Group 1 - The core business of the company is as a service provider, primarily offering labor dispatch and supporting services to construction contractors in Singapore, along with dormitory services, IT services, and construction support services [2] - The company aims to leverage the advantages of both Hong Kong and Singapore to actively expand its existing business, enter new industries, and seek investment cooperation opportunities to enhance long-term returns for shareholders and improve business prospects [2] Group 2 - As of August 14, the company's stock price increased by 20.0% to HKD 1.8 per share, with a trading volume of 22.13 million shares and a turnover of HKD 33.81 million, showing a volatility of 25.33% [1] - Financial data indicates that for the year ending December 31, 2024, the company achieved total revenue of HKD 267 million, a year-on-year increase of 10.07%, while the net profit attributable to shareholders was a loss of HKD 95.6 million, a decrease of 471.95% [1] - The company's gross profit margin stands at 22.84%, and its debt-to-asset ratio is 44.32% [1] - Currently, there are no institutional investment ratings for the company's stock [1] - The company's price-to-earnings ratio is -75.12, ranking 57th in the industry, while the average price-to-earnings ratio for the support services industry is 5.63 [1]

公司名稱: 今海醫療科技股份有限公司 呈交日期: 2025年8月1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) | 02225 | 說明 | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 8,000,000,000 | HKD | | 0.0025 | HKD | | 20,000,000 | | 增加 / 減少 (-) | | | | | | | HKD | | | | 本月底結存 | | | 8,000,000,000 | HKD | | 0.0025 | HKD | | 20,000,000 | 本月底法定/註冊股本總額： HKD 20,000,000 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7月31 ...

Company Overview - Jinhai Medical Technology Co., Ltd. (stock code: 02225.HK) operates primarily in the service provider sector, offering labor dispatch and supporting services to construction contractors in Singapore, along with dormitory, IT, and construction support services [2] - The company aims to leverage its advantages in Hong Kong and Singapore to expand its existing business, enter new industries, and seek investment cooperation opportunities to enhance long-term returns for shareholders [2] Financial Performance - As of December 31, 2024, Jinhai Medical reported total revenue of 267 million yuan, representing a year-on-year growth of 10.07% [1] - The company recorded a net profit attributable to shareholders of -95.599 million yuan, a significant decrease of 471.95% compared to the previous year [1] - The gross profit margin stood at 22.84%, while the debt-to-asset ratio was 44.32% [1] Market Performance - On July 17, the Hang Seng Index closed down 0.08% at 24,498.95 points, while Jinhai Medical's stock price increased by 11.52% to 1.84 HKD per share, with a trading volume of 4.035 million shares and a turnover of 7.2649 million HKD [1] - Over the past month, Jinhai Medical's stock has seen a cumulative increase of 20.44%, but it has declined by 13.16% year-to-date, underperforming the Hang Seng Index by 22.22% [1] Valuation Metrics - Currently, there are no institutional investment ratings for Jinhai Medical [2] - The average price-to-earnings (P/E) ratio for the support services industry (TTM) is 3.73, with a median of 3.77 [2] - Jinhai Medical's P/E ratio is -82.63, ranking 57th in the industry, compared to other companies in the Chinese education sector with P/E ratios ranging from 1.47 to 2.8 [2] Corporate Actions - On July 13, 2025, the company plans to issue 120 million new shares, representing 2.27% of the enlarged share capital, at a subscription price of 1.35 HKD per share, which is a 17.68% discount to the previous closing price [3]

Market Performance - Today, Hong Kong stocks showed significant movements with various companies experiencing notable gains, including Now Medical Technology (02225) which rose over 5% after a partnership with David Medical to develop "Minimally Invasive 5.0" technology [1] - Semiconductor stocks also saw an uptick, with Huahong Semiconductor (01347) increasing by 4.12%, and SMIC (01347) rising by 3.11% [1][2] - Hong Kong Travel (00308) surged over 14%, doubling its stock price in less than a month, driven by speculation in the tourism industry [1] - Meituan-W (03690) rose over 3% as it led an investment in Star Sea Map, furthering its focus on embodied intelligence [1] - The insurance sector saw broad gains, with China Pacific Insurance (02601) up 4.88% and China Life Insurance (02318) increasing by 3.19% [1] Company-Specific Developments - Alibaba-W (09988) increased over 3%, although its investment in instant retail and delivery services may impact profitability, according to HSBC [2] - Qian Shi International (00381) skyrocketed by over 55% due to a proposed digital economy collaboration involving a stablecoin mechanism [2] - Stablecoin-related stocks rose, with Guotai Junan International (01788) up 9.13% and China Everbright Holdings (00165) increasing by 4.83% [2] - Yadi Holdings (01585) gained over 4% following the announcement of a new electric vehicle replacement program [3] - WuXi AppTec (02359) opened nearly 5% higher after announcing expected revenue exceeding 20 billion yuan and a projected doubling of net profit [3] Industry Trends - The electric vehicle sector is expected to see growth due to a new replacement program, which could accelerate industry expansion [3] - The rare earth sector is also experiencing upward momentum, with Jinli Permanent Magnet (06680) rising over 5% after major players announced price increases [3] - The biotechnology sector is witnessing positive developments, with Xiansheng Pharmaceutical (02096) gaining over 3% after a collaboration with Conade Biopharmaceuticals [2][3]

