股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 | 截至月份: | 2025年9月30日 | 狀態: 新提交 | | --- | --- | --- | | 致：香港交易及結算所有限公司 | | | | 公司名稱: | 香港生力啤酒廠有限公司 | | | 呈交日期: | 2025年10月3日 | | | I. 法定/註冊股本變動 不適用 | | | 第 2 頁 共 10 頁 v 1.1.1 FF301 第 1 頁 共 10 頁 v 1.1.1 FF301 II. 已發行股份及/或庫存股份變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | 於香港聯交所上市 (註1) | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 00236 | 說明 | | | | | | | | | 已發行股份（不包括庫存股份）數目 | | 庫存股份數目 | | 已發行股份總數 | | | 上月底結存 | | | 373,570,560 | | 0 | | 373,570,560 | | 增加 ...

(於香港註冊成立之有限公司) (股份代號: 236) 有關二零二四年年報的補充公佈 謹此提述香港生力啤酒廠有限公司（「本公司」）截至二零二四年十二月三十一日止年度 之二零二四年年報（「二零二四年年報」）。除另有指明外，本公佈所用詞彙與二零二四 年年報所界定者具相同涵義。 根據香港聯合交易所有限公司證券上市規則（「上市規則」）第14A.72條的規定，本公司 謹此就二零二四年年報中標題為「26 重大關連人士交易」的附註項下的「26(a) 關連人士 交易」（「附註26(a)」）及「26(b) 其他關連交易」（「附註26(b)」）的分節提供進一步 詳情，以澄清上述交易是否構成關連交易，以及本公司是否遵守了上市規則第14A章的相 關規定。 附註26(b)重整如下（包含其中所示交易的更多詳細資訊）。 26 重大關連人士交易 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佈之內容概不負責， 對其準確性或完 整性亦不發表任何聲明，並明確表示概不會就本公佈全部或任何部分內容而產生或因倚賴該等內容 而引致之任何損失承擔任何責任。 | | | 附註 | 2024 | 2023 | | --- | --- | --- | - ...

股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 | 截至月份: | 2025年8月31日 | 狀態: 新提交 | | --- | --- | --- | | 致：香港交易及結算所有限公司 | | | | 公司名稱: | 香港生力啤酒廠有限公司 | | | 呈交日期: | 2025年9月1日 | | | I. 法定/註冊股本變動 不適用 | | | FF301 第 1 頁 共 10 頁 v 1.1.1 FF301 II. 已發行股份及/或庫存股份變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | 於香港聯交所上市 (註1) | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 00236 | 說明 | | | | | | | | | 已發行股份（不包括庫存股份）數目 | | 庫存股份數目 | | 已發行股份總數 | | | 上月底結存 | | | 373,570,560 | | 0 | | 373,570,560 | | 增加 / 減少 (-) | | | 0 | | ...

(於香港註冊成立之有限公司) (股份代號: 236) 董事名單與其角色和職能 香港生力啤酒廠有限公司董事會成員載列如下。 非執行董事 蔡啓文先生 （主席） 凱顧思先生 （副主席） 陳雲美女士 小澤史晃先生 野瀬勝久先生 Aurora T. Calderon 女士 長藤達哉先生 獨立非執行董事 李國寶爵士 Reynato S. Puno 先生 Thelmo Luis O. Cunanan 先生 Maria Aileen A. Sazon 女士 李深女士，李國寶爵士之替任董事 審核委員會 李國寶爵士 （主席） Thelmo Luis O. Cunanan 先生 Reynato S. Puno 先生 薪酬委員會 Reynato S. Puno 先生 （主席） 李國寶爵士 凱顧思先生 Thelmo Luis O. Cunanan 先生 Aurora T. Calderon 女士 提名委員會 Thelmo Luis O. Cunanan 先生 （主席） 李國寶爵士 Reynato S. Puno 先生 小澤史晃先生 Maria Aileen A. Sazon 女士 香港，二零二五年九月一日 執行董事 陳永强先生 ...

(Incorporated in Hong Kong with limited liability) ( 於香港註冊之有限公司 ) (Stock Code/股份代號: 236) Dear non-registered shareholder(s), 29 August 2025 San Miguel Brewery Hong Kong Ltd. (the "Company") – Notice of Publication of 2025 Interim Report (the "Current Corporate Communication") The Current Corporate Communication of the Company has been published in English and Chinese languages and is available on the website of the Company at info.sanmiguel.com.hk and the website of The Stock Exchange of Hong Kong Limited a ...

(Incorporated in Hong Kong with limited liability) ( 於香港註冊之有限公司 ) (Stock Code/股份代號: 236) Dear registered shareholder(s), 29 August 2025 San Miguel Brewery Hong Kong Ltd. (the "Company") – Notice of Publication of 2025 Interim Report (the "Current Corporate Communication") 香港生力啤酒廠有限公司（「本公司」） –20 2 5 中期報告（「本次公司通訊文件」）之發佈通知 本 公司的本次公司通訊備有中、英文版本，並已上載於本公司網站（ info.sanmiguel.com.hk）和香港聯合交易所有限公司網站（ www.hkexnews.hk）（「聯交所網站」）。 閣下若因任何理由以致在收取或接收載於本公司網址上的本次公司通訊出現困難或欲索取任何本次公司通訊的印刷本， 閣下可將要求（註明 閣下的 姓名、地址及要求）以書面方式郵寄致本公司之股票過戶登 ...

