Core Viewpoint - The live e-commerce industry is experiencing a critical turning point after years of rapid expansion, with several companies reporting poor performance in their recent financial results [1][2]. Financial Performance - Yaowang Technology (002291) reported a loss in the first half of the year, with revenue of 1.896 billion RMB, a decrease of 36.32% year-on-year, and a net profit of -253 million RMB [3][4]. - Jiao Ge Peng You Holdings (01450.HK) achieved a revenue of approximately 620 million RMB, a year-on-year increase of 9.8%, but its net profit fell by 37.4% to about 55.4 million RMB due to rising costs and increased investments in the "Pengyou Cloud" intelligent system [3]. - Dongfang Zhenxuan (01797.HK) reported total revenue of 4.392 billion RMB, a decline of 32.7%, with a net profit of 6.19 million RMB, significantly down from 249 million RMB in the previous fiscal year [3]. Industry Dynamics - The live e-commerce sector is transitioning from "wild growth" to "refined cultivation," with content and ecosystem becoming key competitive factors [6]. - Companies are focusing on innovation and operational efficiency to drive growth amidst increasing competition and regulatory pressures [7]. Strategic Initiatives - Jiao Ge Peng You Holdings is enhancing its content competitiveness and optimizing operational efficiency through automation and resource integration, while focusing on technology-driven strategies [7]. - Dongfang Zhenxuan aims to strengthen its brand and product offerings, investing in core technology innovations to improve platform stability and scalability [8].

Core Viewpoint - The company reported a revenue increase of 9.8% for the six months ending June 30, 2025, indicating positive growth in its ongoing business operations [1] Financial Performance - Revenue from continuing operations reached 619 million RMB, reflecting a year-on-year increase [1] - Gross profit amounted to 271 million RMB, showcasing the company's ability to maintain profitability [1] - Shareholders' profit attributable to the company was 57.372 million RMB, indicating a solid financial performance [1] - Basic earnings per share were reported at 4.24 cents, demonstrating the company's earnings capacity [1]

Core Insights - The company reported a revenue of RMB 619 million for the six months ending June 30, 2025, representing a year-on-year growth of 9.8% [1] - Shareholders' profit amounted to RMB 57.372 million, with basic earnings per share of 4.24 cents [1] Financial Performance - Revenue from continuing operations reached RMB 619 million, showing a 9.8% increase compared to the previous year [1] - The profit attributable to shareholders was RMB 57.372 million, translating to basic earnings per share of 4.24 cents [1] Cost and Investment - The increase in costs was attributed to rising platform traffic acquisition costs and increased investment in the "Friend Cloud" intelligent system for research and operational support [1] - The company is focusing on enhancing the competitiveness of its matrix live streaming content, expanding vertical business lines, deepening internal resource integration, optimizing operational efficiency, controlling unnecessary expenditures, and accelerating data algorithm empowerment to address these challenges [1]

Core Viewpoint - The company reported a revenue of approximately RMB 620 million for its new media services segment in the first half of 2025, reflecting a year-on-year growth of about 9.8%. However, net profit decreased by approximately 37.4% to around RMB 55.4 million due to rising platform traffic acquisition costs and increased investments in the development and operation of the "Friend Cloud" intelligent system [1]. Financial Performance - Revenue for the new media services segment reached approximately RMB 620 million, marking a year-on-year increase of about 9.8% [1]. - Net profit was approximately RMB 55.4 million, which represents a year-on-year decline of about 37.4% [1]. Cost and Investment Factors - The decline in net profit is attributed to increased costs associated with platform traffic acquisition and ongoing investments in the "Friend Cloud" intelligent system's research and development, as well as operational expenditures [1].

