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9月30日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: ZACD Group Ltd. 杰地集團有限公司 呈交日期: 2025年10月2日 I. 法定/註冊股本變動 不適用 FF301 第 1 頁 共 10 頁 v 1.1.1 FF301 II. 已發行股份及/或庫存股份變動 | 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) | 08313 | 說明 | | | | | | | | | 已發行股份（不包括庫存股份）數目 | | 庫存股份數目 | | 已發行股份總數 | | | 上月底結存 | | | 2,000,000,000 | | 0 | | 2,000,000,000 | | 增加 / 減少 (-) | | | 0 | | 0 | | | | 本月底結存 | | | 2,000,000,000 | | 0 ...

杰地集团(08313)发布公告，金正振先生因个人原因，希望将更多时间投入其个人事务，已辞任公司首 席财务官，自2025年9月30日起生效。 ...

杰地集團有限公司* 主席兼執行董事 沈娟娟 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，並明確表示不會就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。 ZACD GROUP LTD. 杰 地 集 團 有 限 公 司 * （ 於新加坡註冊成立的有限公司 ） （ 股份代號 : 8313 ） 首席財務官辭任 杰地集團有限公司*（「本公司」），連同其附屬公司，統稱「本集團」）董事會（「董 事會」）宣佈金正振先生（「金先生」）因個人原因，希望將更多時間投入其個人事務， 已辭任本公司首席財務官，自二零二五年九月三十日起生效。 金先生已確認，彼並無就其辭任向本公司提出申索及彼與董事會並無意見分歧，亦無有關 其辭任之事宜須予知會本公司股東或香港聯合交易所有限公司。 董事會謹藉此機會對金先生於任期內對本公司作出的寶貴貢獻表示衷心的感謝。 承董事會命 新加坡，二零二五年九月三十日 於本公告日期，本公司之董事會包括五 (5) 名執行董事，即沈娟娟女士，姚俊沅先生，陳沛強先生，陳明 亮先生及韓向峰先生；及三 (3) 名獨立非執行董事， ...

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: ZACD Group Ltd. 杰地集團有限公司 呈交日期: 2025年9月2日 I. 法定/註冊股本變動 不適用 FF301 第 1 頁 共 10 頁 v 1.1.1 FF301 II. 已發行股份及/或庫存股份變動 | 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) | 08313 | 說明 | | | | | | | | | 已發行股份（不包括庫存股份）數目 | | 庫存股份數目 | | 已發行股份總數 | | | 上月底結存 | | | 2,000,000,000 | | 0 | | 2,000,000,000 | | 增加 / 減少 (-) | | | 0 | | 0 | | | | 本月底結存 | | | 2,000,000,000 | | 0 | ...

Company Information [Board of Directors and Company Secretary](index=4&type=section&id=Board%20of%20Directors%20and%20Company%20Secretary) The Board comprises five executive and three independent non-executive directors, with Ms. Shen Juanjuan as Chairperson and Mr. Yao Junyuan as CEO, supported by audit, remuneration, and nomination committees - The Board members include Ms. Shen Juanjuan (Chairperson), Mr. Yao Junyuan (Chief Executive Officer), Mr. Chan Pui Keong (Chief Operating Officer), Mr. Chan Ming Leong (Chief Legal Officer), Mr. Han Xiangfeng (Executive Director), and Mr. Lau Kin Chung, Mr. Ma Yiu Leung, Mr. Lim Choon Fong (Independent Non-Executive Directors)[8](index=8&type=chunk) - Mr. Lau Kin Chung chairs the Audit Committee, Mr. Ma Yiu Leung chairs the Remuneration Committee, and Mr. Lim Choon Fong chairs the Nomination Committee[8](index=8&type=chunk) - The Joint Company Secretaries are Ms. Ho Wing Yan (Hong Kong Law) and Mr. Chan Kam Sui (Singapore Law)[8](index=8&type=chunk) [Other Company Information](index=4&type=section&id=Other%20Company%20Information) The company's compliance officer is Mr. Chan Ming Leong, compliance adviser is Ascent Capital (Holdings) Limited, and auditor is Ernst & Young LLP, with registered and principal offices in Singapore and Hong Kong - The Compliance Officer is Mr. Chan Ming Leong, the Compliance Adviser is Ascent Capital (Holdings) Limited, and the Auditor is Ernst & Young LLP[9](index=9&type=chunk) - The Registered Office and Principal Place of Business in Singapore are located at 300 Beach Road 34-05 The Concourse, Singapore 199555[9](index=9&type=chunk) - The Principal Place of Business in Hong Kong is located at Unit 2703, 27th Floor, Shui On Centre, 6–8 Harbour Road, Wanchai, Hong Kong[9](index=9&type=chunk) Financial Highlights [Interim Results and Five-Year Financial Summary](index=5&type=section&id=Interim%20Results%20and%20Five-Year%20Financial%20Summary) The Group reports interim results for the six months ended June 30, 2025, alongside a five-year financial summary covering key metrics like revenue, profit/loss, EPS, and total assets Interim Results and Five-Year Financial Summary (S$ thousand) | Indicator | June 30, 2025 (Interim) | June 30, 2024 (Interim) | 2024 (Annual) | 2023 (Annual) | 2022 (Annual) | 2021 (Annual) | 2020 (Annual) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Revenue | 1,390 | 1,755 | 4,964 | 9,906 | 3,983 | 5,596 | 5,325 | | (Loss)/Profit Before Tax | (703) | (1,249) | (1,089) | 2,414 | (2,423) | 7,515 | (20,330) | | (Loss)/Profit for the Period/Year | (726) | (1,419) | (1,204) | 1,737 | (2,707) | 7,461 | (20,263) | | (Loss)/Earnings Per Share (SGD cents) | (0.04) | (0.07) | (0.06) | 0.09 | (0.14) | 0.37 | (1.01) | **Financial Position (S$ thousand):** | Indicator | June 30, 2025 | December 31, 2024 | December 31, 2023 | December 31, 2022 | December 31, 2021 | December 31, 2020 | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Total Assets | 32,484 | 33,078 | 31,596 | 27,454 | 28,316 | 21,600 | | Total Liabilities | 12,968 | 12,651 | 9,109 | 6,501 | 4,586 | 5,009 | | Net Current Assets | 19,824 | 21,012 | 21,736 | 20,443 | 23,429 | 17,342 | | Net Assets | 19,516 | 20,427 | 22,487 | 20,953 | 23,730 | 16,591 | | Net Assets Per Share (SGD cents) | 0.98 | 1.02 | 1.12 | 1.05 | 1.19 | 0.83 | [Key Financial Performance Analysis](index=6&type=section&id=Key%20Financial%20Performance%20Analysis) The Group's net loss significantly improved by 48.6% during the review period, primarily driven by fair value gains on financial derivatives and reduced staff and income tax expenses, despite a decrease in revenue - For the six months ended June 30, 2025, the Group's net loss was **S$0.73 million**, a positive improvement of approximately **S$0.69 million or 48.6%** compared to the net loss of S$1.42 million in the same period of 2024[12](index=12&type=chunk) - The improvement in net loss was mainly attributable to a fair value gain on financial derivatives of approximately **S$0.67 million**, a positive swing of S$0.96 million from a loss of S$0.29 million in the prior period[12](index=12&type=chunk) - Revenue decreased by **S$0.37 million** from S$1.76 million in the prior period to **S$1.39 million** in the review period, primarily due to lower dividend income, management fees, and performance fees, partially offset by a one-off project tender fee[12](index=12&type=chunk) - Total staff costs decreased by **S$0.23 million (11.6%)** to **S$1.75 million**, mainly due to lower discretionary bonuses and operational streamlining[12](index=12&type=chunk) - Basic and diluted loss per share was approximately **0.04 SGD cents**, compared to a loss of 0.07 SGD cents in the prior period[12](index=12&type=chunk) Review Report on Interim Condensed Consolidated Financial Statements [Scope of Review and Conclusion](index=7&type=section&id=Scope%20of%20Review%20and%20Conclusion) Ernst & Young LLP reviewed the Group's interim condensed consolidated financial statements in accordance with International Standard on Review Engagements 2410, finding no issues suggesting non-compliance with IAS 34 - The review was conducted in accordance with International Standard on Review Engagements 2410, with a scope smaller than an audit, thus no audit opinion is expressed[14](index=14&type=chunk) - The review concluded that nothing has come to the attention of the reviewers that causes them to believe the interim condensed consolidated financial statements are not prepared, in all material respects, in accordance with International Accounting Standard 34[15](index=15&type=chunk) - The review report was issued by Ernst & Young LLP on August 14, 2025[16](index=16&type=chunk) Interim Condensed Consolidated Financial Statements [Interim Condensed Consolidated Statement of Profit or Loss](index=8&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss) For the six months ended June 30, 2025, the Group reported revenue of S$1,390 thousand, a loss for the period of S$726 thousand, and basic and diluted loss per share of 0.04 SGD cents Interim Condensed Consolidated Statement of Profit or Loss (S$ thousand) | Indicator | June 30, 2025 (Unaudited) | June 30, 2024 (Unaudited) | | :--- | :--- | :--- | | Revenue | 1,390 | 1,755 | | Other income and gains | 202 | 472 | | Staff costs | (1,754) | (1,984) | | Fair value gain/(loss) on financial derivatives | 672 | (285) | | Loss before tax | (703) | (1,249) | | Income tax expense | (23) | (170) | | Loss for the period attributable to owners of the Company | (726) | (1,419) | | Basic and diluted loss per share (SGD cents) | (0.04) | (0.07) | [Interim Condensed Consolidated Statement of Comprehensive Income](index=9&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income) For the six months ended June 30, 2025, the Group's loss for the period was S$726 thousand, with other comprehensive loss of S$185 thousand, resulting in a total comprehensive loss of S$911 thousand Interim Condensed Consolidated Statement of Comprehensive Income (S$ thousand) | Indicator | June 30, 2025 (Unaudited) | June 30, 2024 (Unaudited) | | :--- | :--- | :--- | | Loss for the period | (726) | (1,419) | | Fair value changes of equity securities investments | (145) | (189) | | Fair value changes of investments in fund entities | (67) | (159) | | Exchange differences arising from translation of foreign operations | 27 | (13) | | Other comprehensive loss for the period | (185) | (361) | | Total comprehensive loss for the period attributable to owners of the Company | (911) | (1,780) | [Interim Condensed Consolidated Statement of Financial Position](index=10&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, the Group's total assets were S$32,484 thousand and net assets were S$19,516 thousand, representing a decrease from December 31, 2024 Interim Condensed Consolidated Statement of Financial Position (S$ thousand) | Indicator | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Total non-current assets | 1,687 | 2,086 | | Total current assets | 30,797 | 30,992 | | Total current liabilities | 10,973 | 9,980 | | Net current assets | 19,824 | 21,012 | | Total non-current liabilities | 1,995 | 2,671 | | Net assets | 19,516 | 20,427 | | Total equity | 19,516 | 20,427 | [Interim Condensed Consolidated Statement of Changes in Equity](index=12&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) For the six months ended June 30, 2025, the Group's total equity decreased from S$20,427 thousand at the beginning of the period to S$19,516 thousand at the end, primarily due to the loss for the period and other comprehensive loss Interim Condensed Consolidated Statement of Changes in Equity (S$ thousand) | Equity Item | January 1, 2025 (Audited) | Loss for the period | Other comprehensive (loss)/gain | June 30, 2025 (Unaudited) | | :--- | :--- | :--- | :--- | :--- | | Share capital | 29,866 | – | – | 29,866 | | Revaluation reserve for equity securities investments | 203 | – | (145) | 58 | | Revaluation reserve for investments in fund entities | (151) | – | (67) | (218) | | Exchange fluctuation reserve | 30 | – | 27 | 57 | | Capital reserve | 1,491 | – | – | 1,491 | | Accumulated losses | (11,012) | (726) | – | (11,738) | | Total equity | 20,427 | (726) | (185) | 19,516 | | Equity Item | January 1, 2024 (Audited) | Loss for the period | Other comprehensive loss | June 30, 2024 (Unaudited) | | :--- | :--- | :--- | :--- | :--- | | Share capital | 29,866 | – | – | 29,866 | | Revaluation reserve for equity securities investments | 570 | – | (189) | 381 | | Revaluation reserve for investments in fund entities | 353 | – | (159) | 194 | | Exchange fluctuation reserve | 15 | – | (13) | 2 | | Capital reserve | 1,491 | – | – | 1,491 | | Accumulated losses | (9,808) | (1,419) | – | (11,227) | | Total equity | 22,487 | (1,419) | (380) | 20,707 | [Interim Condensed Consolidated Statement of Cash Flows](index=14&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) For the six months ended June 30, 2025, the Group reported net cash outflow from operating activities of S$832 thousand, net cash outflow from investing activities of S$1,105 thousand, and net cash inflow from financing activities of S$893 thousand, leading to a net decrease in cash and cash equivalents of S$1,044 thousand Interim Condensed Consolidated Statement of Cash Flows (S$ thousand) | Cash Flow Category | June 30, 2025 (Unaudited) | June 30, 2024 (Unaudited) | | :--- | :--- | :--- | | Net cash flows used in operating activities | (832) | (879) | | Net cash flows used in investing activities | (1,105) | (4,393) | | Net cash flows generated from/(used in) financing activities | 893 | (546) | | Net decrease in cash and cash equivalents | (1,044) | (5,818) | | Cash and cash equivalents at beginning of period | 5,314 | 14,605 | | Cash and cash equivalents at end of period | 4,298 | 8,775 | Notes to the Interim Condensed Consolidated Financial Statements [Company Information and Basis of Preparation](index=16&type=section&id=Company%20Information%20and%20Basis%20of%20Preparation) The Company is a Singapore-registered investment holding company, with subsidiaries primarily providing investment management, acquisition and project management, property and lease management, and financial advisory services, with interim financial statements prepared in Singapore Dollars under IAS 34 - The Company is an investment holding company incorporated in Singapore, with principal activities including investment management, acquisition and project management, property and lease management, and financial advisory services[37](index=37&type=chunk)[39](index=39&type=chunk) - The interim condensed consolidated financial statements are prepared in accordance with International Accounting Standard 34 and presented in Singapore Dollars[38](index=38&type=chunk) - The new standards, interpretations, and amendments adopted by the Group had no significant impact on the interim results[40](index=40&type=chunk) [Operating Segment Information](index=17&type=section&id=Operating%20Segment%20Information) The Group's operating segments include investment management (special purpose entity investment management and fund management), acquisition and project management, property and lease management, and financial advisory services, with detailed disclosure of segment revenue and performance, and geographical revenue by customer location - The Group's main operating segments include investment management (special purpose entity investment management, fund management), acquisition and project management, property and lease management, and financial advisory[41](index=41&type=chunk)[47](index=47&type=chunk)[48](index=48&type=chunk)[49](index=49&type=chunk) Segment Revenue (S$ thousand) | Segment | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Special Purpose Entity Investment Management | 174 | 108 | | Fund Management | 1,145 | 1,532 | | Acquisition and Project Management | 53 | 98 | | Property and Lease Management | 18 | 17 | | Financial Advisory | – | – | | **Total** | **1,390** | **1,755** | Revenue by Customer Location (S$ thousand) | Region | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Singapore | 1,099 | 1,428 | | Malaysia | 18 | 17 | | Australia | 53 | 90 | | British Virgin Islands | 220 | 220 | | **Total** | **1,390** | **1,755** | [Revenue, Other Income and Gains](index=28&type=section&id=Revenue%2C%20Other%20Income%20and%20Gains) The Group's revenue primarily stems from investment management services, including special purpose entity investment management fees and fund management fees, as well as acquisition and project management fees, and property and lease management fees, while other income and gains comprise interest income, government grants, and corporate business service fees Revenue Details (S$ thousand) | Revenue Category | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Special Purpose Entity Investment Management Fees | 174 | 108 | | Fund Management Fees | 1,145 | 1,532 | | Acquisition and Project Management Fees | 53 | 98 | | Property and Lease Management Fees | 18 | 17 | | **Total Revenue** | **1,390** | **1,755** | Other Income and Gains Details (S$ thousand) | Other Income and Gains Category | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Interest income | 33 | 374 | | Government grants | 8 | 3 | | Corporate business service fees | 75 | 80 | | Gain on disposal of property, plant and equipment | 6 | – | | Operating lease income | 8 | 8 | | Net foreign exchange differences | – | 7 | | Others | 72 | – | | **Total** | **202** | **472** | - Government grants primarily include wage subsidies, Job Support Scheme, and Special Employment Credit from the Singapore Government, and the JobKeeper Payment scheme from the Australian Government[63](index=63&type=chunk) [Components of Loss Before Tax](index=31&type=section&id=Components%20of%20Loss%20Before%20Tax) The Group's loss before tax is primarily influenced by auditor's remuneration, professional fees, impairment loss on trade receivables, interest expense, and fair value changes of financial derivatives Key Deductions from Loss Before Tax (S$ thousand) | Item | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Auditor's remuneration | 90 | 70 | | Dividend income from formation shares | (150) | (284) | | Professional fees | 185 | 12 | | Impairment loss/(reversal) on trade receivables, net | 14 | (7) | | Fair value gain/(loss) on financial derivatives | 672 | (285) | | Total interest expense | 275 | 292 | [Income Tax Expense](index=32&type=section&id=Income%20Tax%20Expense) For the six months ended June 30, 2025, the Group's current income tax expense was S$23 thousand, a significant reduction from S$170 thousand in the prior year Income Tax Expense (S$ thousand) | Item | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Current income tax | 23 | 170 | [Loss Per Share](index=32&type=section&id=Loss%20Per%20Share) For the six months ended June 30, 2025, the basic and diluted loss per share attributable to owners of the Company was 0.04 SGD cents, an improvement from 0.07 SGD cents in the prior year Loss Per Share Calculation (S$ thousand) | Indicator | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Loss for the period attributable to owners of the Company | (703) | (1,419) | | Weighted average number of ordinary shares | 2,000,000,000 | 2,000,000,000 | | Basic and diluted loss per share (SGD cents) | (0.04) | (0.07) | [Dividends](index=33&type=section&id=Dividends) The Company neither paid nor proposed any dividends for the six months ended June 30, 2025, consistent with the prior year - The Company did not pay or propose any dividends for the six months ended June 30, 2025 (2024: S$nil)[69](index=69&type=chunk) [Property, Plant and Equipment and Right-of-Use Assets](index=33&type=section&id=Property%2C%20Plant%20and%20Equipment%20and%20Right-of-Use%20Assets) For the six months ended June 30, 2025, the Group made no acquisitions of property, plant and equipment but disposed of S$19 thousand in assets, while right-of-use assets saw no additions or disposals and stable amortization expenses - For the six months ended June 30, 2025, the cost of property, plant and equipment acquired was S$nil, and the net book value of assets disposed of was S$19 thousand[70](index=70&type=chunk) - Depreciation of property, plant and equipment was **S$31 thousand** (2024: S$52 thousand)[70](index=70&type=chunk) - Amortization of right-of-use assets was **S$126 thousand** (2024: S$126 thousand), with no additions or disposals[70](index=70&type=chunk) [Equity Securities Investments and Investments in Fund Entities](index=33&type=section&id=Equity%20Securities%20Investments%20and%20Investments%20in%20Fund%20Entities) The Group's equity securities investments and investments in fund entities are measured at fair value, with changes recognized in other comprehensive income, primarily related to real estate development projects, including formation shares and investments in development funds Equity Securities Investments and Investments in Fund Entities (S$ thousand) | Investment Category | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Equity securities investments (at fair value) | 58 | 203 | | Investments in fund entities (at fair value) | 1,261 | 1,328 | - For the six months ended June 30, 2025, the fair value change for equity securities investments was a **loss of S$145 thousand**, and for investments in fund entities, it was a **loss of S$67 thousand**[72](index=72&type=chunk)[74](index=74&type=chunk) - Equity securities investments represent formation shares received as consideration for the Company's services in establishing and registering investment special purpose entities[73](index=73&type=chunk) - Investments in fund entities include investments in development funds such as ZACD Mount Emily Residential Development Fund, ZACD (BBEC) Pte Ltd, and ZACD (Development4) Ltd[74](index=74&type=chunk) [Trade Receivables](index=36&type=section&id=Trade%20Receivables) The Group's trade receivables totaled S$4,545 thousand as of June 30, 2025, with an impairment loss provision of S$203 thousand, primarily settled on 30-day credit terms and regularly monitored Trade Receivables and Impairment Provision (S$ thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Trade receivables | 4,748 | 4,962 | | Less: Provision for impairment loss | (203) | (214) | | **Net** | **4,545** | **4,748** | - As of June 30, 2025, the change in provision for impairment loss on trade receivables was a net increase of **S$14 thousand**[76](index=76&type=chunk) Ageing Analysis of Trade Receivables (S$ thousand) | Ageing | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Within 1 month | 1,118 | 1,168 | | 1 to 2 months | 4 | 8 | | 2 to 3 months | 74 | 8 | | Over 3 months | 3,349 | 3,564 | | **Total** | **4,545** | **4,748** | - Trade receivables from related parties amounted to **S$4,258 thousand** as of June 30, 2025, representing the vast majority of total trade receivables[79](index=79&type=chunk)[80](index=80&type=chunk) [Capitalized Contract Costs](index=39&type=section&id=Capitalized%20Contract%20Costs) As of June 30, 2025, the Group's capitalized contract costs were S$346 thousand, primarily commissions paid to agents, with S$60 thousand amortized during the period Changes in Capitalized Contract Costs (S$ thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Beginning of period/year | 406 | 337 | | Additions | – | 182 | | Amortization | (60) | (113) | | **End of period/year** | **346** | **406** | [Prepayments, Deposits and Other Receivables](index=40&type=section&id=Prepayments%2C%20Deposits%20and%20Other%20Receivables) As of June 30, 2025, the Group's current prepayments, deposits, and other receivables totaled S$568 thousand, with a non-current portion of S$176 thousand Prepayments, Deposits and Other Receivables (S$ thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Current:** | | | | Prepayments | 213 | 332 | | Deposits | 79 | 134 | | Accrued interest | 174 | 143 | | Other receivables | 102 | 24 | | **Non-current:** | | | | Others | 176 | 186 | | **Total** | **744** | **819** | [Loans and Related Receivables](index=41&type=section&id=Loans%20and%20Related%20Receivables) The Group provided bridging loans to several related parties, with net loans and related receivables totaling S$19,756 thousand as of June 30, 2025, including an impairment loss provision of S$5,085 thousand, and some loans were