N O T I F I C AT I O N L E T T E R Dear non-registered shareholder(s), San Miguel Brewery Hong Kong Ltd. (the "Company") –Notice of Publication of 2025 Interim Report (the "Current Corporate Communication") Enclosed is the Current Corporate Communication of the Company in both English and Chinese versions. The Current Corporate Communication of the Company has also been published in English and Chinese languages and are available on the website of the Company at info.sanmiguel.com.hk and the website of The ...

(Incorporated in Hong Kong with limited liability) ( 於香港註冊之有限公司 ) (Stock Code/股份代號: 236) N O T I F I C AT I O N L E T T E R Dear registered shareholder(s), 29 August 2025 San Miguel Brewery Hong Kong Ltd. (the "Company") – Notice of Publication of 2025 Interim Report (the "Current Corporate Communication") Enclosed is the Current Corporate Communication of the Company in both English and Chinese versions. The Current Corporate Communication of the Company has also been published in English and Chinese langu ...

[Company Overview](index=1&type=section&id=Company%20Overview) This section provides an overview of the company's fundamental information, board structure, and administrative details [Basic Company Information](index=1&type=section&id=Basic%20Company%20Information) This chapter provides the stock code of San Miguel Brewery Hong Kong Limited and the reporting period of this interim report - Company Name: **San Miguel Brewery Hong Kong Limited**[1](index=1&type=chunk) - Stock Code: **0236**[2](index=2&type=chunk) - Reporting Period: **January to June 2025**[2](index=2&type=chunk) [Board of Directors and Committees](index=3&type=section&id=Board%20of%20Directors%20and%20Committees) This chapter details the board composition, including appointments and resignations, and outlines committee memberships and chair changes - Board Chairman is **Ramon S. Ang** (Non-executive Director), Vice Chairman is **Carlos Antonio M. Berba** (Non-executive Director), and Executive Director is **Chan Weng Kheong**[3](index=3&type=chunk)[5](index=5&type=chunk) - **Aurora T. Calderon** was appointed Non-executive Director on **February 24, 2025**[3](index=3&type=chunk)[5](index=5&type=chunk) - **Alonzo Q. Ancheta** resigned as Independent Non-executive Director on **July 28, 2025**, and **Maria Aileen A. Sazon** was appointed on the same day[3](index=3&type=chunk)[5](index=5&type=chunk) - Audit Committee Chairman is **David K.P. Li**, with **Reynato S. Puno** appointed on **July 28, 2025**, to replace Alonzo Q. Ancheta[4](index=4&type=chunk)[5](index=5&type=chunk) - Remuneration Committee Chairman is **Reynato S. Puno**[4](index=4&type=chunk)[5](index=5&type=chunk) - Nomination Committee Chairman is **Thelmo Luis O. Cunanan**, replacing Alonzo Q. Ancheta on **July 28, 2025**[4](index=4&type=chunk)[6](index=6&type=chunk) [Company Administrative Information](index=3&type=section&id=Company%20Administrative%20Information) This chapter provides details on the company secretary, auditor, legal counsel, registered office, share registrar, and principal bankers - Company Secretary: **Lo Chi Yip**[5](index=5&type=chunk)[6](index=6&type=chunk) - Auditor: **KPMG**[8](index=8&type=chunk)[10](index=10&type=chunk) - Principal Bankers include **Agricultural Bank of China, ANZ Bank, Bank of China (Hong Kong), and The Hongkong and Shanghai Banking Corporation**[9](index=9&type=chunk)[10](index=10&type=chunk) - Mr. **Yoshinori Inazumi** resigned as Non-executive Director effective **September 1, 2025**, and Mr. **Tatsuya Nagafuji** was appointed as his successor[9](index=9&type=chunk)[10](index=10&type=chunk) [Chairman's Statement](index=6&type=section&id=Chairman%27s%20Statement) This section presents the Chairman's review of the company's financial performance, business operations, and future outlook [Financial Results](index=6&type=section&id=Financial%20Results) The company reported a consolidated profit of HKD 51.1 million for H1 2025, a 33% increase, with revenue growing 3.2% to HKD 390 million Key Financial Data for H1 2025 (HKD million) | Metric | H1 2025 (HKD million) | H1 2024 (HKD million) | YoY Growth (%) | | :--- | :--- | :--- | :--- | | Consolidated Profit | 51.1 | 38.5 | 32.7% | | Profit Attributable to Equity Holders | 49.6 | 37.6 | 31.9% | | Consolidated Revenue | 390.3 | 378.1 | 3.2% | | Gross Profit | 155.7 | 139.5 | 11.6% | | Gross Profit Margin | 39.9% | 36.9% | +3.0pp | | Cash and Bank Balances (as of June 30) | 249.6 | 216.5 (as of Dec 31) | 15.3% | | Total Loans (as of June 30) | 3.6 | 3.5 (as of Dec 31) | 2.9% | | Total Net Assets (as of June 30) | 668.6 | 634.8 (as of Dec 31) | 5.3% | | Gearing Ratio (as of June 30) | 0.01 | 0.01 (as of Dec 31) | 0% | - The Board resolved not to declare a dividend for the six months ended **June 30, 2025**[15](index=15&type=chunk)[17](index=17&type=chunk) [Business Review](index=7&type=section&id=Business%20Review) This chapter reviews business performance in Hong Kong and South China, highlighting sales trends, operational profitability, and marketing efforts [Hong Kong Operations](index=7&type=section&id=Hong%20Kong%20Operations) Hong Kong operations saw strong export growth and improved operating profit despite local market challenges and declining private consumption - Hong Kong's economy grew by **3%** in real GDP in Q1 2025, but private consumption contracted by **1%**, and retail sales decreased by **4%**[18](index=18&type=chunk)[23](index=23&type=chunk) - The company's total local