H&H INTL HLDG(01112)
Search documents
专业主义+长期主义,能否成为合生元的估值锚?
Ge Long Hui· 2025-09-13 07:25
Core Viewpoint - Several brokerage firms have raised the target price for Jianhe Group, indicating a positive outlook despite overall demand pressure in the maternal and infant industry [1] Financial Performance - Jianhe Group achieved revenue of 7.02 billion RMB in the first half of the year, a year-on-year increase of 5.2% [1] - The infant nutrition (BNC) segment generated revenue of 2.501 billion RMB, growing by 12.5%, with sales of formula milk in mainland China increasing by 10.0%, significantly higher than the industry average growth of 0.2% [1] - The overall gross margin for Jianhe Group in the first half of 2025 was 62.5%, with a net cash flow of 999.8 million RMB and an adjusted comparable net profit of 363 million RMB, maintaining a net profit margin of 5.2% [5] Competitive Advantage - Jianhe Group's competitive edge stems from a complete chain of "raw materials - processes - research," ensuring product quality and brand loyalty [2] - The company sources its core milk supply from high-quality farms in Normandy, France, and utilizes advanced production techniques from the century-old French dairy company Isigny Sainte-Mere [2] - Jianhe Group has established the Jianhe Nutrition and Care Research Institute (BINC) over a decade ago, collaborating with 60 renowned research institutions to advance research in maternal and infant health [2] Channel Strategy - The company's channel strategy emphasizes long-term stable partnerships, providing consistent product quality and pricing to avoid price wars [3] - Jianhe Group enhances its relationship with channel partners through training, co-creation of educational content, and public welfare projects, fostering a strong bond beyond mere supply relationships [4] Market Positioning - The maternal and infant industry has high entry barriers, but once trust is established, partnerships tend to be strong and long-lasting [4] - Jianhe Group's online strategy includes leveraging social media for brand awareness and expert endorsements, leading to effective conversion through e-commerce channels [4] Future Outlook - The "professionalism + long-termism" business model of Jianhe Group is expected to continue strengthening its valuation anchor, with key indicators for future observation including the conversion of research results, changes in high-end market share, and improvements in channel efficiency [5][6]
从产品到渠道:合生元如何构建母婴业务的稳定性
Ge Long Hui· 2025-09-13 07:25
Core Viewpoint - Several brokerage firms have raised the target price for Jianhe Group, indicating a positive outlook despite overall demand pressure in the maternal and infant industry [1] Financial Performance - Jianhe Group achieved revenue of 7.02 billion RMB in the first half of the year, a year-on-year increase of 5.2% [1] - The infant nutrition (BNC) segment generated revenue of 2.501 billion RMB, growing by 12.5%, with sales of formula milk in mainland China increasing by 10.0%, significantly above the industry average growth of 0.2% [1] - The overall gross margin for Jianhe Group in the first half of 2025 was 62.5%, with a net cash flow of 999.8 million RMB and an adjusted comparable net profit of 363 million RMB, maintaining a net profit margin of 5.2% [5] Competitive Advantage - Jianhe Group's competitive edge stems from a complete chain of "raw materials - processes - research," ensuring product quality and brand loyalty [2] - The company sources its core milk supply from high-quality farms in Normandy, France, and utilizes advanced production techniques from the century-old French dairy company Isigny Sainte-Mere [2] - Jianhe Group has established the Jianhe Nutrition and Care Research Institute (BINC) over a decade ago, collaborating with 60 renowned research institutions to advance research in maternal and infant health [2] Channel Strategy - The company's channel strategy emphasizes long-term stable partnerships, providing consistent product quality and pricing to avoid price wars [3] - Jianhe Group enhances its relationship with channel partners through training, co-creation of educational content, and public welfare projects, fostering a strong bond beyond mere supply relationships [4] Market Positioning - The maternal and infant industry has high entry barriers, but once trust is established, partnerships tend to be strong and long-lasting [4] - Jianhe Group has excelled in online marketing through social media and expert endorsements, leading to significant sales growth during promotional events [4] Future Outlook - The "professionalism + long-termism" business model of Jianhe Group is expected to continue strengthening its valuation anchor, with key indicators for future observation including the conversion of research results, changes in high-end market share, and improvements in channel efficiency [5][6]
华鑫证券:首予H&H国际控股“买入”评级 电商成为核心引擎
Zhi Tong Cai Jing· 2025-09-11 07:41
Core Viewpoint - H&H International Holdings (01112) reported a 5% year-on-year increase in total revenue for H1 2025, amounting to 7.019 billion yuan, with adjusted comparable EBITDA decreasing by 3% to 1.101 billion yuan, and adjusted comparable net profit increasing by 5% to 363 million yuan. The company is expected to see EPS of 0.79, 1.05, and 1.30 yuan for 2025-2027, with a "Buy" investment rating assigned by Huaxin Securities [1]. Revenue and Profitability - The company experienced a year-on-year revenue increase, with a notable improvement in gross margin. The gross margin for H1 2025 rose by 2 percentage points to 62.53%, driven by higher margins in adult and pet nutrition and care products, along with product mix optimization [1]. - The proportion of sales and distribution/administrative expenses relative to revenue increased by 3 percentage points and decreased by 0.4 percentage points to 42.33% and 5.68%, respectively, due to changes in the channel mix for adult nutrition and care products in mainland China and investments in new market expansion strategies [1]. - Adjusted comparable EBITDA margin and adjusted comparable net profit margin decreased by 1 percentage point and 0.02 percentage points to 15.68% and 5.17%, respectively, primarily due to high base effects from the previous year and increased selling expenses [1]. Business Segment Performance - The adult nutrition and care products segment saw a 5% year-on-year revenue increase to 3.439 billion yuan, largely attributed to the outstanding performance of Swisse's innovative anti-aging product line, which grew by 39% compared to the benchmark [2]. - Revenue from infant nutrition and care products increased by 3% year-on-year to 2.501 billion yuan, driven by effective e-commerce channel development and new mother education initiatives in specialty stores. The company successfully transitioned its products to meet new national standards, with the market share of its premium infant formula brand reaching a historical high of 15.9% [2]. - The pet nutrition and care products segment experienced a 10% year-on-year revenue increase to 1.079 billion yuan, with gross margin rising by 12 percentage points to 58.70%. This growth was supported by deepened partnerships in North America and the ongoing high-end upgrade of Solid Gold in mainland China, leading to significant improvements in profitability [2]. Regional and Channel Insights - Revenue from mainland China increased by 9% year-on-year to 4.936 billion yuan, driven by strong growth in adult nutrition and care products and rapid channel expansion. Cross-border e-commerce revenue grew by 18%, with Douyin channel revenue surging by 80%, becoming a key growth engine [3]. - Revenue from Australia and New Zealand decreased by 18% to 801 million yuan, primarily due to a decline in corporate purchasing business [3]. - North American revenue increased by 6% to 862 million yuan, benefiting from the popularity of premium pet nutrition products and a growing pet population, with major retailers like Amazon, Walmart, and PerSmart performing well [3]. - Other regions saw a 17% year-on-year revenue increase to 420 million yuan, with strong growth in the Asian expansion market [3].
华鑫证券:首予H&H国际控股(01112)“买入”评级 电商成为核心引擎
智通财经网· 2025-09-11 07:36
Core Viewpoint - H&H International Holdings reported a total revenue of 7.019 billion yuan for H1 2025, reflecting a 5% year-on-year increase, with adjusted comparable EBITDA of 1.101 billion yuan, down 3% year-on-year, and adjusted comparable net profit of 363 million yuan, up 5% year-on-year. The company is expected to see EPS of 0.79, 1.05, and 1.30 yuan for 2025-2027, with a "Buy" investment rating assigned by Huaxin Securities [1]. Revenue and Profitability - The company achieved a gross margin increase of 2 percentage points to 62.53% in H1 2025, driven by improved margins in adult and pet nutrition and care products, along with product mix optimization [1]. - The proportion of sales and distribution/administrative expenses to revenue increased by 3 percentage points and decreased by 0.4 percentage points to 42.33% and 5.68%, respectively, due to changes in the channel mix for adult nutrition and care products in mainland China and investments in new market expansion strategies [1]. - Adjusted comparable EBITDA margin and adjusted comparable net profit margin decreased by 1 percentage point and 0.02 percentage points to 15.68% and 5.17%, respectively, primarily due to high base effects from the previous year and increased selling expenses [1]. Business Segment Performance - In H1 2025, revenue from adult nutrition and care products increased by 5% to 3.439 billion yuan, largely due to the outstanding performance of Swisse's innovative anti-aging product line, which saw a 39% growth compared to the benchmark [2]. - Revenue from infant nutrition and care products rose by 3% to 2.501 billion yuan, supported by effective e-commerce channel development and educational initiatives for new mothers in specialty stores, with the product successfully transitioning to new national standards [2]. - Revenue from pet nutrition and care products increased by 10% to 1.079 billion yuan, with gross margin rising by 12 percentage points to 58.70%, driven by deepened North American channel cooperation and the ongoing high-end upgrade of Solid Gold in mainland China [2]. Regional and Channel Insights - Revenue from mainland China in H1 2025 grew by 9% to 4.936 billion yuan, primarily due to strong growth in adult nutrition and care products and rapid channel expansion, with cross-border e-commerce revenue increasing by 18% and Douyin channel revenue surging by 80% [3]. - Revenue from Australia and New Zealand decreased by 18% to 801 million yuan, mainly due to a decline in corporate purchasing business [3]. - North American revenue increased by 6% to 862 million yuan, benefiting from the popularity of high-end pet nutrition products and the growing pet population, with major retailers like Amazon and Walmart performing well [3]. - Other regions saw a revenue increase of 17% to 420 million yuan, with strong growth in the Asian expansion market [3].