[Supplementary Announcement Overview](index=1&type=section&id=Supplementary%20Announcement%20Overview) This announcement provides supplementary information to the company's 2024 annual report, focusing on risk management remedies and share option scheme updates [Purpose and Background of the Announcement](index=1&type=section&id=Purpose%20and%20Background) This announcement supplements the company's 2024 annual report, detailing risk management remedies and share option scheme updates - This document is a supplementary announcement by Jinhai Medical Technology Co., Ltd. (Stock Code: 2225) regarding its 2024 annual report[2](index=2&type=chunk) - The announcement aims to provide supplementary information beyond the annual report, covering risk management, internal control, and the share option scheme[3](index=3&type=chunk)[4](index=4&type=chunk) [Risk Management and Internal Control Enhancement Measures](index=1&type=section&id=Risk%20Management%20and%20Internal%20Control%20Enhancement) The board has implemented various remedial measures to strengthen risk management and internal controls, ensuring compliance with listing rules [Details of Remedial Measures](index=1&type=section&id=Remedial%20Measures) The Board implemented risk management and internal control remedies to prevent future non-compliance and ensure adherence to Listing Rules Chapter 14 - The Board confirms its responsibility to maintain sound and effective risk management and internal control systems, having acted on identified deficiencies[4](index=4&type=chunk) - The company has implemented several remedial measures to ensure future compliance with Listing Rules Chapter 14, including strengthening internal control policies for notifiable transactions, providing internal training on Listing Rules for directors and management, hiring qualified staff to oversee future transactions and size test calculations, and seeking external professional advice for all proposed transactions[7](index=7&type=chunk)[5](index=5&type=chunk) [Share Option Scheme Update](index=2&type=section&id=Share%20Option%20Scheme%20Update) This section provides an update on the share option scheme, specifically detailing the number of options available for grant [Number of Share Options Available for Grant](index=2&type=section&id=Number%20of%20Share%20Options%20Available%20for%20Grant) The announcement details the number of share options available for grant under the scheme mandate and service provider sub-limits for fiscal year 2024, showing zero options at year-end Share Options Available for Grant | Category | January 1, 2024 | December 31, 2024 | | :--- | :--- | :--- | | Scheme Mandate Limit | 517,000,000 | 0 | | Service Provider Sub-limit | 51,700,000 | 0 | *Note: Numbers have been adjusted with reference to the share split effective December 10, 2024* [Other Information](index=3&type=section&id=Other%20Information) This section confirms the consistency of the annual report's other contents and lists the current composition of the Board of Directors [Concluding Remarks and Board Composition](index=3&type=section&id=Concluding%20Remarks%20and%20Board%20Composition) The announcement confirms the annual report's other contents remain unchanged, except for supplementary details, and lists the Board's composition as of the announcement date - All other information within the annual report remains unchanged, except for the supplementary details disclosed in this announcement[8](index=8&type=chunk) - As of the announcement date, the Board of Directors comprises eight members: three executive directors, two non-executive directors, and three independent non-executive directors[9](index=9&type=chunk)

Corporate Strategy and Development - The company has relocated its headquarters from Singapore to China to better align with its medical business development and future prospects[10]. - The company plans to diversify its business and expand into the Asia-Pacific region, including providing value-added services such as skills training[14]. - The company anticipates steady growth in medical device demand driven by an aging population and rising living standards in China[12]. - The company will broaden its product line and enhance R&D capabilities to improve competitiveness by 2025[12]. - The company aims to strengthen its position in the medical industry through resource integration and continuous product development[12]. - The group plans to enhance its development capabilities, expand its distribution network, and develop new products to strengthen its competitive position in the medical industry[20]. - The board is considering diversifying its business and expanding existing operations into the Asia-Pacific region, particularly China[24]. - The company is actively seeking more trade partners and market expansion opportunities amid economic challenges in 2025[14]. Financial Performance - The group's revenue increased from SGD 45.6 million in FY2023 to SGD 50.2 million in FY2024, representing a growth of 10%[25]. - Revenue from minimally invasive surgical solutions and related medical products rose from SGD 20.4 million in FY2023 to SGD 25.9 million in FY2024, an increase of SGD 5.5 million[26]. - The gross profit decreased from SGD 12.0 million in FY2023 to SGD 11.5 million in FY2024, with a gross margin decline from 26.4% to 22.8%[28]. - The group recorded a loss of SGD 18.3 million in FY2024, compared to a loss of SGD 4.1 million in FY2023, primarily due to share-based payments of SGD 13.2 million and expenses related to expanding its minimally invasive surgical solutions business in China[34]. - The group recorded an unrealized foreign exchange gain of SGD 0.3 million in FY2024 due to the appreciation of SGD against HKD and RMB[47]. - The financing costs increased by SGD 0.6 million in FY2024 due to new financing obtained during the year[32]. - The group has a total of 