香港交易及結算所有限公司及香港聯合交易所有限公司對本公告之內容概不負責，對其 準確性或完整性亦不發表任何聲明，並明確表示概不就因本公告全部或任何部份內容而 產生或因依賴該等內容而引致之任何損失承擔任何責任。 INTERNATIONAL GENIUS COMPANY 33 根據一般授權認購新股份 認購 於二零二四年十二月十二日，本公司（作為發行人）與認購人訂立認購協議，據此，本 公司有條件同意配發及發行，而認購人有條件同意認購最多110,000,000股認購股份， 每股認購股份的認購價為每股2.75港元。 截至本公告日期，本公司的授權股本為港幣 10,000,000,000 港元，分為 1,000,000,000,000股股份，其中已發行並繳足的股份為558,245,104股。 最大數目的110,000,000股認購股份佔：(i)本公司於本公告日期已發行股本約19.70%； 及(ii)於配發及發行認購股份後（假設自本公告日期至完成認購期間，本公司已發行股 本未有其他變動，除發行認購股份外）擴大後的本公司已發行股本約16.46%。 完成認購須符合認購協議中列明的若干先決條件，包括認購股份的上市地位的批准。 假設認 ...

INTERNATIONAL GENIUS COMPANY (Incorporated in the Cayman Islands with limited liability) （於開曼群島註册成立之有限公司） （Stock Code 股份代號：33） NOTIFICATION LETTER 通知信函 Dear Non-registered Holder(s) (Note 1) , 31 October 2024 International Genius Company (the "Company") – Notice of publication of Annual Report 2024; Circular dated 3 June 2024 and Notice of Annual General Meeting (the "Current Corporate Communication") The English and Chinese versions of the Company's Current Corporate Communications are available on the Com ...

INTERNATIONAL GENIUS COMPANY (Incorporated in the Cayman Islands with limited liability) （於開曼群島註册成立之有限公司） （Stock Code 股份代號：33） NOTIFICATION LETTER 通知信函 Dear Registered Shareholders, International Genius Company (the "Company") – Notice of publication of Annual Report 2024; Circular dated 31 October 2024 and Notice of Annual General Meeting; and Proxy Form (the "Current Corporate Communication") The English and Chinese versions of the Company's Current Corporate Communications are now available on the Compan ...

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告之內容概不負責，對其 準確性或完整性亦不發表任何聲明，並明確表示概不就因本公告全部或任何部份內容而 產生或因依賴該等內容而引致之任何損失承擔任何責任。 INTERNATIONAL GENIUS COMPANY 33 股東週年大會通告 茲通告International Genius Company（「本公司」）謹訂於二零二四年十二月十三日（星期五） 下午三時正假座中國廣東省深圳市南山區中國華潤大廈42樓舉行股東週年大會（「股東週 年大會」），以考慮並酌情通過（不論有否修訂）下列決議案： 「有關期間」指由通過本決議案起計至下列時間（以最早者為準）止之期間： 「配售新股」指董事於指定期間向於指定記錄日期名列本公司股東名冊之股份持 有人，按彼等當時之持股比例提出之售股建議（惟董事可就零碎配額或就任何有 關司法權區之法律限制或責任或聯交所之規定，作出彼等認為必要或權宜之豁 免或其他安排）；及 普通決議案 - 1 - 1. 省覽及考慮本公司截至二零二四年六月三十日止年度之經審核綜合財務報表、董事 （「董事」）會報告書及獨立核數師報告； 2. (a) 重選何曉斌博士為 ...

香港交易及結算所有限公司及香港聯合交易所有限公司對本通函之內容概不負責，對其準確性 或完整性亦不發表任何聲明，並明確表示概不就因本通函全部或任何部分內容而產生或因依賴 該等內容而引致之任何損失承擔任何責任。 此乃要件 請即處理 閣下如對本通函任何方面或應採取之行動有任何疑問，應諮詢 閣下之股票經紀或其他註冊證 券商、銀行經理、律師、專業會計師或其他專業顧問。 閣下如已售出或轉讓名下全部International Genius Company之股份，應立即將本通函及隨附之 代表委任表格送交買主或承讓人，或經手買賣或轉讓之銀行、股票經紀或其他代理，以便轉交 買主或承讓人。 INTERNATIONAL GENIUS COMPANY 閣下如未能出席股東週年大會，務請將代表委任表格按照其上印列之指示填妥及簽署，並盡快 交回本公司之香港股份過戶及登記分處卓佳證券登記有限公司（地址為香港夏愨道16號遠東金 融中心17樓），惟無論如何須於股東週年大會或其任何續會指定舉行時間不少於48小時前（即不 遲於二零二四年十二月十一日（星期三）下午三時正）交回。填妥並交回代表委任表格後， 閣 下仍可依願親身出席股東週年大會或其任何續會並 ...

