呈交日期: 2025年9月3日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | 於香港聯交所上市 (註1) | | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 08158 | 說明 | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | 法定/註冊股本 | | | 上月底結存 | | | 5,000,000,000 | HKD | | 0.2 HKD | | 1,000,000,000 | | 增加 / 減少 (-) | | | | | | HKD | | | | 本月底結存 | | | 5,000,000,000 | HKD | | 0.2 HKD | | 1,000,000,000 | FF301 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8月31日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 中國再生醫學國際有限公司 (於開曼群島註冊成立之有限公司) ...

格隆汇8月22日丨中国再生医学(08158.HK)发布公告，截至2025年6月30日止六个月，实现收益2739.1万 港元，同比减少54.2%；毛利为1788.2万港元，同比减少54.7%；公司拥有人应占溢利为460.9万港元， 同比减少78.2%；基本每股盈利1.51港仙。 ...

智通财经APP讯，中国再生医学(08158)发布截至2025年6月30日止6个月中期业绩，该集团取得收益 2739.1万港元，同比减少54.18%;公司权益持有人应占溢利460.9万港元，同比减少78.15%;每股盈利1.51 港仙。 （原标题：中国再生医学(08158)发布中期业绩，股东应占溢利460.9万港元 同比减少78.15%） ...

中国再生医学(08158)发布截至2025年6月30日止6个月中期业绩，该集团取得收益2739.1万港元，同比减 少54.18%;公司权益持有人应占溢利460.9万港元，同比减少78.15%;每股盈利1.51港仙。 ...