Core Viewpoint - The company reported a revenue increase of 9.8% year-on-year for the six months ending June 30, 2025, despite facing challenges in the macroeconomic environment and industry fluctuations [1] Financial Performance - Revenue from continuing operations reached 619 million RMB, reflecting a 9.8% increase compared to the previous year [1] - Gross profit amounted to 271 million RMB [1] - Shareholders' profit was 57.37 million RMB, with basic earnings per share of 4.24 cents [1] - Net profit was approximately 55.40 million RMB, representing a decline of about 37.4% year-on-year [1] Business Segments - The new media services segment generated approximately 620 million RMB in revenue, marking a 9.8% increase year-on-year, driven by the growth of matrix live streaming and effective multi-platform deployment [1] - The decline in net profit was primarily attributed to increased costs related to platform traffic acquisition and ongoing investments in the "Friend Cloud" intelligent system [1] Strategic Initiatives - The company is enhancing the competitiveness of its matrix live streaming content and expanding its vertical business through multiple channels [1] - Internal resource integration is being deepened, with a focus on optimizing operational efficiency through automation tools and controlling unnecessary expenditures [1] - Management aims to leverage technology-driven and refined operational strategies to drive business resilience and seize structural opportunities amid industry reshaping [1]

Core Viewpoint - The company reported a revenue of 619 million RMB for the six months ending June 30, 2025, representing a year-on-year increase of 9.8%, despite facing challenges in the macroeconomic environment and industry fluctuations [1] Financial Performance - Revenue from continuing operations reached 619 million RMB, up 9.8% year-on-year [1] - Gross profit was 271 million RMB, with a net profit of approximately 55.4 million RMB, reflecting a decline of about 37.4% compared to the previous year [1] - Basic earnings per share were 4.24 cents [1] Business Segments - The new media services segment generated approximately 620 million RMB in revenue, marking a 9.8% increase year-on-year, driven by the growth of matrix live streaming and multi-platform deployment [1] - The decline in net profit was primarily due to increased costs associated with platform traffic acquisition and ongoing investments in the "Friend Cloud" intelligent system [1] Strategic Response - The company is enhancing the competitiveness of its matrix live streaming content and expanding its vertical business through multiple channels [1] - Internal resource integration is being deepened, with a focus on optimizing operational efficiency through automation tools and controlling unnecessary expenditures [1] - Management aims to maintain a dual strategy of technology-driven and refined operations to innovate and seize structural opportunities amid industry reshaping [1]

Announcement Overview [Disclaimer and Company Information](index=1&type=section&id=1.1%20Disclaimer%20and%20Company%20Information) This announcement presents the unaudited condensed consolidated interim results of Jia Ge Peng You Holdings Limited for the six months ended June 30, 2025, reviewed by the audit committee - This announcement is issued by Hong Kong Exchanges and Clearing Limited, presenting the unaudited condensed consolidated interim results of **Jia Ge Peng You Holdings Limited (Stock Code: 1450)** for the six months ended June 30, 2025[1](index=1&type=chunk)[2](index=2&type=chunk) [Key Financial Highlights](index=1&type=section&id=1.2%20Key%20Financial%20Highlights) For the six months ended June 30, 2025, continuing operations generated **RMB 618,861 thousand** revenue and **RMB 55,367 thousand** profit, with adjusted net profit decreasing to **RMB 72,262 thousand** Key Financial Highlights (thousand RMB) | Indicator | Six Months Ended June 30, 2025 (Unaudited) | Six Months Ended June 30, 2024 (Unaudited) | | :--- | :--- | :--- | | **Continuing Operations** | | | | Revenue | 618,861 | 563,645 | | Gross Profit | 270,687 | 303,186 | | Profit for the Period | 55,367 | 88,418 | | **Discontinued Operations** | | | | Revenue | 57,459 | 58,418 | | Gross Profit | 25,257 | 17,412 | | Profit (Loss) for the Period | 983 | (4,605) | | **Consolidated Total** | | | | Revenue | 676,320 | 622,063 | | Gross Profit | 295,944 | 320,598 | | Profit for the Period | 56,350 | 83,813 | | **Non-HKFRS Measures** | | | | Adjusted Net Profit (Loss) | 72,262 | 110,707 | Management Discussion and Analysis [Business Review](index=2&type=section&id=2.1%20Business%20Review) In H1 2025, the Group's new media services revenue grew by **9.8%**, but net profit declined **37.4%** due to rising traffic costs and R&D, while traditional broadcasting business was divested for asset optimization [Macroeconomic and Industry Environment](index=2&type=section&id=2.1.1%20Macroeconomic%20and%20Industry%20Environment) In H1 2025, China's economy recovered steadily, but the live e-commerce industry faced rising traffic acquisition costs and slowing user growth, pressuring average profit margins - In H1 2025, China's economy saw steady recovery, but the live e-commerce industry faced challenges of rising traffic acquisition costs and slowing user growth, leading to pressure on average industry profit margins[4](index=4&type=chunk) [New Media Services Business Performance](index=2&type=section&id=2.1.2%20New%20Media%20Services%20Business%20Performance) New media services revenue grew **9.8%** to approximately **RMB 620 million**, driven by matrix live streaming, but net profit declined **37.4%** to **RMB 55.4 million** due to rising traffic costs and R&D investment - New media services business revenue reached approximately **RMB 620 million**, a year-on-year increase of approximately **9.8%**, primarily benefiting from matrix live streaming room development and multi-platform layout[5](index=5&type=chunk) - New media services business net profit was approximately **RMB 55.4 million**, a year-on-year decrease of approximately **37.4%**, primarily due to increased platform traffic acquisition costs and R&D and operation investment in the 'Friend Cloud' intelligent system[5](index=5&type=chunk) - The company optimizes live e-commerce business using the 'Friend Cloud' intelligent system, enhancing traffic efficiency and replicability through differentiated operational strategies and a matrix model (main and vertical accounts synergy)[6](index=6&type=chunk)[7](index=7&type=chunk) [Strategy and Operational Optimization](index=3&type=section&id=2.1.3%20Strategy%20and%20Operational%20Optimization) The Group strengthened its leading position by integrating supply chains and collaborating with local governments on 'export-to-domestic' initiatives, while also enhancing compliance, risk control, and employee welfare - The Group consolidated its leading industry position, strengthening the supply chain closed-loop via the 'industrial belt + brand + live streaming room' model, and collaborated with local governments on the 'export-quality goods to domestic sales' program, serving over a thousand foreign trade enterprises[7](index=7&type=chunk) - The company signed the **'Shanghai Live E-commerce Industry Self-Regulation Convention'**, built a multi-dimensional risk control system, and launched an **'employee care fund'**, strengthening corporate social responsibility and talent competitiveness[8](index=8&type=chunk) [Corporate Social Responsibility and Honors](index=3&type=section&id=2.1.4%20Corporate%20Social%20Responsibility%20and%20Honors) The company received prestigious awards like 'Hangzhou Credit Management Demonstration Enterprise' and 'Ecological Value Creation MCN', affirming its compliant governance and social value creation - The Group received awards such as **'Hangzhou Credit Management Demonstration Enterprise'** and **'Ecological Value Creation MCN'**, demonstrating its compliant governance and social value creation capabilities[8](index=8&type=chunk) [Divestment of Traditional Broadcasting Business](index=3&type=section&id=2.1.5%20Divestment%20of%20Traditional%20Broadcasting%20Business) The Group divested its traditional broadcasting business subsidiary on July 31, 2025, to optimize asset structure, release cash flow, and reallocate resources to high-potential new media areas - The Group signed an agreement on **March 28, 2025**, to sell **100% equity** of its traditional broadcasting business subsidiary, with the transaction completed on **July 31, 2025**, to optimize