Core Viewpoint - The agreements signed by BetaMind Investments Limited are strategic moves to leverage valuable intellectual property and enter promising new business areas, integrating artificial intelligence and robotics into their operations [1][3]. Group 1: Agreements and Licenses - BetaMind entered into three final agreements on May 26, 2025, including a trademark licensing agreement and two exclusive licensing agreements for specific compounds [1]. - The trademark licensing agreement allows BetaMind to use trademarks related to the "Groland" brand [1]. - The exclusive licensing agreements grant BetaMind rights to use specific compounds XTP-016 and XTP-018 globally, including sublicensing rights [2]. Group 2: Strategic Planning and Business Development - The board believes that these agreements present valuable opportunities for the group, allowing for the appropriate utilization of the target trademarks and licensing rights [3]. - The company is developing a budget for additional investments aimed at establishing new business areas, covering key aspects such as human resources, production facilities, and marketing plans [3]. - The board is confident that these new business initiatives will enhance the group's long-term growth potential and diversify its revenue sources [3].

Group 1 - The company, Crown Holdings (01872), announced the signing of three final agreements by its wholly-owned subsidiary, BetaMind Investments Limited, on May 26, 2025 [1][2][3] - The trademark licensing agreement grants BetaMind the rights to use trademarks related to the "Groland" brand for twelve months, contingent on the payment of an initial licensing fee [1] - The exclusive licensing agreements for compounds XTP-016 and XTP-018 allow BetaMind to conduct research, development, manufacturing, and commercialization of these compounds globally for twelve months [2][3] Group 2 - The agreements are seen as valuable opportunities for the company, allowing it to leverage the rights to the trademarks and compounds effectively [4] - The company aims to enter promising new business areas supported by a structured business model integrating artificial intelligence and robotics in production, sales, and distribution planning [4] - The board is preparing a budget for additional investments in key areas such as human resources, production facilities, necessary equipment, and marketing plans to support the establishment of the new business [4]

Group 1 - The core point of the news is that Guanrong Holdings (01872.HK) has signed a non-binding memorandum of understanding with Infinity Energy to acquire a 30% stake in AIMI Investments Limited for an estimated value of up to HKD 200 million [1] - AIMI Investments Limited is a limited liability company registered in the British Virgin Islands, with Infinity Energy holding a 51% stake as of the announcement date [1] - The target group, through its wholly-owned subsidiary, is engaged in the research and development of anion exchange membrane (AEM) water electrolysis equipment for hydrogen production [1] Group 2 - Discussions were held with the target group to explore the establishment of a joint venture focused on AEM business development, but challenges in negotiations prevented progress at that time [2] - Despite the challenges, the company remains interested in investment opportunities with the target group and is actively pursuing potential transaction discussions [2] - A comprehensive feasibility study was conducted by the board to assess the industry landscape, revealing that China has implemented industrial policies to promote the development of hydrogen fuel cells, indicating significant growth potential in this sector [2]

Core Viewpoint - Crown Holdings (01872) announced the signing of two non-binding memorandums of understanding by its wholly-owned subsidiary AlphaMind AI, aimed at acquiring exclusive rights to significant patents and trademarks related to innovative products in the cosmetic and pharmaceutical sectors [1][2][3] Group 1: Agreements and Intellectual Property - The first memorandum is with Shenzhen Jingtai, which holds two major patent applications related to compounds and their uses, specifically CN202311128222.7 and CN202311247312.8 [1] - The second memorandum is with Shenzhen Liziruiya, which currently owns or is applying for trademarks related to the "Groland" brand and has obtained exclusive rights to a patent from Shenzhen Jingtai [2] - AlphaMind AI intends to acquire exclusive global licenses for the target intellectual property, allowing it to develop, manufacture, use, sell, and import the target compounds XTP-118 and XTP-016 [1][2] Group 2: Product Development and Innovations - The target intellectual property includes proprietary technology and key raw materials essential for cosmetic formulations, particularly for hair growth products [2] - The project team at Shenzhen Jingtai has achieved three significant innovations in hair growth product development, including a breakthrough "cultivation" solution based on follicle microbiology, an innovative formulation design method combining AI and robotics, and unique improvements in delivery methods using nanotechnology [2] - The first-generation product has already been launched in Taiwan under the target trademark, while the second-generation product is planned for production in Singapore [3] Group 3: Strategic Business Development - The company is actively exploring opportunities to acquire rights related to the target intellectual property, trademarks, and licenses, which will enable it to operate globally in the hair growth product market [3] - The management team is establishing a comprehensive business model, building a professional network, detailing implementation strategies, and planning initial investments [3]

