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: | 2026年1月31日 | 狀態: 新提交 | | --- | --- | --- | | 致：香港交易及結算所有限公司 | | | | 公司名稱: | 天成控股有限公司 | | | 呈交日期: | 2026年2月3日 | | | 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) | 02110 | 說明 | 普通股 | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | 法定/註冊股本 | | | 上月底結存 | | | 1,500,000,000 | HKD | | 0.1 HKD | | 150,000,000 | | 增加 / 減少 (-) | | | | | | HKD | | | | 本月底結存 | | | 1,500,000,000 | ...

（股份代號：2110） NOTIFICATION LETTER 通知信函 30 January 2026 TIAN CHENG HOLDINGS LIMITED 天成控股有限公司 (Incorporated in the Cayman Islands with limited liability) （於開曼群島註冊成立的有限公司） (Stock Code: 2110) Dear Non-registered Shareholder(s)(Note 1), TIAN CHENG HOLDINGS LIMITED (the "Company") – Notification of publication of 2025/2026 Interim Report (the "Current Corporate Communication") The English and Chinese versions of the Company's Current Corporate Communications are available on the Company's website at www.tianchengho ...

NOTIFICATION LETTER 通知信函 30 January 2026 Dear Registered Shareholders. TIAN CHENG HOLDINGS LIMITED 天成控股有限公司 (Incorporated in the Cayman Islands with limited liability) （於開曼群島註冊成立的有限公司） (Stock Code: 2110) （股份代號：2110） 天成控股有限公司（「本公司」） －刊發2025/2026年中期報告（「本次公司通訊」） TIAN CHENG HOLDINGS LIMITED (the "Company") – Notice of publication of 2025/2026 Interim Report of the Company (the "Current Corporate Communication") The English and Chinese versions of the Company's Current Corporate Communications are now available ...

BOARD OF DIRECTORS Tian Cheng Holdings Limited 天成控股有限公司 （於開曼群島註冊成立的有限公司） (incorporated in the Cayman Islands with limited liability) Stock code 股份代號: 2110 INTERIM REPORT 中期報告 Tian Cheng Holdings Limited 天成控股有限公司 Contents 目錄 | | | Page | | --- | --- | --- | | | | 頁碼 | | Corporate Information | 公司資料 | 2 | | Management Discussion and Analysis | 管理層討論與分析 | 5 | | Condensed Consolidated Statement of Profit or Loss | 簡明綜合損益及 | 17 | | and Other Comprehensive Income | 其他全面收益表 | | | Condensed Consolidated Statement o ...

Group 1 - The company reported revenue of HKD 59.314 million for the six months ending November 30, 2025, representing a year-on-year decrease of 45.15% [1] - The company incurred a loss of HKD 20.256 million during the same period, which is an increase of 62.79% compared to the previous year [1] - The basic loss per share was HKD 0.067 [1]

格隆汇1月29日丨天成控股(02110.HK)发布公告，截至2025年11月30日止六个月，集团收益约为5930万 港元，上年同期约1.08亿港元；公司权益股东应占亏损为2030万港元，而上年同期公司权益股东应占亏 损则为1240万港元，每股亏损为6.7港仙。 ...

智通财经APP讯，天成控股(02110)发布截至2025年11月30日止6个月业绩，该集团期内取得收益5931.4 万港元，同比减少45.15%;期内亏损2025.6万港元，同比扩大62.79%;每股基本亏损6.7港仙。 ...