asset structure, release cash flow, and concentrate resources on high-potential areas[9](index=9&type=chunk)[10](index=10&type=chunk) [Future Outlook](index=4&type=section&id=2.2%20Future%20Outlook) The Group will focus on intelligent transformation, refined operations, professionalizing vertical live streaming, deepening 'Friend Cloud' system application, and strengthening data-driven decisions and regional industrial collaboration - Future focus will be on intelligent and technological transformation and refined operations, accelerating the professionalization of vertical live streaming rooms, and precisely matching users through algorithm recommendations[11](index=11&type=chunk) - Deepen the application of the **'Friend Cloud' intelligent system**, optimizing efficiency and costs in core links such as supply chain management and tiered traffic operations[11](index=11&type=chunk) - Accelerate strategic collaboration with regional industrial belts, integrate and optimize supply chain resources, and continuously improve the systematic governance structure, establishing a full-cycle risk control system[11](index=11&type=chunk) Financial Performance Analysis [Key Items of Consolidated Income Statement](index=5&type=section&id=3.1%20Key%20Items%20of%20Consolidated%20Income%20Statement) Continuing operations revenue grew **9.8%**, but gross profit and margin declined due to rising traffic costs; sales and administrative expenses optimized, while net finance costs shifted to expense, leading to a decrease in profit for the period, though discontinued operations turned profitable [Revenue](index=5&type=section&id=3.1.1%20Revenue) New media services revenue grew **9.8%** year-on-year to approximately **RMB 618.9 million**, driven by matrix live streaming and multi-platform expansion New Media Services Business Revenue (thousand RMB) | Indicator | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | Year-on-Year Growth | | :--- | :--- | :--- | :--- | | Revenue | 618,861 | 563,645 | 9.8% | [Cost of Sales and Gross Profit](index=5&type=section&id=3.1.2%20Cost%20of%20Sales%20and%20Gross%20Profit) New media services cost of sales increased **33.7%** to **RMB 348.2 million**, leading to a gross profit decrease to **RMB 270.7 million** and a **10.1 percentage point** drop in gross margin to **43.7%** New Media Services Business Cost of Sales and Gross Profit (thousand RMB) | Indicator | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Cost of Sales | 348,174 | 260,459 | Increased 33.7% | | Gross Profit | 270,687 | 303,186 | Decreased 10.7% | | Gross Margin | 43.7% | 53.8% | Decreased 10.1 percentage points | [Selling and Administrative Expenses](index=5&type=section&id=3.1.3%20Selling%20and%20Administrative%20Expenses) Selling expenses slightly increased to **RMB 153.6 million** but optimized to **24.8%** of revenue, while administrative expenses decreased by **RMB 2.8 million** to **RMB 61.9 million**, optimizing to **10.0%** of revenue Selling and Administrative Expenses (thousand RMB) | Indicator | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Selling Expenses | 153,641 | 151,072 | Increased 2.5 million RMB | | Selling Expenses as % of Revenue | 24.8% | 26.8% | Decreased 2.0 percentage points | | Administrative Expenses | 61,920 | 64,700 | Decreased 2.8 million RMB | | Administrative Expenses as % of Revenue | 10.0% | 11.5% | Decreased 1.5 percentage points | [Other Income and Finance Costs](index=6&type=section&id=3.1.4%20Other%20Income%20and%20Finance%20Costs) Net other income increased to **RMB 16.0 million** due to government grants, while net finance costs shifted from income to an expense of approximately **RMB 0.8 million**, driven by higher borrowing interest and lower deposit interest Other Income and Finance Costs (thousand RMB) | Indicator | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Net Other Income | 15,969 | 15,139 | Increased 0.8 million RMB | | Net Finance (Costs) Income | (800) | 866 | Decreased 1.7 million RMB (shifted from income to expense) | [Income Tax Expense](index=6&type=section&id=3.1.5%20Income%20Tax%20Expense) New media services income tax expense was approximately **RMB 14.9 million**, consistent with the prior period, with China's corporate tax rates varying for high-tech and small low-profit