Financial Performance - The group's revenue increased from approximately SGD 180.9 million in FY2023 to approximately SGD 190.9 million in FY2024, representing a growth of about 5.5%[9] - The group recorded a loss of approximately SGD 3.1 million in FY2024, compared to a profit of approximately SGD 7.7 million in FY2023, primarily due to a decrease in other income and an increase in general and administrative expenses[9] - The overall gross profit margin decreased from approximately 12.4% in FY2023 to approximately 11.2% in FY2024[9] - The total gross profit remained stable at approximately 22.4 million SGD in FY2023 and about 21.3 million SGD in FY2024, with the overall gross margin decreasing from approximately 12.4% in FY2023 to about 11.2% in FY2024[22] - The gross profit from vehicle sales decreased by approximately 2.2 million SGD or 15.2% from about 14.5 million SGD in FY2023 to about 12.3 million SGD in FY2024, with the gross margin for vehicle sales dropping from approximately 8.6% to about 7.0%[24] Sales and Market Trends - The number of new cars sold increased from 770 in FY2023 to 905 in FY2024, while the average selling price decreased from approximately SGD 164,000 to SGD 147,000[16] - The number of used cars sold increased from 360 in FY2023 to 565 in FY2024, with the average selling price decreasing from approximately SGD 116,000 to SGD 78,000[16] - Revenue from automotive financing services increased by approximately SGD 0.8 million or 12.7% to approximately SGD 7.1 million in FY2024, driven by increased financing arrangements due to higher car sales[17] - Revenue from car leasing rose by approximately SGD 0.4 million or 7.4% to approximately SGD 5.8 million in FY2024, attributed to an increase in leasing higher-value cars to corporate clients[19] Expenses and Cost Management - The group's cost of sales increased by approximately 11.2 million SGD or 7.1% from about 158.4 million SGD in FY2023 to about 169.6 million SGD in FY2024, primarily due to increased costs associated with sold vehicles[21] - The group's general and administrative expenses increased by approximately 7.9 million SGD or 76.7% from about 10.3 million SGD in FY2023 to about 18.2 million SGD in FY2024[32] Strategic Plans and Market Position - The group plans to maintain a cautious approach in the upcoming fiscal year, focusing on cost control and enhancing customer service amid economic uncertainties[10] - The group aims to strengthen its position in the Singapore automotive sales market and increase market share[10] Cash Flow and Capital Management - As of December 31, 2024, the group's cash and bank balances were approximately 11.2 million SGD, down from about 13.0 million SGD in 2023, with a current ratio of 2.8[38] - The group's borrowings decreased to approximately 55.3 million SGD in FY2024 from about 71.6 million SGD in FY2023, with no significant capital commitments as of December 31, 2024[40][43] - Capital expenditures for FY2024 were approximately 4.9 million SGD, down from about 11.8 million SGD in FY2023, primarily funded through operating cash flows and bank borrowings[42] Employee and Governance - The company employed a total of 108 employees as of December 31, 2024, compared to 80 employees in 2023, with employee benefits expenses amounting to approximately 11.5 million SGD, up from 9.4 million SGD in 2023[47] - The company has adopted the corporate governance code as per the listing rules, ensuring high standards of accountability and shareholder protection[69] - The board of directors is responsible for overseeing the company's business affairs and overall performance, ensuring necessary financial and human resources are in place to achieve its goals[72] Risk Management and Compliance - The company has a risk management and internal control system that is reviewed at least annually to ensure effectiveness and protect shareholder interests[99] - The company has established a whistleblowing policy to manage complaints related to corruption or fraud[104] - The company has implemented a code of conduct and ethical guidelines that all employees must adhere to[105] Environmental, Social, and Governance (ESG) Initiatives - The group is committed to environmental sustainability, focusing on resource reuse and reduction of electricity and water consumption[123] - The company has established an Environmental, Social, and Governance (ESG) working group to collect and assess relevant data, reporting at least annually to the board[176] - The company aims to gradually reduce greenhouse gas emissions density to approximately 2.23 tons of CO2 equivalent per employee over the next five years, although current progress has not yet been achieved[193] Shareholder Information and Equity - The group does not recommend the payment of a final dividend for the year ending December 31, 2024 (2023: none)[122] - The company has adopted a general annual dividend policy to distribute at least 15% of the distributable profits for any fiscal year as dividends[143] - The share options plan adopted on February 1, 2019, aims to incentivize and retain qualified personnel[154]