解构:迈入科学消费新阶段的保健品行业投资框架
Huafu Securities· 2025-09-05 09:15
Investment Rating - The report rates the health supplement industry as "Outperform" [1] Core Insights - The health supplement industry is entering a new upward cycle, driven by rising health awareness among younger consumers and the emergence of new consumption trends [6][9] - The market for nutritional health products in China is projected to reach 522.3 billion yuan by 2024, with a compound annual growth rate of 5.7% from 2019 to 2024 [10][11] - Online sales channels are becoming increasingly important, with a significant rise in sales through platforms like Douyin, which has become the leading online sales platform for health supplements [32][35] Summary by Sections Industry Characteristics - The industry is characterized by a clear trend towards younger consumers, the emergence of new niche markets, and accelerated product iteration [7][9] - The overall scale of the traditional health supplement market is over 300 billion yuan, growing at approximately 5% annually, while new consumption segments such as anti-aging and cardiovascular health are emerging [9] Market Dynamics - The online sales of health supplements in China grew from 107.4 billion yuan in 2022 to 142.1 billion yuan in 2023, indicating a strong shift towards e-commerce [29][30] - Douyin's sales growth in health supplements reached 38% in the first half of 2025, surpassing other platforms like Tmall and JD [32] Key Segments - The report identifies several high-growth segments within the health supplement industry: - Anti-aging: Focused on products like ergothioneine and NAD+ [49][52] - Sports nutrition: Emphasizing glucosamine and calcium products [55] - Cardiovascular health: Highlighting deep-sea fish oil and phospholipid products [58] - Liver health: Addressing needs arising from unhealthy lifestyles [61] - Probiotics: Targeting gut health and overall wellness [66] Investment Recommendations - The report suggests focusing on brands with strong product operation capabilities and high brand recognition, such as Ruoyuchen and H&H International Holdings [5][69] - For production, it recommends selecting leading companies with substantial scale and customer resources, such as Xianle Health [5][69] - In the raw material sector, it highlights industry leaders like Jindawei [5][69]
顺势而为的健合集团,多业务协同增长,财务韧性筑牢价值重估基础
2 1 Shi Ji Jing Ji Bao Dao· 2025-09-03 14:20
Core Insights - H&H Group's strategic adjustments, forward-looking layout, and solid financial foundation provide new possibilities for navigating cycles [1] - The company reported a 5.2% year-on-year revenue growth to 7.02 billion yuan in the first half of 2025, with the Chinese market contributing significantly [1][2] - The adult nutrition care (ANC) segment achieved revenue of 3.44 billion yuan, growing 5.9% year-on-year, while the pet nutrition care (PNC) segment grew 8.6% to 1.08 billion yuan [1][5] Revenue Breakdown - The Chinese market accounted for 70.3% of total revenue, with an 8.7% year-on-year growth [1] - ANC revenue was 3.44 billion yuan, BNC (infant nutrition and care) revenue was 2.50 billion yuan (up 2.9%), and PNC revenue was 1.08 billion yuan [1][5] - Swisse brand in the ANC segment saw a 13.1% growth in China, becoming the market leader [2][4] Market Trends - The global nutrition and health industry is undergoing adjustments amid declining population dividends and increasing competition [2] - H&H Group's focus on family nutrition has positioned it as a leader in the industry [2] - The demand for high-end infant formula is rising, with BNC segment revenue growing 10% in the Chinese market, significantly outperforming the overall market growth of 0.2% [8] Product Innovation - H&H Group is expanding its product offerings under the "mega brand" strategy, including high-end brands like SwissePlus and Little Swisse [3] - The company is responding to the growing demand for innovative anti-aging solutions, achieving significant breakthroughs in high-margin anti-aging supplements [3] Geographic Expansion - H&H Group's ANC business has seen growth in overseas markets, with Swisse becoming the top brand in Australia for vitamins and supplements [4] - The PNC segment is also growing steadily, with Solid Gold in China achieving a 17.5% growth rate [5][6] Financial Performance - The company recorded a gross profit of 4.389 billion yuan, a 7.8% increase year-on-year, with a gross margin improvement from 60.9% to 62.5% [10][11] - Cash reserves exceeded 18.3 billion yuan, supported by strong profit performance and efficient working capital conversion [12] - The company is actively refinancing to improve debt conditions and reduce overall financing costs [12]
H&H国际控股(01112) - 截至二零二五年八月三十一日止之股份发行人的证券变动月报表
2025-09-03 09:23
I. 法定/註冊股本變動 | 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) | 01112 | 說明 | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 10,000,000,000 | HKD | | 0.01 | HKD | | 100,000,000 | | 增加 / 減少 (-) | | | | | | | HKD | | | | 本月底結存 | | | 10,000,000,000 | HKD | | 0.01 | HKD | | 100,000,000 | 本月底法定/註冊股本總額: HKD 100,000,000 FF301 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 ...
H&H国际控股(01112.HK):奶粉业务实现修复 盈利水平有望延续改善
Ge Long Hui· 2025-09-03 07:26
Core Viewpoint - The company's 1H25 performance met market expectations, with revenue of 7.02 billion yuan, a year-on-year increase of 4.9%, and adjusted net profit of 360 million yuan, up 4.6% year-on-year [1][2]. Revenue Performance - All three business segments recorded positive growth, with milk powder revenue rebounding. Overall revenue increased by 4.9% year-on-year, with ANC revenue up 5% and ANC China revenue up 13.1%, driven by strong performance of Swisse's new product categories and rapid growth in cross-border e-commerce and new retail channels [1]. - ANC Australia and New Zealand revenue decreased by 18.5% due to adjustments in the purchasing agent channel [1]. - BNC revenue increased by 2.9%, with milk powder revenue up 9.6%, while probiotics and infant nutrition products saw declines of 16% and 17.1%, respectively [1]. - PNC revenue grew by 9.6%, with PNC China revenue up 17.5% and North America PNC revenue up 6.4%, driven by Zesty Paws' 12.8% revenue growth, while Solid Gold's revenue fell by 23.3% [1]. Profitability Metrics - EBITDA margin remained healthy, with adjusted net profit margin improving. ANC's adjusted EBITDA margin decreased by 1.1 percentage points to 20.9%, primarily due to increased investment in overseas expansion and a higher proportion of sales through Douyin in China [2]. - BNC's adjusted EBITDA margin fell by 2.6 percentage points to 12.4%, mainly due to costs associated with the new national standard transition and consumer education [2]. - PNC's adjusted EBITDA margin increased by 1.6 percentage points to 12.4%, benefiting from improvements in product and channel mix [2]. - The company completed refinancing in 1H25, with financing costs rising by 34% year-on-year to 580 million yuan, impacting overall profit performance [2]. Future Outlook - The company is expected to achieve high single-digit revenue growth for the full year, with ANC projected to see mid to high single-digit growth [2]. - Milk powder business is anticipated to accelerate to low double-digit growth in the second half of the year, while PNC is expected to continue its growth trend [2]. - The company forecasts continued improvement in internal profit margins and ongoing optimization of financial costs [2]. Earnings Forecast and Valuation - The earnings forecast for 2025 and 2026 has been raised by 5% and 6% to 640 million yuan and 760 million yuan, respectively, due to the recovery in the milk powder business [3]. - The current valuation is set at 14 and 11 times the P/E for 2025 and 2026, respectively, with a target price increase of 23% to 17.7 HKD, corresponding to 16 and 14 times the P/E for 2025 and 2026, indicating a 20% upside potential [3].