temporarily interest-free from January 1, 2025 Loans and Related Receivables (S$ thousand) | Borrower | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | ZACD LV Development Fund | 12,777 | 11,872 | | ZACD Mount Emily Residential Development Fund | 4,050 | 3,750 | | ZACD (Development4) Ltd | 5,085 | 5,085 | | ZACD (Development2) Ltd | 1,210 | 1,210 | | Kurnia Rezeki Utama Sdn. Bhd. | 379 | 379 | | ARO II (Tebrau) Pte. Ltd. | 375 | 375 | | ZACD Media Circle Fund | – | 300 | | ZACD Laserblue Pte. Ltd. | – | 600 | | **Total Loans** | **23,876** | **23,571** | | Less: Provision for impairment loss | (5,085) | (5,085) | | **Net** | **19,756** | **19,422** | - Loans provided to ZACD LV Development Fund, ZACD Mount Emily Residential Development Fund, and ZACD (Development2) Ltd were temporarily interest-free from January 1, 2025[88](index=88&type=chunk)[90](index=90&type=chunk)[92](index=92&type=chunk) - Loans and related receivables from ZACD Media Circle Fund and ZACD Laserblue Pte Ltd were fully repaid as of June 30, 2025[96](index=96&type=chunk)[97](index=97&type=chunk) [Cash and Cash Equivalents](index=48&type=section&id=Cash%20and%20Cash%20Equivalents) As of June 30, 2025, the Group's cash and cash equivalents totaled S$4,298 thousand, primarily held in reputable banks and denominated in Singapore Dollars, Hong Kong Dollars, and Australian Dollars Cash and Cash Equivalents (S$ thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Cash and cash equivalents | 4,298 | 5,314 | Cash and Bank Balances Denominated in Foreign Currencies (S$ thousand) | Currency | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | HKD | 35 | 38 | | AUD | 288 | 291 | [Bank Borrowings](index=48&type=section&id=Bank%20Borrowings) As of June 30, 2025, the Group's total bank borrowings were S$198 thousand, consisting of unsecured bridging loans bearing a fixed annual interest rate of 3.0% Bank Borrowings (S$ thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Bridging loan, unsecured: Current | 198 | 590 | | **Total Bank Borrowings** | **198** | **590** | - The bridging loan is guaranteed under the Enterprise Financing Scheme, with a fixed interest rate of **3.0% per annum**, repayable in 60 monthly installments[100](index=100&type=chunk)[101](index=101&type=chunk) [Lease Liabilities](index=49&type=section&id=Lease%20Liabilities) As of June 30, 2025, the Group's total lease liabilities amounted to S$114 thousand, comprising both current and non-current portions, primarily for office property leases Lease Liabilities (S$ thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Office property leases — Current | 108 | 262 | | Office property leases — Non-current | 6 | 10 | | **Total Lease Liabilities** | **114** | **272** | [Financial Derivatives](index=50&type=section&id=Financial%20Derivatives) The Group granted a put option to investor Top Global Limited, with the fair value of financial derivatives at S$1,902 thousand as of June 30, 2025, and a fair value gain of S$672 thousand recognized during the period Fair Value of Financial Derivatives (S$ thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Financial derivatives | 1,902 | 2,574 | - The Company granted a put option to Top Global Limited, an investor in ZACD LV Development Fund[104](index=104&type=chunk) - A fair value gain on financial derivatives of **S$672 thousand** was recognized in profit or loss during the period (2024: loss of S$285 thousand)[104](index=104&type=chunk) [Share Capital](index=50&type=section&id=Share%20Capital) As of June 30, 2025, the Company's issued and fully paid share capital consisted of 2,000,000,000 ordinary shares, totaling S$29,866 thousand, consistent with the prior year-end Share Capital (S$ thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Issued and fully paid ordinary shares (2,000,000,000 shares) | 29,866 | 29,866 | [Related Party Transactions](index=51&type=section&id=Related%20Party%20Transactions) The Group engaged in transactions with various related parties, including investment special purpose entities, private funds, development special purpose entities, and companies under common control of the controlling shareholders, primarily involving dividend income, performance fees, fund management fees, and office and transportation expenses - Related parties include various investment special purpose entities, private funds managed by the Group, development special purpose entities, and companies under common control of the controlling shareholders[107](index=107&type=chunk)[113](index=113&type=chunk)[116](index=116&type=chunk) Related Party Transaction Details (S$ thousand) | Transaction Category | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Investment management — Dividend income | 150 | 284 | | Investment management — Performance fees | 167 | 943 | | Investment management — Fund management fees | 578 | 232 | | Office and transportation expenses | 30 | 30 | - Dividend income is derived from formation shares in investment special purpose entities or preference shares in fund vehicles, performance fees from private real estate funds, and fund management income includes fund establishment fees and fund management fees[123](index=123&type=chunk) [Commitments](index=60&type=section&id=Commitments) The Company granted a put option to investor TGL and committed to coupon payments totaling S$1,920 thousand, of which S$1,200 thousand has been paid as of the reporting date - The Company granted a put option to TGL, an investor in ZACD LV Development Fund, and committed to coupon payments at an annual interest rate of 8%[125](index=125&type=chunk) - Total coupon payments over the coupon period amount to **S$1,920 thousand**, with **S$1,200 thousand** paid as of the reporting date[125](index=125&type=chunk) [Financial Guarantees](index=61&type=section&id=Financial%20Guarantees) The Company provides financial guarantees for several real estate development projects, including La Ville Development, BBEC Development, Mount Emily Properties, Mandai Development, and Landmark Development, with total guaranteed amounts reaching hundreds of millions of Singapore Dollars - The Company provides a loan facility guarantee of **S$129,086 thousand** for La Ville Development, representing **75.0%** of the total liabilities of the related development special purpose entity[127](index=127&type=chunk) - The Company provides a loan facility guarantee of **S$29,980 thousand** for BBEC Development, representing **10.0%** of the total liabilities of the related development special purpose entity[128](index=128&type=chunk) - The Company provides a loan facility guarantee of **S$19,253 thousand** for Mount Emily Properties[129](index=129&type=chunk) - The Company provides a loan facility guarantee of **S$28,985 thousand** for Mandai Development, representing **60.0%** of the total liabilities of the related development special purpose entity[130](index=130&type=chunk) - The Company provides a loan facility guarantee of **S$150,744 thousand** for Landmark Development, representing **39.2%** of the total liabilities of the related development special purpose entity[131](index=131&type=chunk) [Contingent Liabilities](index=63&type=section&id=Contingent%20Liabilities) The Group is involved in legal actions concerning ZACD Australia Hospitality Fund and ZACD US Fund to recover losses from the iProsperity Group incident, with external legal counsel finding no negligence, fraud, or dishonesty by Group management, thus no provision has been made - The Group is pursuing recovery actions against iProsperity Group and its managers to recover losses from ZACD Australia Hospitality Fund and ZACD US