Financial Performance - For the six months ended June 30, 2024, the company reported revenue of SGD 80,120 thousand, a decrease of 28.5% compared to SGD 112,213 thousand for the same period in 2023[7]. - Gross profit for the same period was SGD 9,079 thousand, down 36.5% from SGD 14,314 thousand in 2023[7]. - Operating profit decreased to SGD 2,658 thousand, a decline of 69.9% from SGD 8,838 thousand in the previous year[7]. - The net profit attributable to equity holders was SGD 951 thousand, a significant drop of 85.2% compared to SGD 6,398 thousand in 2023[8]. - Basic earnings per share for the period was SGD 1.09, down from SGD 7.11 in the same period last year[8]. - The company recorded a profit of 6,398 thousand SGD for the period, contributing to retained earnings of 45,504 thousand SGD as of June 30, 2024[14]. - The group’s total profit and comprehensive income decreased from approximately SGD 6.4 million in the first half of 2023 to about SGD 0.7 million in the first half of 2024, a reduction of approximately SGD 5.7 million or 89.1%[92]. - The net profit margin fell from approximately 5.7% in the first half of 2023 to about 0.8% in the first half of 2024, primarily due to a decrease in gross profit of approximately SGD 5.2 million[92]. Assets and Liabilities - Total assets as of June 30, 2024, were SGD 153,087 thousand, slightly down from SGD 153,939 thousand at the end of 2023[9]. - Non-current liabilities decreased to SGD 45,173 thousand from SGD 51,466 thousand at the end of 2023[11]. - Current liabilities increased to SGD 33,327 thousand from SGD 30,478 thousand at the end of 2023[11]. - The company’s total equity increased to SGD 74,587 thousand from SGD 71,995 thousand at the end of 2023[11]. - Trade receivables as of June 30, 2024, amounted to SGD 6,534,000, down from SGD 7,623,000 as of December 31, 2023, indicating a decrease of 14.3%[46]. - Total liabilities increased to SGD 11,450,000 as of June 30, 2024, compared to SGD 8,073,000 as of December 31, 2023, marking an increase of 42.5%[49]. - Contract liabilities rose to SGD 5,518,000 from SGD 3,340,000, reflecting a growth of 65.2%[49]. Cash Flow and Financing - The net cash flow from operating activities for the six months ended June 30, 2024, was 2,287 thousand SGD, down 82.1% from 12,833 thousand SGD in the prior year[16]. - Cash and cash equivalents decreased to 8,622 thousand SGD as of June 30, 2024, from 12,167 thousand SGD at the end of the previous period, reflecting a net decrease of 4,353 thousand SGD[16]. - The company raised 1,942 thousand SGD from new share subscriptions during the financing activities[16]. - The company issued 18,000,000 new shares at a subscription price of 0.63 HKD per share, raising approximately 1,650 thousand SGD in share premium[59]. - The net proceeds from the share issuance totaled approximately HKD 52.9 million, with allocations including 45.8% for expanding automotive leasing and financing, and 30.2% for expanding used car sales[109]. Sales and Market Performance - The automotive sales segment generated revenue of 73,254 thousand SGD, a decline of 30.5% compared to 105,461 thousand SGD in the same period last year[23]. - Total sales for the six months ended June 30, 2024, amounted to 78,486 thousand New Taiwan Dollars, a decrease from 112,749 thousand New Taiwan Dollars for the same period in 2023, representing a decline of approximately 30.4%[27]. - New car sales dropped by approximately 26.9 million SGD or 33.7%, with the average selling price decreasing from about 205,000 SGD in H1 2023 to about 135,000 SGD in H1 2024[72]. - The company continues to focus on expanding its automotive financing and insurance services, alongside its core vehicle sales operations[18]. Corporate Governance and Management - The company has adopted the principles of the Corporate Governance Code as per Appendix 14 of the Listing Rules and has complied with all applicable code provisions, except for deviations in provisions A.2.1 and C.2.5[123]. - The roles of Chairman and CEO are held by the same individual, Mr. Chen, who is the founder and controlling shareholder, which the board believes is beneficial for the company's overall interests[123]. - The company does not have an internal audit function but has an effective internal control system reviewed by the audit committee and the board[125]. - The audit committee, established on February 1, 2019, consists of three independent non-executive directors and is responsible for overseeing the financial reporting process and internal controls[125]. Employee and Shareholder Information - The group employed a total of 91 employees as of June 30, 2024, an increase from 80 employees as of December 31, 2023[106]. - As of June 30, 2024, Mr. Chen holds a beneficial interest in 38,140,000 shares of the company, representing 35.31% of the total shares[112]. - Show Achieve Limited owns 18,000,000 shares, accounting for 16.67% of the company's total shares[115]. - A total of 9,000,000 share options remain valid and unexercised, representing approximately 10% of the company's issued share capital as of June 30, 2024[120].