sales fell by **4%** in H1, mirroring the overall beer industry's **4%** decline; however, export sales grew significantly, leading to a **14%** increase in total sales[19](index=19&type=chunk)[23](index=23&type=chunk) - Operating profit significantly increased, benefiting from **higher sales volume, improved export margins, reduced fixed costs, and increased rental income**[19](index=19&type=chunk)[23](index=23&type=chunk) - Launched "Strong Hong Kong, Strong San Miguel" TV advertisements and conducted promotions in convenience stores, Chinese restaurants, grocery stores, and supermarkets, including **purchase-with-gift offers and limited-edition canned products**[20](index=20&type=chunk)[21](index=21&type=chunk)[22](index=22&type=chunk)[23](index=23&type=chunk)[24](index=24&type=chunk) [South China Operations](index=8&type=section&id=South%20China%20Operations) South China operations saw local sales growth and improved operating profit despite a decline in exports, supported by marketing activities - China's economy grew by **5%** in Q1 2025, driven by **recovering domestic consumption, increased local government investment, and strong export performance**[25](index=25&type=chunk)[31](index=31&type=chunk) - San Miguel (Guangdong) Brewery Co., Ltd. (SMGB) recorded a **3%** increase in local sales in H1 2025, but export volume decreased by **3%**[26](index=26&type=chunk)[31](index=31&type=chunk) - SMGB achieved an operating profit of **RMB 16.9 million**, a **23%** year-on-year increase, primarily due to **higher local sales, improved margins from a more favorable local sales mix, and reduced variable costs**[26](index=26&type=chunk)[31](index=31&type=chunk) - Launched San Miguel Beer large bottle gift redemption, full-market promotional campaigns for San Miguel Beer and San Miguel Light, Lunar New Year themed activities, and market launches for Dragon Beer Yue X 500ml cans and locally produced Red Horse Beer 500ml 12-can gift boxes[27](index=27&type=chunk)[28](index=28&type=chunk)[29](index=29&type=chunk)[30](index=30&type=chunk)[31](index=31&type=chunk)[32](index=32&type=chunk) [Outlook](index=9&type=section&id=Outlook) The company maintains cautious optimism for market growth while addressing financial conditions, consumer shifts, and geopolitical uncertainties - Maintains **cautious optimism** for sustained growth in key markets, but remains mindful of **tightening financial conditions, evolving consumer behavior, and geopolitical uncertainties**[34](index=34&type=chunk)[37](index=37&type=chunk) - Strategic focus will continue on **strengthening brand equity, enhancing operational efficiency, and deepening consumer engagement through targeted sales and marketing activities**[35](index=35&type=chunk)[37](index=37&type=chunk) - Will continue to closely monitor market dynamics and implement strategies to **support sales recovery in Hong Kong, maintain local sales growth in South China, effectively manage costs, and drive overall performance**[35](index=35&type=chunk)[37](index=37&type=chunk) [Additional Information Required by Main Board Listing Rules](index=10&type=section&id=Additional%20Information%20provided%20in%20accordance%20with%20the%20Main%20Board%20Listing%20Rules) This section provides additional disclosures mandated by the Listing Rules, covering dividends, directors' interests, and corporate governance [Interim Dividend](index=10&type=section&id=Interim%20Dividend) The Board resolved not to declare an interim dividend for 2025, consistent with the prior year - The Board resolved not to declare an interim dividend for **2025** (2024: nil)[39](index=39&type=chunk)[42](index=42&type=chunk) [Interim Results Review](index=10&type=section&id=Interim%20Results%20Review) The interim results for the six months ended June 30, 2025, were unaudited but reviewed by the Audit Committee - The interim results for the six months ended **June 30, 2025**, were unaudited but reviewed by the company's Audit Committee on **July 28, 2025**[40](index=40&type=chunk)[43](index=43&type=chunk) [Directors' Interests](index=10&type=section&id=Directors%27%20Interests) This section discloses directors' interests in the company's and its associated companies' issued shares as of June 30, 2025 Directors' Interests in the Company's Issued Shares (as of June 30, 2025) | Name | Number of Shares Held | Percentage of Total Issued Shares (%) | | :--- | :--- | :--- | | David K. P. Li | 12,936,264 | 3.46% | Directors' Interests in Top Frontier Investment Holdings, Inc. Issued Shares (as of June 30, 2025) | Name | Share Class | Par Value (Philippine Peso) | Directly Held (shares) | Indirectly Held (shares) | Total Shares Held | Percentage of Total Issued Shares (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Ramon S. Ang | Ordinary Share | 1.00 | 75,887 | 131,658,451 | 131,734,338 | 34.860852% | | Carlos Antonio M. Berba | Ordinary Share | 1.00 | 364 | — | 364 | 0.000096% | | Aurora T. Calderon | Ordinary Share | 1.00 | 2,360 | — | 2,360 | 0.000625% | Directors' Interests in San Miguel Corporation Issued Shares (as of June 30, 2025) | Name | Share Class | Par Value (Philippine Peso) | Directly Held (shares) | Indirectly Held (shares) | Total Shares Held | Percentage of Total Issued Shares (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Ramon S. Ang | Ordinary Share | 5.00 | 1,345,429 | 373,623,796 | 374,969,225 | 9.729852% | | Carlos Antonio M. Berba | Ordinary Share | 5.00 | 2,600 | — | 2,600 | 0.000067% | | Aurora T. Calderon | Ordinary