488 employees as of December 31, 2024, down from 694 employees in the previous year[58]. Corporate Governance - The company has adopted the corporate governance code as per the listing rules, demonstrating commitment to good governance practices[82]. - The board consists of eight members, including four executive directors and three independent non-executive directors, ensuring a balanced composition for independent judgment[88]. - The company has three independent non-executive directors, meeting the requirement that they constitute at least one-third of the board[89]. - All independent non-executive directors have confirmed their independence in accordance with the listing rules, ensuring compliance with governance standards[89]. - Continuous professional development programs have been provided to directors, enhancing their understanding of governance and responsibilities[92]. - The board is responsible for overseeing the management of the group's business affairs and overall performance, ensuring necessary financial and human resources are in place[84]. - The company has established various committees to delegate responsibilities, enhancing operational efficiency and accountability[84]. Risk Management and Compliance - The company has established a risk management and internal control system to ensure effective monitoring and evaluation of risks, with regular reports on risk assessment and management effectiveness[135]. - The company is committed to enhancing its risk management and internal control systems to ensure ongoing effectiveness[138]. - There are no significant deviations in risk management and internal controls across subsidiaries, and no major litigation risks have been reported[138]. - The company will continue to improve its compliance with financial reporting and legal regulations across all subsidiaries[138]. - The company has implemented a fair disclosure policy to ensure timely and equal access to information for shareholders and investors[140]. Shareholder Relations and Dividends - The board will keep shareholders informed of significant events as they occur[15]. - The company expresses gratitude to shareholders, customers, business partners, management, and employees for their ongoing support[16]. - The board does not recommend any dividend payment for FY2024, consistent with FY2023[35]. - The net proceeds from the listing amounted to HKD 82.6 million (approximately SGD 14.1 million), with planned allocations including SGD 20.5 million for registered capital injection into Jin Hai Medical[39]. - The net proceeds from the placement on October 18, 2023, were HKD 99 million, with a subscription price of HKD 1.60 per share, reflecting a discount of 19.6% to the market price at the time[43]. Leadership and Management - The company has established a strong leadership team with diverse backgrounds in banking, real estate, and technology sectors[71]. - The company is focused on strategic management and development in real estate, including property management and project oversight[68]. - The leadership team is expected to drive future growth through strategic decision-making and market expansion initiatives[75]. - The chairman and CEO roles are held by different individuals, ensuring a separation of responsibilities[106]. Environmental and Social Responsibility - The group has established an environmental management system to address its carbon footprint, particularly focusing on indirect greenhouse gas emissions from electricity usage[168]. - There were no instances of non-compliance with environmental laws and regulations during the fiscal year[168]. - The group made a total donation of SGD 108,000 during the year, consistent with the previous fiscal year[165]. Stock Options and Shareholder Equity - The company has adopted a share option scheme approved by shareholders on December 29, 2023, allowing eligible participants to acquire ownership interests in the company[188]. - A total of 128,603,750 stock options were granted on January 9, 2024, with an exercise price of HKD 2.54 per share[194]. - The stock options will vest in three tranches: 20% on April 30, 2025, 30% on April 30, 2026, and 50% on April 30, 2027[196]. - The total number of stock options granted to the executive director and CEO, Wang Zhenfei, is 25,850,000[199].

Financial Performance - Total revenue for the fiscal year ending December 31, 2024, was SGD 50,241,000, representing an increase of 10.4% from SGD 45,644,000 in 2023[4] - Gross profit decreased to SGD 11,477,000, down 4.6% from SGD 12,029,000 in the previous year[4] - The company reported a net loss of SGD 18,255,000 for the fiscal year, compared to a net loss of SGD 4,112,000 in 2023, indicating a significant increase in losses[4] - Basic and diluted loss per share was SGD 0.35, compared to SGD 0.06 in the previous year, indicating a worsening financial position[5] - The company reported a pre-tax loss of SGD 18,227,000 for 2024, compared to a loss of SGD 3,217,000 in 2023[12] - The group recorded a net loss of SGD 18.3 million in FY2024, compared to a loss of SGD 4.1 million in FY2023, primarily due to share-based payments and expenses related to expanding minimally invasive surgical solutions in China[38] Revenue Breakdown - Customer contract revenue for 2024 was SGD 41,822,000, up 12.5% from SGD 37,029,000 in 2023[11] - Revenue from dormitory services generated rental income of SGD 8,419,000, slightly down from SGD 8,615,000 in 2023[11] - Revenue from minimally invasive surgical solutions and related services rose from SGD 20.4 million in FY2023 to SGD 25.9 million in FY2024, a significant increase of 26.9%[30] - The group experienced a slight decline in revenue from labor dispatch and related services, from SGD 15.8 million in FY2023 to SGD 15.1 million in FY2024, attributed to a sluggish market in