Acquisition and Strategic Transformation - The company successfully acquired Deep Neural Computing Company Limited (DNCC), a leader in AI, deep neural networks, and quantitative trading algorithms, marking a strategic shift towards AI-driven trading technology solutions [5]. - The company reported a strategic transformation to become a provider of AI trading technology solutions, responding to evolving market dynamics [10]. - The company aims to optimize operational capabilities and enhance customer service through the integration of DNCC into its investment management services [5]. - The acquisition of DNCC contributed approximately HKD 9.22 million in revenue post-acquisition, enhancing the company's capabilities in AI-driven investment strategies [15]. - The company completed the acquisition of DNCC's entire issued share capital on March 22, 2024, enhancing its technology-driven investment management business [28]. - The company has developed multiple trading algorithms based on machine learning and deep learning, commercializing its core product "IGC Prophet" for various international financial trading fields [33]. Financial Performance - Total revenue for the year ended June 30, 2024, was HKD 226.71 million, a decrease of 32.11% from HKD 333.96 million in the same period last year [11]. - Gross profit increased to HKD 13.07 million, up fourfold from HKD 3.18 million, with a gross margin improvement from 0.95% to 5.76% [11]. - The company reported a pre-tax loss of HKD 38,492 thousand, which is comparable to the pre-tax loss of HKD 38,539 thousand in 2023 [200]. - The net loss for the year was HKD 39,988 thousand, compared to a net loss of HKD 38,707 thousand in the previous year [200]. - The overall financial performance indicates challenges in revenue generation and increased costs, necessitating strategic adjustments moving forward [200]. Cost Management and Operational Efficiency - Despite a decline in total revenue, the company improved its gross margin due to effective cost management, indicating resilience amid global economic uncertainties [6]. - The company remains committed to maintaining a strong financial foundation while exploring strategic growth opportunities despite market challenges [22]. - The company aims to maintain high business ethics while providing stable returns to shareholders [35]. Shareholder and Capital Management - The company issued new shares to finance the acquisition of DNCC, strengthening its capital structure and providing flexibility for future growth plans [6]. - The company raised approximately HKD 286 million from the rights issue and subscription, with net proceeds of about HKD 284 million after expenses [25]. - The company has a significant shareholder with 390,821,084 shares, representing 70.01% of the issued share capital [157]. - The company reported no dividends for the reporting period [151]. Employee Management and Corporate Governance - A new employee stock option plan was launched to attract and retain top talent, ensuring the company has the right personnel to drive innovation [7]. - The company employed 35 staff as of June 30, 2024, down from 36 staff as of June 30, 2023 [31]. - The company has established arrangements for employees to confidentially report any concerns regarding financial reporting or internal controls [45]. - The company has adopted the corporate governance code and has complied with its provisions, except for the absence of a chairman since July 25, 2023 [35]. Environmental, Social, and Governance (ESG) Initiatives - The company reported a significant focus on environmental, social, and governance (ESG) strategies, reflecting its commitment to sustainable development and corporate social responsibility [84]. - The company aims to minimize its operational impact on the environment while creating value for the community, employees, and stakeholders [86]. - The company successfully reduced nitrogen oxide emissions from 1.96 kg in 2023 to 0.56 kg in 2024, representing a 71.43% decrease [97]. - The company has established a waste reduction program, encouraging the use of recycled paper and double-sided printing [100]. - The company has implemented policies for effective resource usage, including energy, water, and raw materials [132]. Risk Management and Compliance - The company has implemented a comprehensive legal and compliance risk management framework to mitigate risks associated with regulatory changes [172]. - The audit committee is responsible for overseeing the appointment and remuneration of external auditors, ensuring transparency and accountability in financial reporting [43]. - The company has established a whistleblowing policy to allow employees and business partners to report concerns regarding misconduct or unethical behavior confidentially [75]. - The company has not reported any violations of laws related to child labor or forced labor during the reporting period [121].