Financial Performance - The Group's revenue for the six months ended 30 November 2025 was approximately HK$59.3 million, a decrease from approximately HK$108.1 million for the same period in 2024, representing a decline of about 45.1%[13] - Loss attributable to equity shareholders for the six months ended 30 November 2025 was HK$20.3 million, compared to a loss of HK$12.4 million for the same period in 2024, indicating an increase in loss of approximately 63.7%[13] - Loss per share for the six months ended 30 November 2025 was 6.7 HK cents, up from 4.4 HK cents for the same period in 2024, reflecting a rise of approximately 52.3%[13] - The Group recorded revenue from marine construction works of approximately HK$46.6 million, a decrease of approximately 45.2% compared to HK$85.0 million in the prior period[17] - The Group experienced a gross loss of approximately HK$20.2 million from marine construction works, compared to a gross loss of approximately HK$8.8 million in the prior period, primarily due to challenges in pier reconstruction[18] - Revenue from other civil engineering works amounted to approximately HK$11.4 million, down from approximately HK$16.7 million in the prior period, attributed to the progress of a project at Chek Lap Kok Airport[20] - The Group recorded a gross profit of approximately HK$4.9 million from other civil engineering works, an improvement from approximately HK$0.9 million in the prior period, driven by increased revenue[21] - The company reported a gross loss of HK$14,880,000 for the six months ended 30 November 2025, compared to a gross loss of HK$6,010,000 in the previous year[67] - Loss from operations increased to HK$20,546,000 for the six months ended 30 November 2025, compared to HK$12,717,000 for the same period in 2024, reflecting a 61.5% increase[67] - The company reported a loss of HK$20,256,000 for the six months ended 30 November 2025, compared to a loss of HK$12,443,000 for the same period in 2024, indicating an increase in losses of approximately 63%[74] Dividend and Share Issuance - The Board does not recommend the declaration of any interim dividend for the six months ended 30 November 2025[13] - The Group issued 60,000,000 new shares, raising gross proceeds of approximately HK$7.26 million, with net proceeds of approximately HK$6.93 million allocated for general working capital[41] - The company did not declare any interim dividend for the Period, consistent with the prior period[42] - The company successfully placed 60,000,000 shares at a price of HK$0.121 per share, raising gross proceeds of approximately HK$7.26 million and net proceeds of approximately HK$6.93 million for general working capital[62] Operational Developments - The Group has launched a new health and wellness services segment since January 2024 to diversify its income sources and mitigate risks associated with its marine construction operations[15] - The Group is expanding into health and wellness services to diversify its revenue sources and reduce reliance on marine construction and civil engineering[16] - The Group has maintained its position as the main contractor for two marine construction projects with a combined contract sum of approximately HK$261.4 million[14] - As of 30 November 2025, the Group had three ongoing projects with an aggregate initial contract sum of approximately HK$301.4 million[26] - The Group undertook four projects during the period, with an aggregate initial contract sum of approximately HK$310.2 million, and one project was completed[24] Financial Position - As of 30 November 2025, the Group had cash and bank balances of approximately HK$19.9 million, down from approximately HK$25.3 million as of 31 May 2025[38] - The total net assets decreased to HK$30,153,000 as of 30 November 2025, down from HK$43,460,000 as of 31 May 2025[69] - Current liabilities decreased to HK$22,241,000 as of 30 November 2025, compared to HK$34,706,000 as of 31 May 2025[69] - The company’s total comprehensive income for the period was negative, reflecting ongoing challenges in profitability and operational efficiency[74] - The company reported a net cash generated from financing activities of HK$4,587,000 for the six months ended 30 November 2025, compared to HK$2,207,000 in the same period in 2024, indicating improved financing activity[74] - The total equity attributable to equity shareholders of the company decreased to HK$30,153,000 as of 30 November 2025, down from HK$43,460,000 as of 30 November 2024, reflecting a decline of about 30%[71] Cost Management - General and administrative expenses decreased to approximately HK$7.1 million from approximately HK$8.0 million, attributed to a reduction in administrative staff[36] - Staff costs decreased to HK$19,063,000 in 2025 from HK$28,147,000 in 2024, reflecting a reduction of approximately 32.4%[102] - The company reported no material contingent liabilities as of November 30, 2025[130] Compliance and Governance - The company has complied with the Corporate Governance Code during the reporting period[137] - The Audit Committee, established on November 13, 2020, consists of three independent non-executive Directors and oversees the Group's financial reporting and internal control systems[167] - The Group's unaudited condensed consolidated interim results for the period have been reviewed and approved by the Audit Committee[172] Management and Internal Controls - The Company will enhance and monitor internal control measures, including contract signing procedures, to ensure timely reporting of notifiable transactions to the finance department[142] - Trainings on regulatory and compliance matters under the Listing Rules were conducted in September 2025 to enhance awareness among subsidiary-level directors and senior management[144] - The company confirmed that all Directors have fully complied with the Model Code for Securities Transactions during the reporting period[145] Share Options and Management Remuneration - Key management personnel remuneration for the six months ended November 30, 2025, was HK$1,043,000, a decrease from HK$1,357,000 for the same period in 2024, reflecting a reduction of approximately 23%[135] - As of November 30, 2025, there are 6,000,000 outstanding share options for Directors, representing approximately 1.7% of the issued share capital, and 16,240,000 for employees, representing approximately 4.5%[147] - No share options have been granted, exercised, cancelled, or lapsed under the 2020 Share Option Scheme as of November 30, 2025[151] - The 2024 Share Option Scheme was adopted on November 27, 2024, with no share options granted or outstanding as of November 30, 2025[153] Market and Competitive Environment - The Board anticipates continued challenges in the marine construction sector due to intense market competition and higher technical requirements for project bidding[15] - There are no competing businesses from controlling shareholders or Directors that could directly or indirectly compete with the Group's business during the reporting period[154]

Core Viewpoint - Tiancheng Holdings (02110.HK) anticipates a net loss of approximately HKD 20 million to HKD 21 million for the six months ending November 30, 2025, compared to a net loss of about HKD 12.4 million for the six months ending November 30, 2024 [1] Group 1 - The increase in net loss during the reporting period is primarily attributed to a gross loss increase of approximately HKD 11.4 million in the maritime construction segment related to the reconstruction of Sai Kung, Tai Po, and Lantau Island piers [1] - The reconstruction of the piers involves complex situations, particularly in the use of vessels for piling and lifting operations, with adverse weather conditions such as strong winds, sea levels, and turbulent waves complicating drilling and construction processes [1] - These unfavorable conditions not only affect project planning and execution but also impact resource utilization, including standby time for employees, machinery, and vessels [1] Group 2 - The gross profit increase of HKD 4 million in other civil engineering segments partially offsets the losses, driven mainly by increased engineering revenue and progress improvements in the three-runway system project [1]

Core Viewpoint - Tiancheng Holdings (02110) expects a net loss of approximately HKD 20 million to HKD 21 million for the six months ending November 30, 2025, compared to a net loss of approximately HKD 12.4 million for the same period in 2024 [1] Group 1: Financial Performance - The increase in net loss is primarily attributed to a gross loss of approximately HKD 11.4 million in the maritime construction segment related to the reconstruction of piers in Sai Kung, Tai Po, and Lantau Island [1] - Adverse weather conditions, including strong winds, sea levels, and rough waves, have complicated the drilling and installation operations, affecting project planning and execution [1] - The gross profit increase of HKD 4 million in other civil engineering segments partially offsets the losses, driven by improved progress and revenue from the three-runway system project [1]