Share | 5.00 | 22,600 | — | 22,600 | 0.000586% | | Reynato S. Puno | Ordinary Share | 5.00 | 5,000 | — | 5,000 | 0.000130% | - As of **June 30, 2025**, no director held any interests in the relevant shares of the Company and its associated corporations as defined under Part XV of the Securities and Futures Ordinance. All interests in the shares of the Company and its associated corporations were long positions[62](index=62&type=chunk)[63](index=63&type=chunk)[64](index=64&type=chunk)[65](index=65&type=chunk) [Substantial Shareholders' Interests in Shares and Underlying Shares](index=14&type=section&id=Substantial%20Shareholders%27%20Interests%20in%20Shares%20and%20Underlying%20Shares) This section discloses substantial shareholders holding 5% or more of the company's issued ordinary shares as of June 30, 2025 Substantial Shareholders' Interests in the Company's Issued Ordinary Shares (as of June 30, 2025) | Substantial Shareholder | Number of Ordinary Shares Held | Percentage of Total Issued Shares (%) | | :--- | :--- | :--- | | Iñigo Zobel | 245,720,800 | 65.78% | | Top Frontier Investment Holdings, Inc. | 245,720,800 | 65.78% | | San Miguel Corporation | 245,720,800 | 65.78% | | Kirin Holdings Company, Limited | 245,720,800 | 65.78% | | San Miguel Food and Beverage, Inc. | 245,720,800 | 65.78% | | San Miguel Brewery Inc. | 245,720,800 | 65.78% | | San Miguel Brewing International Limited | 245,720,800 | 65.78% | | Neptunia Corporation Limited | 245,720,800 | 65.78% | | Cheung Kong (Holdings) Limited | 23,703,000 | 6.34% | | CK Hutchison Holdings Limited | 23,703,000 | 6.34% | - **Iñigo Zobel, Top Frontier, San Miguel Corporation, SMFB, Kirin, San Miguel Brewery, and San Miguel Brewing International** are all deemed to hold interests in the Company indirectly through **Neptunia Corporation Limited**[72](index=72&type=chunk) - **Cheung Kong (Holdings) Limited and CK Hutchison Holdings Limited** are deemed to have interests in the Company's shares held by **Conroy Assets Limited and Hamstar Profits Limited**[70](index=70&type=chunk)[72](index=72&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=15&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%27s%20Listed%20Securities) Neither the company nor its subsidiaries purchased, sold, or redeemed any listed securities during the six months ended June 30, 2025 - Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the six months ended **June 30, 2025**[73](index=73&type=chunk)[76](index=76&type=chunk) [Corporate Governance](index=15&type=section&id=Corporate%20Governance) The company complied with the Corporate Governance Code, with one deviation, and adopted a code of conduct for securities transactions - The Company has adopted the provisions of the Corporate Governance Code set out in Appendix C1 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited for the six months ended **June 30, 2025**, with the following deviation: the Company will arrange board and other meetings in accordance with Code Provisions C.5.1 and C.2.7 during the current year[74](index=74&type=chunk)[77](index=77&type=chunk) - The Company has adopted a code of conduct regarding securities transactions and dealings based on the Model Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix C3 of the Listing Rules, and directors have confirmed their compliance in writing[74](index=74&type=chunk)[75](index=75&type=chunk)[77](index=77&type=chunk)[78](index=78&type=chunk) [Audit Committee](index=16&type=section&id=Audit%20Committee) The Audit Committee, comprising three independent non-executive directors, assists the Board in financial reporting, risk management, and compliance - As of the report date, the Audit Committee comprises three independent non-executive directors: Mr. **Reynato S. Puno** (appointed effective **July 28, 2025**, to replace Mr. Alonzo Q. Ancheta), Mr. **Thelmo Luis O. Cunanan**, and the Audit Committee Chairman, Sir **David K.P. Li**[80](index=80&type=chunk)[84](index=84&type=chunk) - The Committee assists the Board in fulfilling its corporate governance and oversight responsibilities regarding **financial reporting systems, risk management and internal control systems, internal and external audit functions, and compliance with tax, legal, and regulatory requirements**[81](index=81&type=chunk)[84](index=84&type=chunk) - The Committee is authorized by the Board to investigate any activity within its terms of reference, with **unrestricted access to appropriate individuals, records, internal and external auditors, risk assessments and commitments, and senior management**[81](index=81&type=chunk)[84](index=84&type=chunk) [Remuneration Committee](index=16&type=section&id=Remuneration%20Committee) The Remuneration Committee, chaired by Reynato S. Puno, advises the Board on compensation policies to attract and retain executives and directors - As of the report date, the Remuneration Committee comprises **three independent non-executive directors and two non-executive directors**, chaired by Independent Non-executive Director Mr. **Reynato S. Puno**[83](index=83&type=chunk)[86](index=86&type=chunk) - The Committee's primary purpose is to support and advise the Board in ensuring the company has **coherent, formal, and transparent remuneration policies and practices** to fairly and responsibly reward executives for the benefit of shareholders[86](index=86&type=chunk) [Nomination Committee](index=17&type=section&id=Nomination%20Committee) The Nomination Committee, chaired by Thelmo Luis