Financial Performance - Revenue for the year ended June 30, 2024, was HKD 226,711,000, a decrease of 32% compared to HKD 333,964,000 for the year ended June 30, 2023[2] - Gross profit for the year was HKD 13,066,000, with a gross margin of approximately 5.8%, compared to HKD 3,182,000 and a margin of 1% in the previous year[2] - Operating loss for the year was HKD 38,365,000, slightly higher than the operating loss of HKD 37,941,000 in the previous year[2] - Net loss for the year was HKD 39,988,000, compared to a net loss of HKD 38,707,000 in the previous year, indicating a 3.3% increase in losses[3] - Total revenue for the year 2024 was HKD 226,711 thousand, a decrease of 32% from HKD 333,964 thousand in 2023[14] - The group reported a total loss for the year of HKD 39,988 thousand in 2024, compared to a loss of HKD 38,707 thousand in 2023[14] - The company reported a pre-tax loss of HKD 39,991,000 for the year ended June 30, 2024, compared to a loss of HKD 38,710,000 in the previous year[32] - The net loss attributable to equity holders widened to HKD 39.99 million from HKD 38.71 million in the previous year[44] Assets and Liabilities - Total assets as of June 30, 2024, amounted to HKD 798,093,000, significantly up from HKD 207,094,000 in the previous year[8] - Non-current assets, including property, plant, and equipment, were valued at HKD 641,763,000, compared to HKD 51,469,000 in the previous year[6] - Current liabilities increased to HKD 93,089,000 from HKD 40,114,000, reflecting a 132.5% rise[8] - The group's total assets as of June 30, 2024, amounted to HKD 798,093 thousand, with classified assets of HKD 712,995 thousand[18] - The total liabilities as of June 30, 2024, were HKD 104,652 thousand, with classified liabilities of HKD 63,063 thousand[18] - The net current asset value decreased to HKD 63.24 million from HKD 115.51 million year-on-year[45] Revenue Breakdown - The party product trading segment generated revenue of HKD 45,140 thousand in 2024, down 51% from HKD 92,332 thousand in 2023[14] - The technology-driven investment management segment reported revenue of HKD 9,221 thousand in 2024, with a classification performance of HKD 8,552 thousand, compared to a loss of HKD 6,794 thousand in 2023[14] - The commodity trading segment's revenue decreased to HKD 172,350 thousand in 2024 from HKD 241,632 thousand in 2023, with a classification performance loss of HKD 3,139 thousand[14] - Revenue from mainland China for 2024 was HKD 190,669 thousand, down from HKD 241,632 thousand in 2023[20] - Revenue from party products trade was HKD 45,140,000, down 51% from HKD 92,332,000 year-on-year[24] - Revenue from goods trade was HKD 172,350,000, a decline of 29% compared to HKD 241,632,000 in the previous year[24] - Revenue from commodity trading decreased by 28.67% to HKD 172.35 million due to excess manufacturing capacity and increased price pressure[47] Acquisitions and Investments - The group completed the acquisition of Deep Neural Computing Company Limited (DNCC) on March 22, 2024, enhancing its capabilities in AI, deep neural networks, distributed computing, and quantitative trading algorithms[12] - The acquisition of DNCC contributed approximately HKD 9.22 million in revenue post-acquisition until June 30, 2024[48] - The group issued 21,000,000 shares as part of the acquisition of DNCC, expanding into advanced algorithm and AI-driven investment solutions[55] - The company completed the acquisition of DNCC's entire issued share capital on March 22, 2024, enhancing its technology-driven asset management business[59] Shareholder Information - The company did not recommend any final dividend for the year ended June 30, 2024, consistent with the previous year[31] - The company raised approximately HKD 286 million through a rights issue and share subscription, with a net amount of about HKD 284 million after expenses[56] - The company’s authorized share capital as of June 30, 2024, was HKD 10,000 million, with issued share capital of HKD 5,582,451[55] - Share premium reduction approved at a special shareholders' meeting amounted to approximately HKD 4,318 million, with HKD 4,176 million used to offset accumulated losses[55] Operational Insights - Operating expenses rose by 35.73% to HKD 53.42 million, primarily due to increased depreciation and related costs from the new headquarters[44] - The company’s financing costs increased significantly, with lease liabilities interest rising to HKD 1,582,000 from HKD 658,000 year-on-year[28] - The company has implemented credit risk assessment policies to manage lending operations, ensuring compliance with