Financial Performance - For the six months ended June 30, 2024, the company reported revenue of SGD 80,120 thousand, a decrease of 28.5% compared to SGD 112,213 thousand for the same period in 2023[2] - Gross profit for the same period was SGD 9,079 thousand, down 36.5% from SGD 14,314 thousand in 2023[2] - Operating profit decreased to SGD 2,658 thousand, a decline of 69.9% from SGD 8,838 thousand in the previous year[2] - The net profit attributable to equity holders for the period was SGD 951 thousand, compared to SGD 6,398 thousand in the prior year, representing a significant drop[2] - Basic and diluted earnings per share for the period were SGD 1.09, down from SGD 7.11 in the same period last year[2] - The group reported a total segment profit of SGD 2,658 thousand for the six months ended June 30, 2024, compared to SGD 8,838 thousand in the same period of 2023, indicating a decrease of 70.0%[13] - The group incurred total tax expenses of SGD 515 thousand for the six months ended June 30, 2024, compared to SGD 1,179 thousand in 2023, reflecting a decrease of 56.3%[20] - Net profit margin decreased from approximately 5.7% in the first half of 2023 to about 0.8% in the first half of 2024, with total comprehensive income decreasing by approximately SGD 5.7 million or 89.1%[52] Revenue Breakdown - Automotive sales revenue for the six months ended June 30, 2024, was SGD 73,254 thousand, a decrease of 30.5% compared to SGD 105,461 thousand for the same period in 2023[12] - Total revenue recognized from customer contracts as per IFRS 15 for the six months ended June 30, 2024, was SGD 74,929 thousand, down from SGD 107,441 thousand in 2023, reflecting a decline of 30.2%[12] - The company's revenue decreased by approximately 32.1 million SGD or 28.6% from about 112.2 million SGD in H1 2023 to about 80.1 million SGD in H1 2024, primarily due to a decline in automobile sales[34] - Automobile sales revenue decreased by approximately 32.2 million SGD or 30.5%, with new car sales dropping by about 26.9 million SGD or 33.7%[35] - The average selling price of new cars fell from approximately 205,000 SGD in H1 2023 to about 135,000 SGD in H1 2024[35] - The average selling price of used cars decreased from 128,000 SGD in H1 2023 to about 101,000 SGD in H1 2024, resulting in a revenue decline of approximately 5.5 million SGD or 20.8%[35] - Revenue from car leasing increased by approximately SGD 0.4 million or 12.9% from about SGD 2.7 million in the first half of 2023 to about SGD 3.1 million in the first half of 2024[38] - Revenue from the sale of spare parts and accessories surged by approximately SGD 6,000 or 600.0% from SGD 1,000 in the first half of 2023 to about SGD 7,000 in the first half of 2024[39] Assets and Liabilities - Total assets as of June 30, 2024, were SGD 153,087 thousand, slightly down from SGD 153,939 thousand as of December 31, 2023[4] - Current assets increased to SGD 84,116 thousand from SGD 78,697 thousand at the end of 2023, primarily driven by higher inventory levels[4] - Non-current liabilities decreased to SGD 45,173 thousand from SGD 51,466 thousand, indicating a reduction in long-term debt[5] - The company’s cash and bank balances were SGD 8,622 thousand, down from SGD 12,975 thousand at the end of 2023, reflecting cash flow challenges[4] - Trade receivables decreased from 7,623 thousand SGD as of December 31, 2023, to 6,534 thousand SGD as of June 30, 2024[25] - Total liabilities increased from 8,073 thousand SGD as of December 31, 2023, to 11,450 thousand SGD as of June 30, 2024[28] - The total assets of the automotive sales segment as of June 30, 2024, were SGD 123,875 thousand, an increase from SGD 122,379 thousand as of December 31, 2023[15] - The total liabilities of the automotive sales segment as of June 30, 2024, were SGD 55,480 thousand, a slight decrease from SGD 56,780 thousand as of December 31, 2023[15] Expenses and Costs - The cost of goods sold for the six months ended June 30, 2024, was SGD 68,995 thousand, down from SGD 95,864 thousand in 2023, representing a reduction of 28.0%[18] - Cost of sales decreased by approximately SGD 26.9 million or 27.5% from about SGD 97.9 million in the first half of 2023 to about SGD 71.0 million in the first half of 2024[40] - Gross profit decreased by approximately SGD 5.2 million or 36.4% from about SGD 14.3 million in the first half of 2023 to about SGD 9.1 million in the first half of 2024, with a gross profit margin of 12.8% in 2023 and 11.3% in 2024[41] - Employee benefits expenses for the six months ended June 30, 2024, were approximately SGD 4.9 million, compared to SGD 5.2 million in 2023[63] - The company’s general and administrative expenses remained stable at approximately SGD 5.5 million in the first half of 2023 and SGD 5.9 million in the first half of 2024[49] Strategic Focus and Future Plans - The company continues to focus on expanding its automotive financing and insurance services, aiming to enhance revenue streams in the upcoming periods[6] - The company aims to strengthen its market position as a leading parallel importer in Singapore through effective cost control and maintaining good relationships with key suppliers[33] - The group plans to establish a car workshop, with an allocation of approximately HKD 5.5 million from the net proceeds, delayed to 2024 due to economic impacts[65] Shareholder and Capital Information - The company completed a subscription agreement for 18,000,000 shares at SGD 0.63 per share, raising approximately SGD 11.34 million for expanding the automotive product portfolio[53] - The net proceeds from the share issuance amounted to approximately HKD 52.9 million, with allocations including 45.8% for expanding car leasing financing and 30.2% for expanding used car sales[65] Employment and Governance - The group employed a total of 91 employees as of June 30, 2024, an increase from 80 employees as of December 31, 2023[63] - The group has adopted corporate governance principles and complied with applicable codes, with some deviations noted regarding the separation of roles for the chairman and CEO[67] Risks and Contingencies - The group faces foreign exchange risks primarily from transactions in GBP, JPY, HKD, and USD[61] - There were no significant contingent liabilities as of June 30, 2024[62]

