Financial Performance - The company reported a basic loss per share of HKD 1.9832, calculated based on a loss of HKD 49,581,000 divided by the weighted average number of shares outstanding of 25,000,000[14]. - The company incurred a loss of HKD 49,581,000 during the execution of its special purpose acquisition company (SPAC) merger transactions[38]. - The company reported no revenue for the six months ended June 30, 2023, consistent with the same period in 2022[41]. - The company reported a net loss of HKD 32.784 million for the six months ended June 30, 2023[121]. - The company’s operating loss before income tax expenses was HKD 49.581 million for the six months ended June 30, 2023[121]. - For the six months ended June 30, 2023, the company reported a total loss of HKD 49,581,000 compared to a loss of HKD 1,311,000 for the same period in 2022[152]. - The basic and diluted loss per share for the current period was HKD 1.983, compared to HKD 0.265 in the prior period[152]. Assets and Liabilities - As of June 30, 2023, the company's current liabilities amounted to approximately HKD 1,062.4 million, which includes accrued expenses and other payables of about HKD 59.9 million and the carrying value of redeemable A-class shares of HKD 1,001.0 million[10]. - As of June 30, 2023, the company's non-current assets were approximately HKD 1,001.0 million, all of which were restricted bank deposits held in a trust account[28]. - As of June 30, 2023, the company's net current liabilities and net debt were HKD 1,033,784,000 and HKD 32,784,000, respectively[38]. - The company’s equity as of June 30, 2023, included a capital reserve of HKD 88.928 million and accumulated losses of HKD 121.715 million[120]. - The company’s total liabilities amounted to HKD 1,062.414 million as of June 30, 2023, compared to HKD 1,070.734 million as of December 31, 2022[119]. Share Capital and Securities - The company has issued and outstanding 100,100,000 Class A shares and 50,050,000 warrants as of June 30, 2023[51]. - The total number of shares issued is 125,100,000, including 100,100,000 Class A shares and 25,000,000 Class B shares[62]. - The total amount raised from the offering is approximately HKD 1,001.0 million, held in a custodial account in Hong Kong[68]. - The total proceeds from the issuance of A class shares and warrants amounted to HKD 1,001.0 million[177]. - The fair value of redeemable Class A shares was HKD 1,001,000 as of June 30, 2023, unchanged from December 31, 2022[52]. - The warrants allow holders to purchase Class A shares at an exercise price of HKD 11.50, with a redemption threshold of HKD 20.00[53]. - The company has issued 25,000,000 Class B shares that remain unexercised as of June 30, 2023[138]. Corporate Governance and Compliance - The company has complied with all applicable provisions of the corporate governance code during the reporting period, except for the requirement that the roles of chairman and CEO should be held by different individuals[73]. - The audit committee, composed of three independent non-executive directors, has reviewed the interim performance of the company during the reporting period[77]. - The company has adopted the corporate governance code as per the listing rules, ensuring high standards of corporate governance[104]. Future Outlook and Plans - The company expects to generate non-operating income through interest earned from the proceeds of the sale of B-class shares and sponsor warrants after the completion of the SPAC merger[26]. - The company anticipates incurring ongoing compliance-related expenses, including legal, financial reporting, accounting, and audit compliance costs, as well as due diligence expenses related to potential SPAC merger transactions[26]. - The expected merger date for the special purpose acquisition company is between December 2023 and December 2024[170]. - The company plans to conduct thorough due diligence and reasonable valuation on potential merger targets[179]. - The company has not selected any potential business combination targets as of June 30, 2023, and has not engaged in substantial discussions regarding any business combination[122]. Cash Flow and Funding - Cash and cash equivalents decreased to HKD 4.528 million as of June 30, 2023, down from HKD 39.921 million at the beginning of the period[121]. - The company has a credit facility providing up to HKD 10.0 million for operational funding, with no amounts drawn as of June 30, 2023[31]. - The company plans to address its liquidity issues through loans provided by co-sponsors[38]. - The company has not utilized any of the total proceeds from the sale during the reporting period[100]. - The total proceeds received from the sale of founder warrants amounted to approximately HKD 40.0 million[101]. Administrative Expenses - The company incurred administrative expenses of approximately HKD 49.6 million during the reporting period, primarily due to costs related to equity-settled share payments for B-class shares and sponsor warrants after the completion of the SPAC merger[9]. - The company incurred administrative expenses of HKD 49,590,000 during the reporting period, significantly higher than HKD 18,000 in the previous year[152]. - The company recognized share-based payment expenses of approximately HKD 41,286,000 related to B class share options and HKD 5,324,000 related to founder warrants during the reporting period[167]. Shareholder Information - Major shareholders include Zero2IPO Acquisition with a beneficial interest of 15% and INNO SPAC with a beneficial interest of 20%[129]. - Fortune Opportunity Fund holds 37,478,375 shares, representing 37.44% of Class A shares and approximately 29.96% of total issued shares[192]. - Ningbo Limited and its controlled entities collectively own 18,805,875 shares, accounting for 18.79% of Class A shares and approximately 15.03% of total issued shares[192]. - Fountainhead Partners Fund VCC holds 9,350,000 shares, which is 9.34% of Class A shares and approximately 7.47% of total issued shares[194]. - Jin Yong Capital Management Limited owns 10,803,375 shares, representing 10.79% of Class A shares and approximately 8.64% of total issued shares[194]. - Century Private Wealth Management PTE. LTD. holds 9,336,250 shares, accounting for 9.33% of Class A shares and approximately 7.46% of total issued shares[194]. - Cinda Sinorock Global Portfolio Limited Partnership I owns 9,336,250 shares, representing 9.33% of Class A shares and approximately 7.46% of total issued shares[194].

