Financial Performance - For the six months ended June 30, 2024, the company reported a total comprehensive loss of HKD 25.5 million, compared to a loss of HKD 24.7 million for the same period in 2023[10]. - The company did not generate any revenue for the six months ended June 30, 2024, nor for the same period in 2023[11]. - Other income and losses increased from HKD 19.5 million for the six months ended June 30, 2023, to HKD 22.9 million for the six months ended June 30, 2024, due to higher interest rates[12]. - The company reported a loss of HKD 25.5 million for the six months ended June 30, 2024, compared to a loss of HKD 24.7 million for the same period in 2023[15]. - Loss before tax for the six months ended June 30, 2024, was HKD (25,500,000), slightly higher than the loss of HKD (24,704,000) in the same period of 2023[35]. - Basic and diluted loss per share for the six months ended June 30, 2024, was HKD (1.05), compared to HKD (1.02) for the same period in 2023[35]. - The company incurred a loss of HKD 25,500,000 for the six months ending June 30, 2024[47]. Administrative Expenses - Administrative expenses for the six months ended June 30, 2024, were HKD 50.9 million, up from HKD 44.6 million for the same period in 2023[10]. - Administrative expenses increased to HKD (50,854,000) for the six months ended June 30, 2024, from HKD (44,571,000) in the same period of 2023, reflecting a rise of approximately 14.5%[35]. Assets and Cash Position - As of June 30, 2024, the company's current assets amounted to HKD 1,072.5 million, primarily consisting of restricted cash of HKD 1,000.7 million and cash and cash equivalents of HKD 71.8 million[16]. - Cash and cash equivalents increased to HKD 71.8 million as of June 30, 2024, from HKD 56.9 million as of December 31, 2023, due to interest income earned on funds held in the escrow account[17]. - The net current assets improved to HKD 33,031 thousand from a net liability of HKD 985,305 thousand as of December 31, 2023, reflecting a positive turnaround[36]. - Cash and cash equivalents increased to HKD 71,839 thousand as of June 30, 2024, up from HKD 33,333 thousand in the previous year[38]. Business Combination and Future Plans - The company is in the process of a business combination with Zhaogang.com Inc, which is expected to lead to its listing on the Hong Kong Stock Exchange[5]. - The company plans to provide further announcements regarding the business combination transaction in due course[6]. - A circular regarding the business combination transaction is expected to be sent to shareholders by mid-November 2024[5]. - The company anticipates generating operational revenue post-completion of the merger transaction, excluding interest income[40]. - The company must complete the SPAC transaction within the specified timeframe to avoid liquidation and distribution of trust account funds[44]. Shareholder Information - Major shareholders, including China Merchants Bank Co., Ltd., hold 19,022,546 A shares, representing approximately 19.01% of A shares[31]. - UBS Group AG holds a total of 14,751,607 A shares, accounting for approximately 14.74% of A shares, with additional holdings of 1,470,000 shares[31]. - CMBI AM Acquisition Holding LLC is recognized as the beneficial owner of 24,109,411 B shares, representing 100% of B shares[31]. Compliance and Governance - The company has maintained high standards of corporate governance and has complied with applicable codes, except for the separation of the roles of chairman and CEO[26]. - The company has not established any arrangements allowing directors to purchase shares or debt securities of the company or any other entity within the six months ended June 30, 2024[34]. - As of June 30, 2024, there were no disclosures of interests or short positions in shares or relevant securities by directors or senior management[30]. Accounting and Reporting - The company has adopted all new and revised accounting standards effective from January 1, 2024, with no significant impact on its financial statements[46]. - The financial statements are presented in Hong Kong dollars (HKD), rounded to the nearest thousand[49]. - The company has not applied any new accounting standards that have been issued but are not yet effective, and it is assessing their potential impact[46]. Related Party Transactions - Total related party transactions for the six months ended June 30, 2024, amounted to HKD 43,186,000, compared to HKD 42,949,000 for the same period in 2023[69].