Singapore[31] Expenses and Costs - Administrative expenses surged to SGD 31,942,000, up 100% from SGD 15,941,000 in the prior year[4] - The company incurred total financing costs of SGD 773,000 in 2024, significantly higher than SGD 221,000 in 2023[16] - Research and development expenses increased to SGD 850,000 in 2024 from SGD 633,000 in 2023[17] - The company reported a significant increase in employee costs, totaling SGD 30,545,000 in 2024, compared to SGD 18,324,000 in 2023[17] - Administrative expenses increased by SGD 16.0 million, mainly due to share-based payments of SGD 13.2 million and hiring of industry professionals[35] Assets and Liabilities - Total assets decreased to SGD 58,867,000 from SGD 62,220,000, reflecting a decline of 5.5%[6] - Cash and cash equivalents dropped significantly to SGD 10,446,000 from SGD 20,196,000, a decrease of 48.2%[6] - The company’s total liabilities increased to SGD 26,088,000, up from SGD 24,730,000, marking a rise of 5.5%[7] - The company’s non-current assets rose to SGD 28,703,000, up from SGD 19,538,000, an increase of 46.7%[6] - Trade receivables decreased to SGD 4,856,000 from SGD 5,531,000, a decline of 12.2%[6] - Trade payables decreased to SGD 5,129,000 in 2024 from SGD 5,462,000 in 2023, with accrued operating expenses increasing to SGD 2,543,000 from SGD 2,371,000[23] Shareholder Information - The company did not declare or pay any dividends for the years ended December 31, 2024, and 2023[18] - The company completed a share split on December 12, 2024, adjusting the number of shares from 1,292,500,000 to 5,170,000,000[24] - A total of 128,603,750 share options were granted on January 9, 2024, with an exercise price of HKD 2.54 per share[74][75] - As of December 31, 2024, there are 509,245,000 unexercised stock options, adjusted for the share split effective on December 12, 2024[78] Market and Strategic Outlook - The company plans to expand its distribution network and develop new products to enhance competitiveness in the medical industry[26] - The minimally invasive surgical device market in China is projected to grow from USD 1.71 billion in 2025 to USD 2.68 billion by 2030, with a compound annual growth rate of 9.45% from 2024 to 2029[26] - The company is considering diversifying its business and expanding into the Asia-Pacific region, particularly China, to improve business prospects[28] - The company aims to leverage advantages in China, Hong Kong, and Singapore to explore new investment opportunities and enhance long-term economic benefits for shareholders[28] Risk Management - The group faces cash flow interest rate risk due to floating interest rates on bank balances and fixed-rate financing leases, with no current interest rate hedging policy in place[61] - The group is exposed to foreign currency risk due to bank balances and financial assets denominated in USD and RMB, which are not the functional currencies of the group entities[62] - Credit risk has been significantly reduced through established policies for credit limits and monitoring overdue debts, with management regularly reviewing the recoverability of trade debts[64] - The group maintains sufficient levels of cash and cash equivalents to manage liquidity risk and mitigate cash flow volatility[65] Corporate Governance - The audit committee reviewed the annual performance and confirmed that the consolidated financial statements were prepared in accordance with applicable accounting standards[87] - The company maintained sufficient public float throughout the year as per listing rules[89] - The board has adopted the corporate governance code and complied with all applicable provisions during the year[86] - The company expresses gratitude to all customers, management, employees, business partners, and shareholders for their continued support[91]

[Company Overview and Strategic Focus](index=23&type=section&id=Company%20Overview%20and%20Strategic%20Focus) [Company Profile and Business Changes](index=23&type=section&id=Company%20Profile%20and%20Business%20Changes) Jinhai Medical Technology (formerly Jinhai International Group) is a Singapore-headquartered service provider with core businesses including manpower secondment and dormitory services; the company officially changed its name in December 2023 to reflect its strategic transformation towards the healthcare sector, shifting its business focus to providing minimally invasive surgical solutions and related medical products - The company's principal businesses include Singapore's manpower secondment, dormitory, IT, and construction support services, as well as minimally invasive surgical solutions and medical products in China[11](index=11&type=chunk)[46](index=46&type=chunk) - To reflect its strategic direction towards developing medical businesses, the company changed its name to "Jinhai Medical Technology Co., Ltd." on December 20, 2023, and adopted a new logo[47](index=47&type=chunk) [Key Operating Highlights](index=23&type=section&id=Key%20Operating%20Highlights) In the first half of 2024, the company achieved high-speed performance growth, with total revenue increasing by **116.4%** year-on-year to **SGD 25.9 million** and gross profit growing to **SGD 7.4 million**, primarily driven by the strong performance of its minimally invasive surgical solutions and medical products business Key Performance Indicators for H1 2024 (vs H1 2023) | Indicator | H1 2024 (Thousand SGD) | H1 2023 (Thousand SGD) | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | 25,937 | 11,983 | +116.4% | | Gross Profit | 7,422 | 5,049 | +47.0% | [Financial Performance Analysis](index=5&type=section&id=Financial%20Performance%20Analysis) [Consolidated Income Statement Analysis](index=5&type=section&id=Consolidated%20Income%20Statement%20Analysis) In the first half of 2024, the company turned from