Financial Performance - Revenue for the six months ended June 30, 2025, was HK$27,391,000, a decrease of 54.3% compared to HK$59,785,000 in the same period of 2024[21]. - Gross profit for the same period was HK$17,882,000, down 54.8% from HK$39,490,000 year-over-year[21]. - Profit before tax decreased to HK$4,609,000, a decline of 78.1% from HK$21,093,000 in the prior year[21]. - Total comprehensive income attributable to equity holders for the period was HK$3,867,000, down 81.1% from HK$20,527,000 in 2024[22]. - Basic and diluted earnings per share were both HK$0.0151, compared to HK$0.0693 in the previous year, reflecting a decrease of 78.2%[22]. - The total comprehensive income for the period ended June 30, 2025, was HK$3,867,000, down from HK$20,527,000 in the previous year, indicating a decline of about 81.1%[26]. - The group reported a profit before tax of HK$4,609,000 for the six months ended June 30, 2025, a significant decrease from HK$21,093,000 in the same period of 2024[57]. - The overall decrease in revenue was primarily due to a decrease in spending by customers from Mainland China[106]. Financial Position - Non-current assets increased to HK$104,800,000 as of June 30, 2025, compared to HK$77,397,000 at the end of 2024[23]. - Current liabilities totaled HK$59,761,000, slightly up from HK$58,869,000 at the end of 2024[24]. - Net assets increased to HK$29,064,000 as of June 30, 2025, compared to HK$25,197,000 at the end of 2024[24]. - Cash and bank balances decreased to HK$7,282,000 from HK$22,702,000 at the end of 2024, indicating a significant reduction in liquidity[23]. - The Group's current assets were approximately HK$53.10 million, while current liabilities were approximately HK$59.76 million, resulting in a working capital ratio of 0.89[112]. - As of June 30, 2025, the Group recorded net current liabilities of approximately HK$6.66 million, an increase from HK$0.56 million as of December 31, 2024[109]. - Total liabilities for the group increased to HK$128,839,000 as of June 30, 2025, compared to HK$110,512,000 at the end of 2024, reflecting a rise of 16.5%[60]. Governance and Compliance - The company is required to comply with the GEM Listing Rules, ensuring the accuracy and completeness of the information provided[9]. - The directors collectively accept full responsibility for the report's contents, confirming no misleading or deceptive information is included[11]. - The Company has complied with all provisions of the Corporate Governance Code except for the separation of roles between the chairman and chief executive officer, which is held by Mr. Wang Chuang[176]. - The Audit Committee, consisting of three independent non-executive Directors, has reviewed the unaudited condensed consolidated interim financial statements for the six months ended 30 June 2025[179]. - All Directors confirmed full compliance with the Required Standards of Dealings regarding securities transactions throughout the six months ended 30 June 2025[180]. Management and Personnel Changes - The company has appointed new directors and committee members, including Mr. Zhou Xudong as chairman of the Nomination and Remuneration Committees[14][15]. - Ms. Luo Min was appointed as a non-executive Director on 25 April 2025, and Mr. Zhou Xudong was appointed as an independent non-executive Director on 30 June 2025[187]. - Dr. Liu Ming resigned as an independent non-executive Director effective 30 June 2025[187]. - As of June 30, 2025, the Group had 24 employees, a decrease from 39 employees as of June 30, 2024, indicating a reduction in workforce[131][134]. - Total employee remuneration for the six months ended June 30, 2025, was approximately HK$6.30 million, down from approximately HK$8.35 million for the same period in 2024, reflecting a decrease of about 24.5%[131][134]. Share Capital and Options - The share capital remained unchanged at HK$60,850,000 as of June 30, 2025[26]. - The Company adopted a share incentive scheme on 14 September 2011 to recognize contributions from eligible participants[154]. - The share incentive scheme was terminated at the annual general meeting held on 27 June 2025, with no further options available for grant[155]. - The Company adopted a new share option scheme on June 27, 2025, with a mandate limit of 30,425,248 shares and a service provider sublimit of 3,042,524 shares available for grant[171]. - The movement of share options during the six months ended June 30, 2025, indicates no options were exercised or lapsed during this period[160]. Market and Economic Environment - The Group's business primarily relies on customers from Mainland China, facing challenges due to the economic environment affecting purchasing power and consumer willingness[100]. - The retail market in Hong Kong is experiencing contraction as residents prefer to travel to Mainland China for entertainment, impacting the Group's business development[99]. - The Group aims to leverage the influx of visitors from Mainland China to provide tailored medical and aesthetic services in Hong Kong[101]. Other Information - The interim report will be available on the Hong Kong Stock Exchange website and the company's website for at least seven days[5]. - There were no significant events reported after the reporting period up to the date of this report[97]. - The Company has no specific future plans for significant investments or capital assets as of June 30, 2025[132]. - The Group has not early adopted any new standards or interpretations that have been issued but are not yet effective[39].

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 就 本 公 告 全 部 或 任 何 部 份 內 容 而 產 生 或 因 倚 賴 該 等 內 容 而 引 致 之 任 何 損 失 承 擔 任 何 責 任。 China Regenerative Medicine International Limited 中國再生醫學國際有限公司 （於開曼群島註冊成立之有限公司） （股份代號：8158） 董事會會議通知 中 國 再 生 醫 學 國 際 有 限 公 司（「本公司」）之 董 事（「董 事」）會（「董事會」）茲 宣 佈 謹 訂 於 二 零 二 五 年 八 月 二 十 二 日（星 期 五）舉 行 董 事 會 會 議，藉 以（其 中 包 括）考 慮 及批准本公司及其附屬公司截至二零二五年六月三十日止六個月之未經審核 綜 合 中 期 業 績 及 其 刊 發，以 及 派 付 股 息（如 有）。 承董事會命 中國再生醫學國際有限公司 主 席、行 政 總 裁 兼 執 行 董 事 王 闖 香 港，二 零 二 五 年 ...

FF301 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日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 中國再生醫學國際有限公司 (於開曼群島註冊成立之有限公司) 呈交日期: 2025年8月4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) | 08158 | 說明 | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | 法定/註冊股本 | | | 上月底結存 | | | 5,000,000,000 | HKD | | 0.2 HKD | | 1,000,000,000 | | 增加 / 減少 (-) | | | | | | HKD | | | | 本月底結存 | | | 5,000,000,000 | HKD | | 0.2 HKD | | 1,000,000,000 | ...