O. Cunanan, supports the Board in ensuring optimal composition by evaluating skills and identifying candidates - As of the report date, the Nomination Committee comprises **four independent non-executive directors and one non-executive director**, chaired by Independent Non-executive Director Mr. **Thelmo Luis O. Cunanan** (appointed effective **July 28, 2025**, to replace Mr. Alonzo Q. Ancheta)[88](index=88&type=chunk)[91](index=91&type=chunk) - The Committee's primary purpose is to support the Board in fulfilling its duties by **assessing required skills, evaluating the extent to which those skills are represented, establishing procedures for reviewing individual and overall board performance, and identifying suitable candidates for board appointment**[92](index=92&type=chunk) [Consolidated Income Statement — Unaudited](index=18&type=section&id=Consolidated%20Income%20Statement%20%E2%80%94%20Unaudited) The company reported H1 2025 consolidated revenue of HKD 390.29 million, a 3.22% increase, with profit for the period rising 32.66% to HKD 51.09 million Consolidated Income Statement Summary (for the six months ended June 30, 2025) | Metric | 2025 (HKD thousand) | 2024 (HKD thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 390,286 | 378,094 | 3.22% | | Cost of sales | (234,559) | (238,560) | -1.68% | | Gross profit | 155,727 | 139,534 | 11.59% | | Other net income | 33,530 | 31,743 | 5.63% | | Selling and distribution expenses | (86,553) | (84,583) | 2.33% | | Administrative expenses | (35,748) | (39,971) | -10.56% | | Other operating expenses | (5,207) | (4,354) | 19.60% | | Operating profit | 61,749 | 42,369 | 45.76% | | Finance costs | (185) | (231) | -19.91% | | Profit before taxation | 61,564 | 42,138 | 46.11% | | Income tax expense | (10,475) | (3,628) | 188.73% | | Profit for the period | 51,089 | 38,510 | 32.66% | | Profit attributable to equity holders of the Company | 49,644 | 37,618 | 31.95% | | Non-controlling interests | 1,445 | 892 | 62.00% | | Basic earnings per share (Cents) | 13.3 | 10.1 | 31.68% | [Consolidated Statement of Comprehensive Income — Unaudited](index=19&type=section&id=Consolidated%20Statement%20of%20Comprehensive%20Income%20%E2%80%94%20Unaudited) Profit for the period was HKD 51.09 million, with total comprehensive income increasing 38.84% to HKD 52.48 million, driven by foreign exchange differences Consolidated Statement of Comprehensive Income Summary (for the six months ended June 30, 2025) | Metric | 2025 (HKD thousand) | 2024 (HKD thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Profit for the period | 51,089 | 38,510 | 32.66% | | Other comprehensive income (after tax) | 1,391 | (711) | -295.64% | | Total comprehensive income for the period | 52,480 | 37,799 | 38.84% | | Attributable to equity holders of the Company | 51,396 | 36,745 | 39.86% | | Non-controlling interests | 1,084 | 1,054 | 2.85% | - Other comprehensive income was primarily affected by **exchange differences arising from the translation of financial statements of overseas subsidiaries and monetary items forming the Group's investment in subsidiaries**, resulting in a positive income of **HKD 1,391 thousand** in 2025, compared to a negative income of **HKD 711 thousand** in 2024[98](index=98&type=chunk) [Consolidated Statement of Financial Position — Unaudited](index=20&type=section&id=Consolidated%20Statement%20of%20Financial%20Position%20%E2%80%94%20Unaudited) Total net assets increased by 5.32% to HKD 669 million as of June 30, 2025, driven by higher cash and receivables from related parties Consolidated Statement of Financial Position Summary (as of June 30, 2025) | Metric | June 30, 2025 (HKD thousand) | December 31, 2024 (HKD thousand) | Change (%) | | :--- | :--- | :--- | :--- | | **Non-current assets** | | | | | Property, plant and equipment | 250,719 | 247,963 | 1.11% | | Investment properties | 96,897 | 98,748 | -1.87% | | Intangible assets | 4,771 | 4,771 | 0.00% | | Other receivables | 22,266 | 18,378 | 21.16% | | Deferred tax assets | 28,969 | 34,742 | -16.62% | | **Current assets** | | | | | Inventories | 70,443 | 82,077 | -14.17% | | Trade and other receivables | 36,852 | 40,222 | -8.38% | | Amounts due from holding company and fellow subsidiaries | 37,141 | 14,228 | 161.05% | | Cash and bank balances | 249,598 | 216,520 | 15.28% | | **Current liabilities** | | | | | Trade and other payables | (71,261) | (70,409) | 1.21% | | Loans from related companies | (3,557) | (3,503) | 1.54% | | Lease liabilities (current) | (678) | (416) | 63.00% | | **Non-current liabilities** | | | | | Retirement benefit obligations | (9,631) | (11,524) | -16.59% | | Other payables (non-current) | (25,040) | (23,772) | 5.33% | | Lease liabilities (non-current) | (1,784) | (2,154) | -17.27% | | **Total net assets** | 668,595 | 634,794 | 5.32% | | **Total equity** | 668,595 | 634,794 | 5.32% | [Consolidated Statement of Changes in Equity — Unaudited](index=21&type=section&id=Consolidated%20Statement%20of%20Changes%20in%20Equity%20%E2%80%94%20Unaudited) Total equity was HKD 669 million as of June 30, 2025, with profit attributable to equity holders at HKD 49.64 million Consolidated Statement of Changes in Equity Summary (as of June 30, 2025) | Metric | June 30, 2025 (HKD thousand) | January 1, 2024 (HKD thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Share capital | 252,524 | 252,524 | 0.00% | | Capital reserve | 112,970 | 112,970 | 0.00% | | Exchange fluctuation reserve | 68,929 | 69,229 | -0.43% | | Retained earnings | 