Financial Performance - The group's revenue increased from approximately SGD 179.1 million in FY2022 to approximately SGD 180.9 million in FY2023, representing a growth of about SGD 1.8 million or 1.0%[9] - The group's gross profit decreased from approximately SGD 23.7 million in FY2022 to approximately SGD 22.4 million in FY2023, with a gross profit margin decline from approximately 13.3% to 12.4%[9] - The group recorded a total profit and comprehensive income of approximately SGD 7.7 million in FY2023, up from approximately SGD 5.0 million in FY2022, primarily due to an increase in other income and a reduction in selling and distribution expenses[9] - The revenue from car financing services increased by approximately SGD 0.4 million or 6.8% to approximately SGD 6.3 million in FY2023, driven by increased financing arrangements due to higher car sales[20] - The revenue from car leasing rose by approximately SGD 0.5 million or 10.2% to approximately SGD 5.4 million in FY2023, attributed to an increase in leasing higher-value cars to corporate clients[22] - The average selling price of used cars increased from approximately SGD 100,000 in FY2022 to approximately SGD 116,000 in FY2023, despite a slight decrease in the number of used cars sold[17] - The group sold 360 used cars in FY2023, down from 371 in FY2022, indicating a shift in market dynamics[14] - The group's cost of sales increased by approximately 3.1 million SGD or 2.0% to about 158.4 million SGD in FY2023 from about 155.3 million SGD in FY2022, primarily due to increased costs associated with sold vehicles[24] - Gross profit decreased by approximately 1.3 million SGD or 5.5% to about 22.4 million SGD in FY2023, with the overall gross margin declining from approximately 13.3% in FY2022 to about 12.4% in FY2023[25] - The gross profit from vehicle sales decreased by approximately 1.3 million SGD or 8.2% to about 14.5 million SGD in FY2023, with the gross margin for vehicle sales dropping from approximately 9.5% in FY2022 to about 8.6% in FY2023[28] - The net other income increased by approximately 2.5 million SGD or 1,250.0% to about 2.7 million SGD in FY2023, mainly due to gains from property sales[33] - The group's total comprehensive income increased by approximately 2.7 million SGD or 54.0% to about 7.7 million SGD in FY2023, with the net profit margin rising from approximately 2.8% in FY2022 to about 4.3% in FY2023[40] Liquidity and Financial Ratios - The current ratio improved to 2.6 in FY2023 from 1.4 in FY2022, indicating better liquidity[48] - The debt-to-equity ratio decreased from 117.7% in FY2022 to 99.4% in FY2023, reflecting a reduction in leverage[49] - Adjusted EBITDA increased to about 16.2 million SGD in FY2023 from about 11.8 million SGD in FY2022[44] - As of December 31, 2023, the group's borrowings amounted to approximately SGD 71.6 million, a decrease from SGD 75.1 million in 2022[50] - As of December 31, 2023, the company's distributable reserves amounted to approximately SGD 5.3 million, a decrease from SGD 5.9 million in 2022[152] Corporate Governance - The company has adopted all the principles of the corporate governance code as per the Listing Rules Appendix 14, ensuring high standards of corporate governance to protect shareholder interests[80] - The board of directors is responsible for overseeing the management of the company's business affairs and overall performance, establishing the company's values and standards[84] - The company has not established an internal audit function but has an effective internal control system in place, which is reviewed annually[81] - The chairman and CEO roles are held by the same individual, which deviates from the corporate governance code, but the board believes this arrangement is beneficial for the company[81] - The company has confirmed that all directors complied with the standard code for securities transactions during the reporting period[82] - The company has a governance structure that integrates various elements of good corporate governance into its management framework and risk management processes[80] - The board has established committees to delegate certain responsibilities, ensuring effective oversight of the company's operations[84] - The company has a commitment to maintaining high levels of corporate governance to enhance corporate value and accountability[80] - The board of directors consists of seven members, with independent non-executive directors accounting for over one-third of the board[86] - The company has three independent non-executive directors, meeting the requirement of at least one with appropriate professional qualifications or financial management knowledge[88] - The audit committee reviewed the group's interim and annual financial statements, confirming compliance with applicable