Financial Performance - For the six months ended June 30, 2024, the company reported a total comprehensive loss of HKD 25.5 million, compared to a loss of HKD 24.7 million for the same period in 2023, reflecting an increase in administrative expenses to HKD 50.9 million from HKD 44.6 million[10]. - The company did not generate any revenue for the six months ended June 30, 2024, consistent with the previous year[11]. - The company incurred a loss before tax of HKD 25.5 million for the six months ended June 30, 2024, compared to a loss of HKD 24.7 million for the same period in 2023[10]. - The company reported a loss of HKD 25.5 million for the six months ended June 30, 2024, compared to a loss of HKD 24.7 million for the same period in 2023[15]. - For the six months ended June 30, 2024, the company reported a loss of HKD 25,500,000, compared to a loss of HKD 24,704,000 for the same period in 2023, representing an increase in loss of approximately 3.2%[35]. - The company recorded other income and losses of HKD 22,853,000 for the six months ended June 30, 2024, up from HKD 19,467,000 in the same period of 2023, indicating a growth of approximately 12.2%[35]. - The company incurred a loss of HKD 25,500,000 for the six months ending June 30, 2024[47]. Administrative Expenses - Administrative expenses increased from HKD 44.6 million for the six months ended June 30, 2023, to HKD 50.9 million for the six months ended June 30, 2024, mainly due to ongoing execution and preparation work related to special purpose acquisition company transactions[14]. - Administrative expenses increased to HKD 50,854,000 for the six months ended June 30, 2024, from HKD 44,571,000 in the same period of 2023, marking an increase of approximately 14.1%[35]. Other Income and Liabilities - Other income and losses amounted to HKD 22.9 million for the six months ended June 30, 2024, compared to HKD 19.5 million for the same period in 2023[10]. - The fair value change of warrant liabilities contributed HKD 2.5 million to other income for the six months ended June 30, 2024, up from HKD 0.4 million in the previous year[10]. - The fair value gain on warrant liabilities rose to HKD 2.5 million for the six months ended June 30, 2024, compared to HKD 0.4 million for the same period in 2023, primarily due to differences in market pricing of listed warrants[13]. - Other income and losses increased from HKD 19.5 million for the six months ended June 30, 2023, to HKD 22.9 million for the six months ended June 30, 2024, due to higher interest rates[12]. Business Combination and Future Plans - The company is in the process of completing a business combination with Zhaogang.com Inc, which is expected to lead to its listing on the Hong Kong Stock Exchange[5]. - A special meeting for shareholders to approve the business combination is expected to be held by mid-November 2024[5]. - The company anticipates generating non-operating income from interest and other income from the proceeds held in escrow prior to the completion of the business combination[7]. - The company will continue to incur expenses related to legal, financial reporting, accounting, and audit compliance until the business combination is completed[7]. - The company plans to complete its SPAC merger, which is expected to facilitate the listing of the successor company on the Hong Kong Stock Exchange[40]. - If the company fails to complete a special purpose acquisition company (SPAC) transaction within 36 months from the listing, it will terminate all operations and distribute funds to Class A shareholders[43]. Shareholder Information - Major shareholders, including China Merchants Bank Co., Ltd., hold 19,022,546 A shares, representing approximately 19.01% of the A shares[31]. - UBS Group AG holds 14,751,607 A shares, accounting for approximately 14.74% of the A shares, and an additional 1,470,000 shares, representing 1.47% as a short position[31]. - CMBI AM Acquisition Holding LLC is identified as a beneficial owner of 13,568,636 A shares, which is approximately 13.56% of the A shares[31]. - The company has not established any arrangements that would allow directors to acquire shares or debt securities of the company or any other entity within the last six months as of June 30, 2024[34]. - There were no disclosures of any other individuals (excluding directors or senior management) holding interests in the company's shares or related shares as of June 30, 2024[33]. Cash and Assets - As of June 30, 2024, the company's current assets amounted to HKD 1,072.5 million, primarily consisting of restricted cash of HKD 1,000.7 million and cash and cash equivalents of HKD 71.8 million[16]. - Cash and cash equivalents increased from HKD 56.9 million as of December 31, 2023, to HKD 71.8 million as of June 30, 2024, due to interest income earned from funds held in the escrow account[17]. - The company had redeemable Class A shares valued at HKD 1,000.7 million as of June 30, 2024, reflecting the par value of its Class A shares[18]. - The company’s total equity increased to HKD 33,031,000 as of June 30, 2024, compared to HKD 15,345,000 at the end of 2023, reflecting a positive shift in financial health[36]. - The company issued 100,065,000 Class A shares at HKD 10 per share, contributing to the increase in cash reserves[39]. - The company has a restricted cash balance of HKD 1,000,650,000, unchanged from December 31, 2023, held in a closed escrow account[57]. Accounting and Compliance - The company has adopted all new and revised accounting standards effective from January 1, 2024, with no significant impact on its financial statements[46]. - The company has not applied any new accounting standards that have been issued but are not yet effective, and is currently assessing their potential impact[46]. - The company will not be required to pay deferred underwriting fees if the SPAC transaction is not completed[44]. - The company has no taxable profits in any jurisdiction, resulting in no income tax provision for the six months ended June 30, 2024[54]. Cash Flow and Investments - The net cash used in operating activities for the first half of 2024 was HKD (7,873,000), an improvement from HKD (12,205,000) in the same period of 2023[39]. - The company’s cash flow from investing activities for the first half of 2024 was HKD 22,853,000, down from HKD 28,931,000 in the same period of 2023[39]. - The total amount raised from the listing of Class A shares is HKD 1,000,650,000, which is held in a trust account[42]. Share-Based Payments - The total expenses related to share-based payments for Class B shares and founder warrants were HKD 43,186,000 for the six months ended June 30, 2024, compared to HKD 42,949,000 for the same period in 2023[69]. - The company issued 25,016,250 Class B shares and 39,000,000 founder warrants at total subscription prices of HKD 6,000 and HKD 39,000,000 respectively[64]. - The fair value of Class B share warrants and founder warrants was approximately HKD 40,071,000 and HKD 3,115,000 for the reporting period, respectively[65]. - The number of Class B share warrants outstanding as of June 30, 2024, was 24,109,411, with an estimated fair value of HKD 10.0 per warrant[66]. - The number of founder warrants outstanding as of June 30, 2024, was 37,586,250, with an exercise price of HKD 11.5 and a weighted average remaining contract term of 0.71 years[67]. - The estimated fair value of each founder warrant was HKD 1.536, based on a Monte Carlo simulation model[68]. Going Concern and Uncertainties - There is significant uncertainty regarding the company's ability to continue as a going concern, which may affect asset realizability and debt settlement[48]. - The financial statements are presented in Hong Kong dollars (HKD), rounded to the nearest thousand[49]. - The company has not declared or proposed any dividends for the period ended June 30, 2024, consistent with 2023[56]. - The fair market value of the SPAC target must reach at least 80% of the funds raised from the listing before any share redemption[42]. - The company has deferred underwriting commissions of approximately HKD 35,023,000, which will be paid upon completion of the special purpose acquisition company merger[58].