Industry Overview - Regenerative medicine (RM) utilizes biological and engineering theories to promote self-repair and regeneration of the body, or to construct new tissues and organs for repairing, regenerating, and replacing damaged tissues and organs [1][4] - The global regenerative medicine market is expanding, with the market size projected to grow from $20.04 billion in 2021 to $35.82 billion in 2024 [1][12] Market Status - Regenerative medicine is considered the "third medical revolution" following drug and surgical treatments, becoming a core component of life science strategies globally [6][12] - The industry includes upstream raw materials and equipment supply, midstream product R&D and production, and downstream application through medical institutions and aesthetic organizations [4][12] Policy and Regulatory Environment - Various countries have implemented policies to promote the development of regenerative medicine, such as the U.S. "21st Century Cures Act" and the EU's regulations on biotechnology [7][9] - In China, policies have been established to support the clinical application of regenerative medicine technologies, including the management of stem cell therapies and the promotion of innovative medical technologies [9][23] Market Competition - The regenerative medicine sector has attracted numerous companies, with major players including Johnson & Johnson, Bard, Geistlich, and domestic firms like Zhenghai Biological, Guanhou Biological, and Maipu Medical [16][18] - The market is characterized by a diverse range of products and applications, with companies focusing on specific therapeutic areas such as cancer treatment, tissue repair, and organ transplantation [18][20] Development Trends - The industry is witnessing technological integration and innovation, with advancements in 3D bioprinting, gene editing, and artificial intelligence enhancing treatment efficacy [22][24] - The dual drive of policy support and capital investment is accelerating the commercialization of regenerative medicine, with increasing coverage of medical insurance for regenerative products [23][24]