255,493 | 261,849 | -2.43% | | Total equity attributable to equity holders of the Company | 689,916 | 696,572 | -0.96% | | Non-controlling interests | (21,321) | (24,100) | -11.53% | | Total equity | 668,595 | 672,472 | -0.58% | - For the six months ended **June 30, 2025**, profit for the period was **HKD 49,644 thousand**, and other comprehensive income was **HKD 1,752 thousand**, resulting in a total comprehensive income attributable to equity holders of the Company of **HKD 51,396 thousand**[104](index=104&type=chunk) - Dividends of **HKD 18,679 thousand** for the previous financial year were distributed in both **2025 and 2024**[104](index=104&type=chunk) [Condensed Consolidated Cash Flow Statement — Unaudited](index=22&type=section&id=Condensed%20Consolidated%20Cash%20Flow%20Statement%20%E2%80%94%20Unaudited) Net cash inflow from operating activities increased by 54.21% to HKD 57.06 million, with cash and cash equivalents at period-end reaching HKD 249.6 million Condensed Consolidated Cash Flow Statement Summary (for the six months ended June 30, 2025) | Metric | 2025 (HKD thousand) | 2024 (HKD thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Cash inflow from operating activities | 58,968 | 39,499 | 49.30% | | PRC enterprise income tax paid | (1,905) | (2,496) | -23.76% | | Net cash inflow from operating activities | 57,063 | 37,003 | 54.21% | | Net cash outflow from investing activities | (8,114) | (1,799) | 351.03% | | Net cash outflow from financing activities | (18,850) | (19,270) | -2.18% | | Net increase in cash and cash equivalents | 30,099 | 15,934 | 88.90% | | Effect of exchange rate changes | 2,979 | 1,390 | 114.32% | | Cash and cash equivalents at end of period | 249,598 | 197,303 | 26.50% | - Net cash inflow from operating activities significantly increased by **54.21%**, reaching **HKD 57,063 thousand**[106](index=106&type=chunk) - Net cash outflow from investing activities substantially increased by **351.03%**, to **HKD 8,114 thousand**[106](index=106&type=chunk) [Notes to the Unaudited Interim Financial Report](index=23&type=section&id=Notes%20to%20the%20Unaudited%20Interim%20Financial%20Report) This section provides detailed notes to the unaudited interim financial report, covering accounting policies, segment information, and financial disclosures [Basis of Preparation](index=23&type=section&id=Basis%20of%20Preparation) The interim financial report is prepared in accordance with HKAS 34 and Listing Rules, using consistent accounting policies, and has been reviewed by the Audit Committee - The interim financial report is prepared in accordance with the **Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited** and **Hong Kong Accounting Standard 34 "Interim Financial Reporting"** issued by the Hong Kong Institute of Certified Public Accountants[109](index=109&type=chunk)[114](index=114&type=chunk) - The report adopts accounting policies consistent with the **2024 annual financial statements**, except for changes in accounting policies expected to be reflected in the 2025 annual financial statements[110](index=110&type=chunk)[114](index=114&type=chunk) - This interim financial report is unaudited but has been reviewed by the Company's Audit Committee[113](index=113&type=chunk)[115](index=115&type=chunk) [Changes in Accounting Policies](index=24&type=section&id=Changes%20in%20Accounting%20Policies) New and revised HKFRSs effective this period had no impact on the Group's accounting policies, and no early adoption of new standards occurred - The Hong Kong Institute of Certified Public Accountants has issued several new and revised Hong Kong Financial Reporting Standards that are effective for the Group's current accounting period, none of which have had an impact on the Group's accounting policies[119](index=119&type=chunk) - The Group has not early adopted any new standards or interpretations that are not yet effective for the current accounting period[119](index=119&type=chunk) [Revenue and Segment Reporting](index=24&type=section&id=Revenue%20and%20Segment%20Reporting) All group revenue is from beer manufacturing and distribution, with Hong Kong segment revenue up 6.23% and China segment operating profit up 20.51% - The Group's principal business is the **manufacture and distribution of bottled, canned, and draught beer**, with all revenue derived from this business[117](index=117&type=chunk)[120](index=120&type=chunk) Segment Revenue and Operating Profit (for the six months ended June 30, 2025) | Segment | 2025 Revenue (HKD thousand) | 2024 Revenue (HKD thousand) | Revenue Change (%) | 2025 Operating Profit (HKD thousand) | 2024 Operating Profit (HKD thousand) | Operating Profit Change (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Hong Kong | 250,054 | 235,383 | 6.23% | 37,357 | 21,755 | 71.72% | | Mainland China | 140,232 | 142,711 | -1.74% | 18,277 | 15,167 | 20.51% | | Total | 390,286 | 378,094 | 3.22% | 55,634 | 36,922 | 50.68% | Revenue by Geographical Location (for the six months ended June 30, 2025) | Region | 2025 Revenue (HKD thousand) | 2024 Revenue (HKD thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Hong Kong (place of incorporation) | 112,136 | 118,620 | -5.47% | | Mainland China | 32,045 | 30,902 | 3.69% | | Philippines | 240,960 | 222,454 | 8.32% | | Others | 5,145 | 6,118 | -15.90% | | **Total** | **390,286** | **378,094** | **3.22%** | [Profit before Taxation](index=28&type=section&id=Profit%20before%20Taxation) Profit before taxation for H1 2025 increased by 