Financial Performance - For the fiscal year ended December 31, 2023, the company reported a total comprehensive loss of HKD 44.5 million, which includes administrative expenses of HKD 90.5 million[32]. - The company reported a total comprehensive loss of HKD 44.5 million for the year ended December 31, 2023, compared to a loss of HKD 134.2 million in 2022[50]. - The company has not generated any revenue for the year ended December 31, 2023, with its only activities related to identifying potential merger targets[51]. - The company incurred administrative expenses of HKD 90.5 million for the year ended December 31, 2023, compared to HKD 71.5 million in 2022[50]. - The fair value change of warrant liabilities was HKD 901,000 for the year ended December 31, 2023, compared to a loss of HKD 5.9 million in 2022[50]. SPAC Merger Transaction - The company announced a business combination with Zhaogang Industry Internet Group, marking it as the first SPAC merger transaction in Hong Kong[21]. - The company is focused on completing the SPAC merger transaction within the regulatory timeline set by the listing rules[23]. - The company does not expect to generate any operating revenue before the completion of the SPAC merger transaction[28]. - The company has entered into a PIPE investment agreement related to the merger, which involves additional funding from private investors[26]. - The company will provide further updates on the SPAC merger transaction as appropriate[27]. - The company has been actively collaborating with the target company to facilitate its application for listing on the stock exchange[22]. - The company is in the process of completing a special purpose acquisition company (SPAC) merger, pending shareholder and regulatory approvals[46]. - The company anticipates not engaging in any significant business until the completion of special purpose acquisition transactions[104]. Cash and Assets - As of December 31, 2023, the company had restricted cash deposits of HKD 1,000.7 million, representing the total proceeds from its issuance[36]. - As of December 31, 2023, the company's cash and cash equivalents amounted to HKD 56.9 million, an increase from HKD 16.6 million as of December 31, 2022, attributed to interest income earned from the escrow account[55]. - As of December 31, 2023, the company's non-current assets amounted to HKD 1,000.7 million, while current assets were HKD 56.9 million, primarily consisting of cash and cash equivalents[78]. - The company's current liabilities totaled HKD 1,042.2 million, mainly including redeemable Class A shares valued at HKD 1,000.7 million[78]. - As of December 31, 2023, the company recorded no bank or other interest-bearing borrowings[108]. Corporate Governance - The company is committed to maintaining high standards of corporate governance practices[156]. - The company has implemented several recommended best practices as per the corporate governance code[161]. - The board currently consists of seven directors, including two executive directors and three independent non-executive directors[164]. - The board believes that having Mr. Jiang serve as both Chairman and CEO will promote efficient decision-making and benefit the company's business prospects[197]. - The board has complied with listing rules by appointing at least three independent non-executive directors, constituting one-third of the board[198]. - All directors are required to retire and seek re-election at the annual general meeting, with one-third of the serving directors retiring each year[199]. - New appointed directors receive formal and comprehensive induction training to understand the company's operations and their responsibilities under listing rules[200]. Shareholder Information - Major shareholders include China Merchants Bank Co., Ltd. with a 19.28% stake, and UBS Group AG with a 14.01% stake[171]. - Independent non-executive directors are entitled to an annual fee of HKD 200,000[168]. - The total remuneration for independent non-executive directors amounted to HKD 600,000 during the reporting period[141]. - The company has maintained sufficient public float as required by listing rules during the reporting period[184]. Compliance and Legal Matters - The company has not experienced any compliance incidents that could significantly adversely affect its business or financial condition during the reporting period[129]. - There were no significant lawsuits or arbitration involving the company during the reporting period[181]. - The company has not entered into any significant contracts with promoters or their subsidiaries during the reporting period[139]. - The company has not declared any cash dividends prior to the completion of the special purpose acquisition company merger transaction[74]. - The company has no contingent liabilities as of December 31, 2023[178]. Operational Status - The company has not commenced any business operations as of December 31, 2023, and has no significant events affecting its securities since that date[49]. - The company did not engage in any business operations during the reporting period, thus facing no foreign exchange risk and not entering into any forward foreign exchange contracts to hedge against such risks[75]. - The company has no subsidiaries and is focused on identifying special purpose acquisition company targets[104]. - The company has no employees, with executive directors and senior management being employees of the parent company[130]. - The company has no recorded properties, plants, or equipment as of December 31, 2023[132]. - The company has not disclosed any tax reliefs or exemptions available to shareholders due to holding its securities[149]. - The company has not purchased, sold, or redeemed any of its listed securities as of December 31, 2023[177]. - The company has not pledged any assets as of December 31, 2023[176]. - No major investments, acquisitions, or future plans for significant capital assets were disclosed during the reporting period[148].