accounting standards and sufficient disclosure for the year ending December 31, 2023[97] - The remuneration committee is responsible for establishing a formal and transparent procedure for determining the remuneration policy for directors and senior management[98] - The nomination committee is tasked with recommending candidates to fill board vacancies, ensuring diversity in terms of gender, age, cultural background, and professional qualifications[101] - All directors participated in continuous professional development to ensure they remain informed and capable of contributing effectively to the board[91] - The company has established an audit committee, remuneration committee, and nomination committee, each operating under defined terms of reference[95] - The independent non-executive directors confirmed their independence in accordance with the listing rules, ensuring compliance with governance standards[88] - The company has implemented appropriate safeguards regarding legal claims related to director responsibilities[89] - The attendance record of directors at board meetings and committees indicates full participation, with all executive directors attending 100% of meetings[94] - The board consists of seven directors, including three independent non-executive directors, ensuring rigorous oversight and control of management processes[104] Risk Management - The company faces business risks due to reliance on suppliers for automobile sales, which may lead to increased costs and challenges in meeting customer expectations[135] - Inventory management is critical, as failure to manage stock effectively could result in higher risks of inventory write-offs and significant markdowns[136] - Economic and political risks may adversely affect the company's ability to execute its strategies due to unfavorable changes in the economic environment and government policies[137] - The company has established a whistleblowing policy to encourage reporting of any fraudulent activities, ensuring a culture of integrity[123] - The board is responsible for maintaining an effective risk management and internal control system, which is reviewed at least annually to ensure its effectiveness[116] - The company has adopted a continuous risk assessment approach to identify and evaluate significant inherent risks, including environmental, social, and governance risks[114] Shareholder Information - The company has implemented a shareholder communication policy to ensure equal and timely access to information for shareholders[129] - The company has a procedure for shareholders to propose matters at special general meetings, requiring at least 10% of paid-up capital to initiate[126] - The company did not recommend a final dividend for the year ending December 31, 2023, consistent with the previous year[142] - The board has adopted a general annual dividend policy to distribute at least 15% of the distributable profits for any financial year[167] - The largest supplier accounted for approximately 17.0% of the total automotive purchase costs, while the top five suppliers represented about 28.5%[154] - The largest customer contributed approximately 0.3% to total revenue, with the top five customers accounting for about 1.1%[154] - The company made charitable donations of approximately SGD 6,000 for the year ending December 31, 2023, compared to zero in 2022[155] Compliance and Legal Matters - The company confirms compliance with the non-competition agreement for the year ending December 31, 2023, with no interests in competing businesses outside the group[122] - The company has a strict policy against unauthorized use of confidential or insider information, ensuring compliance with disclosure regulations[121] - The company is committed to sustainable development and incorporates environmental, social, and governance (ESG) considerations into its business strategy[200] - There were no significant violations of environmental laws or regulations that materially affected the company's business and operations as of December 31, 2023[143] - The company emphasizes continuous evaluation and monitoring of supplier relationships to ensure compliance with quality and ethical standards[146] Share Options and Securities - The company’s share option plan was adopted on February 1, 2019, aimed at incentivizing qualified individuals for their contributions to the group[179] - A total of 90,000,000 share options remain unexercised as of December 31, 2023, with no new options granted during the year[180] - The total number of shares available for issuance under the stock option plan is capped at 90,000,000 shares, representing 10% of the total shares issued as of the report date[184] - No stock options were granted, exercised, canceled, or expired under the stock option plan for the year ending December 31, 2023[191] - The stock option plan is valid for ten years from the adoption date, with the last day for exercise being April 8, 2030[190] - The company maintains sufficient public float as per listing rules as of December 31, 2023[195] - The company has arranged appropriate directors and officers liability insurance for its directors and senior management[196] - The auditor, PwC, will retire at the upcoming annual general meeting but is eligible and willing to be reappointed[198] Major Shareholders - As of December 31, 2023, the company’s major shareholder, Mr. Chen, holds 381,400,000 shares, representing approximately 42.4% of the total shares[171] - Ms. Meng, also a major shareholder, holds 381,400,000 shares, with an approximate holding percentage of 43.4%[171]