46.11% to HKD 61.56 million, with key expense items disclosed Components of Profit before Taxation (for the six months ended June 30, 2025) | Item | 2025 (HKD thousand) | 2024 (HKD thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Finance costs | 185 | 231 | -19.91% | | Staff costs | 77,714 | 74,853 | 3.82% | | Depreciation (property, plant and equipment) | 3,468 | 3,968 | -12.61% | | Depreciation (right-of-use assets) | 6,871 | 8,155 | -15.75% | | Cost of inventories | 233,419 | 237,896 | -1.88% | | Impairment losses on trade and other receivables | 150 | 186 | -19.35% | - For the six months ended **June 30, 2025**, profit before taxation was **HKD 61,564 thousand**, representing a **46.11%** increase from **HKD 42,138 thousand** in the same period of 2024[94](index=94&type=chunk) [Income Tax](index=28&type=section&id=Income%20Tax) Income tax expense significantly increased to HKD 10.48 million due to deferred tax movements, with PRC operations taxed at 25% Components of Income Tax (for the six months ended June 30, 2025) | Item | 2025 (HKD thousand) | 2024 (HKD thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Current tax — Mainland China | 4,601 | 3,628 | 26.82% | | Deferred tax — origination and reversal of temporary differences | 5,874 | — | N/A | | **Total Income Tax** | **10,475** | **3,628** | **188.73%** | - For both **2025 and 2024**, no provision for Hong Kong Profits Tax was made for the Company and other Hong Kong subsidiaries, as accumulated tax losses exceeded estimated assessable profits or entities incurred losses[139](index=139&type=chunk)[141](index=141&type=chunk) - The Group's operations in the People's Republic of China are subject to the **Enterprise Income Tax Law of the People's Republic of China**, with a standard tax rate of **25%**[140](index=140&type=chunk)[141](index=141&type=chunk) [Dividends](index=29&type=section&id=Dividends) The Board resolved not to declare an interim dividend for 2025, while the final dividend for the previous fiscal year was HKD 18.68 million - The Board resolved not to declare an interim dividend for **2025** (2024: nil)[144](index=144&type=chunk)[145](index=145&type=chunk) Dividends Paid (for the six months ended June 30, 2025) | Dividend Type | 2025 (HKD thousand) | 2024 (HKD thousand) | | :--- | :--- | :--- | | Final dividend for previous financial year (HKD 0.05 per ordinary share) | 18,679 | 18,679 | [Earnings per Share](index=29&type=section&id=Earnings%20per%20Share) Basic earnings per share for H1 2025 increased to 13.3 cents, with no diluted earnings per share presented due to the absence of dilutive potential ordinary shares Earnings per Share (for the six months ended June 30, 2025) | Metric | 2025 (Cents) | 2024 (Cents) | Change (%) | | :--- | :--- | :--- | :--- | | Basic earnings per share | 13.3 | 10.1 | 31.68% | - Diluted earnings per share are not presented as there are no dilutive potential ordinary shares in issue for the Company[148](index=148&type=chunk)[149](index=149&type=chunk) [Non-current Assets](index=30&type=section&id=Non-current%20Assets) Total net book value of property, plant, and equipment and investment properties was HKD 347.62 million as of June 30, 2025 Net Book Value of Non-current Assets (as of June 30, 2025) | Item | June 30, 2025 (HKD thousand) | January 1, 2025 (HKD thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Property, plant and equipment | 250,719 | 247,963 | 1.11% | | Investment properties | 96,897 | 98,748 | -1.87% | | **Total** | **347,616** | **346,711** | **0.26%** | - In H1 2025, additions to property, plant and equipment amounted to **HKD 11,292 thousand**, and additions to investment properties amounted to **HKD 514 thousand**[153](index=153&type=chunk) [Inventories](index=30&type=section&id=Inventories) Total inventories decreased by 14.17% to HKD 70.44 million as of June 30, 2025, with reductions in finished goods, work-in-progress, and materials Components of Inventories (as of June 30, 2025) | Item | June 30, 2025 (HKD thousand) | December 31, 2024 (HKD thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Finished goods and work-in-progress | 37,340 | 45,985 | -18.80% | | Materials and supplies | 33,103 | 36,092 | -8.28% | | **Total** | **70,443** | **82,077** | **-14.17%** | [Trade and Other Receivables](index=31&type=section&id=Trade%20and%20Other%20Receivables) Total trade and other receivables slightly increased to HKD 59.12 million as of June 30, 2025, with most trade receivables being current Trade and Other Receivables (as of June 30, 2025) | Item | June 30, 2025 (HKD thousand) | December 31, 2024 (HKD thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Trade receivables (net of loss allowance) | 29,974 | 29,749 | 0.76% | | Other trade receivables, deposits and prepayments | 29,144 | 28,851 | 1.02% | | **Total** | **59,118** | **58,600** | **0.89%** | Aging of Trade Receivables (as of June 30, 2025) | Aging | June 30, 2025 (HKD thousand) | December 31, 2024 (HKD thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Not yet due | 27,873 | 26,942 | 3.46% | | Less than one month overdue | 1,249 | 1,857 | -32.74% | | 1 to 3 months overdue | 446 | 412 | 8.25% | | 3 to 12 months overdue | 406 | 538 | -24.49% | | **Total** | **29,974** | **29,749** | **0.76%** | - Management maintains a credit policy and continuously monitors credit risk, with credit terms determined based on individual customer's financial standing[161](index=161&type=chunk)[162](index=162&type=chunk) [Cash and Cash