Financial Performance - For the six months ended June 30, 2023, the company reported a total loss of HKD 49,581,000 compared to a loss of HKD 1,311,000 for the same period in 2022, representing an increase in loss of approximately 3,684%[11] - The company incurred administrative expenses of HKD 49,590,000 for the six months ended June 30, 2023, compared to HKD 18,000 for the same period in 2022, reflecting a significant increase in operational costs[11] - The company reported a basic and diluted loss per share of HKD 1.983 for the six months ended June 30, 2023, compared to HKD 0.265 for the same period in 2022[11] - The company has not generated any revenue from operations, with interest income of HKD 9,000 reported for the period[11] - The company has not generated any revenue for the six months ended June 30, 2023, consistent with the previous period[30] - The company recorded a total loss of approximately HKD 49.6 million during the reporting period, primarily due to expenses related to equity-settled share payments associated with the completion of the SPAC merger transaction[120] Cash and Liquidity - The company had cash and cash equivalents of HKD 4,528,000 as of June 30, 2023, down from HKD 39,921,000 at the beginning of the period, indicating a decrease of approximately 88.7%[3] - The cash and cash equivalents decreased by HKD 35,393,000 during the reporting period[37] - The company has classified the funds in the escrow account as non-current assets due to uncertainty regarding the completion of the special purpose acquisition company transaction within the next 12 months[34] - The company received total proceeds of approximately HKD 1,001.0 million from the sale, all held in cash or cash equivalents in an escrow account[132] - The remaining funds of about HKD 4.5 million will be utilized for operational purposes, including expenses related to potential mergers and acquisitions[160] Liabilities and Financial Position - The net current liabilities as of June 30, 2023, were HKD 1,033,784,000, slightly increasing from HKD 1,030,813,000 at the end of 2022[3] - As of June 30, 2023, the company's net current liabilities and net debt were HKD 1,033,784,000 and HKD 32,784,000, respectively[29] - The company had current liabilities of approximately HKD 1,062.4 million as of June 30, 2023, which included accrued expenses and other payables of about HKD 59.9 million[98] - The company had accrued expenses of HKD 35.81 million as of June 30, 2023, down from HKD 67.44 million as of December 31, 2022, representing a decrease of approximately 47%[80] Share Capital and Securities - The company issued and outstanding 100,100,000 Class A shares and 50,050,000 listed warrants as of June 30, 2023, with an additional 25,000,000 Class B shares issued[7] - The average number of ordinary shares outstanding was 25,000,000 for the period, compared to 4,938,272 for the same period in 2022[33] - As of June 30, 2023, the company had 40,000,000 outstanding warrants with an exercise price of HKD 11.50[66] - The estimated fair value of each Class B share option is HKD 10.0, based on the issuance price of Class A shares[64] - The company reported a share-based payment expense of HKD 41,286 thousand related to Class B share options for the six months ended June 30, 2023[68] Business Strategy and Operations - The company has not yet identified any potential business combination targets and has not engaged in any substantial discussions regarding such transactions as of June 30, 2023[6] - The company anticipates that it will only generate operating income beyond interest income after completing a business combination transaction[17] - The company plans to address its financial challenges through loans provided by the joint sponsors[29] - The company aims to negotiate attractive valuations and favorable acquisition terms for potential SPAC transactions[71] - The company is focused on managing operational expenses while negotiating and conducting due diligence on potential SPAC merger targets[127] Compliance and Governance - The company has not adopted any new standards or interpretations that have a significant impact on its accounting policies during the reporting period[25] - The company is in compliance with applicable accounting standards and regulations, as confirmed by the audit committee[167] - The company has maintained its commitment to corporate governance standards, despite deviations in certain areas[163] - The company will continue to incur compliance-related expenses, including legal, financial reporting, accounting, and audit compliance costs[123] Future Outlook - The company has a 36-month period from the listing date to complete the special purpose acquisition company transaction, with potential consequences if this is not achieved[44] - The company remains optimistic about the recovery and accelerated development of the Chinese economy despite potential challenges in 2023[122] - The company plans to continue exploring strategic opportunities and potential mergers and acquisitions[171]