applicable laws and regulations[50] - The company closely monitors its loan portfolio and updates credit status regularly, issuing alerts for defaults or overdue payments[53] Future Outlook - The global algorithm trading market is projected to reach $42.99 billion by 2030, with a compound annual growth rate (CAGR) of 12.2%[63] - The company believes it can leverage trends in AI-driven solutions and quantitative trading models to expand its investment management footprint[63] Corporate Governance - The company has complied with the corporate governance code as of June 30, 2024, despite not having a chairman since July 25, 2023[65] - The annual general meeting of shareholders is scheduled for December 13, 2024, at 3 PM in China[69] - The full-year performance announcement will be published on the company's website and the Hong Kong Stock Exchange website[69] - The annual report for the year ending June 30, 2024, is expected to be sent to shareholders by October 31, 2024[69] - The board expresses gratitude to all employees, management, shareholders, clients, and banks for their support[69]

Financial Performance - The company recorded revenue of approximately HKD 102.86 million for the reporting period, a decrease of about 46.65% compared to HKD 192.79 million in the same period last year[6]. - Revenue from party product trading was approximately HKD 27.44 million, down 70.70% from HKD 93.64 million in the previous year[7]. - The company reported a net loss of approximately HKD 20.72 million, compared to a net loss of HKD 14.31 million in the same period last year[6]. - Revenue from commodity trading was approximately HKD 75.41 million, a decrease of 23.94% from HKD 99.15 million in the previous year[9]. - Gross profit for the same period was HKD 1,647,000, down 65.8% from HKD 4,817,000 in 2022[37]. - Operating loss increased to HKD 19,852,000, compared to an operating loss of HKD 13,855,000 in the previous year, reflecting a deterioration of 43.1%[37]. - Loss before tax for the period was HKD 20,722,000, compared to a loss of HKD 14,146,000 in 2022, representing a 46.5% increase in losses[37]. - The company reported a total comprehensive loss of HKD 18,755,000 for the period, compared to a loss of HKD 18,492,000 in the previous year[38]. - Basic and diluted loss per share for the period was HKD 3.86, compared to HKD 2.67 in the same period last year, reflecting a 44.5% increase in loss per share[38]. - Total revenue for the six months ended December 31, 2023, was HKD 102,855,000, a decrease of 46.8% compared to HKD 192,786,000 in 2022[65]. - The party product trading segment generated revenue of HKD 27,444,000, down 70.7% from HKD 93,639,000 in the previous year[65]. - The commodity trading segment reported revenue of HKD 75,411,000, a decrease of 23.9% from HKD 99,147,000 in 2022[65]. Assets and Liabilities - As of December 31, 2023, the group's net current assets were approximately HKD 101.04 million, down from HKD 115.51 million as of June 30, 2023[15]. - The group's total assets less current liabilities amounted to approximately HKD 141.35 million, a decrease from HKD 166.98 million as of June 30, 2023[15]. - The current ratio as of December 31, 2023, was 2.14, compared to 3.88 as of June 30, 2023[15]. - The group had cash and bank balances of approximately HKD 55.94 million as of December 31, 2023, down from HKD 89.08 million as of June 30, 2023[15]. - The total assets as of December 31, 2023, amounted to HKD 229,614,000, an increase from HKD 207,094,000 as of June 30, 2023[39]. - Total liabilities increased to HKD 105,673,000 as of December 31, 2023, compared to HKD 64,398,000 as of June 30, 2023[67][69]. - The company’s trade payables as of December 31, 2023, were HKD 52,133,000, up from HKD 13,335,000 as of June 30, 2023[62]. - The company’s other receivables increased to HKD 12,496,000 as of December 31, 2023, compared to HKD 10,136,000 as of June 30, 2023[58]. - The company’s impairment losses for other receivables and deposits were approximately HKD 71,654,000 as of December 31, 2023[59]. - The total trade receivables as of December 31, 2023, amounted to HKD 74,550,000, significantly increasing from HKD 24,476,000 as of June 30, 2023[55]. Operational Updates - The company aims to explore high-margin products, such as metal silicon used in chip production, to meet changing market demands[9]. - The company is actively seeking suitable personnel to restore its suspended licenses for regulated activities under the Securities and Futures Ordinance[8]. - The company continues to implement cost control measures to maintain its existing business