Balances](index=32&type=section&id=Cash%20and%20Cash%20Balances) Total cash and bank balances increased by 15.28% to HKD 249.6 million as of June 30, 2025, primarily due to a significant rise in bank balances and cash Components of Cash and Bank Balances (as of June 30, 2025) | Item | June 30, 2025 (HKD thousand) | December 31, 2024 (HKD thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Bank deposits with original maturity within three months | 121,813 | 145,378 | -16.21% | | Bank deposits with original maturity greater than three months | — | 10,800 | -100.00% | | Bank balances and cash | 127,785 | 60,342 | 111.77% | | **Total** | **249,598** | **216,520** | **15.28%** | [Trade and Other Payables](index=32&type=section&id=Trade%20and%20Other%20Payables) Total trade and other payables slightly increased to HKD 96.3 million as of June 30, 2025, with most trade payables due within two to three months Components of Trade and Other Payables (as of June 30, 2025) | Item | June 30, 2025 (HKD thousand) | December 31, 2024 (HKD thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Trade payables | 28,745 | 36,166 | -20.52% | | Other payables and accrued expenses | 67,556 | 58,015 | 16.45% | | **Total** | **96,301** | **94,181** | **2.25%** | Aging of Trade Payables (as of June 30, 2025) | Aging | June 30, 2025 (HKD thousand) | December 31, 2024 (HKD thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Not yet due and less than one month overdue | 28,731 | 36,144 | -20.51% | | 1 to 3 months overdue | 6 | 15 | -60.00% | | 3 to 6 months overdue | 6 | 7 | -14.29% | | More than 6 months overdue | 2 | — | N/A | | **Total** | **28,745** | **36,166** | **-20.52%** | - The Group's general credit terms from suppliers are due within **one to two months** from the invoice date[169](index=169&type=chunk) [Capital Commitments](index=33&type=section&id=Capital%20Commitments) Total capital commitments not provided for in the interim financial report amounted to HKD 29.52 million as of June 30, 2025 Capital Commitments (as of June 30, 2025) | Item | June 30, 2025 (HKD thousand) | December 31, 2024 (HKD thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Contracted | 13,803 | 2,836 | 386.64% | | Approved but not contracted | 15,720 | 27,555 | -42.95% | | **Total** | **29,523** | **30,391** | **-2.86%** | [Material Related Party Transactions](index=33&type=section&id=Material%20Related%20Party%20Transactions) The Group engaged in various material related party transactions, including purchases, sales, royalty fees, and interest expenses, conducted on agreed terms Material Related Party Transactions (for the six months ended June 30, 2025) | Transaction Type | 2025 (HKD thousand) | 2024 (HKD thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Purchases from intermediate holding company | 585 | 467 | 25.27% | | Purchases from fellow subsidiaries | 478 | 2,161 | -77.97% | | Purchases from related companies | 11,607 | 10,640 | 9.09% | | Sales to intermediate holding company | 240,960 | 222,454 | 8.32% | | Sales to fellow subsidiaries | — | 9 | -100.00% | | Royalty fees paid to intermediate holding company | 1,362 | 664 | 105.12% | | Interest expense on loans from related companies | 77 | 135 | -42.96% | | Late payment charges paid to related companies | 133 | 131 | 1.53% | | Service fees received from intermediate holding company | 947 | 898 | 5.46% | - These transactions were conducted on terms agreed between the parties. Under the Listing Rules, these transactions (except for purchases from related companies) constitute related party transactions or continuing connected transactions[177](index=177&type=chunk)[178](index=178&type=chunk)[179](index=179&type=chunk)

Core Viewpoint - Tongde Chemical and its wholly-owned subsidiary Tongde Technology have had their assets frozen due to a civil ruling related to a financing lease contract dispute with Qingdao Huaton Financing Leasing Co., Ltd. The company is facing multiple debt disputes and legal lawsuits, primarily linked to its PBAT new materials project, which has become a financial burden [1][2][5]. Group 1: Legal and Financial Issues - On August 1, Tongde Chemical announced that the Qingdao court has frozen 87 million yuan of bank deposits or equivalent assets belonging to the company and its chairman due to a financing lease dispute [1]. - The company has faced several lease contract disputes since May 2025, resulting in frozen bank accounts and asset seizures, with amounts totaling 5.06 million yuan in overdue debts as of July 28 [3][4]. - The PBAT integrated project, initially projected to cost 3.5 billion yuan, has seen its investment balloon to 3.123 billion yuan, with only 95.5% of the project completed as of the latest report [6][7]. Group 2: Business Performance and Strategy - In 2024, Tongde Chemical reported a revenue decline of 43.52% to 545 million yuan and a net loss of 71.99 million yuan, attributed to decreased sales in its traditional explosives business [7]. - The company is attempting to alleviate financial pressure by selling assets and seeking financial support from banks, including a proposed equity transfer of up to 45% in its subsidiaries to another company [8][9]. - The local government has intervened to help the company manage its debt, coordinating with banks to prevent loan withdrawals and facilitate debt restructuring [9]. Group 3: Market Position - As of August 1, Tongde Chemical's stock closed at 5.37 yuan, with a total market capitalization of 2.16 billion yuan [10].