profit to loss, recording a net loss attributable to owners of **SGD 6 million**, compared to a profit of **SGD 0.94 million** in the same period last year, primarily due to a significant increase in administrative expenses, especially **SGD 6.5 million** in equity-settled share-based payment expenses from share option grants, while the gross profit margin decreased from **42.1%** to **28.6%** due to the expanded revenue contribution from lower-margin medical businesses Condensed Consolidated Income Statement Key Data | Indicator (Thousand SGD) | H1 2024 | H1 2023 | | :--- | :--- | :--- | | Revenue | 25,937 | 11,983 | | Gross Profit | 7,422 | 5,049 | | Administrative Expenses | (13,675) | (4,801) | | (Loss)/Profit Before Tax | (5,941) | 592 | | (Loss)/Profit Attributable to Owners of the Company | (6,043) | 940 | | Basic (Loss)/Earnings Per Share (Singapore cents) | (0.47) | 0.08 | - Administrative expenses increased from **SGD 4.8 million** to **SGD 13.7 million**, primarily due to an increase of **SGD 6.5 million** in equity-settled share-based payments related to the grant of share options[54](index=54&type=chunk) - Gross profit margin decreased from **42.1%** in the same period last year to **28.6%**, mainly due to the increased revenue contribution from the minimally invasive surgical solutions business, which has a relatively lower gross profit margin[52](index=52&type=chunk) [Segment Revenue Analysis](index=24&type=section&id=Segment%20Revenue%20Analysis) During the reporting period, the medical business became the core growth engine, with revenue from the minimally invasive surgical solutions and medical products segment soaring over **30 times** year-on-year to **SGD 12.3 million**, accounting for **47.4%** of total revenue, while dormitory services revenue also achieved a significant **53.8%** growth, and traditional manpower secondment business revenue remained stable Revenue Breakdown by Business Segment (Thousand SGD) | Business Segment | H1 2024 | H1 2023 | YoY Growth | | :--- | :--- | :--- | :--- | | Minimally Invasive Surgical Solutions and Medical Products | 12,302 | 396 | +3,006.6% | | Manpower Secondment and Support Services | 7,634 | 7,540 | +1.2% | | Dormitory Services | 5,611 | 3,649 | +53.8% | | Construction Support Services | 140 | 171 | -18.1% | | IT Services | 250 | 227 | +10.1% | | **Total** | **25,937** | **11,983** | **+116.4%** | - The significant growth in medical business was primarily driven by the launch of new products and active expansion of distribution channels in the Chinese market[51](index=51&type=chunk) - Dormitory services revenue growth was mainly due to strong market demand and increased fee rates[51](index=51&type=chunk) [Financial Position and Cash Flow](index=6&type=section&id=Financial%20Position%20and%20Cash%20Flow) As of June 30, 2024, the company's total assets increased to **SGD 64.85 million**, with the gearing ratio slightly rising to **30.0%**; operating cash flow turned positive, recording a net inflow of **SGD 0.844 million**, and cash and cash equivalents at period-end stood at **SGD 13.17 million**, maintaining a stable financial position Key Financial Position Indicators (Thousand SGD) | Indicator | June 30, 2024 | December 31, 2023 | | :--- | :--- | :--- | | Total Assets | 64,851 | 62,220 | | Total Liabilities | 27,154 | 24,730 | | Total Equity | 37,697 | 37,490 | Cash Flow Statement Summary (Thousand SGD) | Indicator | H1 2024 | H1 2023 | | :--- | :--- | :--- | | Net Cash from Operating Activities | 844 | (846) | | Net Cash from Investing Activities | (7,592) | (120) | | Net Cash from Financing Activities | (178) | (1,443) | | Cash and Cash Equivalents at End of Period | 13,173 | 12,937 | - The gearing ratio (total borrowings/total equity) increased from **26.9%** to **30.0%**[67](index=67&type=chunk) [Management Discussion and Analysis](index=23&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review and Outlook](index=23&type=section&id=Business%20Review%20and%20Outlook) Management emphasizes that the company's strategic focus has shifted to the minimally invasive surgical solutions business in China, a market projected to grow at a **CAGR of 9.45%** between 2024 and 2029; going forward, the company will continue to strengthen its position in the medical industry by enhancing R&D, expanding distribution networks, developing new products, and integrating resources, while also considering capital market financing to support business development - Management believes the Chinese minimally invasive surgical instruments market has significant potential, with an estimated market size of **USD 2.45 billion** by 2029, growing at a **CAGR of 9.45%**[48](index=48&type=chunk) - The company will enhance its competitiveness in the medical business through four initiatives: (a) strengthening development capabilities; (b) expanding distribution networks; (c) developing new products; and (d) promoting resource integration[48](index=48&type=chunk) - The Board is considering exploring various fundraising methods in Hong Kong or other capital markets to support business development[48](index=48&type=chunk) [Liquidity, Financial Resources, and Gearing Ratio](index=26&type=section&id=Liquidity%2C%20Financial%20Resources%2C%20and%20Gearing%20Ratio) The company meets its operational needs through internal funds, listing proceeds, and placement proceeds; the October 2023 placement raised net proceeds of **HKD 99 million**, of which approximately **HKD 69 million** was planned for expanding the medical industry business, and as of June 30, 2024, **HKD 41.1 million** of these funds had been utilized Use of Proceeds from 2023 Placement (Million HKD) | Proposed Use | Planned Amount | Utilized Amount | Unutilized Amount | | :--- | :--- | :--- | :--- | | Expansion of Medical Industry Business | 69.0 | 41.1 | 