健合集团(H&H国际控股)2025H1业绩点评:三驾马车协同发力、财务优化,价值重估空间显现
Ge Long Hui· 2025-09-03 04:27
Core Viewpoint - H&H Group reported a steady revenue growth of 5.2% year-on-year, reaching 7.02 billion RMB, with adjusted EBITDA margin at 15.7% and adjusted net profit increasing by 4.6% year-on-year, indicating the successful implementation of its "whole family nutrition and health" strategy [1] Performance Highlights - ANC (Adult Nutrition and Care) revenue grew by 5.9% to 3.44 billion RMB, with a notable 13.1% increase in China. Swisse remains the top brand in the Chinese VHMS market, focusing on anti-aging and children's segments [2] - BNC (Infant Nutrition and Care) revenue increased by 2.9% to 2.5 billion RMB, with a 10% rise in infant formula sales in mainland China, significantly outperforming the industry average [3] - PNC (Pet Nutrition and Care) revenue rose by 8.6% to 1.08 billion RMB, with high-end pet supplements growing by 14.3%, showcasing strong market demand [3] Growth Logic - The company's growth is driven by a long-term strategy centered on channel empowerment, scientific research, and brand development, creating a positive feedback loop among brand, channel, and users [5] - Continuous investment in product research and development, such as Swisse's high-purity fish oil receiving certification, and innovative product offerings in BNC, demonstrate the company's commitment to meeting refined consumer needs [5] Brand Communication - The company employs targeted marketing strategies on platforms like Xiaohongshu and Douyin, effectively connecting with consumers through emotional engagement and tailored messaging [6] - A multi-channel approach integrates online and offline strategies, enhancing customer acquisition and retention through shared data and user insights [6] Industry Trends - The online health product market is experiencing significant growth, with younger consumers increasingly driving demand. H&H Group benefits from its leading position in e-commerce platforms [7] - The pet health product market is expanding, with a low penetration rate in China compared to the U.S., presenting substantial growth opportunities for H&H Group's brands [8] Value Restructuring - Management provided guidance for 2025, projecting mid-single-digit revenue growth for the group, with high single-digit growth for ANC and BNC, and low double-digit growth for PNC [9] - The company is positioned for valuation recovery, with adjusted net profit expected to reach approximately 650 million RMB by 2025, indicating a favorable outlook compared to historical averages [9][10] - Recent financial optimizations, including a refinancing of $300 million in senior notes, are expected to reduce financial costs and enhance profitability [9] Market Attention - The company's stock price has surged over 32% in the past month, reflecting increased market interest and confidence in its growth trajectory [11] - The combination of recovering infant formula sales, accelerating pet business growth, and reduced financial leverage is likely to recalibrate market pricing for the company's collaborative growth strategy [13]
H&H国际控股(01112) - 2025 - 中期财报
2025-09-02 13:30
Corporate Information [Board of Directors and Committees](index=3&type=section&id=Board%20of%20Directors%20and%20Committees) The Board comprises executive, non-executive, and independent non-executive directors, with committees ensuring a sound corporate governance structure - The Board of Directors includes executive directors such as Mr Luo Fei (Chairman) and Mr Wang Yidong, along with several non-executive and independent non-executive directors[4](index=4&type=chunk) - The company has an Audit Committee, Nomination Committee, Remuneration Committee, and Environmental, Social and Governance Committee, each with a designated chairman and members[4](index=4&type=chunk) [Corporate Contact Information and Professional Services](index=3&type=section&id=Corporate%20Contact%20Information%20and%20Professional%20Services) The company is registered in the Cayman Islands, with its head office in Hong Kong, and employs Ernst & Young as its auditor - The company's registered office is in the Cayman Islands, with its head office and principal place of business located at One Island East, Taikoo Place, 18 Westlands Road, Quarry Bay, Hong Kong[4](index=4&type=chunk) - **Ernst & Young** serves as the company's auditor, and Computershare Hong Kong Investor Services Limited is the Hong Kong branch share registrar[5](index=5&type=chunk) Financial Highlights [Key Financial Indicators](index=5&type=section&id=Key%20Financial%20Indicators) For the six months ended June 30, 2025, revenue grew by 4.9% to RMB 7,019.2 million, while net profit significantly decreased by 76.8% Key Financial Indicators for the Six Months Ended June 30 | Indicator | 2025 (RMB million) | 2024 (RMB million) | Change | | :--- | :--- | :--- | :--- | | Revenue | 7,019.2 | 6,692.1 | +4.9% | | Gross Profit | 4,389.1 | 4,072.3 | +7.8% | | EBITDA* | 1,033.1 | 1,098.4 | –5.9% | | Adjusted Comparable EBITDA* | 1,100.7 | 1,139.8 | –3.4% | | Adjusted Comparable EBITDA Margin | 15.7% | 17.0% | –1.3 ppts | | Net Profit | 71.0 | 305.8 | –76.8% | | Adjusted Comparable Net Profit** | 363.0 | 347.2 | +4.6% | | Adjusted Comparable Net Profit Margin | 5.2% | 5.2% | – | - EBITDA refers to earnings before interest, income tax expense, depreciation, and amortization, while adjusted comparable figures exclude non-cash and non-recurring items[6](index=6&type=chunk) [Revenue Composition Analysis](index=6&type=section&id=Revenue%20Composition%20Analysis) Nutritional supplements remain the primary revenue source at 65.6%, with Mainland China being the largest market, contributing 70.3% of total revenue Revenue by Product Segment | Product Segment | 2025 Share | 2024 Share | | :--- | :--- | :--- | | Nutritional Supplements | 65.6% | 66.1% | | Infant Formulae | 28.1% | 26.9% | | Others | 6.3% | 7.0% | Revenue by Business Segment | Business Segment | 2025 Share | 2024 Share | | :--- | :--- | :--- | | Adult Nutrition and Care Products (ANC) | 49.0% | 49.0% | | Pet Nutrition and Care Products (PNC) | 15.4% | 14.7% | | Baby Nutrition and Care Products (BNC) | 35.6% | 36.3% | Revenue by Geography | Geography | 2025 Share | 2024 Share | | :--- | :--- | :--- | | Mainland China | 70.3% | 67.9% | | Australia and New Zealand | 11.4% | 14.6% | | North America | 12.3% | 12.2% | | Other regions | 6.0% | 5.3% | Chairman's Statement [Overall Performance and Strategic Highlights](index=7&type=section&id=Overall%20Performance%20and%20Strategic%20Highlights) The Group's total revenue grew 5.2% on a like-for-like basis in the first half, driven by a focus on high-margin growth segments - Total revenue grew **5.2% on a like-for-like basis** in the first half, with all business segments returning to growth[14](index=14&type=chunk) - High-margin nutritional supplements accounted for **65.6% of revenue**, with vitamins, herbs and mineral supplements (VHMS) growing 5.8% and pet nutrition growing 14.3%[16](index=16&type=chunk) - The company achieved an **adjusted comparable EBITDA margin of 15.7%**, improved adjusted comparable net profit, and successfully refinanced its 2026 senior notes[16](index=16&type=chunk) - An interim dividend of **HK$0.19 per ordinary share** was declared, representing approximately 30% of adjusted comparable net profit[18](index=18&type=chunk) [Adult Nutrition and Care Products](index=8&type=section&id=Adult%20Nutrition%20and%20Care%20Products) The Adult Nutrition and Care Products segment achieved mid-single-digit growth, driven by strong performance in Mainland China, particularly in beauty and anti-aging - The Adult Nutrition and Care Products (ANC) segment achieved **mid-single-digit growth** in the first half, with double-digit growth in Mainland China[19](index=19&type=chunk) - **Swisse ranked No. 1** in Mainland China's overall VHMS market, with cross-border e-commerce sales growing by 18.1%[16](index=16&type=chunk)[20](index=20&type=chunk)[22](index=22&type=chunk) - Sales through the **Douyin channel grew by 80.3%**, with market share ranking fourth in the industry[20](index=20&type=chunk) - The ANZ local market saw solid growth, but total revenue declined by 16.2% on a like-for-like basis due to a downturn in the corporate daigou business[22](index=22&type=chunk) [Baby Nutrition and Care Products](index=9&type=section&id=Baby%20Nutrition%20and%20Care%20Products) The Baby Nutrition and Care Products segment resumed growth after the new "GB" standard transition, with Mainland China infant formula sales up 10.0% - The Baby Nutrition and Care Products (BNC) segment resumed growth, with Mainland China infant formulae sales **increasing by 10.0%**[16](index=16&type=chunk)[24](index=24&type=chunk) - **Biostime's market share** in Mainland China's super premium infant formulae segment reached a record high of **15.9%**[16](index=16&type=chunk)[24](index=24&type=chunk) - During the 618 online shopping festival, GMV for Stage 1 and 2 infant formulae **grew by 103%**[24](index=24&type=chunk) [Pet Nutrition and Care Products](index=10&type=section&id=Pet%20Nutrition%20and%20Care%20Products) The Pet Nutrition and Care Products segment achieved high-single-digit growth, with high-margin pet nutrition products growing 14.3% on a like-for-like basis - The Pet Nutrition and Care Products (PNC) segment achieved **high-single-digit growth**, with high-margin pet nutrition products growing 14.3% on a like-for-like basis[16](index=16&type=chunk)[26](index=26&type=chunk) - **Zesty Paws** delivered strong like-for-like growth of **13.4% in North America**, while **Solid Gold** sales in Mainland China grew by **17.5%**[16](index=16&type=chunk)[26](index=26&type=chunk)[27](index=27&type=chunk) - Solid Gold's sales in North America decreased by 23.3%, reflecting a strategic shift towards higher-margin channels and premium products[26](index=26&type=chunk) [Optimising Capital Structure](index=10&type=section&id=Optimising%20Capital%20Structure) The company successfully refinanced its 2026 USD senior notes by issuing new 3.5-year US$300 million senior notes, reducing financing costs - Successfully issued new **3.5-year US$300 million senior notes** to refinance the 2026 