enterprises New Media Services Business Income Tax Expense (thousand RMB) | Indicator | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Income Tax Expense | 14,928 | 15,001 | - China's standard corporate income tax rate is **25%**, with high-tech enterprises enjoying a **15%** preferential rate, and small low-profit enterprises receiving tax benefits[66](index=66&type=chunk)[67](index=67&type=chunk) [Profit for the Period from Continuing Operations](index=6&type=section&id=3.1.6%20Profit%20for%20the%20Period%20from%20Continuing%20Operations) Profit for the period from continuing operations decreased to approximately **RMB 55.4 million**, primarily due to lower gross profit driven by rising platform traffic acquisition costs Profit for the Period from Continuing Operations (thousand RMB) | Indicator | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Profit for the Period | 55,367 | 88,418 | Decreased 37.4% | [Profit from Discontinued Operations](index=12&type=section&id=3.1.7%20Profit%20from%20Discontinued%20Operations) Discontinued operations (broadcasting business) achieved a turnaround, recording a profit of **RMB 983 thousand** for the interim period, compared to a **RMB 4,605 thousand** loss in the prior period Profit from Discontinued Operations (thousand RMB) | Indicator | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Profit (Loss) from Discontinued Operations | 983 | (4,605) | [Non-HKFRS Measures](index=7&type=section&id=3.2%20Non-HKFRS%20Measures) Adjusted net profit, a non-HKFRS measure, helps compare operating results by excluding non-indicative items; for continuing operations, it decreased to **RMB 71,279 thousand** for the six months ended June 30, 2025 - The company uses adjusted net profit as a supplementary financial measure to eliminate the impact of non-cash, one-off, or non-operating items, aiding in the comparison of operating results[21](index=21&type=chunk)[22](index=22&type=chunk) Non-HKFRS Measures Reconciliation (thousand RMB) | Indicator | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Profit for the Period from Continuing Operations | 55,367 | 88,418 | | Adjustment for: Share-based Payment Expenses | 15,912 | 26,894 | | Adjusted Net Profit from Continuing Operations | 71,279 | 115,312 | [Earnings Per Share](index=14&type=section&id=3.3%20Earnings%20Per%20Share) For the six months ended June 30, 2025, basic and diluted EPS from continuing and discontinued operations were **RMB 4.24 cents** and **RMB 4.20 cents**, respectively, while continuing operations EPS were **RMB 4.26 cents** and **RMB 4.23 cents** Earnings Per Share (RMB cents) | Indicator | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | **Continuing and Discontinued Operations** | | | | Basic Earnings Per Share | 4.24 | 6.35 | | Diluted Earnings Per Share | 4.20 | 6.17 | | **Continuing Operations** | | | | Basic Earnings Per Share | 4.26 | 6.62 | | Diluted Earnings Per Share | 4.23 | 6.43 | Financial Position and Liquidity [Cash Flow](index=8&type=section&id=4.1%20Cash%20Flow) Net cash inflow from operating activities significantly increased to **RMB 138.5 million**, while investing activities shifted to a **RMB 24.3 million** net inflow, and financing activities resulted in a **RMB 38.2 million** net outflow due to loan repayments Cash Flow (thousand RMB) | Indicator | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Net Cash Inflow from Operating Activities | 138,509 | 20,263 | Increased 583.5% | | Net Cash Inflow (Outflow) from Investing Activities | 24,280 | (10,925) | Shifted from outflow to inflow | | Net Cash Outflow (Inflow) from Financing Activities | (38,170) | 49,683 | Shifted from inflow to outflow | | Cash and Cash Equivalents at End of Period | 238,963 | 208,244 | Increased 14.7% | [Key Items of Statement of Financial Position](index=8&type=section&id=4.2%20Key%20Items%20of%20Statement%20of%20Financial%20Position) As of June 30, 2025, total bank and other borrowings significantly decreased to **RMB 20.0 million**, with current assets at **RMB 573.4 million** and liabilities at **RMB 233.5 million**, improving the current ratio to **2.46** and reducing the gearing ratio to **-39.8%** [Bank and Other Borrowings](index=8&type=section&id=4.2.1%20Bank%20and%20Other%20Borrowings) Total bank and other borrowings significantly