
• ea020899501ex13-1_amtd.htm (EX-13.1) — 3KB
• ea020899501ex13-2_amtd.htm (EX-13.2) — 4KB
• 0001213900-24-061838.txt ( ) — 11189KB
• adr-20231031.xsd (EX-101.SCH) — 127KB
• adr-20231031_cal.xml (EX-101.CAL) — 100KB
• adr-20231031_def.xml (EX-101.DEF) — 488KB
• adr-20231031_lab.xml (EX-101.LAB) — 851KB
• adr-20231031_pre.xml (EX-101.PRE) — 501KB
• ea0208995-20f_amtd_htm.xml (XML) — 1961KB

OPERATING AND FINANCIAL REVIEW AND PROSPECTS

Item 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 1 ITEM 8. FINANCIAL INFORMATION 17 Part II 18 ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES 18 ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS 18 Part III 19 ITEM 17. FINANCIAL STATEMENTS 19 ITEM 18. FINANCIAL STATEMENTS 19 ITEM 19. EXHIBITS 19

SIGNATURES

SIGNATURES 21 i INTRODUCTION In this transition report, unless otherwise indicated or unless the context otherwise requires: "ADSs" refers to our American depositary shares, every five of which represents two Class A ordinary shares; "AMTD Assets" refers to AMTD Assets Group, a Cayman Islands exempted company with limited liability, and its subsidiaries; "AMTD Group" or "Controlling Shareholder" refers to AMTD Group Inc. (formerly known as AMTD Group Company Limited), a British Virgin Islands company; "Class A ordinary shares" refers to our Class A ordinary shares of par value US$0.0001 each; "Class B ordinary shares" refers to our Class B ordinary shares of par value US$0.0001 each; "France" refers to French Republic; "SEC" refers to the United States Securities and Exchange Commission; "shares" or "ordinary shares" refers to our Class A ordinary shares and Class B ordinary shares; "US$" or "U.S. dollars" refers to the legal currency of the United States; and "we," "us," or "our company" refers to AMTD Digital Inc., a Cayman Islands exempted company with limited liability, and its subsidiaries. Presentation of Financial Data We changed our basis of accounting from International Financial Reporting Standards as issued by the International Accounting Standards Board, or IFRS, to U.S. Generally Accepted Accounting Principles, or U.S. GAAP. Our consolidated financial statements for the years ended April 30, 2021, 2022 and 2023 and the six months ended October 31, 2023 and as of April 30, 2021, 2022 and 2023 and October 31, 2023 included elsewhere in this transition report have been prepared in accordance with U.S. GAAP. Historical financial results for the years ended April 30, 2021, 2022 and 2023 and historical financial results as of April 30, 2021, 2022 and 2023 have also been adjusted based on U.S. GAAP. Rounding and Currency Any discrepancies in any table between the amounts identified as total amounts and the sum of the amounts l

forward-looking statements include, but are not limited to, statements about

forward-looking statements include, but are not limited to, statements about: our goals and strategies; our future business development, financial condition and results of operations; the trends in, expected growth and market size of our industries; expected changes in our revenues, costs or expenditures; our expectations regarding demand for and market acceptance of our products and services; competition in our industries; our proposed use of proceeds; government policies and regulations relating to our industries; fluctuations in general economic and business conditions globally; and assumptions underlying or related to any of the foregoing. You should read this transition report and the documents that we refer to in this transition report and have filed as exhibits to this transition report completely and with the understanding that our actual future results may be materially different from what we expect. Other sections of this transition report discuss factors which could adversely impact our business and financial performance. Moreover, we operate in an evolving environment. New risk factors emerge from time to time and it is not possible for our management to predict all risk factors, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. We qualify all of our forward-looking statements by these cautionary statements. You should not rely upon forward-looking statements as predictions of future events. The forward-looking statements made in this transition report relate only to events or information as of the date on which the statements are made in this transition report. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. iv Part I Item 5. OPERATING AND FINANCIAL REVIEW

forward-looking statements. See "Forward-Looking Information." In evaluating our business, you should carefully consider

forward-looking statements. See "Forward-Looking Information." In evaluating our business, you should carefully consider the information provided under the caption "Item 3. Key Information—D. Risk Factors" of our annual report on Form 20-F filed with the United States Securities and Exchange Commission on August 23, 2023, or our 2023 Annual Report. We caution you that our businesses and financial performance are subject to substantial risks and uncertainties. We changed our basis of accounting from IFRS to U.S. GAAP. Our consolidated financial statements for the years ended April 30, 2021, 2022 and 2023 and the six months ended October 31, 2023 and as of April 30, 2021, 2022 and 2023 and October 31, 2023 included elsewhere in this transition report have been prepared in accordance with U.S. GAAP. Operating Results We are a comprehensive digital solutions platform headquartered in France with businesses spanning multiple verticals, including digital solutions services, digital media, content and marketing services, digital investments as well as hotel operation, hospitality and VIP services . We generate revenue primarily from fees and commissions from our digital solutions services, digital media, content and marketing services business, digital investments, as well as hotel operation, hospitality and VIP services business. Our revenue was US$25.3 million, US$25.3 million and US$33.1 million for the fiscal years ended April 30, 2021, 2022 and 2023, and US$13.9 million and US$8.7 million for the six months ended October 31, 2022 and 2023, respectively. Our net profit was US$22.1 million, US$25.8 million and US$40.8 million for the fiscal years ended April 30, 2021, 2022 and 2023, and US$10.7 million and US$30.8 million for the six months ended October 31, 2022 and 2023, respectively . We continue to deepen and monetize our relationship with clients by cross-selling solutions that fill their unique needs. Key Factors Affecting Our Results of Operations Our

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View this 20-F filing on SEC EDGAR