27.9 | | Expansion of Manpower Secondment and Support Services Business | 15.0 | 1.2 | 13.8 | | General Working Capital | 15.0 | 15.0 | – | | **Total** | **99.0** | **57.3** | **41.7** | - As of June 30, 2024, the company held cash and cash equivalents of **SGD 13.2 million**, primarily denominated in Renminbi (**71.1%**) and Hong Kong Dollars (**27.5%**)[66](index=66&type=chunk) [Significant Investments, Acquisitions, and Disposals of Subsidiaries, Associates, and Joint Ventures](index=30&type=section&id=Significant%20Investments%2C%20Acquisitions%2C%20and%20Disposals%20of%20Subsidiaries%2C%20Associates%2C%20and%20Joint%20Ventures) During the reporting period, the company completed a significant property acquisition, with a wholly-owned subsidiary acquiring a property in Singapore for **SGD 10.18 million**, a transaction completed on January 31, 2024; additionally, the company holds listed equity and fund investments valued at **SGD 4.5 million** - The company's wholly-owned subsidiary acquired a property in Singapore for **SGD 10.18 million**, with the transaction completed on January 31, 2024[71](index=71&type=chunk) - On November 30, 2023, the company completed the acquisition of **100%** equity in Neuhaus Engineering Pte. Ltd., making it an indirect wholly-owned subsidiary[71](index=71&type=chunk) - As of June 30, 2024, the Group held listed equity and fund investments valued at **SGD 4.5 million**, aiming for dividend income and capital appreciation[72](index=72&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=31&type=section&id=Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company faces primary market risks including interest rate risk, foreign exchange risk, credit risk, liquidity risk, and equity price risk; foreign exchange risk is relatively low as most operations are denominated in the entities' functional currencies, but holding Hong Kong Dollar and Renminbi cash introduces some exchange rate volatility; the company manages equity price risk through diversified investment portfolios and has credit approval procedures to mitigate credit risk - Foreign exchange risk primarily arises from placement proceeds denominated in Hong Kong Dollars and Renminbi funds from operations in China, resulting in a currency translation difference of **SGD 0.3 million** and an exchange gain of **SGD 0.4 million** during the reporting period[68](index=68&type=chunk)[76](index=76&type=chunk) - To mitigate credit risk, the company conducts credit assessments for new customers and regularly reviews the recoverability of accounts receivable[77](index=77&type=chunk) - To manage equity price risk, the company adopts a diversified investment portfolio strategy[79](index=79&type=chunk) [Corporate Governance and Other Information](index=33&type=section&id=Corporate%20Governance%20and%20Other%20Information) [Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares, and Debentures of the Company and its Associated Corporations](index=33&type=section&id=Directors%27%20and%20Chief%20Executive%27s%20Interests%20and%20Short%20Positions%20in%20Shares%2C%20Underlying%20Shares%2C%20and%20Debentures%20of%20the%20Company%20and%20its%20Associated%20Corporations) As of June 30, 2024, Mr. Chan Kwok Po, the company's Chairman and Executive Director, beneficially held **632,500,000 shares**, representing **48.94%** of the issued share capital, through his wholly-owned Baolai International Limited, making him the controlling shareholder of the company - Chairman Mr. Chan Kwok Po is deemed to have an interest in **632,500,000 shares** held by Baolai International Limited, representing **48.94%** of the company's total share capital[81](index=81&type=chunk)[83](index=83&type=chunk) [Share Option Scheme](index=34&type=section&id=Share%20Option%20Scheme) The company adopted a share option scheme in December 2023; on January 9, 2024, a total of approximately **128.6 million** share options were granted under the scheme with an exercise price of **HKD 2.54** per share, which will vest in three tranches contingent on performance targets, and this grant was the primary reason for the significant increase in administrative expenses and net loss during the period - On January 9, 2024, the company granted **128,603,750** share options with an exercise price of **HKD 2.54** and a validity period of **10 years**[86](index=86&type=chunk)[87](index=87&type=chunk) - The share options will vest in three tranches between 2025 and 2027, with vesting percentages of **20%**, **30%**, and **50%** respectively, contingent upon achieving performance targets set by the Board[88](index=88&type=chunk) - The granted share options resulted in approximately **SGD 6.5 million** in equity-settled share-based payment expenses recognized under administrative expenses during the reporting period[30](index=30&type=chunk)[54](index=54&type=chunk)

Financial Performance - For the six months ended June 30, 2024, the company reported revenue of SGD 25,937 thousand, a significant increase from SGD 11,983 thousand in the same period of 2023, representing a growth of approximately 116.5%[3] - The gross profit for the first half of 2024 was SGD 7,422 thousand, compared to SGD 5,049 thousand in the first half of 2023, indicating a growth of about 46.8%[3] - The company incurred a loss before tax of SGD 5,941 thousand for the period, compared to a profit of SGD 592 thousand in the same period last year, reflecting a decline in profitability[3] - The company reported a net loss of SGD 6,043,000 for the six months ended June 30, 2024, compared to a profit of SGD 940,000 in the same period of 2023[23] - The company reported a basic and diluted loss per share of SGD (0.47) for the first half of 2024, compared to earnings of SGD 0.08 per share in the same period of 2023[5] - Gross profit rose from SGD 5.0 million in