decreased from **RMB 212.1 million** to **RMB 20.0 million** by June 30, 2025, mainly due to reclassification of liabilities related to assets held for sale Bank and Other Borrowings (thousand RMB) | Indicator | June 30, 2025 | December 31, 2024 | Change | | :--- | :--- | :--- | :--- | | Total Bank and Other Borrowings | 20,000 | 212,057 | Decreased 90.6% | [Current Assets and Liabilities](index=8&type=section&id=4.2.2%20Current%20Assets%20and%20Liabilities) As of June 30, 2025, current assets were approximately **RMB 573.4 million** and liabilities **RMB 233.5 million**, with the current ratio improving from **1.50** to **2.46**, indicating significant liquidity enhancement Current Assets and Liabilities (thousand RMB) | Indicator | June 30, 2025 | December 31, 2024 | Change | | :--- | :--- | :--- | :--- | | Current Assets | 573,395 | 704,241 | Decreased 18.5% | | Current Liabilities | 233,492 | 470,902 | Decreased 50.4% | | Current Ratio | 2.46 | 1.50 | Increased 0.96 | [Gearing Ratio](index=10&type=section&id=4.2.3%20Gearing%20Ratio) The gearing ratio significantly decreased from **17.0%** to **-39.8%** by June 30, 2025, primarily due to increased bank balances and cash, and reclassification of liabilities related to assets held for sale Gearing Ratio | Indicator | June 30, 2025 | December 31, 2024 | Change | | :--- | :--- | :--- | :--- | | Gearing Ratio | -39.8% | 17.0% | Decreased 56.8 percentage points | [Risk Management](index=9&type=section&id=4.3%20Risk%20Management) The Group faces minimal foreign exchange risk in HKD, USD, and JPY, with no hedging used, and interest rate risk from floating-rate borrowings is largely offset by cash, with no significant impact expected [Foreign Exchange Risk](index=9&type=section&id=4.3.1%20Foreign%20Exchange%20Risk) The Group's foreign exchange risk exposure to HKD, USD, and JPY is considered minimal by management, with no material adverse impact on operations and no hedging instruments used - The Group is primarily exposed to foreign exchange risk in **HKD, USD, and JPY**, but management considers the impact minimal, with no material adverse effect on normal operations[29](index=29&type=chunk) - During the interim period, the Group did not use any financial instruments to hedge foreign exchange risk[29](index=29&type=chunk) [Interest Rate Risk](index=9&type=section&id=4.3.2%20Interest%20Rate%20Risk) Interest rate risk from floating-rate borrowings is largely offset by cash, with no significant impact expected; new media services had no secured borrowings, while broadcasting business had some loans secured by buildings - Interest rate risk primarily arises from floating-rate borrowings, partially offset by floating-rate cash, and management expects interest rate changes to have no significant impact on interest-bearing assets[30](index=30&type=chunk) - As of **June 30, 2025**, the new media services segment had no secured borrowings; the broadcasting business had **RMB 12,000,000** bank borrowings secured by buildings[31](index=31&type=chunk) Significant Events and Corporate Governance [Significant Investments, Acquisitions and Disposals](index=10&type=section&id=5.1%20Significant%20Investments,%20Acquisitions%20and%20Disposals) The Group made no significant investments during the interim period but divested its traditional broadcasting business subsidiary on July 31, 2025, to optimize asset structure and reallocate resources - The Group had no significant investments during the interim period[33](index=33&type=chunk) - The company signed an agreement on **March 28, 2025**, to sell **100% equity** of its traditional broadcasting business subsidiary, with the transaction completed on **July 31, 2025**, to optimize asset structure, release cash flow, and concentrate resources on high-potential areas[33](index=33&type=chunk) [Post Balance Sheet Events](index=11&type=section&id=5.2%20Post%20Balance%20Sheet%20Events) On August 5, 2025, the Group agreed to acquire **100% equity** of Hangzhou Jia Ge Peng You Education Technology Co., Ltd. to enhance new media services, integrate customer resources, and expand revenue streams - On **August 5, 2025**, the Group signed an agreement to conditionally acquire **100% equity** of Hangzhou Jia Ge Peng You Education Technology Co., Ltd., aiming to enhance