Financial Performance - For the year ended December 31, 2023, the company reported other income and losses of HKD 45.017 million, compared to HKD 9.356 million in 2022, indicating a significant increase[33]. - The fair value change of warrant liabilities was HKD 901 thousand in 2023, a recovery from a loss of HKD 5.904 million in 2022[33]. - The company reported a net loss of HKD 44.541 million for the year ended December 31, 2023, compared to a net loss of HKD 134.211 million in 2022, reflecting an improvement in financial performance[33]. - Basic and diluted loss per share for the year was HKD 1.85, down from HKD 4.54 in the previous year, indicating a reduction in losses per share[33]. - For the fiscal year ending December 31, 2023, the company reported a total comprehensive loss of HKD 44.5 million, including administrative expenses of HKD 90.5 million[58]. - As of December 31, 2023, the company reported a total comprehensive loss of HKD 44.5 million for the year[112]. - The company has not commenced any business operations and has not generated any revenue as of December 31, 2023[56]. - The financial performance for the reporting period is detailed in the financial statements, with no operational revenue reported[96]. Cash and Assets - As of December 31, 2023, the company's cash and cash equivalents amounted to HKD 56.9 million, up from HKD 16.6 million as of December 31, 2022, due to interest income earned from escrow account funds[36]. - As of December 31, 2023, the company's non-current assets amounted to HKD 1,000.7 million, while current assets were HKD 56.9 million, primarily consisting of cash and cash equivalents[60]. - The company's current liabilities were HKD 1,042.2 million, mainly comprising redeemable Class A shares valued at HKD 1,000.7 million[60]. - The total amount raised from the listing of Class A shares is HKD 1,000,650,000, which is held in a trust account[200]. Mergers and Acquisitions - The company is in the process of completing a merger with Zhaogang Industry Internet Group, with expectations to finalize the transaction within the regulatory timeline[27]. - The company has entered into a PIPE investment agreement with third-party investors related to the merger, which is expected to enhance capital resources[29]. - The company plans to hold a special shareholders meeting to approve the merger transaction, with a notice expected to be sent by the end of April 2024[16]. - The company remains committed to expanding its market presence through strategic mergers and acquisitions as part of its business model[15]. - The company announced a business merger with the Steel Industry Internet Group, which operates the world's largest third-party steel trading digital platform[50]. - The company is focused on identifying potential SPAC merger targets and negotiating terms for the SPAC merger transaction[51]. - The company will provide further announcements regarding the SPAC merger transaction in due course[54]. - The company has not reported any significant business activities during the reporting period and does not expect to have any until the completion of a special purpose acquisition[190]. Governance and Compliance - The board consists of seven members, including four women, ensuring diverse skills, knowledge, and experience[146]. - During the reporting period, the company did not encounter any significant illegal or regulatory issues related to bribery, extortion, fraud, or money laundering[148]. - The company has implemented measures to prevent bribery and corruption, adhering to applicable anti-bribery and anti-money laundering laws[177]. - The company has no employees, with executive directors and senior management being employees of its sponsor, CMB International Financial Ltd[176]. - The company is committed to maintaining a safe and healthy work environment, despite the low occupational health and safety risks associated with its business nature[176]. - The company has established policies to enhance employee knowledge and skills related to their job responsibilities[182]. - The company has policies in place to prevent child labor and forced labor, ensuring compliance with relevant laws and regulations[183]. Risks and Uncertainties - There are significant uncertainties regarding the company's ability to continue as a going concern, as noted in the financial statements[160]. - There is no exposure to foreign exchange risk as the company did not conduct any business operations during the reporting period[99]. - The company does not intend to declare cash dividends before the completion of special purpose acquisition company transactions[92]. - The company has no substantial business operations during the reporting period, thus no significant environmental violations were reported[150]. - The company has no substantial business operations, thus certain key performance indicators related to resource usage and environmental impact are not applicable[180]. Financial Reporting - The financial statements audited include the balance sheet as of December 31, 2023, and the income statement for the year ending on that date[158]. - The company’s financial statements are prepared in accordance with International Financial Reporting Standards (IFRS)[195]. - The audit committee assists the board in overseeing the financial reporting process[165]. - The company plans to account for the founder warrants along with Class B shares as equity-settled share-based payments[162]. - The company’s founders have agreed to waive their rights to receive liquidation distributions from the trust account concerning Class B shares[194]. - The warrants can be exercised within 30 days after the completion of the special purpose acquisition transaction[199].