Financial Performance - The Group recorded a revenue of approximately HK$90.62 million for the year ended 31 December 2024, representing an increase of approximately 30.41% from last year (2023: approximately HK$69.49 million) [35] - Gross profit increased by approximately 196.83% to approximately HK$57.65 million from last year (2023: approximately HK$19.42 million) due to improved cost efficiency [35] - The Group achieved a profit for the year of approximately HK$17.75 million, a turnaround from a loss of approximately HK$107.70 million in 2023 [36] - Total operating expenses for the year ended 31 December 2024 amounted to approximately HK$51.52 million, representing an increase of approximately 13.14% compared to last year (2023: approximately HK$45.54 million) [37] - As at 31 December 2024, the Group recorded net current liabilities of approximately HK$0.56 million, a shift from net current assets of approximately HK$20.79 million in 2023 [38] - Net assets increased to approximately HK$25.20 million as at 31 December 2024, up from approximately HK$11.79 million in 2023, primarily due to the profit for the year [38] - Cash and bank balances as at 31 December 2024 were approximately HK$22.70 million, significantly higher than HK$3.33 million in 2023 [39] Strategic Initiatives - The Group expanded its service portfolio to include comprehensive medical, aesthetic, and value-added healthcare solutions, enhancing its position in Hong Kong's premium healthcare sector [16] - A key initiative in 2024 involved medical-academic exchange programs, which generated sustainable revenue streams and deepened trust among high net-worth individuals [17] - The Board implemented three core strategies focused on attracting like-minded partners to foster a collaborative ecosystem in the medical industry [17] - The Group's strategy includes optimizing asset portfolios and enhancing operational efficiency to secure long-term growth [21] - Future prospects involve expanding business scope in the healthcare industry and reallocating resources to maintain leadership in healthcare products and services [31] Credit Risk and Expected Credit Loss - The reversal of expected credit loss on Other Receivables for the year ended 31 December 2024 amounts to approximately HK$12,290,000, compared to a provision of approximately HK$83,001,000 for the year ended 31 December 2023 [66] - The lifetime Probability of Default (PD) for Other Receivables under the 5-year repayment plan is 45.8%, with a Loss Given Default (LGD) of 61.2% [73] - For Other Receivables that are not overdue and not under the repayment plan, the lifetime PD is 1.2%, with an LGD of 61.7% [73] - The significant changes in the value of inputs for PD assessment from FY2023 to FY2024 are noted, indicating a shift in credit risk evaluation [79] - The Valuer utilized Moody's 2024 default rate research to determine PD and LGD, reflecting a comprehensive approach to credit risk assessment [75] - The ECL calculation follows the formula: ECL = Exposure at default x PD x LGD, as per HKFRS 9 [67] - The assessment of Other Receivables includes historical aging schedules and industry credit data to ensure reliable measurement of ECL [78] - Forward-looking adjustments in the ECL assessment were made using regression models based on macroeconomic indicators and historical market default data [75] - The significant reversal in expected credit loss indicates an improvement in the credit quality of Other Receivables [66] - The expected credit loss (ECL) rates for the fiscal year ending December 31, 2024, are projected to be significantly lower, with a lifetime probability of default (PD) of 1.2% for balances not overdue and not under a repayment plan, and 45.8% for balances under the repayment plan [81] Corporate Governance - The company is committed to maintaining high standards of corporate governance practices, which provide a solid foundation for management quality and accountability to shareholders [105] - The company has complied with all code provisions of the Corporate Governance Code throughout the reporting period, except for the deviation regarding the roles of chairman and chief executive officer being held by the same individual [106] - The board believes that having the same person serve as both chairman and CEO can enhance the execution of business strategies and operational effectiveness [106] - The company will continue to review its governance structure and appoint suitable candidates for the roles of chairman or CEO as necessary to ensure compliance with the Corporate Governance Code [106] - The company has established a framework to attract and retain high-quality management and promote sound internal control [105] - The board is dedicated to meeting the expectations of various stakeholders through transparency and accountability [105] - The company has a history of strong governance practices, which are essential for achieving its strategic objectives [105] - The board will keep reviewing its governance practices to align with the latest developments in corporate governance standards [106] Board Composition and Diversity - As of December 31, 2024, the Board consists of four Directors, including one executive Director and three independent non-executive Directors [116] - The Company has appointed five Directors during the Reporting Period, with one female Director among them [125] - Male employees account for 29.41% and female employees account for 70.59% of the Group's total workforce, indicating a gender ratio within a reasonable range [126] - The Board has established measurable objectives to implement the Board Diversity Policy, focusing on various diversity perspectives including gender, age, and professional experience [124] - The current composition of the Board includes core competencies in accounting, finance, business management, legal profession, and merger and acquisition, deemed appropriate for the Company's operations [129] Audit and Risk Management - The Audit Committee consists of independent non-executive directors, with at least one member possessing appropriate professional qualifications or financial management expertise [174] - The Audit Committee met twice during the Reporting Period to review and supervise the financial reporting process and internal control of the Group [184] - The Audit Committee reviewed the Group's consolidated financial statements for the six months ended June 30, 2024, and for the year ended December 31, 2024 [183] - All members of the Audit Committee are independent non-executive directors, ensuring unbiased oversight [178] - The Audit Committee has the authority to obtain independent professional advice and has full access to management for effective duty discharge [180] - The Audit Committee's responsibilities include reviewing compliance with accounting principles and GEM Listing Rules related to financial reporting [182]