the first half of 2023 to SGD 7.4 million in the first half of 2024, although the gross margin decreased from 42.1% to 28.6%[35] - Administrative expenses increased significantly from SGD 4.8 million to SGD 13.7 million, primarily due to post-COVID-19 recovery costs and share-based payments[37] - The company recorded a loss attributable to shareholders of SGD 6.0 million in the first half of 2024, compared to a profit of SGD 0.9 million in the same period of 2023[38] Revenue Breakdown - Revenue for the six months ended June 30, 2024, was SGD 25,937,000, a significant increase from SGD 11,983,000 in the same period of 2023, representing a growth of approximately 116%[14] - Revenue from Singapore reached SGD 13,505,000, up from SGD 11,587,000, indicating a growth of about 16.5% year-over-year[14] - Revenue from mainland China surged to SGD 12,432,000, compared to only SGD 396,000 in the previous year, reflecting a remarkable increase of over 3,000%[14] - Revenue from minimally invasive surgical solutions and related medical products surged from SGD 0.4 million to SGD 12.3 million, a staggering increase of 3,006.6%[32] - The revenue from dormitory services increased from SGD 3.6 million to SGD 5.6 million, driven by high market demand and increased pricing in the first half of 2024[34] Assets and Liabilities - The total assets of the company as of June 30, 2024, amounted to SGD 64,851 thousand, an increase from SGD 62,220 thousand as of December 31, 2023[6] - The company's total liabilities increased to SGD 27,154 thousand as of June 30, 2024, compared to SGD 24,730 thousand at the end of 2023, indicating a rise of approximately 9.8%[8] - The net cash balance decreased to SGD 13,173 thousand from SGD 20,196 thousand at the end of 2023, representing a decline of about 34.7%[6] - The group’s total borrowings and lease liabilities as of June 30, 2024, were SGD 11.3 million, an increase from SGD 10.1 million as of December 31, 2023, primarily due to new borrowings[50] - The debt-to-equity ratio as of June 30, 2024, was 30.0%, up from 26.9% as of December 31, 2023[50] Investments and Acquisitions - The company acquired investment properties worth SGD 10,515,000 during the six months ended June 30, 2024, with no acquisitions reported in the same period of 2023[24] - The company completed the acquisition of Neuhaus Engineering Pte. Ltd. on November 30, 2023, making it a wholly-owned subsidiary[54] - The group has reallocated SGD 10.0 million to acquire listed securities in the public market due to delays in acquiring foreign worker dormitories[43] Cash Flow and Financing - The net proceeds from the listing amounted to HKD 82.6 million (equivalent to SGD 14.1 million) after deducting underwriting fees and listing expenses[41] - The group has a remaining undrawn bank financing of SGD 3.0 million as of June 30, 2024, compared to SGD 2.5 million as of December 31, 2023[50] - The group maintains a prudent treasury policy to ensure a robust financial position and closely monitors its liquidity[40] Employee and Shareholder Information - Employee costs for the first half of 2024 were SGD 13.6 million, up from SGD 6.3 million in the first half of 2023[57] - The average number of ordinary shares outstanding increased to 1,292,500 for the six months ended June 30, 2024, compared to 1,230,000 in the same period of 2023[23] - The company granted a total of 128,603,750 share options under the share option plan on January 9, 2024, allowing holders to subscribe for the same number of shares[64] - The exercise price for the share options is set at HKD 2.54 per share, which is the highest of the closing price on the grant date or the average closing price over the previous five trading days[65] - The vesting schedule for the share options includes three tranches: 20% vesting on April 30, 2025, 30% on April 30, 2026, and 50% on April 30, 2027[66] Corporate Governance and Compliance - The company has adopted all applicable principles of the corporate governance code as per the listing rules, with no significant non-compliance reported[71] - The audit committee has reviewed the unaudited interim results and confirmed that the financial information complies with applicable accounting standards and listing rules[72] - The interim results announcement has been published on the Hong Kong Stock Exchange website and the company's website, ensuring transparency for shareholders[73] - All directors confirmed compliance with the trading code for securities transactions during the reporting period[69] Future Plans and Market Outlook - The company plans to continue expanding its service offerings in labor dispatch and IT services, which have shown growth in revenue[12] - The company plans to enhance its competitive position in the medical industry by strengthening development capabilities, expanding distribution networks, and developing new products[30] - The minimally invasive surgical instruments market in China is projected to grow from USD 1.56 billion in 2024 to USD 2.45 billion by 2029, with a compound annual growth rate of 9.45%[30] - The company aims to explore various fundraising methods in capital markets in Hong Kong and other locations to support business development[30] Risk Management - The company is facing economic uncertainty due to inflation and rising interest rates, prompting a more aggressive approach to managing internally generated funds[56] - The company has established policies to mitigate credit risk, including credit limits and approval processes[60] - The company has no interest rate hedging policies currently in place but monitors interest rate risks[58] - The company has no significant contingent liabilities as of June 30, 2024[53] - The company has no significant off-balance-sheet transactions as of June 30, 2024[57] Workforce Changes - The company has reduced its workforce from 694 employees as of December 31, 2023, to 508 employees as of June 30, 2024[57]