operations[6]. - The company has maintained its continuous operation basis, believing it has sufficient resources to continue operating in the foreseeable future[45]. - The company operates in four reportable segments: party products trading, securities brokerage and asset management, commodity trading, and lending business[63]. - The company did not generate any revenue from its securities brokerage and asset management segment during the reporting period[8]. - The company has not granted any loans to customers and did not generate any revenue from its lending business during the reporting period[11]. - The company had no significant mergers, acquisitions, or disposals during the reporting period[21]. - There were no major investments made by the company during the reporting period[22]. - The company did not grant any share options during the reporting period[32]. - There were no unexercised share options under the share option scheme as of December 31, 2023[32]. Management and Governance - The company is in the process of appointing a new chairman following the resignation of Dr. Wu Yu on July 25, 2023, with Mr. Cheung Ka Fai transitioning from CFO to CEO[36]. - The board of directors did not recommend an interim dividend for the six months ended December 31, 2023[53]. - The board approved the unaudited interim consolidated financial statements for the six months ending December 31, 2023, on February 28, 2024[80]. - No significant events affecting the company and its subsidiaries occurred after December 31, 2023, except for the proposed acquisition disclosed in the "Outlook" section[79]. Market and Economic Conditions - The People's Bank of China announced a 50 basis point cut in the reserve requirement ratio effective February 5, 2024, expected to increase credit supply[16]. - The company reported a foreign exchange gain of HKD 326,000 for the six months ended December 31, 2023, compared to a loss of HKD 2,175,000 in the same period of 2022[50]. - The company incurred financing costs of HKD 870,000 related to lease liabilities for the six months ended December 31, 2023, up from HKD 291,000 in the same period of 2022[51]. - The company reported a significant increase in management compensation to HKD 2,874,000 for the six months ended December 31, 2023, compared to HKD 1,543,000 in 2022[76]. - Revenue from mainland China was HKD 76,060,000, down 57.8% from HKD 180,247,000 in the previous year[71].

Financial Performance - The company's revenue for the six months ended December 31, 2023, was HKD 102,855,000, a decrease of 46.8% compared to HKD 192,786,000 for the same period in 2022[2]. - The gross profit for the reporting period was HKD 1,647,598, resulting in a gross margin of approximately 1.6%[2]. - The operating loss for the six months was HKD 22,097,000, compared to an operating loss of HKD 22,136,000 in the previous year[2]. - The total comprehensive loss for the period was HKD 18,755,000, slightly higher than the loss of HKD 18,492,000 in the same period last year[3]. - The loss attributable to equity holders of the company was HKD 20,724,000, compared to HKD 14,321,000 in the previous year, indicating a significant increase in losses[3]. - Basic and diluted loss per share for the period was HKD 3.86, compared to HKD 2.67 in the previous year[3]. - For the six months ended December 31, 2023, the company reported a pre-tax loss of HKD 20,724,000, compared to a pre-tax loss of HKD 14,321,000 for the same period in 2022, representing a 45.5% increase in losses[19]. - The company reported a net loss of HKD 20,722,000 for the six months ended December 31, 2023, compared to a net loss of HKD 14,313,000 for the same period in 2022[28]. Assets and Liabilities - Total assets as of December 31, 2023, amounted to HKD 229,614,000, an increase from HKD 207,094,000 as of June 30, 2023[4]. - Current liabilities increased to HKD 88,262,000 from HKD 40,114,000 as of June 30, 2023, indicating a significant rise in short-term obligations[6]. - The company's non-current assets decreased from HKD 51,469,000 to HKD 40,310,000, reflecting a reduction in long-term investments[4]. - The total comprehensive assets as of December 31, 2023, amounted to HKD 229,614,000, while total comprehensive liabilities were HKD 105,673,000[30]. - The company's trade receivables as of December 31, 2023, amounted to HKD 74,550,000, a significant increase from HKD 24,476,000 as of June 30, 2023[20]. - The total liabilities related to trade payables increased to HKD 52,133,000 as of December 31, 2023, compared to HKD 13,335,000 as of June 30, 2023[23]. - The company had cash and cash equivalents