Fundraising and Financial Position - The company raised a total of HKD 1,000,650,000 from the issuance of 100,065,000 Class A shares at HKD 10.00 per share and 50,032,500 warrants[14]. - As of June 30, 2023, the company has not utilized the proceeds from the offering and plans to use the funds for potential merger and acquisition transactions[14]. - The total amount raised from the issuance of 100,065,000 Class A shares and 50,032,500 warrants in March 2022 was HKD 1,000,650,000, which is held in a custodial account[78]. - The company had cash and cash equivalents of HKD 33,333,000 as of June 30, 2023, compared to HKD 10,520,000 as of June 30, 2022[101]. - The company's cash and cash equivalents increased from HKD 16.6 million as of December 31, 2022, to HKD 33.3 million as of June 30, 2023, due to interest income related to the proceeds from the issuance of B shares and warrants[38]. - As of June 30, 2023, the company's non-current assets, in the form of restricted bank deposits, amounted to HKD 1,000.7 million, with current assets of HKD 33.5 million, primarily cash and cash equivalents[37]. - The company's current liabilities as of June 30, 2023, were HKD 1,042.6 million, mainly consisting of redeemable Class A shares valued at HKD 1,000.7 million[37]. - The total liabilities decreased from HKD 1,027,373,000 as of June 30, 2022, to HKD 1,009,128,000 as of June 30, 2023[97]. - The company reported a net current liability of HKD 1,009,128,000 and a net debt of HKD 8,478,000 as of June 30, 2023[134]. Merger and Acquisition Activities - The company has been actively assessing and negotiating potential merger and acquisition opportunities but has not entered into any binding agreements as of the report date[9]. - The company focuses on identifying merger targets in the new economy sectors, particularly in Asia and China, including green energy, life sciences, and advanced technology[28]. - The company does not expect to generate any operational revenue until a merger transaction is completed[30]. - The company has not established any binding agreements with third-party investors for potential merger transactions as of the report date[9]. - The company will provide further updates on the progress of potential merger transactions at an appropriate time[10]. - The company has not yet identified any potential business combination targets or entered into any binding agreements for special purpose acquisition company transactions[102]. - The company is required to complete a special purpose acquisition transaction within 36 months from the date of its listing, or it will have to proportionally distribute funds held in the escrow account to Class A shareholders[128]. - The expected merger date for the special purpose acquisition company is between December 2022 and December 2023, with a projected term of 5 years[189]. Financial Performance - For the six months ended June 30, 2023, the company reported a total comprehensive loss of HKD 24.7 million, a significant improvement from a loss of HKD 94.0 million for the same period in 2022, reflecting a reduction in administrative expenses from HKD 44.6 million to HKD 24.1 million[32]. - The company reported a loss before tax of HKD 24,704,000 for the six months ended June 30, 2023, an improvement from a loss of HKD 93,981,000 in the same period of 2022[89]. - The company generated no revenue for the six months ended June 30, 2023, consistent with the previous year[137]. - The basic and diluted loss per share for the six months ended June 30, 2023, was HKD 1.02, compared to HKD 2.73 for the same period in 2022[53]. - The total comprehensive loss for the six months ended June 30, 2023, was HKD 24,704,000, compared to HKD 93,981,000 for the same period in 2022, indicating a reduction in losses[89]. - Employee costs, including share-based payment expenses, amounted to HKD 43,247,000, up from HKD 23,227,000 in the prior year[138]. Corporate Governance and Compliance - The board of directors has complied with all applicable corporate governance code provisions, except for the separation of the roles of chairman and CEO, which are held by the same individual[79]. - The audit committee has reviewed the interim performance for the six months ended June 30, 2023[80]. - The company is committed to maintaining high standards of corporate governance to protect shareholder interests and enhance corporate value[79]. - There have been no significant post-balance sheet events after June 30, 2023, up to the date of this announcement[73]. - The company has not recognized any income tax provisions due to the absence of tax liabilities in the Cayman Islands for the reporting period[163]. Risks and Uncertainties - The company remains confident in completing a merger transaction within the timeline set by the listing rules despite existing risks and uncertainties[10]. - There are significant uncertainties regarding the company's ability to continue as a going concern, which may impact asset realizability and debt settlement[155]. - The company has not faced any foreign exchange risk as it has not commenced any business operations as of June 30, 2023[77]. Shareholder Information - The company’s major shareholder, CMB International Asset Management Limited, holds a 93.39% interest in the company through its subsidiary[114]. - No dividends were declared or proposed for the period ended June 30, 2023, consistent with the previous year[165].