Financial Performance - Total revenue for the year ended December 31, 2023, was SGD 180.878 million, a slight increase of 1.0% from SGD 179.086 million in 2022[5] - Gross profit decreased to SGD 22.436 million, down 5.5% from SGD 23.749 million in the previous year[5] - Operating profit rose significantly to SGD 11.831 million, an increase of 51.5% compared to SGD 7.815 million in 2022[5] - Net profit for the year was SGD 7.743 million, representing a 54.1% increase from SGD 5.024 million in the prior year[5] - Basic earnings per share increased to SGD 0.86, up from SGD 0.56 in 2022, reflecting a growth of 53.6%[5] - The group reported a net profit of SGD 7,743 thousand for the year ended December 31, 2023, compared to SGD 5,024 thousand in 2022, marking an increase of 54.1%[21] - The group's total profit and comprehensive income increased by approximately 2.7 million SGD or 54.0% to about 7.7 million SGD for the fiscal year 2023, compared to approximately 5.0 million SGD in fiscal year 2022[81] - EBITDA for fiscal year 2023 was approximately 16.3 million SGD, up from approximately 11.8 million SGD in fiscal year 2022, representing a growth of about 37.0%[84] Assets and Liabilities - Total assets as of December 31, 2023, were SGD 153.939 million, a decrease from SGD 156.960 million in 2022[6] - Total liabilities decreased to SGD 81.944 million from SGD 93.108 million, indicating a reduction of 11.5%[7] - The group's total assets as of December 31, 2023, were SGD 153,939 thousand, a decrease from SGD 156,960 thousand in 2022, reflecting a decline of 1.93%[23] - Total current liabilities decreased to 20,110 thousand SGD in 2023 from 42,356 thousand SGD in 2022, a reduction of 52.6%[53] - The company’s non-current borrowings increased to 51,466 thousand SGD in 2023 from 32,781 thousand SGD in 2022, an increase of 56.9%[53] Revenue Segments - Total revenue for the automotive sales segment reached SGD 168,133 thousand in 2023, a slight increase from SGD 167,178 thousand in 2022, representing a growth of 0.57%[17] - New car sales decreased by approximately 3.8 million SGD or 2.9%, despite an increase in the number of cars sold from 731 in fiscal year 2022 to 770 in fiscal year 2023, with the average selling price dropping from about 178,000 SGD to about 164,000 SGD[58] - Used car sales revenue increased by approximately 4.7 million SGD or 12.8%, with the average selling price rising from about 100,000 SGD to about 116,000 SGD, despite a slight decrease in the number of cars sold from 371 to 360[60] - Revenue from automotive financing services increased by approximately 0.4 million SGD or 6.8% to about 6.3 million SGD, driven by an increase in financing arrangements due to higher car sales[61] Expenses - Financing expenses netted at SGD (2,920) thousand in 2023, an increase from SGD (2,009) thousand in 2022, indicating a rise of 45.3%[25] - The cost of goods sold was SGD 154,541 thousand in 2023, up from SGD 152,317 thousand in 2022, representing an increase of 1.46%[27] - Selling and distribution expenses decreased by approximately 1.2 million SGD or 26.7% to about 3.3 million SGD, primarily due to reduced advertising and marketing expenses[76] - General and administrative expenses decreased by approximately 1.6 million SGD or 13.4% to about 10.3 million SGD, mainly due to reductions in employee benefits and other costs[77] - Income tax expenses increased by approximately 0.4 million SGD or 33.3% to about 1.6 million SGD, primarily due to an increase in taxable profits from operations in Singapore[80] Cash Flow and Investments - Cash and bank balances increased significantly to SGD 12.975 million, up from SGD 5.525 million in the previous year, marking a growth of 134.5%[6] - Capital expenditures for the group totaled SGD 11,753 thousand in 2023, down from SGD 20,750 thousand in 2022, indicating a significant decrease of 43.3%[23] - The group had no significant investments, acquisitions, or disposals of subsidiaries and associates during the fiscal year ended December 31, 2023[92] Corporate Governance and Compliance - The company has adopted the corporate governance code and complied with all applicable provisions, with some deviations noted regarding the separation of roles of the chairman and CEO[105] - The audit committee, consisting of three independent non-executive directors, has reviewed the audited consolidated financial statements for the fiscal year 2023[109] - The financial statements for the year ended December 31, 2023, have been agreed upon by the auditors, but no assurance or opinion has been provided on the preliminary announcement[110] - The annual results announcement and annual report for the fiscal year 2023 will be published on the stock exchange and the company's website[111] Employee and Operational Updates - The group employed a total of 77 employees as of December 31, 2023, down from 90 employees in the previous year[95] - The establishment of a car workshop has been delayed to 2024 due to the cautious approach taken by the board in light of the economic impact of the COVID-19 pandemic[99] Stock Options and Shareholder Information - As of December 31, 2023, the company has granted 90,000,000 stock options under the stock option plan, representing approximately 10% of the issued share capital[102] - No stock options were granted, exercised, cancelled, or lapsed during the year ended December 31, 2023[102] - The company has maintained sufficient public float as per the listing rules as of December 31, 2023[106]