Fund[132](index=132&type=chunk)[133](index=133&type=chunk) - External legal counsel believes there is no evidence of negligence, fraud, or dishonesty by the Group or its management, hence no provision has been made for contingent liabilities[134](index=134&type=chunk) - As of June 30, 2025, cumulative legal fees incurred for legal actions against the defendants and iProsperity Group amounted to **S$1,808 thousand**[134](index=134&type=chunk) [Financial Instruments by Category](index=65&type=section&id=Financial%20Instruments%20by%20Category) The Group's financial instruments are categorized as fair value through other comprehensive income and financial assets and liabilities measured at amortized cost, with carrying amounts provided as of June 30, 2025, and December 31, 2024 Financial Assets (S$ thousand) | Category | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Fair value through other comprehensive income | 1,319 | 1,531 | | Financial assets measured at amortized cost | 30,414 | 30,440 | | **Total** | **31,733** | **31,971** | Financial Liabilities (S$ thousand) | Category | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Fair value through profit or loss | 1,902 | 2,574 | | Financial liabilities measured at amortized cost | 10,163 | 9,048 | | **Total** | **12,065** | **11,622** | [Fair Value and Fair Value Hierarchy of Financial Instruments](index=69&type=section&id=Fair%20Value%20and%20Fair%20Value%20Hierarchy%20of%20Financial%20Instruments) The Group's financial instruments are measured at fair value using discounted cash flow and Black Scholes models, primarily classified as Level 3, with valuations involving significant unobservable inputs related to projected cash flow uncertainty and project selling price volatility - Fair values of unlisted equity securities and investments in fund entities are estimated using discounted cash flow valuation models, classified as Level 3 of the fair value hierarchy[142](index=142&type=chunk) - Fair values of financial derivatives are estimated using the Black Scholes model valuation technique, classified as Level 3 of the fair value hierarchy[142](index=142&type=chunk) Level 3 Fair Value Measurements Changes (S$ thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Equity securities investments — Unlisted | 58 | 203 | | Investments in fund entities — Unlisted | 1,261 | 1,328 | | Financial derivatives | 1,902 | 2,574 | - The uncertainty of the underlying projected cash flow inputs and the volatility of project selling prices are significant unobservable inputs used in the valuations[144](index=144&type=chunk)[145](index=145&type=chunk)[146](index=146&type=chunk) [Authorization for Issue of Interim Condensed Consolidated Financial Statements](index=77&type=section&id=Authorization%20for%20Issue%20of%20Interim%20Condensed%20Consolidated%20Financial%20Statements) The interim condensed consolidated financial statements for the six months ended June 30, 2025, were authorized for issue by the Board of Directors on August 14, 2025 - The interim condensed consolidated financial statements were authorized for issue by the Board of Directors on August 14, 2025, in accordance with a resolution of the Board[151](index=151&type=chunk) Management Discussion and Analysis [Executive Summary](index=78&type=section&id=Executive%20Summary) ZACD Group is a Singapore-based integrated asset management company strategically focused on "Investment Management" and "Acquisition and Project Management," currently operating 23 investment portfolios and providing services to a family office with approximately US$100 million in assets under management - ZACD Group is a Singapore-based integrated asset management company providing real estate value chain solutions[154](index=154&type=chunk) - Core business strategy focuses on "Investment Management" (fund management) and "Acquisition and Project Management" (end-to-end real estate development cycle management)[154](index=154&type=chunk) - The Group operates 23 investment portfolios, covering 22 real estate projects and assets in Singapore, Malaysia, Indonesia, and Australia[154](index=154&type=chunk) - Currently provides corporate support and fund management services to a family office with approximately **US$100 million** in assets under management[154](index=154&type=chunk) [Financial and Business Review](index=79&type=section&id=Financial%20and%20Business%20Review) The Group's net loss significantly improved by 48.6% during the review period, primarily due to fair value gains on financial derivatives, reduced staff costs, and lower income tax expenses, despite a decrease in revenue, with varied performance across business segments - The Group recorded a net loss of **S$0.73 million** during the review period, a positive improvement of approximately **S$0.69 million or 48.6%** compared to the net loss of S$1.42 million in the prior period[157](index=157&type=chunk) - The improvement in net loss was mainly attributable to a fair value gain on financial derivatives of approximately **S$0.67 million** (prior period loss of S$0.29 million), as well as a reduction in staff costs of approximately **S$0.23 million** and a decrease in income tax expense of approximately **S$0.15 million**[157](index=157&type=chunk) - Total revenue decreased by **21.0%** from S$1.76 million in the prior period to **S$1.39 million** in the review period[158](index=158&type=chunk) [Revenue Analysis](index=79&type=section&id=Revenue%20Analysis) The Group's revenue decline was primarily due to reduced dividend income, management fees, and performance fees, partially offset by a one-off project tender fee, with varied performance across business segments, including a decrease in fund management revenue and an increase in special purpose entity investment management revenue - The decrease in revenue was mainly attributable to a reduction in dividend income of approximately **S$0.13 million**, management fees of approximately **S$0.30 million**, and performance fees of approximately **S$0.59 million**[158](index=158&type=chunk) - The decrease in revenue was partially offset by a one-off project tender fee of approximately **S$0.50 million** and an increase in corporate fees of approximately **S$0.11 million**[158](index=158&type=chunk) [Investment Management Services](index=82&type=section&id=Investment%20Management%20Services) Special purpose entity investment management revenue grew by 54.5% due to dividend income and performance fees, while fund management revenue decreased by 24.8% primarily from lower performance fees, partially offset by a one-off project tender fee - Special purpose entity investment management revenue increased from **S$0.11 million** in the prior period to **S$0.17 million** in the review period, a **54.5% increase**[161](index=161&type=chunk) - Fund management revenue decreased from **S$1.53 million** in the prior period to **S$1.15 million** in the review period, a **24.8% decrease**, mainly due to a reduction in performance fees of approximately **S$0.78 million**[161](index=161&type=chunk) - The decrease in fund management revenue was partially offset by a one-off project tender fee of approximately **S$0.50 million** from Media Circle Fund and Laserblue special purpose entity developers[161](index=161&type=chunk) [Acquisition and Project Management Services](index=83&type=section&id=Acquisition%20and%20Project%20Management%20Services) Acquisition and project management services revenue decreased by 50.0%, primarily because related projects are still under development - Acquisition and project management services revenue decreased by **50.0%** from **S$0.10 million** in