new media services and live e-commerce capabilities, integrate customer resources, and expand revenue streams[38](index=38&type=chunk) [Dividends](index=10&type=section&id=5.3%20Dividends) The Board does not recommend the payment of any interim dividend for the current interim period - The Board does not recommend the payment of any interim dividend for the interim period[35](index=35&type=chunk)[70](index=70&type=chunk) [Employees and Remuneration Policy](index=10&type=section&id=5.4%20Employees%20and%20Remuneration%20Policy) As of June 30, 2025, the Group's employee count decreased to **1,279**, with a remuneration policy covering salary, benefits, share awards, and social security contributions Employee Headcount | Date | Employee Headcount | | :--- | :--- | | June 30, 2025 | 1,279 | | December 31, 2024 | 1,475 | - The company has formulated a remuneration policy, including basic salary, allowances, benefits, and share awards, and contributes to social insurance, medical insurance, housing provident fund, and mandatory provident fund for employees[37](index=37&type=chunk) [Share Award Scheme](index=11&type=section&id=5.5%20Share%20Award%20Scheme) The company adopted a share award scheme in 2022 to recognize employee contributions, granting **10,473,300** award shares to selected participants on April 10, 2025 - The company adopted a share award scheme in **2022**, aiming to recognize and reward employee contributions[39](index=39&type=chunk)[77](index=77&type=chunk) - On **April 10, 2025**, the Board resolved to grant a total of **10,473,300** award shares to certain selected participants[39](index=39&type=chunk)[77](index=77&type=chunk)[79](index=79&type=chunk) [Contingent Liabilities](index=10&type=section&id=5.6%20Contingent%20Liabilities) As of June 30, 2025, the Directors were unaware of any significant matters that might result in material contingent liabilities - As of **June 30, 2025**, the Directors were unaware of any significant matters that might give rise to material contingent liabilities[34](index=34&type=chunk)[87](index=87&type=chunk) [Corporate Governance and Directors' Information](index=35&type=section&id=5.7%20Corporate%20Governance%20and%20Directors'%20Information) The Group complied with the Corporate Governance Code, with Board changes including new appointments and resignations, and all Directors confirmed compliance with the Securities Trading Code, while the Audit Committee reviewed key financial and governance matters [Purchase, Sale or Redemption of the Company's Listed Securities](index=35&type=section&id=5.7.1%20Purchase,%20Sale%20or%20Redemption%20of%20the%20Company's%20Listed%20Securities) During the interim period, neither the Company nor its subsidiaries purchased, sold, or redeemed any of the Company's listed securities - During the interim period, neither the Company nor its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[93](index=93&type=chunk) [Compliance with Corporate Governance Code](index=35&type=section&id=5.7.2%20Compliance%20with%20Corporate%20Governance%20Code) The Company complied with the applicable code provisions of the Corporate Governance Code during the interim period - The Company complied with the applicable code provisions of the Corporate Governance Code during the interim period[94](index=94&type=chunk) [Changes in Directors' Information](index=35&type=section&id=5.7.3%20Changes%20in%20Directors'%20Information) Board changes included Mr. Li Jun's resignation and Ms. Zhao Huili's appointment to the Nomination Committee, Mr. Kong Huawei's appointment as Chief Independent Non-executive Director, and Mr. Lu Zhisen's resignation as Executive Director - **Mr. Li Jun** resigned as a member of the Nomination Committee, **Ms. Zhao Huili** was appointed as a member of the Nomination Committee, **Mr. Kong Huawei** was appointed as Chief Independent Non-executive Director, and **Mr. Lu Zhisen** resigned as Executive Director[95](index=95&type=chunk) [Standard Code for Securities Transactions by Directors](index=36&type=section&id=5.7.4%20Standard%20Code%20for%20Securities%20Transactions%20by%20Directors) The Company adopted a securities trading code, no less exacting than the Listing Rules' Standard Code, and all Directors confirmed compliance during the interim period - The Company