USD senior notes, lowering overall financing costs[16](index=16&type=chunk)[28](index=28&type=chunk) - As of June 30, 2025, cash reserves stood at **RMB 1.83 billion**, with RMB-denominated and hedged RMB debt accounting for 75.7% of total borrowings[28](index=28&type=chunk) [Outlook](index=11&type=section&id=Outlook) The company will continue to drive growth in high-margin VHMS and pet nutrition, accelerate business expansion, and maintain a healthy profitability level - The ANC segment is expected to maintain growth momentum in the second half, while infant formulae sales are projected to accelerate[29](index=29&type=chunk) - The PNC business will continue its growth trajectory, with Zesty Paws executing its omni-channel strategy and Solid Gold gaining traction in Mainland China[30](index=30&type=chunk) - The company is committed to maintaining ample liquidity, pursuing deleveraging, and steadily reducing its net gearing ratio to enhance financial resilience[30](index=30&type=chunk) [Appreciation](index=11&type=section&id=Appreciation) The Chairman expresses sincere gratitude to all stakeholders and reaffirms the company's commitment to creating long-term value - Chairman Luo Fei extends sincere thanks to stakeholders, including shareholders, employees, business partners, and creditors[31](index=31&type=chunk) - The company will continue to create long-term value for all it serves and is dedicated to inspiring people globally to live healthier and happier lives[31](index=31&type=chunk) Management Discussion and Analysis [Operating Results](index=12&type=section&id=Operating%20Results) For the six months ended June 30, 2025, Group revenue grew 4.9% on a reported basis and 5.2% on a like-for-like basis to RMB 7,019.2 million - For the six months ended June 30, 2025, Group revenue increased by **4.9% on a reported basis** (5.2% on a like-for-like basis) to **RMB 7,019.2 million**[33](index=33&type=chunk) - Revenue from high-margin nutritional supplements grew by **4.6% year-on-year** on a like-for-like basis, accounting for **65.6% of total Group revenue**[33](index=33&type=chunk) Revenue by Product Segment (RMB million) | Product Segment | 2025 | 2024 | Reported Change | Like-for-like Change | 2025 Share | 2024 Share | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Nutritional Supplements | 4,606.0 | 4,425.2 | 4.1% | 4.6% | 65.6% | 66.1% | | - Vitamins, herbs and mineral supplements | 3,418.3 | 3,258.2 | 4.9% | 5.8% | 48.7% | 48.7% | | - Pet nutrition | 760.5 | 658.4 | 15.5% | 14.3% | 10.8% | 9.8% | | - Infant probiotics and nutritional supplements | 427.2 | 508.6 | -16.0% | -16.0% | 6.1% | 7.6% | | Infant Formulae | 1,970.9 | 1,798.4 | 9.6% | 9.6% | 28.1% | 26.9% | | Others | 442.3 | 468.5 | -5.6% | -5.8% | 6.3% | 7.0% | Revenue by Business Segment (RMB million) | Business Segment | 2025 | 2024 | Reported Change | Like-for-like Change | 2025 Share | 2024 Share | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Adult Nutrition and Care Products (ANC) | 3,438.7 | 3,275.6 | 5.0% | 5.9% | 49.0% | 49.0% | | Baby Nutrition and Care Products (BNC) | 2,501.3 | 2,431.5 | 2.9% | 2.9% | 35.6% | 36.3% | | Pet Nutrition and Care Products (PNC) | 1,079.2 | 985.0 | 9.6% | 8.6% | 15.4% | 14.7% | Revenue by Geography (RMB million) | Geography | 2025 | 2024 | Reported Change | Like-for-like Change | 2025 Share | 2024 Share | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Mainland China | 4,936.0 | 4,541.4 | 8.7% | 8.7% | 70.3% | 67.9% | | ANZ | 800.7 | 975.9 | -18.0% | -15.6% | 11.4% | 14.6% | | North America | 862.2 | 815.8 | 5.7% | 4.6% | 12.3% | 12.2% | | Other regions | 420.3 | 359.0 | 17.1% | 18.8% | 6.0% | 5.3% | | **Total** | **7,019.2** | **6,692.1** | **4.9%** | **5.2%** | **100.0%** | **100.0%** | - Revenue from Mainland China increased by **8.7% year-on-year** to **RMB 4,936.0 million**, accounting for 70.3% of total Group revenue[37](index=37&type=chunk) - Revenue from the ANZ market decreased by **15.6% on a like-for-like basis**, mainly due to the decline in the corporate daigou business[41](index=41&type=chunk) - Revenue from North America grew by **4.6% on a like-for-like basis**, driven by premiumisation and channel expansion in pet nutrition[42](index=42&type=chunk) - Revenue from other regions increased by **18.8% on a like-for-like basis**, with strong performance in Asian expansion markets[43](index=43&type=chunk) [Gross Profit and Gross Profit Margin](index=14&type=section&id=Gross%20Profit%20and%20Gross%20Profit%20Margin) Gross profit increased by 7.8% to RMB 4,389.1 million, with the gross profit margin rising from 60.9% to 62.5% due to favorable product mix - Gross profit for the first half was **RMB 4,389.1 million**, an increase of **7.8%** from the same period last year[44](index=44&type=chunk) - The gross profit margin increased from **60.9%** in 1H 2024 to **62.5%** in 1H 2025[44](index=44&type=chunk) - The gross profit margin for the ANC segment rose to **67.5%**, the PNC segment's margin rose to **58.7%**, while the BNC segment's margin decreased to **57.3%**[45](index=45&type=chunk) [Other Income and Gains](index=15&type=section&id=Other%20Income%20and%20Gains) For the six months ended June 30, 2025, other income and gains amounted to RMB 61.8 million, mainly from foreign exchange gains - Other income and gains were **RMB 61.8 million**, primarily including net foreign exchange gains of **RMB 24.4 million**[46](index=46&type=chunk)[47](index=47&type=chunk) [Selling and Distribution Costs](index=15&type=section&id=Selling%20and%20Distribution%20Costs) Selling and distribution costs rose 12.4% to RMB 2,883.9 million, increasing as a percentage of revenue from 38.3% to 41.1% - Selling and distribution costs increased by **12.4% to RMB 2,883.9 million**, representing **41.1% of revenue** compared to 38.3% previously[48](index=48&type=chunk) - The ANC business's selling and distribution costs rose by **19.2%**, increasing to **41.9%** of its revenue[49](index=49&type=chunk) - The BNC business's selling and distribution costs remained broadly stable, decreasing to **38.1%** of its revenue[51](index=51&type=chunk) - The PNC business's selling and distribution costs increased by **21.6%**, rising to **45.4%** of its revenue[52](index=52&type=chunk) [Administrative Expenses](index=16&type=section&id=Administrative%20Expenses) Administrative expenses slightly decreased by 1.8% to RMB 398.5 million, reflecting efforts in operational efficiency and cost management - Administrative expenses slightly decreased by **1.8% to RMB 398.5 million**[53](index=53&type=chunk) - As a percentage of revenue, administrative expenses decreased from **6.1% to 5.7%**, benefiting from improved operational efficiency and cost management[53](index=53&type=chunk) [Other Expenses](index=16&type=section&id=Other%20Expenses) Other expenses amounted to RMB 181.7 million, primarily comprising R&D expenses of RMB 95.9 million and a net fair value loss on financial instruments - Other expenses were **RMB 181.7 million**, of which R&D expenses were **RMB 95.9 million**, a year-on-year decrease of 7.8%[54](index=54&type=chunk) - A non-cash net fair value loss on derivative financial instruments of **RMB 74.1 million** was recorded, mainly due to losses on cross-currency swaps[54](index=54&type=chunk) [EBITDA and Adjusted Comparable EBITDA](index=17&type=section&id=EBITDA%20and%20Adjusted%20Comparable%20EBITDA) Adjusted comparable EBITDA decreased by 3.4% to RMB 1,100.7 million, with the margin declining by 1.3 percentage points to 15.7% - Adjusted comparable EBITDA was **RMB 1,100.7 million**, a decrease of **3.4%** from the same period last year[55](index=55&type=chunk) - The adjusted comparable EBITDA margin decreased from **17.0% to 15.7%**, mainly due to a higher investment base, unfavorable channel mix, and strategic investments[55](index=55&type=chunk) Reconciliation of EBITDA and Adjusted Comparable EBITDA (RMB million) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | EBITDA | 1,033.1 | 1,098.4 | | Adjustments for the following items: | | | | Non-cash items: | | | | (1) Net foreign exchange (gains)/losses | (24.4) | 40.9 | | (2) Net fair value losses/(gains) on derivative financial instruments and other non-current financial assets | 68.5 | (59.1) | | (3) Share of losses of an associate | 13.5 | 12.7 | | Non-recurring items: | | | | (4) One-off advisory fees related to Group entity structure optimisation | 10.0 | – | | (5) One-off restructuring costs for Solid Gold business in North America | – | 46.9 | | **Adjusted Comparable EBITDA** | **1,100.7** | **1,139.8** | [Finance Costs](index=17&type=section&id=Finance%20Costs) Finance costs increased by 33.8% to RMB 579.5 million, primarily due to a one-off premium for the refinancing of the 2026 senior notes - Finance costs increased by **33.8% to RMB 579.5 million**[57](index=57&type=chunk) - Costs included **RMB 351.5 million** in interest on loans and notes, and a **RMB 224.4 million** one-off premium and non-cash write-off for the 2026 senior notes refinancing[57](index=57&type=chunk) - The implied annual interest expense rate (including hedging benefits) decreased from **7.07% to 6.63%**[58](index=58&type=chunk) [Income Tax Expense](index=18&type=section&id=Income%20Tax%20Expense) Income tax expense rose by 7.9% to RMB 235.3 million, with the effective tax rate on a reported basis increasing from 41.6% to 76.8% - Income tax expense increased by **7.9% to RMB 235.3 million**[59](index=59&type=chunk) - On a reported basis, the effective tax rate increased from **41.6% to 76.8%**[59](index=59&type=chunk) [Net Profit and Adjusted Comparable Net Profit](index=18&type=section&id=Net%20Profit%20and%20Adjusted%20Comparable%20Net%20Profit) Net profit was RMB 71.0 million, a 76.8% decrease, while adjusted comparable net profit was RMB 363.0 million, a 4.6% increase Reconciliation of Net Profit and Adjusted Comparable Net Profit (RMB million) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Net Profit | 71.0 | 305.8 | | Adjustments for the following items: | | | | EBITDA adjusted comparable items listed above | 67.6 | 41.4 | | Non-cash item*: | | | | One-off premium and non-cash write-off of related unamortised transaction costs for tender offer and