the prior period to **S$0.05 million** in the review period[162](index=162&type=chunk) [Property and Lease Management Services](index=83&type=section&id=Property%20and%20Lease%20Management%20Services) Property and lease management services revenue remained stable at S$20 thousand, with no new contracts signed since the strategic adjustment as the Group evaluates the strategic direction of this business segment - Property and lease management services revenue remained relatively stable at **S$0.02 million**[163](index=163&type=chunk) - No new contracts have been signed since the strategic adjustment of this business segment, as the Group is still evaluating its strategic direction[163](index=163&type=chunk) [Financial Advisory Services](index=83&type=section&id=Financial%20Advisory%20Services) The Group has ceased SFC-regulated activities and has not undertaken new advisory mandates, now focusing on the new family office management business segment - The Board of Directors resolved to cease Securities and Futures Commission regulated activities and has not entered into new advisory mandates[164](index=164&type=chunk) - The Group continues to focus on the new business segment of family office management, particularly for family offices in the Southeast Asia region[164](index=164&type=chunk) [Other Income and Gains](index=84&type=section&id=Other%20Income%20and%20Gains) Other income and gains decreased by 57.4%, mainly due to reduced interest income from bridging loans to fund structures, partially offset by gains from the disposal of property, plant and equipment - Other income and gains decreased by **S$0.27 million or 57.4%** from S$0.47 million in the prior period to **S$0.20 million** in the review period[165](index=165&type=chunk) - The decrease primarily resulted from a **S$0.34 million** reduction in interest income, partially offset by a **S$0.06 million** gain from the disposal of property, plant and equipment[165](index=165&type=chunk) [Staff Costs](index=84&type=section&id=Staff%20Costs) Total staff costs decreased by 11.6%, primarily due to lower discretionary bonuses and operational streamlining, remaining the Group's largest single cost factor at 59% of total expenses - Total staff costs decreased by **S$0.23 million or 11.6%** from S$1.98 million in the prior period to **S$1.75 million** in the review period[166](index=166&type=chunk) - The decrease was mainly attributable to lower discretionary bonuses and operational streamlining[166](index=166&type=chunk) - As of the end of the review period, the Group had 27 employees, with staff costs accounting for **59%** of total expenses (prior period: 62%)[166](index=166&type=chunk) [Impairment Loss or Reversal of Impairment Loss on Financial Assets](index=84&type=section&id=Impairment%20Loss%20or%20Reversal%20of%20Impairment%20Loss%20on%20Financial%20Assets) The Group recognized an impairment loss of S$10 thousand on trade receivables during the review period, and management will continue to assess the adequacy of expected credit loss provisions - During the review period, the Group recognized an impairment loss of **S$0.01 million** on its trade receivables (prior period: reversal of impairment loss of S$0.01 million)[167](index=167&type=chunk) [Other Expenses, Net](index=85&type=section&id=Other%20Expenses%20%2C%20Net) Other expenses remained relatively stable at S$710 thousand in both the prior and review periods - Other expenses remained relatively stable at **S$0.71 million** in both the prior and review periods[168](index=168&type=chunk) [Interest Expense](index=85&type=section&id=Interest%20Expense) Interest expense remained unchanged at S$280 thousand in both the prior and review periods, primarily representing coupon payments due to investor Top Global Limited - Interest expense remained unchanged at **S$0.28 million** in both the prior and review periods[169](index=169&type=chunk) - Interest expense refers to coupon payments due to investor Top Global Limited during the review period[169](index=169&type=chunk) [Fair Value Gain/(Loss) on Financial Derivatives](index=85&type=section&id=Fair%20Value%20Gain%2F%28Loss%29%20on%20Financial%20Derivatives) The Group recognized a fair value gain of approximately S$670 thousand on financial derivatives during the review period, mainly due to a reduction in the put option exercise price - A fair value gain on financial derivatives of approximately **S$0.67 million** was recognized during the review period (prior period: loss of approximately S$0.29 million)[170](index=170&type=chunk) - The gain primarily arose from a reduction in the put option exercise price[170](index=170&type=chunk) [Income Tax Expense](index=85&type=section&id=Income%20Tax%20Expense) During the review period, Singapore income tax of S$20 thousand was provided at a rate of 17% - During the review period, Singapore income tax of **S$0.02 million** was provided at a rate of **17%** on estimated assessable profits arising in Singapore[171](index=171&type=chunk) [Net Assets](index=85&type=section&id=Net%20Assets) As of June 30, 2025, the Group's total assets were S$32.48 million and net assets were S$19.52 million, with a S$0.91 million decrease in net assets primarily due to fair value losses on investments Net Assets Overview (S$ thousand) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Total Assets | 32,484 | 33,078 | | Net Assets | 19,516 | 20,427 | | Net Asset Decrease | (911) | - | | Net Assets Per Share (SGD cents) | 0.98 | 1.02 | - The decrease in net assets of **S$0.91 million** was mainly due to the impact of fair value losses on the Group's investments during the review period[172](index=172&type=chunk) [Liquidity and Capital Resources](index=86&type=section&id=Liquidity%20and%20Capital%20Resources) The Group maintains a prudent financial management approach to ensure a robust liquidity position, funded by bank balances, internal operating cash flows, and bank financing, with liquidity management including regular review of trade receivables recoverability - The Group adopts a prudent financial management approach to ensure a robust liquidity position and centrally manages financing risks, funding, and treasury activities[174](index=174&type=chunk) - Working capital management includes regular credit assessments of trade receivables, monitoring timely collection, and establishing recovery procedures for doubtful debts[174](index=174&type=chunk) [Cash and Cash Equivalents](index=86&type=section&id=Cash%20and%20Cash%20Equivalents) As of June 30, 2025, cash and cash equivalents totaled S$4.30 million, a decrease of S$1.01 million from the year-end, primarily due to investments in funds, partially offset by repayment of bridging advances and debt recovery Cash and Cash Equivalents (S$ thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Cash and cash equivalents | 4,298 | 5,314 | - Cash and cash equivalents decreased by **S$1.01 million**, mainly due to investments in ZACD La Ville Development Fund, ZACD Mount Emily Residential Development Fund, and ZACD Media Circle Fund totaling approximately **S$1.91 million**[175](index=175&type=chunk) - The decrease was partially offset by the repayment of bridging advances of approximately **S$1.00 million** from ZACD Media Circle Fund and debt recovery from the Group's customers[175](index=175&type=chunk) [Bank Borrowings and Gearing Ratio](index=87&type=section&id=Bank%20Borrowings%20and%20Gearing%20Ratio) As of June 30, 2025, the Group's net cash position was S$3.99 million, with bank borrowings (including lease liabilities) of S$0.31 million, resulting in a gearing ratio of 1.6% Bank Borrowings and Gearing Ratio (S$ thousand) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Bank borrowings and lease liabilities | 312 | 862 | | Less: Cash and cash equivalents | (4,298) | (5,314) | | Net cash | 3,986 | 4,452 | | Gearing ratio | 1.6% | 4.2% | [Other Matters](index=87&type=section&id=Other%20Matters) As of June 30, 2025, the Group had no pledged assets, with details on financial guarantees, contingent liabilities, and commitments provided in the notes to the financial statements; no dividends were paid or proposed, no share options were issued, and no significant events occurred after the reporting period - As of June 30, 2025, the Group had no pledged assets[178](index=178&type=chunk) - The Company did not pay or propose any dividends for the six months ended June 30, 2025[182](index=182&type=chunk) - As of June 30, 2025, no share options were granted under the share option scheme[183](index=183&type=chunk) - No significant events occurred after June 30, 2025, up to the date of this report that would materially affect the Group's operations and financial results[184](index=184&type=chunk) [Business Outlook](index=89&type=section&id=Business%20Outlook) The Group made substantial progress on projects and strategic initiatives in Q2 2025, with rising private residential property prices and rents in Singapore, successful development project advancements, and the sale of The Sebel West Perth hotel, with future plans to launch a new industrial fund to capitalize on industrial property market growth - Singapore's private residential property price index increased by **1.0%** in Q2 2025, and the overall private residential rental index rose by **0.8%**[186](index=186&type=chunk) - Arina East Residences (Tanjong Rhu freehold condominium) had a soft launch on May 31, 2025, with an official launch planned for August[187](index=187&type=chunk) - Bloomsbury Residences and Bloomsbury Shoppes (Media Circle condominium development) officially launched in April 2025, achieving a **46.9% sales rate** as of June 30[187](index=187&type=chunk) - The Landmark is expected to obtain its Temporary Occupation Permit in the second half of 2025[187](index=187&type=chunk) - The successful sale of The Sebel West Perth hotel, held under ZACD Income Trust, generated a significant gain above its original cost[190](index=190&type=chunk) - In-depth discussions are underway to launch a new industrial fund in Singapore, aiming to acquire industrial land, develop high-specification properties, and sell them for capital gains[189](index=189&type=chunk) Corporate Governance and Other Information [Corporate Governance Practices](index=91&type=section&id=Corporate%20Governance%20Practices) The Company has adopted the principles and code provisions of the Corporate Governance Code set out in Appendix C1 to the GEM Listing Rules and complied with all applicable code provisions for the six months ended June 30, 2025 - The Company has adopted the principles and code provisions of the Corporate Governance Code set out in Appendix C1 to the GEM Listing Rules[192](index=192&type=chunk) - The Company has complied with all applicable code provisions for the six months ended June 30, 2025[192](index=192&type=chunk) [Directors' and Chief Executive's Interests and Short Positions in Shares and Underlying Shares and Debentures](index=91&type=section&id=Directors%27%20and%20Chief%20Executive%27s%20Interests%20and%20Short%20Positions%20in%20Shares%20and%20Underlying%20Shares%20and%20Debentures) As of June 30, 2025, Mr. Yao and Ms. Shen held 64.93% of the Company's shares through their controlled corporation, ZACD Investments Pte Ltd, with Mr. Chan Pui Keong and Mr. Chan Ming Leong holding minor stakes Directors' Long Positions in Ordinary Shares of the Company | Director's Name | Nature and Capacity of Interest | Number of Shares Held | Percentage of Total Issued Shares | | :--- | :--- | :--- | :--- | | Mr. Yao | Interest in controlled corporation | 1,298,600,000 ordinary shares | 64.93% | | Ms. Shen | Interest in controlled corporation | 1,298,600,000 ordinary shares | 64.93% | | Mr. Chan Pui Keong | Beneficial owner | 5,500,000 ordinary shares | 0.275% | | Mr. Chan Ming Leong | Beneficial owner | 30,000 ordinary shares | 0.0015% | - Mr. Yao and Ms. Shen are spouses and hold 46.28% and 51.83% respectively of the total issued share capital of ZACD Investments Pte Ltd, and are therefore deemed to be interested in all shares held by ZACD Investments[195](index=195&type=chunk) [Substantial Shareholders' and Other Persons' Interests and Short Positions in Shares and Underlying Shares](index=94&type=section&id=Substantial%20Shareholders%27%20and%20Other%20Persons%27%20Interests%20and%20Short%20Positions%20in%20Shares%20and%20Underlying%20Shares) As of June 30, 2024, Mr. Yao, Ms. Shen, and ZACD Investments were the Company's substantial shareholders, holding 64.93% of the shares, while Mr. Rachman Sastra and his controlled corporation, Harmonious Tidings Limited, held 8.77% Substantial Shareholders' Interests and Short Positions in Shares of the Company | Name | Capacity/Nature of Interest | Number of Ordinary Shares Held | Percentage of Total Issued Share Capital of the Company | | :--- | :--- | :--- | :--- | | Mr. Yao | Interest in controlled corporation | 1,298,600,000 | 64.93% | | Ms. Shen | Interest in controlled corporation | 1,298,600,000 | 64.93% | | ZACD Investments | Beneficial owner | 1,298,600,000 | 64.93% | | Mr. Rachman Sastra | Beneficial owner and interest in controlled corporation | 175,350,000 | 8.77% | | Harmonious Tidings Limited | Beneficial owner | 125,600,000 | 6.28% | - Mr. Yao and Ms. Shen are deemed to be interested in all shares held by ZACD Investments Pte Ltd[206](index=206&type=chunk) - Mr. Rachman Sastra is the ultimate shareholder of Harmonious Tidings Limited and is therefore deemed to be interested in the shares held by it[206](index=206&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=95&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%27s%20Listed%20Securities) Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the six months ended June 30, 2025 - Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the six months ended June 30, 2025[204](index=204&type=chunk) [Interests of Compliance Adviser](index=95&type=section&id=Interests%20of%20Compliance%20Adviser) Ascent Capital (Holdings) Limited, the Group's compliance adviser, and its directors, employees, or close associates, hold no notifiable interests in the securities of the Company or any Group member - Ascent Capital (Holdings) Limited, the Group's compliance adviser, or any of its directors, employees, or close associates, have no interests in the securities of the Company or any member of the Group that are required to be notified to the Company under Rule 6A.32 of the GEM Listing Rules[205](index=205&type=chunk) [Audit Committee](index=96&type=section&id=Audit%20Committee) The Audit Committee, composed of three independent non-executive directors with Mr. Lau Kin Chung as chairman, is responsible for advising on external auditors, reviewing financial statements, monitoring internal controls and risk management, and has reviewed the Group's interim results for the six months ended June 30, 2025 - The Audit Committee comprises all three independent non-executive directors, with Mr. Lau Kin Chung as chairman[208](index=208&type=chunk) - Its primary responsibilities include recommending the appointment and removal of external auditors, reviewing and overseeing financial statements, monitoring internal controls, risk management procedures, and corporate governance[208](index=208&type=chunk) - The Audit Committee has reviewed the Group's interim results for the six months ended June 30, 2025, with senior management[208](index=208&type=chunk)