Financial Performance - The company recorded revenue of SGD 45.6 million for the fiscal year 2023, an increase of 105% compared to SGD 22.3 million in fiscal year 2022[22]. - Revenue from minimally invasive surgical solutions and related medical products surged to SGD 20.4 million in fiscal year 2023, up from SGD 0.7 million in fiscal year 2022, marking an increase of SGD 19.7 million[24]. - The gross profit increased from SGD 10.1 million in fiscal year 2022 to SGD 12.0 million in fiscal year 2023, although the gross margin decreased from 45.4% to 26.4% due to lower profit margins in the minimally invasive surgical solutions business[25]. - The company reported a loss of SGD 4.1 million for fiscal year 2023, compared to a profit of SGD 0.1 million in fiscal year 2022, mainly due to expenses incurred in expanding the minimally invasive surgical solutions business in China[29]. - The company will not recommend any dividend payment for fiscal year 2023, consistent with the previous fiscal year[29]. Capital Management - The company has recognized the need for stricter cost management measures to conserve cash amid rising inflation and interest rates, marking 2023 as a challenging economic year[15]. - The company has adopted a prudent financial management policy to maintain a healthy financial position and closely monitors its cash flow situation[31]. - The company has cash and cash equivalents of SGD 20.2 million as of December 31, 2023, with 26.1% in SGD, 52.3% in RMB, 2.5% in USD, and 19.1% in HKD[41]. - The group has unutilized bank financing of SGD 2.5 million as of December 31, 2023, compared to SGD 0.5 million as of December 31, 2022[40]. - The company has maintained good relationships with customers and suppliers, implementing a team to address complaints and improve service quality[125]. Business Expansion and Strategy - The company successfully completed the issuance of 62,500,000 new shares at a subscription price of HKD 1.60 per share, raising a total of HKD 100 million, with approximately HKD 69 million allocated for expanding its business in the Chinese medical industry[14]. - The company plans to broaden its product line and enhance R&D capabilities in 2024 to strengthen competitiveness in the growing medical device market driven by an aging population and rising living standards in China[15]. - The company aims to continuously develop new products and expand its distribution network to consolidate its position in the medical industry[15]. - The company aims to diversify its business and expand into the Asia-Pacific region, including providing value-added services such as skills training for labor[21]. - The company plans to use net proceeds of SGD 69 million from the issuance of 62,500,000 new shares to expand its business in the Chinese medical industry[22]. Corporate Governance - The company emphasizes good corporate governance to enhance shareholder value and accountability within its management structure[64]. - The board consists of eight members, including executive directors and independent non-executive directors, ensuring a balanced composition for independent judgment[69]. - The company has established various committees to delegate responsibilities and ensure effective governance practices[67]. - The company has appointed independent non-executive directors to enhance governance and oversight functions[61]. - The board is responsible for overseeing the management of the group's business affairs and overall performance, including major financial and operational decisions[67]. Risk Management - The company has implemented guidelines for risk management and internal control, with financial personnel assigned to ensure proper functioning[103]. - The company emphasizes that risk management systems are designed to manage rather than eliminate risks associated with achieving business objectives[103]. - The company faces cash flow interest rate risk due to floating interest rates on bank balances and has no current interest rate hedging policy[48]. - The company manages foreign currency risk through close monitoring of exchange rate fluctuations, as it holds bank balances and financial assets denominated in USD and HKD[49]. - The company has identified climate-related risks and opportunities that could significantly impact its assets and services[198]. Environmental, Social, and Governance (ESG) - The company has established an environmental management system to address its carbon footprint and water conservation efforts[122]. - The company is committed to sustainable development, focusing on creating long-term value for stakeholders[122]. - The company reported a reduction in nitrogen oxides (NOx) emissions from 64.74 kg in 2022 to 62.54 kg in 2023[180]. - The total greenhouse gas emissions for the group in 2023 were 637.76 tons of CO2 equivalent, a slight decrease from 639.77 tons in 2022[185]. - The board is committed to supporting Singapore's national climate goal of achieving net-zero emissions by 2050[170]. Shareholder Communication - The board will communicate with shareholders promptly regarding significant events[15]. - The company ensures effective communication with shareholders and investors through various channels, including financial reports and annual general meetings[111]. - The company has implemented a fair disclosure policy to ensure timely and non-exclusive information dissemination[105]. - The board held four regular meetings during the year, including the approval of the audited consolidated financial statements for the year ended December 31, 2022[76]. - The company held two extraordinary general meetings on December 20 and 29, 2023, to approve changes to the company name and adopt a share option scheme[78].