adopted a securities trading code, and all Directors confirmed compliance with this code during the interim period[96](index=96&type=chunk) [Audit Committee](index=36&type=section&id=5.7.5%20Audit%20Committee) The Audit Committee, composed of three independent non-executive Directors, reviewed the Group's accounting principles, risk management, internal controls, and financial reporting matters without disagreement - The Audit Committee, comprising three independent non-executive Directors, reviewed the Group's accounting principles, risk management, internal controls, and financial reporting matters, with no disagreements[97](index=97&type=chunk) [Publication](index=36&type=section&id=5.7.6%20Publication) This interim results announcement is available on the HKEX and Company websites, with the 2025 interim report to be provided to shareholders in due course - This interim results announcement has been published on the **HKEX website** and the **Company's website**, and the **2025 interim report** will be made available to shareholders at the appropriate time[98](index=98&type=chunk)

香 港 交 易 及 結 算 所 有 限 公 司 及 香 港 聯 合 交 易 所 有 限 公 司 對 本 公 告 的 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，概不對因本公告全部 或任何部份內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 Be Friends Holding Limited （根據開曼群島法律註冊成立的有限公司） 交 個 朋 友 控 股 有 限 公 司 （股份代號：1450） 進一步公告 有關收購目標公司全部股權的 須予披露及關連交易 茲 提 述 交 個 朋 友 控 股 有 限 公 司（「 本 公 司 」）日 期 為 2025 年 8 月 5 日 的 公 告（「 該 公 告」），內容有關收購目標公司全部股權。除另有界定外，本公告所用詞彙與該公 告所界定者具有相同涵義。 誠如該公告所披露，於釐定代價時，本公司已參考（ 其中包括 ）獨立專業估值師亞 太評估諮詢 有限公司（「估值師」）基於 目標集團2025 年6 月30日採用 收益法下的折 現 現 金 流 量 法 計 算（「 折 現 現 金 流 量 法 」）估 值 的 初 步 估 值 結 果 。 根 據 上 市 ...

[Announcement Overview](index=1&type=section&id=Announcement%20Overview) This section provides an overview of the supplementary announcement regarding the company's 2024 annual report and treasury shares [Purpose and Background of Announcement](index=1&type=section&id=Purpose%20and%20Background%20of%20Announcement) This announcement is a supplementary filing by Jia Ge Peng You Holdings Limited (Stock Code: 1450) on August 15, 2025, providing additional information to the 2024 annual report published on April 28, 2025, specifically regarding the use of treasury shares - This announcement supplements the annual report (the 'Annual Report') published by Jia Ge Peng You Holdings Limited (the 'Company') on April 28, 2025[3](index=3&type=chunk) - The Annual Report pertains to the Group's full-year results for the year ended December 31, 2024[3](index=3&type=chunk) [Supplementary Information Disclosure](index=1&type=section&id=Supplementary%20Information%20Disclosure) This section clarifies the company's plans for the use of its treasury shares based on market conditions and capital management [Explanation of Treasury Share Usage](index=1&type=section&id=Explanation%20of%20Treasury%20Share%20Usage) The company provides further details on the 2,550,000 treasury shares disclosed in the annual report, clarifying their potential use for sale or transfer within listing rule limits based on market conditions and capital management needs, without affecting other annual report content - The Company holds **2,550,000 treasury shares**[4](index=4&type=chunk) - The use of treasury shares will depend on market conditions and capital management needs, including but not limited to sale or transfer[4](index=4&type=chunk) - All uses of treasury shares will be conducted within the scope permitted by the Listing Rules[4](index=4&type=chunk) [Corporate Governance Information](index=1&type=section&id=Corporate%20Governance%20Information) This section details the current composition of the company's Board of Directors as of the announcement date [Board of Directors Composition](index=1&type=section&id=Board%20of%20Directors%20Composition) As of the announcement date (August 15, 2025), Jia Ge Peng You Holdings Limited's Board of Directors comprises three executive directors and three independent non-executive directors - Executive Directors: Mr. Li Jun, Mr. Li Liang, and Ms. Zhao Huili[6](index=6&type=chunk) - Independent Non-Executive Directors: Mr. Kong Huawei, Mr. Ma Zhankai, and Dr. Yu Guojie[6](index=6&type=chunk)

格隆汇8月13日丨交个朋友控股(01450.HK)宣布，谨定于2025年8月27日（星期三）举行董事会会议，以 （其中包括）考虑及批准本集团截至2025年6月30日止六个月的中期业绩及其刊发，并考虑派付中期股 息（如有）。 ...