Financial Performance - The company's revenue for the year ended December 31, 2024, was HKD 390.617 million, an increase of 12.3% compared to HKD 69.487 million in 2023[4] - Gross profit for the same period was HKD 57.654 million, significantly up from HKD 19.423 million, reflecting a gross margin improvement[4] - Operating profit for the year was HKD 18.884 million, a turnaround from an operating loss of HKD 106.720 million in the previous year[4] - The company reported a net profit attributable to shareholders of HKD 17.752 million, compared to a net loss of HKD 107.699 million in 2023[4] - The basic earnings per share improved to HKD 5.83 from a loss per share of HKD 37.60 in the previous year[4] - The group reported a segment profit of HKD 37,683,000 for the aesthetic medical and beauty services division in 2024, compared to a segment loss of HKD 90,366,000 in 2023[21] - The segment loss for medical services was HKD 3,471,000 in 2024, compared to a loss of HKD 2,633,000 in 2023, indicating a worsening performance[21] - The group achieved a net profit of approximately HKD 17,750,000, reversing a loss of about HKD 107,700,000 in the previous year[38] Assets and Liabilities - Total assets decreased to HKD 135.709 million from HKD 185.897 million in the previous year, indicating a reduction in asset base[6] - Total liabilities also decreased to HKD 110.512 million from HKD 174.104 million, showing improved financial leverage[6] - The group's total assets decreased from HKD 185,897,000 in 2023 to HKD 135,709,000 in 2024, a decline of approximately 27%[22] - The group’s total liabilities decreased from HKD 174,104,000 in 2023 to HKD 110,512,000 in 2024, a reduction of approximately 36.5%[22] - Current liabilities due within one year amount to approximately HKD 58,869,000, while cash and bank balances included in current assets are approximately HKD 22,702,000[9] - The group’s asset-liability ratio based on shareholder loans and total equity was 1.95 as of December 31, 2024, down from 2.99 in the previous year[42] Cash Flow and Funding - Cash and bank balances increased significantly from HKD 3,334,000 in 2023 to HKD 22,702,000 in 2024, reflecting a growth of about 581%[22] - The company is actively seeking additional funding through equity financing to support operational capital and repay existing debts[10] - The major shareholder, Mr. Wang Chuang, has confirmed financial support to the group until June 30, 2026, to meet due liabilities and continue operations without significant business reduction[10] - The group reported a foreign exchange loss of HKD 4.348 million, compared to a loss of HKD 0.424 million in the previous year, impacting overall comprehensive income[5] Operational Plans and Strategies - The company plans to focus on expanding its market presence and enhancing product development in the upcoming fiscal year[5] - The group plans to continue expanding its business in the healthcare sector and will reallocate resources as necessary to maintain its leading position in health products and services[37] Compliance and Governance - The independent auditor expressed a qualified opinion regarding the financial statements due to significant uncertainties affecting the group's ability to continue as a going concern[62] - The group has complied with all provisions of the corporate governance code, except for the separation of roles between the Chairman and the CEO, which are held by the same individual[53] - The audit committee, composed of all independent non-executive directors, reviewed the group's performance for the year ending December 31, 2024[54] - Directors confirm that the information in the announcement is accurate and complete, with no misleading or fraudulent elements[66] Accounting Policies and Standards - The group has adopted new and revised standards effective from January 1, 2024, but these have not significantly impacted the group's performance and financial position[12] - The group has not made significant changes to its major accounting policies or made retrospective adjustments due to the adoption of new standards[12] - The group expects no significant financial impact from the adoption of the new standards and is currently reviewing its accounting policy disclosures to ensure compliance[16] - The group plans to adopt the new Hong Kong Financial Reporting Standard No. 18 starting from January 1, 2027, which will require retrospective application for comparative information[16] Employee and Compensation - As of December 31, 2024, the total employee compensation (including director remuneration and retirement benefit plan contributions) was approximately HKD 16,580,000, an increase from HKD 15,990,000 in 2023[51] - The group had 34 employees in Hong Kong and mainland China as of December 31, 2024, down from 46 employees in 2023[51] Dividends and Shareholder Returns - The group did not propose any dividend payments for both years, maintaining a policy of no dividends[26] - The company did not recommend the distribution of any dividends for the year ending December 31, 2024[55] Miscellaneous - The group has not disclosed any specific plans for major investments or capital assets as of December 31, 2024[50] - There were no significant events after the reporting period[56] - The company did not engage in any purchases, sales, or redemptions of its listed securities during the year[52] - The announcement complies with GEM listing rules and aims to provide relevant information about the company[66] - The company will publish the notice of the annual general meeting on its website and the Stock Exchange website[63]