Financial Performance - For the six months ended June 30, 2023, the company reported a total comprehensive loss of HKD 24.7 million, a significant improvement from a loss of HKD 94.0 million for the same period in 2022[28]. - The company recorded other income and losses of HKD 19.5 million for the six months ended June 30, 2023, compared to HKD 0.5 million for the same period in 2022, indicating improved financial performance[28]. - The fair value change of warrant liabilities resulted in a gain of HKD 0.4 million for the six months ended June 30, 2023, compared to a loss of HKD 5.0 million for the same period in 2022[30]. - The loss before tax for the six months ended June 30, 2023, was HKD 24,704 thousand, a reduction from a loss of HKD 93,981 thousand in the same period of 2022, reflecting improved financial performance[114]. - The basic and diluted loss per share for the six months ended June 30, 2023, was HKD 1.02, compared to HKD 2.73 in 2022, showing a decrease in loss per share[114]. - The company reported a total revenue of 19,467,000 HKD for the six months ended June 30, 2023, compared to 510,000 HKD in the same period of 2022[157]. - The company incurred a loss of HKD (24,704) thousand during the period, contributing to the total comprehensive loss of HKD (24,704) thousand[200]. - The total comprehensive loss for the first half of 2023 was HKD (24,704) thousand, indicating a challenging financial environment[200]. Administrative Expenses - Administrative expenses for the six months ended June 30, 2023, were HKD 44.6 million, compared to HKD 24.1 million for the same period in 2022, reflecting increased operational costs[28]. - Administrative expenses for the six months ended June 30, 2023, amounted to HKD 44.6 million, up from HKD 24.1 million for the same period in 2022, primarily due to a shorter reporting period in 2022[32]. - The share-based payment expense for the period was HKD 42,949 thousand, compared to HKD 62,020 thousand in the previous period[200]. Cash and Cash Equivalents - As of June 30, 2023, cash and cash equivalents were HKD 33.3 million, an increase from HKD 16.6 million as of December 31, 2022, attributed to interest income from the proceeds of the B shares and warrants[34]. - As of June 30, 2023, the company's cash and cash equivalents balance was HKD 33,333 thousand, up from HKD 10,520 thousand in the previous year[119]. - The company reported a net increase in cash and cash equivalents of HKD 16,726,000 for the six months ended June 30, 2023, compared to HKD 10,520,000 in the same period of 2022[190]. Merger and Acquisition Activities - The company has not entered into any binding agreements with potential merger targets or third-party investors as of the report date, indicating ongoing evaluation of acquisition opportunities[19]. - The company is actively assessing and negotiating potential merger transactions, incurring due diligence and other expenses related to these efforts[27]. - The company plans to focus on technology-enabled new economy sectors in Asia, particularly in China, such as green energy and advanced technology[23]. - The company has not selected any potential merger targets or entered into any binding agreements for special purpose acquisition transactions as of June 30, 2023[99]. - The company expects to incur due diligence and transaction expenses related to the successful completion of a special purpose acquisition company merger, to be funded from its own cash and third-party investment proceeds[167]. - The company remains confident in completing a merger transaction within the regulatory timeline despite existing risks and uncertainties[11]. - The company anticipates the special purpose acquisition company merger to occur between December 2022 and December 2023[172]. Corporate Governance - The company has maintained compliance with all applicable corporate governance codes, except for the requirement that the roles of Chairman and CEO be held by different individuals[66]. - The company’s board has confirmed compliance with the trading policies set forth in the standard code for directors as of June 30, 2023[90]. - The company has established an audit committee consisting of two independent non-executive directors and one non-executive director[86]. - The company has adopted governance measures appropriate for its status as a SPAC, allowing for efficient decision-making[85]. Shareholder Information - As of June 30, 2023, the major shareholder, China Merchants Bank Co., Ltd., holds 19,394,403 shares, representing approximately 19.42% of Class A shares[73]. - The company’s major shareholders include CMB Global Access SPC and CMBI Private Equity Series B SPC, holding 371,857 and 5,453,910 Class A shares respectively[90]. - The company has a total of 13,568,636 Class A shares that may be issued upon the exercise of founder warrants[91]. Regulatory and Compliance - The company is classified as a special purpose acquisition company (SPAC) and is subject to specific regulations regarding the completion of acquisition transactions[99]. - The company has adopted all new and revised International Financial Reporting Standards effective from January 1, 2023, with no significant impact on its accounting policies or financial statements[114]. - The company has not recognized any income tax provisions for the six months ended June 30, 2023, as it is not required to pay income tax in the Cayman Islands[136]. Operational Status - The company has not commenced any business operations and has not generated any revenue for the six months ended June 30, 2023[45]. - The company has not engaged in any purchases, sales, or redemptions of its listed securities as of June 30, 2023[62]. - The company has not conducted any major capital asset acquisitions or investments during the reporting period[81]. - The company has not engaged in any business operations and thus faces no foreign exchange risk[82]. - The company has no employees and relies on the staff of its parent company, CMB International Financial Limited[81]. Financial Position - As of June 30, 2023, non-current assets in the form of restricted cash amounted to HKD 1,000.7 million, with current assets totaling HKD 33.5 million[53]. - The company has net current liabilities of 1,009,128,000 HKD and net debt of 8,478,000 HKD as of June 30, 2023[152]. - The company has significant uncertainty regarding its ability to continue as a going concern, which may affect its ability to realize assets or settle liabilities[131]. - The company has no significant unrecognized deferred tax assets as of the reporting period[158]. - The company has not disclosed any other individuals with interests in its shares or related securities as of June 30, 2023[92].