of HKD 38,502,000 as of December 31, 2023, down from HKD 52,492,000 as of June 30, 2023[37]. - The cash and bank balance as of December 31, 2023, was approximately HKD 55.94 million, down from HKD 89.08 million as of June 30, 2023[47]. - The company's total liabilities included HKD 64,817,000 in classified liabilities as of December 31, 2023[30]. Revenue Breakdown - The party products trading segment generated revenue of HKD 27,444,000, down from HKD 93,639,000, reflecting a decline of 70.7%[27]. - The commodity trading segment reported revenue of HKD 75,411,000, a decrease of 24.0% from HKD 99,147,000 in the previous year[27]. - Revenue from customers in Mainland China was HKD 76,060,000, down from HKD 180,247,000 in the previous year, indicating a decline of 57.8%[32]. - The group's revenue for the second half of 2023 was approximately HKD 102.86 million, a decrease of about 46.65% compared to HKD 192.79 million in the same period last year[42]. - Revenue from party product trading was approximately HKD 27.44 million, down 70.70% from HKD 93.64 million in the previous year, primarily due to increased market supply and price competition post-pandemic[43]. Expenses and Management - The company reported a total depreciation expense of HKD 9,880,000 for the six months ended December 31, 2023, compared to HKD 3,658,000 in the previous year, reflecting a 170.5% increase[15]. - The group's operating expenses decreased by 0.18% to HKD 22.1 million during the reporting period[42]. - The company’s management compensation for the six months ended December 31, 2023, was HKD 2,901,000, an increase from HKD 1,548,000 in the previous year[38]. Corporate Governance and Future Plans - The company continues to operate under the going concern basis, indicating confidence in its ability to sustain operations in the foreseeable future[9]. - The company did not declare an interim dividend for the six months ended December 31, 2023, consistent with the previous year[18]. - The group announced a conditional acquisition of Deep Neural Computing Company Limited to enhance research and application of AI trading technology[49]. - The group aims to explore high-margin products, such as metal silicon used in chip production, to meet changing market demands[45]. - The group is seeking breakthroughs in technology applications in asset management and related financial services, particularly in algorithmic trading and AI trading technology[49]. - The company plans to utilize the proceeds from the share subscription and placement for debt repayment, with specific allocations including HKD 110 million for overdue convertible bonds and HKD 15 million for general working capital[53][54]. - The remaining proceeds from the share subscription are expected to be utilized by June 30, 2024[54]. - The company has complied with the corporate governance code, although there was a temporary absence of a CEO until July 25, 2023, when the CFO was appointed as CEO[59]. - The company is in the process of selecting a suitable candidate to fill the vacant chairman position following the resignation of the previous chairman on July 25, 2023[59]. Employment and Compliance - The company has a total of 35 employees as of December 31, 2023, down from 36 employees as of June 30, 2023[57]. - The company has not entered into any forward foreign exchange contracts to manage foreign currency risks, as management believes these risks are controllable[56]. - The company did not incur any taxable profits during the reporting period, resulting in no provision for Hong Kong profits tax[16]. - The company has not purchased, sold, or redeemed any of its listed securities during the reporting period[58]. - The company’s audit committee reviewed the interim results and financial statements for the reporting period[61]. - There were no significant mergers, acquisitions, or disposals of subsidiaries during the reporting period[54].

Core Viewpoint - INTL GENIUS (00033) anticipates a net loss increase of 35% to 45% for the six months ending December 31, 2023, compared to the same period in 2022, primarily due to a revenue decline of approximately 40% to 50% [1] Revenue Decline - The revenue decrease is attributed to reduced net exports in traditional domestic industries such as toys and plastic product manufacturing, leading to lower downstream demand and a decline in raw material prices [1] - Overall sales volume has decreased, exacerbated by the normalization of international logistics post-pandemic, resulting in increased supply of party products in the market and intensified competition, which has driven prices down [1]