Financial Performance - Revenue for the six months ended June 30, 2023, was SGD 112,213,000, an increase of 23.3% compared to SGD 91,031,000 in the same period of 2022[10] - Gross profit for the same period was SGD 14,314,000, representing a gross margin of 12.8%, up from SGD 11,011,000 in 2022[10] - Operating profit increased significantly to SGD 8,838,000, compared to SGD 3,724,000 in the previous year, marking a growth of 137.5%[10] - Net profit for the period was SGD 6,398,000, a substantial increase of 132.5% from SGD 2,754,000 in 2022[10] - Basic earnings per share rose to SGD 0.71, up from SGD 0.31 in the same period last year, reflecting a growth of 129.0%[10] - The company reported a net profit of SGD 6,398,000 for the six months ended June 30, 2023, compared to a loss in the previous period, marking a substantial turnaround[30] - The net profit for the period increased by 128.6% from approximately SGD 2.8 million in the first half of 2022 to approximately SGD 6.4 million in the first half of 2023, with a net profit margin rising from 3.0% to 5.7%[92] Assets and Liabilities - Total assets as of June 30, 2023, were SGD 155,165,000, slightly down from SGD 156,960,000 at the end of 2022[11] - Total liabilities decreased to SGD 84,915,000 from SGD 93,108,000, showing a reduction of 8.5%[13] - Total current liabilities decreased to 17,626 thousand SGD as of June 30, 2023, down from 42,356 thousand SGD as of December 31, 2022, indicating a reduction of approximately 58.4%[57] - The company’s total assets decreased to 72,742 thousand SGD as of June 30, 2023, compared to 75,137 thousand SGD as of December 31, 2022, a decline of about 3.2%[57] - The company’s total liabilities as of June 30, 2023, were 72,742 thousand SGD, indicating a significant leverage position compared to its total assets[57] Cash Flow - Cash and bank balances increased to SGD 12,167,000 from SGD 5,525,000, indicating a growth of 120.0%[11] - Operating cash flow for the six months ended June 30, 2023, was SGD 12,833,000, a significant increase from SGD 93,000 in the same period of 2022, representing a growth of 13,700%[17] - Cash and cash equivalents increased to SGD 12,167,000 as of June 30, 2023, from SGD 6,812,000 at the end of the same period in 2022, reflecting a growth of 78.5%[17] - The company’s investment activities resulted in a net cash outflow of SGD 1,885,000 for the six months ended June 30, 2023, a significant improvement from SGD 11,805,000 in the previous year[17] - The company’s financing activities resulted in a net cash outflow of SGD 4,306,000 for the six months ended June 30, 2023, compared to a net inflow of SGD 11,912,000 in 2022[17] Sales and Revenue Breakdown - The company’s automotive sales revenue reached SGD 105,461,000 for the six months ended June 30, 2023, compared to SGD 85,265,000 in 2022, representing a growth of 23.7%[27] - New car sales increased by approximately 17.9 million SGD or 22.5%, with the number of new cars sold rising from 327 units in the first half of 2022 to 388 units in the first half of 2023[69] - Revenue from automotive financing services increased by approximately 0.4 million SGD or 11.1% to about 3.6 million SGD for the first half of 2023[70] - Revenue from car leasing increased by approximately 0.7 million SGD or 25.9% to about 2.7 million SGD for the first half of 2023[72] Cost and Expenses - Cost of goods sold for the six months ended June 30, 2023, was SGD 95,864 thousand, compared to SGD 78,869 thousand in 2022, representing a year-over-year increase of approximately 21.5%[38] - The company's sales cost increased by approximately 17.9 million SGD or 22.4% to about 97.9 million SGD for the first half of 2023[76] - Employee benefit expenses for the six months ended June 30, 2023, remained stable at approximately SGD 5.2 million, consistent with the previous year[108] Future Plans and Strategies - The company plans to continue expanding its market presence and investing in new technologies to drive future growth[9] - The company plans to continue expanding its automotive sales and financing services, leveraging the growth in revenue and improving cash flow[18] - The company aims to implement effective cost control measures to navigate the ongoing uncertainties caused by the COVID-19 pandemic[66] - The company plans to establish its own car workshop, which has been postponed to 2023 due to the economic impact of COVID-19 on Singapore[113] Corporate Governance and Shareholder Information - The major shareholder, Gatehouse Ventures, holds 381.4 million shares, representing approximately 42.4% of the company[120] - The company’s directors and key executives hold significant interests, with Mr. Chen owning 42.4% and Ms. Meng owning 43.4% of the shares through their respective holdings[116] - The company has adopted the corporate governance code principles and complied with applicable code provisions, with some deviations noted[132] - The chairman and CEO positions are held by the same individual, which deviates from the corporate governance code, justified by the board for effective strategy implementation[132] Stock Options and Incentives - The stock option plan adopted on February 1, 2019, aims to incentivize qualified individuals for their contributions to the group[125] - As of June 30, 2023, the company has granted a total of 90,000,000 stock options, representing approximately 10% of the issued share capital[128] - No stock options were exercised, canceled, or lapsed during the period from the grant date to June 30, 2023[129]