early redemption of 2026 Senior Notes | 224.4 | – | | **Adjusted Comparable Net Profit** | **363.0** | **347.2** | - Adjusted comparable net profit increased by **4.6% year-on-year** to **RMB 363.0 million**[60](index=60&type=chunk) [Non-IFRS Financial Measures](index=18&type=section&id=Non-IFRS%20Financial%20Measures) The company uses adjusted comparable EBITDA and net profit as non-IFRS measures to eliminate non-cash or non-recurring items for better comparison - The company uses adjusted comparable EBITDA and adjusted comparable net profit as non-IFRS financial measures to eliminate the impact of non-cash or non-recurring items[61](index=61&type=chunk) [Liquidity and Capital Resources](index=19&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintained a solid liquidity position with net cash from operating activities of RMB 998.0 million and a net gearing ratio of 3.89x - Net cash from operating activities was **RMB 998.0 million**, net cash used in investing activities was **RMB 31.4 million**, and net cash used in financing activities was **RMB 706.5 million**[64](index=64&type=chunk)[65](index=65&type=chunk)[66](index=66&type=chunk) - As of June 30, 2025, cash and bank balances amounted to **RMB 1,812.0 million**[67](index=67&type=chunk) Net Gearing Ratio | Indicator | June 30, 2025 (RMB million) | December 31, 2024 (RMB million) | | :--- | :--- | :--- | | Total Debt | 9,259.6 | 9,403.3 | | Less: Cash and cash equivalents | 1,812.0 | 1,603.9 | | Net Debt | 7,447.6 | 7,799.4 | | Divided by: Adjusted Comparable EBITDA | 1,913.2 | 1,952.3 | | **Net Gearing Ratio** | **3.89x** | **3.99x** | [Working Capital](index=20&type=section&id=Working%20Capital) The average turnover days for trade and bills receivables slightly decreased to 27 days, while inventory turnover days improved to 131 days - The average turnover days for trade and bills receivables slightly decreased from **28 days to 27 days**[69](index=69&type=chunk) - Inventory turnover days decreased from **146 days to 131 days**, with BNC product inventory turnover days decreasing to 122 days[70](index=70&type=chunk) [Interim Dividend](index=21&type=section&id=Interim%20Dividend) The Board resolved to declare an interim dividend of HK$0.19 per ordinary share, representing approximately 30% of adjusted comparable net profit - The Board declared an interim dividend of **HK$0.19 per ordinary share**, representing approximately 30% of adjusted comparable net profit[72](index=72&type=chunk) [Material Business Development Subsequent to the End of the Reporting Period](index=21&type=section&id=Material%20Business%20Development%20Subsequent%20to%20the%20End%20of%20the%20Reporting%20Period) The company's subsidiary, BHA, has formally objected to an amended assessment from the Australian Taxation Office and paid a cash deposit of A$104 million - BHA has objected to the Australian Taxation Office's demand for **A$234.5 million** in primary tax, **A$55.2 million** in interest, and **A$117.3 million** in penalties[73](index=73&type=chunk) - BHA paid a cash deposit of **A$104 million** on July 15, 2025, which will be recognised as an asset on the balance sheet[74](index=74&type=chunk) - The company believes the probability of a future outflow of funds is low and is prepared to pursue further legal action[74](index=74&type=chunk)[75](index=75&type=chunk) Corporate Governance and Other Information [Corporate Governance Code](index=22&type=section&id=Corporate%20Governance%20Code) The company has complied with all code provisions of the Corporate Governance Code as set out in the Listing Rules of The Stock Exchange of Hong Kong Limited - The company has complied with all code provisions of the Corporate Governance Code that were in effect as of June 30, 2025[76](index=76&type=chunk) [Model Code for Securities Transactions](index=22&type=section&id=Model%20Code%20for%20Securities%20Transactions) The company has adopted its own code of conduct for directors' securities transactions on terms no less exacting than the required standard - The company has adopted its own code of conduct for directors' securities transactions on terms no less exacting than the Model Code[78](index=78&type=chunk) - All directors have confirmed compliance with the company's code and the Model Code, and no violations by employees were found[78](index=78&type=chunk)[80](index=80&type=chunk) [Audit Committee](index=22&type=section&id=Audit%20Committee) The Audit Committee, comprising three non-executive directors, is primarily responsible for overseeing financial reporting and internal controls - The Audit Committee, chaired by Professor Ding Yuan, is primarily responsible for the appointment of external auditors and monitoring financial reporting and internal controls[82](index=82&type=chunk) [Remuneration Committee](index=23&type=section&id=Remuneration%20Committee) The Remuneration Committee's main objective is to make recommendations on the remuneration policy and structure for directors and senior management - The Remuneration Committee, chaired by Mr Chan Wai Cheng, is primarily responsible for making recommendations on the remuneration policy for directors and senior management[83](index=83&type=chunk) [Nomination Committee](index=23&type=section&id=Nomination%20Committee) The Nomination Committee is responsible for reviewing the Board's composition, developing nomination procedures, and assessing the independence of directors - The Nomination Committee, chaired by Mr Luo Fei, is responsible for reviewing Board composition, establishing nomination procedures, and assessing the independence of INEDs[84](index=84&type=chunk) - The committee considers diversity factors such as gender, race, language, cultural background, and industry experience when assessing Board composition[84](index=84&type=chunk) [Environmental, Social and Governance Committee](index=24&type=section&id=Environmental,%20Social%20and%20Governance%20Committee) The ESG Committee aims to effectively manage sustainability matters and enhance the quality of related disclosures - The Environmental, Social and Governance Committee, chaired by Ms Laetitia Albertini, aims to more effectively manage sustainability matters[86](index=86&type=chunk) - The committee's duties include assisting the Board in overseeing the development of sustainability vision, goals, and strategies, and managing related risks[86](index=86&type=chunk) [Shareholder Communication and Investor Relations](index=25&type=section&id=Shareholder%20Communication%20and%20Investor%20Relations) The company maintains effective communication with shareholders through various channels, including general meetings and investment conferences - The company maintains effective communication with shareholders through general meetings, investment conferences, and one-on-one meetings[87](index=87&type=chunk) - In the first half of the year, the company participated in **18 investment conferences** and held approximately **290 meetings** with analysts and institutional investors[87](index=87&type=chunk) - The company's website, www.hh.global, provides the latest business, financial, and corporate governance information[88](index=88&type=chunk) [Review of Interim Financial Statements](index=26&type=section&id=Review%20of%20Interim%20Financial%20Statements) The financial information in this interim report has been reviewed by the independent auditor, Ernst & Young, in accordance with HKSRE 2410 - The interim condensed consolidated financial statements are unaudited but have been reviewed by the independent auditor, Ernst & Young, in accordance with HKSRE 2410[89](index=89&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=26&type=section&id=Purchase,%20Sale%20or%20Redemption%20of%20the%20Company's%20Listed%20Securities) The company repurchased and redeemed a total principal amount of US$297,000,000 of its 13.5% senior notes due 2026 to optimize its capital structure - The company repurchased and redeemed a total principal amount of **US$297,000,000** of its 13.5% senior notes due 2026[90](index=90&type=chunk) - This repurchase was funded by the issuance of 9.125% senior notes due 2028, aiming to reduce financing costs and optimize the capital structure[90](index=90&type=chunk) [Share Schemes](index=26&type=section&id=Share%20Schemes) The company has adopted six share schemes, with the 2022 Share Award Scheme and the 2024 Share Scheme remaining in effect - The company has adopted six share schemes, with the **2022 Share Award Scheme** and the **2024 Share Scheme** remaining in full force and effect[91](index=91&type=chunk) - As of June 30, 2025, the total number of shares available for issue under the 2024 Share Scheme was **64,556,135**, representing approximately 10% of the issued share capital[94](index=94&type=chunk) - As of June 30, 2025, the total number of shares available for issue under the 2022 Share Award Scheme was **57,808,894**, representing approximately 8.95% of the issued share capital[101](index=101&type=chunk) - The 2020 Share Option Scheme and 2010 Share Option Scheme have been terminated for new grants, but outstanding options remain valid[102](index=102&type=chunk)[105](index=105&type=chunk) [Interests and Short Positions of Directors and Chief Executives in Shares, Underlying Shares and Debentures of the Company](index=32&type=section&id=Interests%20and%20Short%20Positions%20of%20Directors%20and%20Chief%20Executives%20in%20Shares,%20Underlying%20Shares%20and%20Debentures%20of%20the%20Company) As of June 30, 2025, Mr Luo Fei held a 66.92% interest in the company's shares and underlying shares through beneficial ownership and as a trust founder Interests and Short Positions of Directors and Chief Executives in Shares, Underlying Shares and Debentures of the Company | Director's Name | Capacity/Nature of interest | Long/Short Position | Shares or Underlying Shares | Approx. % of interest in the Company | | :--- | :--- | :--- | :--- | :--- | | Mr Luo Fei | Beneficial owner | Long | 1,185,196 | 0.18% | | | Beneficial owner | Long | 493,002 | 0.08% | | | Founder of a discretionary trust | Long | 432,000,000 | 66.92% | | Mr Wang Yidong | Beneficial owner | Long | 640,470 | 0.10% | | | Beneficial owner | Long | 594,731 | 0.09% | | Ms Laetitia Albertini | Beneficial owner | Long | 1,305,367 | 0.20% | | | Beneficial owner | Long | 893,027 | 0.14% | | Mr Luo Yun | Beneficiary of a trust | Long | 432,000,000 | 66.92% | | Ms Mingshu Zhao Wiggins | Beneficial owner | Long | 40,000 | 0.006% | | Mr Chan Wai Cheng | Beneficial owner | Long | 180,000 | 0.03% | | | Beneficial owner | Long | 200,000 | 0.03% | | Ms Luo Liu Yanqing | Beneficial owner | Long | 120,000 | 0.02% | | | Beneficial owner | Long | 100,000 | 0.02% | | Professor Ding Yuan | Beneficial owner | Long | 80,000 | 0.01% | - The Luo Fei Family Trust and the Luo Yun Family Trust indirectly hold a **66.92% interest** in the company through UBS Trustees (BVI) Limited[112](index=112&type=chunk) [Interests and Short Positions of Substantial Shareholders](index=34&type=section&id=Interests%20and%20Short%20Positions%20of%20Substantial%20Shareholders) As of June 30, 2025, Coliving Holdings Limited and its controlled corporations were substantial shareholders, each holding a 66.92% interest Interests and Short Positions of Substantial Shareholders | Name | Capacity/Nature of interest | Long/Short Position | Number of Shares | Approx. % of shareholding | | :--- | :--- | :--- | :--- | :--- | | Coliving Holdings Limited | Beneficial owner | Long | 432,000,000 | 66.92% | | Flying Company Limited | Interest of controlled corporation | Long | 432,000,000 | 66.92% | | Coliving Limited | Interest of controlled corporation | Long | 432,000,000 | 66.92% | | UBS Trustees (BVI) Limited | Trustee | Long | 432,000,000 | 66.92% | - Coliving Holdings Limited is owned 57.25% by Coliving Limited, which is 100% owned by Flying Company Limited[114](index=114&type=chunk)[115](index=115&type=chunk) [Changes in Directors' Information](index=35&type=section&id=Changes%20in%20Directors'%20Information) No changes in directors' information were disclosed in this interim report - There were no changes in directors' information required to be disclosed pursuant to Rule 13.51B(1) of the Listing Rules in this interim report[118](index=118&type=chunk) [Change in Composition of Board Committees](index=35&type=section&id=Change%20in%20Composition%20of%20Board%20Committees) Ms Pascale Laborde resigned from the ESG Committee, and Ms Yang Wenyun was appointed as her replacement, effective August 26, 2025 - Ms Pascale Laborde resigned as a member of the Environmental, Social and Governance Committee, and Ms Yang Wenyun was appointed to succeed her, effective August 26, 2025[119](index=119&type=chunk) [Continuing Disclosure Obligations under the Listing Rules](index=35&type=section&id=Continuing%20Disclosure%20Obligations%20under%20the%20Listing%20Rules) The company disclosed refinancing credit agreements containing a clause linked to the shareholding of Mr Luo Fei and his family members - The June and August 2024 refinancing credit agreements stipulate that the facilities will be cancelled if Mr Luo Fei and his family members cease to beneficially own the largest percentage of the company's voting share capital[120](index=120&type=chunk)[122](index=122&type=chunk) - The June 2024 refinancing term loan facility of **US$150,000,000 equivalent** was fully drawn down on July 10, 2024[121](index=121&type=chunk) - The August 2024 refinancing credit facility of **US$540,000,000 equivalent** was drawn down on November 13, 2024[122](index=122&type=chunk) [Interim Dividend](index=36&type=section&id=Interim%20Dividend) The Board declared an interim dividend of HK$0.19 per ordinary share, representing approximately 30% of adjusted comparable net profit - The Board declared an interim dividend of **HK$0.19 per ordinary share** (2024: HK$0.30), representing approximately 30% of adjusted comparable net profit[124](index=124&type=chunk) - The interim dividend will be paid on October 17, 2025, to shareholders on the register of members as of September 15, 2025[124](index=124&type=chunk) [Closure of Register of Members](index=36&type=section&id=Closure%20of%20Register%20of%20Members) The register of members will be closed from September 11 to September 15, 2025, to determine eligibility for the interim dividend - The register of members will be closed from September 11 to September 15, 2025, with the record date being September 15, 2025[125](index=125&type=chunk) Report on Review of Interim Condensed Consolidated Financial Statements [Conclusion](index=37&type=section&id=Conclusion) The independent auditor, Ernst & Young, found no matters suggesting the interim financial information was not prepared in accordance with IAS 34 - Ernst & Young has reviewed the interim financial information and has not become aware of any matter that causes it to believe that the interim financial information is not prepared, in all material respects, in accordance with IAS 34[130](index=130&type=chunk) Interim Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income [Statement of Profit or Loss Overview](index=38&type=section&id=Statement%20of%20Profit%20or%20Loss%20Overview) For the six months ended June 30, 2025, the company's revenue was RMB 7,019,234 thousand, with a profit for the period of RMB 71,017 thousand Interim Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (RMB'000) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Revenue | 7,019,234 | 6,692,132 | | Cost of sales | (2,630,154) | (2,619,838) | | Gross profit | 4,389,080 | 4,072,294 | | Other income and gains | 61,751 | 118,231 | | Selling and distribution costs | (2,971,278) | (2,653,763) | | Administrative expenses | (398,526) | (405,868) | | Other expenses | (181,731) | (161,035) | | Finance costs | (579,542) | (433,251) | | Share of losses of an associate | (13,462) | (12,669) | | Profit before tax | 306,292 | 523,939 | | Income tax expense | (235,275) | (218,136) | | **Profit for the period** | **71,017** | **305,803** | | Total comprehensive income for the period | 225,394 | 265,231 | | Basic earnings per share attributable to ordinary equity holders of the parent | 0.11 | 0.48 | | Diluted earnings per share attributable to ordinary equity holders of the parent | 0.11 | 0.48 | Interim Condensed Consolidated Statement of Financial Position [Statement of Financial Position Overview](index=39&type=section&id=Statement%20of%20Financial%20Position%20Overview) As of June 30, 2025, total non-current assets were RMB 14,331,162 thousand, and total current assets were RMB 5,064,338 thousand, with net assets of RMB 6,009,377 thousand Interim Condensed Consolidated Statement of Financial Position (RMB'000) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Non-current assets** | | | | Property, plant and equipment | 338,327 | 318,506 | | Right-of-use assets | 178,627 | 118,734 | | Goodwill | 7,666,645 | 7,603,641 | | Intangible assets | 5,293,238 | 5,295,021 | | Deferred tax assets | 525,578 | 530,681 | | Other non-current financial assets | 194,298 | 174,164 | | **Total non-current assets** | **14,331,162** | **14,219,781** | | **Current assets** | | | | Inventories | 1,932,804 | 1,906,675 | | Trade and bills receivables | 1,143,936 | 927,179 | | Cash and cash equivalents | 1,812,024 | 1,603,920 | | **Total current assets** | **5,064,338** | **4,622,641** | | **Current liabilities** | | | | Trade and bills payables | 941,105 | 907,383 | | Other payables and accruals | 2,084,435 | 1,937,772 | | Interest-bearing bank and other borrowings | 858,981 | 860,905 | | Senior notes | 84,996 | 2,247 | | **Total current liabilities** | **4,227,508** | **3,872,369** | | **Non-current liabilities** | | | | Senior notes | 2,106,195 | 2,117,248 | | Interest-bearing bank loans and other borrowings | 6,123,880 | 6,304,559 | | Deferred tax liabilities | 724,978 | 684,455 | | **Total non-current liabilities** | **9,158,615** | **9,156,682** | | **Net assets** | **6,009,377** | **5,813,371** | | **Total equity** | **6,009,377** | **5,813,371** | Interim Condensed Consolidated Statement of Changes in Equity [Statement of Changes in Equity Overview](index=41&type=section&id=Statement%20of%20Changes%20in%20Equity%20Overview) As of June 30, 2025, total equity increased to RMB 6,009,377 thousand from RMB 5,813,371 thousand at the end of 2024 Interim Condensed Consolidated Statement of Changes in Equity (RMB'000) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Issued capital | 5,519 | 5,519 | | Share premium account | 694,991 | 694,991 | | Shares held for share award scheme | (33,229) | (37,680) | | Retained profits | 6,533,049 | 6,460,019 | | Total equity | 6,009,377 | 5,813,371 | | Profit for the period | 71,017 | 305,803 | | Other comprehensive income/(loss) for the period | 154,377 | (40,572) | | Total comprehensive income for the period | 225,394 | 265,231 | Interim Condensed Consolidated Statement of Cash Flows [Statement of Cash Flows Overview](index=43&type=section&id=Statement%20of%20Cash%20Flows%20Overview) For the six months ended June 30, 2025, net cash from operating activities was RMB 998,033 thousand, with cash and cash equivalents at period end of RMB 1,812,024 thousand Interim Condensed Consolidated Statement of Cash Flows (RMB'000) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Net cash flows from operating activities | 998,033 | 1,052,540 | | Net cash flows (used in)/from investing activities | (31,385) | 8,389 | | Net cash flows used in financing activities | (706,534) | (86,704) | | Net increase in cash and cash equivalents | 260,114 | 974,225 | | Cash and cash equivalents at beginning of period | 1,603,920 | 1,364,283 | | Net effect of foreign exchange rate changes | (52,010) | 40,586 | | **Cash and cash equivalents at end of period** | **1,812,024** | **2,379,094** | Notes to the Interim Condensed Consolidated Financial Statements [Corporate and Group Information](index=45&type=section&id=Corporate%20and%20Group%20Information) H&H International Holdings Limited is incorporated in the Cayman Islands and primarily engages in the production and sale of nutrition and care products - The Company is incorporated in the Cayman Islands and is principally engaged in the production and sale of premium infant nutrition and care products, adult nutrition and care products, and pet nutrition and care products[140](index=140&type=chunk) - The Company's holding company and ultimate holding company is Coliving