Financial Performance - The company recorded a total loss of approximately HKD 72.1 million during the reporting period, mainly due to listing expenses and the amortization of costs related to redeemable Class A shares[18]. - The company did not generate any revenue during the reporting period and expects to start generating operating income only after the completion of its special purpose acquisition company (SPAC) merger[30]. - The company incurred listing expenses of approximately HKD 3.9 million and transaction costs related to redeemable Class A shares of approximately HKD 64.4 million during the reporting period[30]. - The company incurred a loss of HKD 72,134,000 during its special purpose acquisition company merger transactions and expects to continue incurring significant costs[163]. Assets and Liabilities - As of December 31, 2022, the company's non-current assets were approximately HKD 1,001.0 million, all of which were restricted bank deposits[10]. - The company's current liabilities as of December 31, 2022, were approximately HKD 1,070.7 million, primarily consisting of accrued expenses and other payables of about HKD 67.4 million[11]. - As of December 31, 2022, the company had no borrowings, resulting in an asset-to-liability ratio that is not applicable[26]. - As of December 31, 2022, the company's current liabilities net amount was HKD 1,030,813,000 and total liabilities net amount was HKD 29,813,000[163]. Capital Raising and Funding - The company raised a total of HKD 1,001.0 million from the issuance of Class A shares and warrants listed on December 23, 2022[5]. - The company received total proceeds of approximately HKD 1,001.0 million during the reporting period, which has been deposited in a custody account in Hong Kong[25]. - The total proceeds from the sale amount to approximately HKD 1,001.0 million, held in a custodial account in Hong Kong[71]. - The total amount from the sale of founder warrants was approximately HKD 20.0 million for underwriting commissions and HKD 13.5 million for other expenses[93]. - The company plans to use various funding sources for potential mergers, including proceeds from the sale of shares and warrants, investments from independent third-party investors, and debt financing[22]. Corporate Governance - The company has established three board committees: Audit Committee, Nomination Committee, and Remuneration Committee to oversee specific aspects of its affairs[102]. - The company is committed to maintaining high standards of corporate governance to protect shareholder interests and enhance corporate value[99]. - The board of directors is responsible for the overall leadership and strategic decision-making of the company[102]. - The company has maintained a high standard of business ethics and corporate governance throughout its operations[121]. - The board has established a diversity policy to enhance performance, considering factors such as gender, skills, age, and industry experience[136]. - The company emphasizes compliance with the corporate governance code, ensuring the roles of chairman and CEO are distinct[149]. - The company has adopted a director nomination policy to ensure a balanced skill set and diversity within the board[152]. Shareholder Communication and Relations - The company emphasizes the importance of effective communication with shareholders to enhance investor relations and ensure informed investment decisions[192]. - The company has adopted a shareholder communication policy and maintains a website to provide updates on business operations, financial data, and corporate governance practices[193]. Mergers and Acquisitions - The company has not identified any specific merger targets for special purpose acquisition companies during the reporting period[19]. - The company will continue to monitor market trends and identify high-potential acquisition targets[20]. - The company expects to incur significant costs in evaluating and negotiating potential merger targets[22]. - The company aims to negotiate attractive valuations and favorable acquisition terms for potential SPAC merger transactions, leveraging the experience of its sponsors and management in the new economy sector[39]. - The company has no significant investments or acquisitions during the reporting period, focusing solely on completing the SPAC merger[28][36]. Risk Management - The company has established a risk management and internal control system aimed at protecting assets and ensuring compliance with regulations, providing reasonable assurance against significant misstatements or losses[189]. - The audit committee and board have reviewed the effectiveness of the risk management and internal control systems, finding them to be effective and adequate during the reporting period[190]. Board Composition and Meetings - As of December 31, 2022, the board consists of one female director and eight male directors, indicating a gender balance[137]. - The board composition includes three independent non-executive directors, meeting the requirements of the listing rules[124]. - The company has adopted a practice of holding at least four board meetings annually, approximately once per quarter[170]. - All board meetings are notified at least 14 days in advance, ensuring directors have sufficient time to review relevant documents[154]. - The company has not held any board meetings or shareholder meetings during the relevant period due to its listing on December 23, 2022[171]. Audit and Compliance - The company has appointed Hong Kong Lixin Dehao CPA Limited as its auditor since its listing date, with no changes in auditors during the reporting period[116]. - The company has confirmed that all directors adhered to the standard code during the relevant period[171]. - The company will continue to review and monitor compliance with legal and regulatory requirements[174].

2. 編製基準 TechStar Acquisition Corporation （於開曼群島註冊成立的有限公司） （股份代號：7855） （權證代號：4855） TechStar Acquisition Corporation董事會欣然公佈本公司於2022年4月11日（本公司 註冊成立日期）至2022年12月31日期間的業績。 損益及其他全面收益表 2022年4月11日（註冊成立日期）至2022年12月31日期間 2 | --- | --- | --- | |---------------------------|--------|-------------| | | 附註 | 千港元 | | 非流動資產 受限制銀行存款 | 9 | 1,001,000 | | | | | | 流動資產 | | | | 現金及現金等價物 | | 39,921 | | 流動負債 | | | | 應計費用及其他應付款項 | | 67,444 | | 應付發起人款項 | | 788 | | 可贖回 A 類股份 | 10 (a) | 1,001,000 | | 權證負債 | 10 (b) | 1,502 | | | | 1,070, ...