Financial Performance - As of December 31, 2022, the company recorded a total comprehensive loss of HKD 134.2 million[11]. - The financial performance for the year ended December 31, 2022, is detailed in the annual report, specifically in the "Management Discussion and Analysis - Financial Review" section[52]. - For the fiscal year ended December 31, 2022, the company reported a total comprehensive loss of HKD 134.2 million, which included administrative expenses of HKD 71.5 million and transaction costs of HKD 62.2 million related to redeemable Class A shares[78]. - The basic and diluted loss per share for the year was HKD 4.54[90]. - The company has not generated any revenue for the year ended December 31, 2022[7]. - The company has not generated any earnings during the reporting period, reflecting its status as a special purpose acquisition company[110]. Assets and Liabilities - As of December 31, 2022, the company's non-current assets (in the form of restricted bank deposits) were HKD 1,000.7 million, while current assets were HKD 16.6 million[12]. - The company's cash and cash equivalents increased to HKD 16.6 million as of December 31, 2022, compared to zero as of December 31, 2021[13]. - As of December 31, 2022, the company's restricted bank deposits amounted to HKD 1,000.7 million, compared to zero as of December 31, 2021, indicating a significant increase due to funds raised from the company's issuance[96]. - As of December 31, 2022, the company had accrued expenses and other payables amounting to HKD 37.5 million, primarily related to deferred underwriting commissions[85]. - The company incurred transaction costs of HKD 62.2 million related to redeemable Class A shares for the year ended December 31, 2022[9]. Corporate Governance - The company has established a robust governance structure with various committees overseeing audit, remuneration, and nominations[64]. - The board of directors is required to rotate and seek re-election at the annual general meeting, with one-third of the serving directors retiring each year[116]. - The audit committee's primary responsibilities include overseeing the company's financial reporting and reviewing financial information[120]. - The company has adopted a board diversity policy to ensure a balance of skills, experience, and diverse perspectives among its directors[125]. - The board is committed to ensuring that its members possess the necessary skills, experience, and diverse perspectives for the company's sustainability[129]. Strategic Focus - The company is actively seeking and evaluating potential SPAC acquisition targets, incurring due diligence and other expenses[4]. - The company has made steady progress in identifying potential acquisition targets that could provide significant growth and long-term value for shareholders[1]. - The company aims to focus on potential acquisition targets in Asia, particularly in technology-enabled sectors such as green energy and advanced manufacturing[74]. - The company is focused on strategic acquisitions and investments in sectors with significant growth potential, particularly in the new economy and healthcare industries[38][49]. - The company has not announced any specific acquisition targets and has not generated any operational revenue as of the report date[87]. Compliance and Risk Management - The company has not established any forward foreign exchange contracts to hedge against foreign exchange risks[53]. - The company has no internal audit function to independently review the adequacy and effectiveness of its risk management and internal control systems[134]. - The company has implemented a whistleblowing policy allowing directors and senior management to report concerns about any improper matters anonymously[135]. - The company has adopted an internal information disclosure policy to guide the handling of confidential information and ensure strict prohibition of unauthorized access to insider information[136]. - The company has not identified any significant uncertainties that may cast doubt on its ability to continue as a going concern[137]. Environmental and Social Responsibility - The company has a zero-tolerance policy towards any form of discrimination and harassment, aiming to create a safe and inclusive workplace[155]. - The company utilizes video conferencing to reduce unnecessary travel, thereby minimizing energy consumption and emissions[153]. - The company has not encountered any significant violations related to emissions or waste generation during the reporting period due to the absence of operational activities[180]. - The company has implemented measures for waste management, including double-sided printing and recycling initiatives[185]. - The company prohibits any form of illegal employment, including child labor, and conducts identity checks during employee onboarding[187]. Shareholder Engagement - The company encourages shareholder participation in annual meetings and provides necessary information for informed decision-making[176]. - The company does not intend to pay cash dividends before the completion of the special purpose acquisition company transaction[47]. Financial Reporting - Aquila Acquisition Corporation's financial statements were audited and include the balance sheet as of December 31, 2022, and the income statement for the year ended on that date[200]. - The financial report includes comprehensive income statements and cash flow statements, highlighting the company's financial position[200]. - The annual report for 2022 indicates key performance indicators segmented by region, specifically the number of suppliers[197].

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責，對其準確性 或完整性亦不發表任何聲明，並明確表示，概不對因本公告全部或任何部分內容而產生或因倚 賴該等內容而引致的任何損失承擔任何責任。 AQUILA ACQUISITION CORPORATION （於開曼群島註冊成立的有限公司） （股份代號：7836） （權證代號：4836） 截至2022年12月31日止年度的年度業績公告 Aquila Acquisition Corporation（「本公司」）董事（「董事」）會（「董事會」）宣佈本公 司截至2022年12月31日止年度的經審核財務業績，連同2021年11月25日（註冊成 立日期）至2021年12月31日期間的比較數據。 管理層討論及分析 概覽 本公司為特殊目的收購公司，註冊成立之目的為與一家或多家公司（「特殊目的收 購公司併購目標」）進行業務合併（「特殊目的收購公司併購交易」）。於尋找特殊目 的收購公司併購目標時，雖然本公司可能在任何行業尋找特殊目的收購公司併購 目標，但本公司計劃重點關注亞洲，特別是中國，有科技賦能的新經濟領域（例 如綠色能源、生命科學及先進科技與製造）的公司。 ...