Holdings Limited[141](index=141&type=chunk) [Basis of Preparation and Accounting Policies](index=45&type=section&id=Basis%20of%20Preparation%20and%20Accounting%20Policies) The interim financial statements are prepared in accordance with IAS 34 and presented in RMB, using accounting policies consistent with the 2024 annual statements - The interim condensed consolidated financial statements are prepared in accordance with International Accounting Standard 34 and are presented in RMB[142](index=142&type=chunk) - The accounting policies used are the same as those used in the annual consolidated financial statements for the year ended December 31, 2024, except for the adoption of amended IFRSs[142](index=142&type=chunk) [Changes in Accounting Policies and Disclosures](index=46&type=section&id=Changes%20in%20Accounting%20Policies%20and%20Disclosures) The Group adopted the amendment to IAS 21, "Lack of Exchangeability," which had no impact on the interim financial information - The Group adopted the amendment to IAS 21, "Lack of Exchangeability," for the first time during this period[143](index=143&type=chunk) - The amendment had no impact on the interim condensed consolidated financial information as the currencies used by the Group are exchangeable[143](index=143&type=chunk) [Operating Segment Information](index=46&type=section&id=Operating%20Segment%20Information) The Group is managed across five operating segments, with Mainland China being the largest geographical source of revenue - The Group has five reportable operating segments: Adult nutrition and care products, Infant formulae, Probiotics and nutritional supplements, Other infant products, and Pet nutrition and care products[144](index=144&type=chunk) Operating Segment Revenue for the Six Months Ended June 30, 2025 (RMB'000) | Segment | Sales to external customers | | :--- | :--- | | Adult nutrition and care products | 3,438,722 | | Infant formulae | 1,970,973 | | Probiotics and nutritional supplements | 427,224 | | Other infant products | 103,113 | | Pet nutrition and care products | 1,079,202 | | **Total** | **7,019,234** | Revenue from External Customers by Location (RMB'000) | Region | 2025 | 2024 | | :--- | :--- | :--- | | Mainland China | 4,936,033 | 4,541,353 | | Australia and New Zealand | 800,718 | 975,933 | | North America | 862,155 | 815,837 | | Other regions | 420,328 | 359,009 | | **Total revenue** | **7,019,234** | **6,692,132** | [Revenue, Other Income and Gains](index=50&type=section&id=Revenue,%20Other%20Income%20and%20Gains) Revenue from contracts with customers totaled RMB 7,019,234 thousand, while other income and gains amounted to RMB 61,751 thousand Revenue Analysis (RMB'000) | For the six months ended June 30 | 2025 | 2024 | | :--- | :--- | :--- | | Revenue from contracts with customers - Sales of goods | 7,019,234 | 6,692,132 | Other Income and Gains (RMB'000) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Bank interest income | 6,335 | 6,911 | | Foreign exchange gains | 24,361 | – | | Net fair value gains on derivative financial instruments | – | 56,530 | | Fair value gains on other non-current financial assets | 5,524 | 2,566 | | Government grants | 363 | 2,606 | | Gain on sale of raw materials | 13,940 | 37,467 | | Others | 11,228 | 11,753 | | **Total** | **61,751** | **118,231** | [Finance Costs](index=52&type=section&id=Finance%20Costs) Finance costs for the period were RMB 579,542 thousand, a significant increase due to the loss on repurchase and redemption of senior notes Finance Costs (RMB'000) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Interest on interest-bearing bank loans and senior notes | 351,508 | 429,618 | | Interest on lease liabilities | 3,641 | 2,847 | | Loss on repurchase and redemption of senior notes | 224,393 | – | | **Total** | **579,542** | **433,251** | [Profit Before Tax](index=52&type=section&id=Profit%20Before%20Tax) The Group's profit before tax was RMB 306,292 thousand, with major deductions including cost of inventories sold and R&D costs Major Items Charged/(Credited) to Profit Before Tax (RMB'000) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Cost of inventories sold | 2,423,640 | 2,537,072 | | Research and development costs | 95,913 | 104,035 | | Net foreign exchange (gains)/losses | (24,361) | 40,854 | | Net fair value losses/(gains) on derivative financial instruments | 74,053 | (56,530) | | Write-down of inventories to net realisable value | 206,514 | 82,766 | [Income Tax Expense](index=53&type=section&id=Income%20Tax%20Expense) Income tax expense was RMB 235,275 thousand, with certain subsidiaries in Mainland China benefiting from a preferential 15% tax rate Income Tax Expense (RMB'000) | Region | 2025 | 2024 | | :--- | :--- | :--- | | Mainland China | 91,490 | 55,221 | | Hong Kong | 58,873 | 53,904 | | Australia | 51,834 | 61,002 | | Other regions | 382 | 518 | | Deferred | 34,312 | 47,491 | | **Total** | **235,275** | **218,136** | - Biostime (Guangzhou) Health Products Co, Ltd and Guangzhou Heai Information Technology Co, Ltd are entitled to a preferential tax rate of **15%** as High and New Technology Enterprises[157](index=157&type=chunk) - The Group does not expect to face significant Pillar Two income tax risk[165](index=165&type=chunk) [Dividends](index=55&type=section&id=Dividends) The Board declared an interim dividend of HK$0.19 per ordinary share, totaling approximately RMB 108,893 thousand Dividends (RMB'000) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Final dividend declared | 29,732 | 104,949 | | Interim dividend declared | 108,893 | 173,581 | [Earnings Per Share Attributable to Ordinary Equity Holders of the Parent](index=56&type=section&id=Earnings%20Per%20Share%20Attributable%20to%20Ordinary%20Equity%20Holders%20of%20the%20Parent) For the six months ended June 30, 2025, basic and diluted earnings per share were both RMB 0.11, a decrease from the prior year Calculation of Basic and Diluted Earnings Per Share (RMB) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Profit attributable to ordinary equity holders of the parent | 71,017 | 305,803 | | Basic earnings per share | 0.11 | 0.48 | | Diluted earnings per share | 0.11 | 0.48 | [Property, Plant and Equipment](index=57&type=section&id=Property,%20Plant%20and%20Equipment) During the period, the Group acquired property, plant and equipment at a cost of RMB 48,925 thousand and charged depreciation of RMB 33,082 thousand - During the period, the Group acquired property, plant and equipment at a cost of **RMB 48,925 thousand** (2024: RMB 22,029 thousand)[169](index=169&type=chunk) - Depreciation of **RMB 33,082 thousand** was charged (2024: RMB 34,117 thousand)[169](index=169&type=chunk) [Leases](index=57&type=section&id=Leases) The Group recognised right-of-use assets totaling RMB 76,593 thousand and new lease liabilities of the same amount during the period - During the period, the Group recognised right-of-use assets with a total cost of **RMB 76,593 thousand** (2024: RMB 12,642 thousand)[170](index=170&type=chunk) - The Group recognised new lease liabilities of **RMB 76,593 thousand** (2024: RMB 12,642 thousand)[171](index=171&type=chunk) [Goodwill](index=58&type=section&id=Goodwill) As of June 30, 2025, the net carrying amount of goodwill was RMB 7,666,645 thousand, a slight increase due to exchange realignment Net Carrying Amount of Goodwill (RMB'000) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Net carrying amount | 7,666,645 | 7,603,641 | | Exchange realignment | 63,004 | (108,538) | [Intangible Assets](index=59&type=section&id=Intangible%20Assets) During the period, the Group acquired intangible assets at a cost of RMB 16,951 thousand and charged amortisation of RMB 100,517 thousand - During the period, the Group acquired intangible assets at a cost of **RMB 16,951 thousand** (2024: RMB 9,403 thousand)[173](index=173&type=chunk) - Amortisation of **RMB 100,517 thousand** was charged (2024: RMB 94,209 thousand)[173](index=173&type=chunk) [Other Non-current Financial Assets](index=59&type=section&id=Other%20Non-current%20Financial%20Assets) As of June 30, 2025, other non-current financial assets totaled RMB 194,298 thousand, mainly comprising unlisted equity investments Other Non-current Financial Assets (RMB'000) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Financial assets at fair value through profit or loss | 190,127 | 170,774 | | Equity investments designated at fair value through other comprehensive income | 4,171 | 3,390 | | **Total** | **194,298** | **174,164** | [Inventories](index=60&type=section&id=Inventories) As of June 30, 2025, total inventories amounted to RMB 1,932,804 thousand, with finished goods accounting for RMB 1,116,037 thousand Composition of Inventories (RMB'000) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Raw materials | 304,160 | 441,988 | | Goods in transit | 508,722 | 318,500 | | Work in progress | 3,885 | 188 | | Finished goods | 1,116,037 | 1,145,999 | | **Total** | **1,932,804** | **1,906,675** | [Trade and Bills Receivables](index=60&type=section&id=Trade%20and%20Bills%20Receivables) As of June 30, 2025, trade and bills receivables totaled RMB 1,143,936 thousand, with the majority due within one month Ageing Analysis of Trade and Bills Receivables (RMB'000) | Ageing | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Within 1 month | 647,806 | 623,546 | | 1 to 3 months | 437,505 | 245,038 | | Over 3 months | 58,625 | 58,595 | | **Total** | **1,143,936** | **927,179** | [Prepayments, Other Receivables and Other Assets](index=60&type=section&id=Prepayments,%20Other%20Receivables%20and%20Other%20Assets) As of June 30, 2025, prepayments, other receivables and other assets totaled RMB 158,205 thousand, with prepayments being the largest component Composition of Prepayments, Other Receivables and Other Assets (RMB'000) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Prepayments | 113,782 | 59,164 | | Other receivables | 36,814 | 92,899 | | **Total** | **158,205** | **177,215** | [Trade and Bills Payables](index=61&type=section&id=Trade%20and%20Bills%20Payables) As of June 30, 2025, trade and bills payables totaled RMB 941,105 thousand, with the majority due within one month Ageing Analysis of Trade and Bills Payables (RMB'000) | Ageing | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Within 1 month | 737,775 | 775,760 | | 1 to 3 months | 148,803 | 85,340 | | Over 3 months | 54,527 | 46,283 | | **Total** | **941,105** | **907,383** | [Other Payables and Accruals](index=61&type=section&id=Other%20Payables%20and%20Accruals) As of June 30, 2025, other payables and accruals totaled RMB 2,089,255 thousand, primarily consisting of accruals and refund liabilities Composition of Other Payables and Accruals (RMB'000) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Payroll and welfare payables | 167,294 | 175,346 | | Accruals | 1,071,037 | 943,369 | | Other tax payables | 86,814 | 42,105 | | Other payables | 192,841 | 223,360 | | Refund liabilities | 571,269 | 555,395 | | **Total** | **2,089,255** | **1,939,575** | [Derivative Financial Instruments](index=62&type=section&id=Derivative%20Financial%20Instruments) As of June 30, 2025, derivative financial instrument assets were RMB 14,060 thousand and liabilities were RMB 95,092 thousand Derivative Financial Instruments (RMB'000) | Item | June 30, 2025 Assets | June 30, 2025 Liabilities | Dec 31, 2024 Assets | Dec 31, 2024 Liabilities | | :--- | :--- | :--- | :--- | :--- | | Early redemption options embedded in senior notes | 14,060 | – | 5,517 | – | | Cross-currency swaps and cross-currency interest rate swaps (designated as hedges) | – | 13,864 | 11,332 | 266 | | Cross-currency swaps and cross-currency interest rate swaps (not designated as hedges) | – | 81,228 | 3,718 | – | | **Total** | **14,060** | **95,092** | **20,567** | **266** | - During the period, a net loss of **RMB 13,245 thousand** arising from fair value changes was recognised for swaps designated as hedging instruments[182](index=182&type=chunk) [Interest-bearing Bank Loans and Other Borrowings](index=63&type=section&id=Interest-bearing%20Bank%20Loans%20and%20Other%20Borrowings) As of June 30, 2025, total interest-bearing bank loans and other borrowings amounted to RMB 6,982,861 thousand, denominated in USD, HKD, and RMB Interest-bearing Bank Loans and Other Borrowings (RMB'000) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Current** | | | | Current portion of long-term bank loans - unsecured | 483,005 | 532,315 | | Current portion of long-term bank loans - secured | 367,461 | 320,026 | | Current portion of secured bonds | 8,515 | 8,564 | | **Total - Current** | **858,981** | **860,905** | | **Non-current** | | | | Long-term bank loans - unsecured | 1,344,264 | 1,356,821 | | Long-term bank loans - secured | 4,380,173 | 4,550,890 | | Secured bonds | 399,443 | 396,848 | | **Total - Non-current** | **6,123,880** | **6,304,559** | | **Total** | **6,982,861** | **7,165,464** | - Certain interest-bearing bank loans are jointly and severally guaranteed by the Company and certain of its subsidiaries and are secured by assets[185](index=185&type=chunk) - The borrowings are denominated in USD, HKD, and RMB, with total amounts of **RMB 2,518,115 thousand**, **RMB 1,157,712 thousand**, and **RMB 3,307,034 thousand**, respectively[185](index=185&type=chunk) [Senior Notes](index=65&type=section&id=Senior%20Notes) The company issued US$300,000,000 of 9.125% senior notes due 2028 to refinance its 2026 notes, which have now been fully repaid - On January 24, 2025, the company issued **US$300,000,000** of senior notes due July 24, 2028, with a coupon rate of **9.125% per annum**[186](index=186&type=chunk) - The net proceeds from the 2028 notes were used to fund the repayment of the 2026 notes, which were fully repaid as of June 30, 2025[186](index=186&type=chunk) Movement of Senior Notes (RMB'000) | Item | Total | | :--- | :--- | | As at January 1, 2024 | 1,660,600 | | Redemption and repurchase of senior notes | (2,334,058) | | Loss on repurchase and redemption of senior notes | 224,393 | | Proceeds from issuance of senior notes | 2,111,651 | | **As at June 30, 2025** | **2,191,191** | | Less: Current portion | (84,996) | | Non-current portion | 2,106,195 | [Deferred Tax](index=67&type=section&id=Deferred%20Tax) As of June 30, 2025, total deferred tax assets were RMB 816,471 thousand, and total deferred tax liabilities were RMB 1,015,871 thousand Movement of Deferred Tax Assets (RMB'000) | Item | Jan 1, 2025 | Credited/(charged) to profit or loss | Exchange realignment | June 30, 2025 | | :--- | :--- | :--- | :--- | :--- | | Provision for impairment of assets | 40,521 | 1,015 | – | 41,536 | | Accrued liabilities and future deductible expenses | 359,447 | 33,221 | 1,300 | 393,968 | | Recognised tax losses | 270,812 | (5,876) | 51 | 264,987 | | **Total** | **794,043** | **19,948** | **2,480** | **816,471** | Movement of Deferred Tax Liabilities (RMB'000) | Item | Jan 1, 2025 | (Credited)/charged to profit or loss | Exchange realignment | June 30, 2025 | | :--- | :--- | :--- | :--- | :--- | | Fair value adjustments arising from acquisition of subsidiaries | 726,390 | 127,890 | 13,519 | 867,799 | | **Total** | **947,817** | **54,260** | **13,794** | **1,015,871** | [Share Capital](index=69&type=section&id=Share%20Capital) As of June 30, 2025, the company's issued and fully paid-up share capital consisted of 645,561,354 ordinary shares of HK$0.01 each Share Capital Information | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Authorised share capital (shares) | 10,000,000,000 | 10,000,000,000 | | Issued and fully paid-up share capital (shares) | 645,561,354 | 645,561,354 | | Equivalent to (RMB'000) | 5,519 | 5,519 | [Reserves](index=69&type=section&id=Reserves) The Group's contributed surplus arose from the Group reorganisation, while the capital surplus relates to a capital contribution from the ultimate shareholder - The contributed surplus represents the excess of the par value of shares of subsidiaries acquired over the par value of the Company's shares issued in exchange[194](index=194&type=chunk) - The capital surplus represents a 1% equity interest in Biostime Health contributed by the ultimate shareholder, Coliving Holdings Limited[194](index=194&type=chunk) - Subsidiaries registered in China are required to transfer 10% of their annual statutory post-tax profit to a statutory reserve until the balance reaches 50% of the registered capital[194](index=194&type=chunk) [Contingent Liabilities](index=70&type=section&id=Contingent%20Liabilities) The company's subsidiary, BHA, is in a dispute with the Australian Taxation Office and has paid a cash deposit of A$104 million - BHA has objected to the Australian Taxation Office's demand for **A$234.5 million** in primary tax, **A$55.2 million** in interest, and **A$117.3 million** in penalties[195](index=195&type=chunk) - BHA paid a cash deposit of **A$104 million** on July 15, 2025, which will be recognised as an asset on the balance sheet[196](index=196&type=chunk) - The company believes the probability of a future outflow of funds is low and is prepared to pursue further legal action[196](index=196&type=chunk)[197](index=197&type=chunk) [Commitments](index=70&type=section&id=Commitments) As of the reporting date, the Group's total contractual commitments amounted to RMB 10,467 thousand Contractual Commitments (RMB'000) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Intangible assets | 5,437 | 3,415 | | Property, plant and equipment | 5,030 | 5,675 | | **Total** | **10,467** | **9,090** | [Related Party Balances and Transactions](index=71&type=section&id=Related%20Party%20Balances%20and%20Transactions) Total compensation for the Group's key management personnel amounted to RMB 28,478 thousand, a decrease from the prior year period Key Management Personnel Compensation (RMB'000) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Fees | 3,588 | 3,750 | | Short-term employee benefits | 24,138 | 42,127 | | Pension scheme contributions | 409 | 454 | | Equity-settled share award expenses | 343 | 3,904 | | **Total compensation paid to key management personnel** | **28,478** | **50,235** | [Fair Value and Fair Value Hierarchy of Financial Instruments](index=71&type=section&id=Fair%20Value%20and%20Fair%20Value%20Hierarchy%20of%20Financial%20Instruments) As of June 30, 2025, the total fair value of financial assets was RMB 208,358 thousand, and financial liabilities was RMB 2,280,662 thousand Carrying Amounts and Fair Values of Financial Instruments (RMB'000) | Item | June 30, 2025 Carrying amount | Dec 31, 2024 Carrying amount | June 30, 2025 Fair value | Dec 31, 2024 Fair value | | :--- | :--- | :--- | :--- | :--- | | **Financial assets** | | | | | | Derivative financial instruments | 14,060 | 20,567 | 14,060 | 20,567 | | Other non-current financial assets | 194,298 | 174,164 | 194,298 | 174,164 | | **Total** | **208,358** | **194,731** | **208,358** | **194,731** | | **Financial liabilities** | | | | | | Derivative financial instruments | (95,092) | (266) | (95,092) | (266) | | Senior notes | (2,191,191) | (2,119,495) | (2,185,570) | (2,273,947) | | **Total** | **(2,286,283)** | **(2,119,761)** | **(2,280,662)** | **(2,274,213)** | - Fair value is estimated using techniques such as discounted cash flow models, market approach, and recent transaction prices[202](index=202&type=chunk) Hierarchy of Assets Measured at Fair Value (RMB'000) | Item | Level 1 | Level 2 | Level 3 | Total | | :--- | :--- | :--- | :--- | :--- | | **As at June 30, 2025** | | | | | | Derivative financial instruments | – | – | 14,060 | 14,060 | | Other non-current financial assets | 2,774 | – | 191,524 | 194,298 | | **Total** | **2,774** | **–** | **205,584** | **208,358** | Hierarchy of Liabilities Measured at Fair Value (RMB'000) | Item | Level 1 | Level 2 | Level 3 | Total | | :--- | :--- | :--- | :--- | :--- | | **As at June 30, 2025** | | | | | | Derivative financial instruments | – | – | 95,092 | 95,092 | [Approval of these Interim Condensed Consolidated Financial Statements](index=77&type=section&id=Approval%20of%20these%20Interim%20Condensed%20Consolidated%20Financial%20Statements) These interim condensed consolidated financial statements were approved and authorised for issue by the Board of Directors on August 26, 2025 - These interim condensed consolidated financial statements were approved and authorised for issue by the Board of Directors on August 26, 2025[208](index=208&type=chunk)