Financial Performance - The company reported a total loss of HKD 94.0 million for the six months ended June 30, 2022, with a basic and diluted loss per share of HKD 2.73[21]. - The company did not generate any revenue during the six months ended June 30, 2022[22]. - The company reported a total loss of HKD 93,981,000 for the six months ended June 30, 2022, resulting in a loss per share of HKD 2.73[63]. - The net loss before income tax for the period from January 1, 2022, to June 30, 2022, was approximately HKD 93,981,000, compared to a loss of HKD 94,000 for the period from November 25, 2021, to December 31, 2021[150]. - The net cash flow used in operating activities was HKD (29,056,000) for the same period[80]. - The company incurred a loss of HKD 93,981,000 during the execution of the SPAC merger transaction[96]. Assets and Liabilities - As of June 30, 2022, the company's non-current assets (in the form of restricted bank deposits) amounted to HKD 1,000.7 million, while current assets were HKD 10.7 million, primarily consisting of cash and cash equivalents of HKD 10.5 million[30]. - The company's restricted bank deposits increased to HKD 1,000.7 million as of June 30, 2022, compared to zero as of December 31, 2021, indicating funds raised from the issuance of shares[31]. - Cash and cash equivalents rose to HKD 10.5 million as of June 30, 2022, from zero as of December 31, 2021, due to proceeds from the placement of B shares and warrants[33]. - The company had redeemable Class A shares valued at HKD 1,000.7 million as of June 30, 2022, with no redeemable Class A shares reported as of December 31, 2021[34]. - The total liabilities included redeemable A shares of HKD 1,000,650,000[68]. - The net current liabilities were HKD 1,032,699,000, indicating a significant financial burden[69]. - The company has a total equity of HKD (32,049,000) as of June 30, 2022, reflecting a negative equity position[72]. Share Issuance and Capital Management - The total proceeds from the issuance of 100,065,000 Class A shares at HKD 10.00 per share and 50,032,500 warrants amounted to HKD 1,000.65 million, which is held in a custodial account[48]. - The company raised a total of HKD 1,000,650,000 from the issuance of 100,065,000 Class A shares and 50,032,500 warrants[80]. - The company has issued 100,065,000 Class A redeemable shares along with 50,032,500 listed warrants at a total price of HKD 10.00 per share on March 17, 2022[156]. - The total transaction costs related to the issuance of Class A redeemable shares are approximately HKD 65,464,000, which includes costs associated with the issuance of warrants and founder warrants[157]. - The company’s capital management goal is to monitor expenditures and maintain costs within the primary source of working capital from the sale of B shares[173]. Major Shareholders and Financial Support - Major shareholders include CMB International Asset Management Limited and UBS Group AG, holding approximately 19.89% and 17.12% of A shares respectively[56]. - The company has a significant reliance on its major shareholders for financial stability and support[56]. - The company plans to address its financial issues through loans provided by co-sponsors[96]. Acquisition Strategy - The company has not selected any special purpose acquisition company targets as of the report date[16]. - The company plans to focus on technology-enabled new economy sectors in Asia, particularly in China, for potential acquisitions[16]. - The company has not yet identified any potential business combination targets or entered into any binding agreements for special purpose acquisition transactions[82]. - The expected merger date for the special purpose acquisition company is projected between December 2022 and December 2023, with an exercise price of HKD 11.50 and a redemption trigger price of HKD 18.00[168]. Accounting and Financial Reporting - The financial statements are prepared based on historical cost, with certain financial instruments measured at fair value[99]. - The company has not applied any new international financial reporting standards that have been issued but are not yet effective, and it does not expect significant impacts from the adoption of new standards[94]. - The company recognizes current tax expenses based on the profit and loss from regular operations, adjusted for non-deductible items, using the tax rate effective at the end of the reporting period[102]. - Deferred tax assets are recognized only to the extent that it is probable that taxable profits will be available against which the temporary differences can be utilized[102]. - The company continuously reviews estimates and assumptions related to accounting estimates, with revisions affecting the current and future periods as applicable[137]. Cash Management and Dividends - The company does not intend to declare cash dividends before the completion of the merger transaction[40]. - The company has no dividends declared or proposed for the period from January 1, 2022, to June 30, 2022, and none since the reporting period[151]. - The company will distribute funds to Class A shareholders if the SPAC merger is not completed, with a minimum distribution of HKD 10.00 per share[90]. Post-Reporting Events - There were no significant post-reporting events after June 30, 2022, up to the report date[39]. - The company has no significant post-period events disclosed in the interim report[188].