Core Viewpoint - JEDI Group (08313.HK) reported a 20.8% year-on-year decline in revenue for the first half of 2025, amounting to 1.39 million Singapore dollars, while net loss decreased by 48.84% to 726,000 Singapore dollars, resulting in a loss per share of 0.04 Singapore cents [1] Financial Performance - Revenue for the first half of 2025 was 1.39 million Singapore dollars, reflecting a decrease of 20.8% compared to the previous year [1] - The net loss for the period was 726,000 Singapore dollars, which is a reduction of 48.84% year-on-year [1] - Earnings per share were reported at a loss of 0.04 Singapore cents [1]

Core Viewpoint - JEDI Group (08313) reported a decrease in revenue for the first half of 2025, with a total income of 139 million Singapore dollars, reflecting a year-on-year decline of 20.8% [1] Financial Performance - The company recorded a net loss of 726,000 Singapore dollars, which is an improvement of 48.84% compared to the previous period [1] - Earnings per share showed a loss of 0.04 Singapore cents [1] Contributing Factors - The improvement in net loss was primarily attributed to a fair value gain from financial derivatives amounting to approximately 670,000 Singapore dollars, a positive change of 960,000 Singapore dollars compared to a loss of 290,000 Singapore dollars in the prior period [1] - Additional contributing factors included a reduction in employee costs by approximately 230,000 Singapore dollars and a decrease in income tax expenses by about 150,000 Singapore dollars [1]

Core Insights - The company, Jiedi Group (08313), reported a revenue of 1.39 million Singapore dollars for the first half of 2025, representing a year-on-year decrease of 20.8% [1] - The net loss for the period was 726,000 Singapore dollars, which is an improvement of 48.84% compared to the previous year, with a loss per share of 0.04 Singapore cents [1] Financial Performance - The improvement in net loss is attributed to a fair value gain of approximately 670,000 Singapore dollars from financial derivatives, which is a positive change of 960,000 Singapore dollars compared to a loss of 290,000 Singapore dollars in the prior period [1] - Other contributing factors to the reduced net loss include a decrease in employee costs by approximately 230,000 Singapore dollars and a reduction in income tax expenses by about 150,000 Singapore dollars [1]

[Financial Highlights](index=2&type=section&id=%E8%B2%A1%E5%8B%99%E6%91%98%E8%A6%81) [Interim Results and Five-Year Financial Summary](index=2&type=section&id=%E4%B8%AD%E6%9C%9F%E6%A5%AD%E7%B8%BE%E5%8F%8A%E4%BA%94%E5%B9%B4%E8%B2%A1%E5%8B%99%E6%91%98%E8%A6%81) The Group's net loss for the six months ended June 30, 2025, improved to **S$0.73 million** from **S$1.42 million** in the prior period, primarily due to fair value gains on financial derivatives and reduced expenses Key Financial Performance Summary (S$ thousand) | Metric | June 30, 2025 (Six Months) | June 30, 2024 (Six Months) | | :--- | :--- | :--- | | Revenue | 1,390 | 1,755 | | Loss Before Tax | (703) | (1,249) | | Loss for the Period | (726) | (1,419) | | Loss Per Share (Singapore cents) | (0.04) | (0.07) | Key Financial Position Summary (S$ thousand) | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Total Assets | 32,484 | 33,078 | | Total Liabilities | 12,968 | 12,651 | | Net Current Assets | 19,824 | 21,012 | | Net Assets | 19,516 | 20,427 | | Net Asset Value Per Share (Singapore cents) | 0.98 | 1.02 | - Net loss for the period was **S$0.73 million**, an improvement of **48.6%** from the prior period's **S$1.42 million** loss, primarily due to fair value gains on financial derivatives of approximately **S$0.67 million** (prior period: loss of S$0.29 million), and reduced staff costs of **S$0.23 million** and income tax expense of **S$0.15 million**[9](index=9&type=chunk) - Revenue decreased by **S$0.37 million** from **S$1.76 million** in the prior period to **S$1.39 million** in the current period, mainly due to lower dividend income, management fees, and performance fees, partially offset by a one-off project tender fee of **S$0.50 million**[9](index=9&type=chunk) - Total staff costs decreased by **S$0.23 million** (**11.6%**) to **S$1.75 million**, primarily due to lower discretionary bonuses and operational streamlining[9](index=9&type=chunk) - The Company neither paid nor proposed any dividends for the six months ended June 30, 2025, consistent with the prior period[9](index=9&type=chunk) [Review Report on Interim Condensed Consolidated Financial Statements](index=4&type=section&id=%E4%B8%AD%E6%9C%9F%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E5%A0%B1%E8%A1%A8%E5%AF%A9%E9%96%B1%E5%A0%B1%E5%91%8A) [To the Members of ZACD Group Ltd.](index=4&type=section&id=%E8%87%B4%E5%82%91%E5%9C%B0%E9%9B%86%E5%9C%98%E6%9C%89%E9%99%90%E5%85%AC%E5%8F%B8%E6%88%90%E5%93%A1) Ernst & Young LLP reviewed ZACD Group Ltd.'s interim condensed consolidated financial statements for the six months ended June 30, 2025, concluding no material issues indicating non-compliance with IAS 34 - The review scope is narrower than an audit, thus no audit opinion is expressed, but no matters were identified indicating that the financial statements are not prepared in all material respects in accordance with IAS 34[11](index=11&type=chunk)[12](index=12&type=chunk) [Interim Condensed Consolidated Financial Statements](index=6&type=section&id=%E4%B8%AD%E6%9C%9F%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E5%A0%B1%E8%A1%A8) [Interim Condensed Consolidated Statement of Profit or Loss](index=6&type=section&id=%E4%B8%AD%E6%9C%9F%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E6%90%8D%E7%9B%8A%E8%A1%A8) The Group's consolidated statement of profit or loss for the six months ended June 30, 2025, shows revenue of **S$1,390 thousand**, a loss before tax of **S$703 thousand**, a loss for the period of **S$726 thousand**, and basic and diluted loss per share of **0.04 Singapore cents** Interim Condensed Consolidated Statement of Profit or Loss (S$ thousand) | Metric | June 30, 2025 (Unaudited) | June 30, 2024 (Unaudited) | | :--- | :--- | :--- | | Revenue | 1,390 | 1,755 | | Other Income and Gains | 202 | 472 | | Staff Costs | (1,754) | (1,984) | | Fair Value Gains/(Losses) on Financial Derivatives | 672 | (285) | | Loss Before Tax | (703) | (1,249) | | Income Tax Expense | (23) | (170) | | Loss for the Period Attributable to Owners of the Company | (726) | (1,419) | | Basic and Diluted Loss Per Share (Singapore cents) | (0.04) | (0.07) | [Interim Condensed Consolidated Statement of Comprehensive Income](index=7&type=section&id=%E4%B8%AD%E6%9C%9F%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E5%85%A8%E9%9D%A2%E6%94%B6%E7%9B%8A%E8%A1%A8) The Group's consolidated statement of comprehensive income for the six months ended June 30, 2025, reports a loss for the period of **S$726 thousand** and other comprehensive loss of **S$185 thousand**, resulting in a total comprehensive loss of **S$911 thousand** Interim Condensed Consolidated Statement of Comprehensive Income (S$ thousand) | Metric | June 30, 2025 (Unaudited) | June 30, 2024 (Unaudited) | | :--- | :--- | :--- | | Loss for the Period | (726) | (1,419) | | Fair Value Changes of Equity Investments | (145) | (189) | | Fair Value Changes of Investments in Fund Entities | (67) | (159) | | Exchange Differences Arising from Translation of Foreign Operations | 27 | (13) | | Other Comprehensive Loss for the Period | (185) | (361) | | Total Comprehensive Loss for the Period Attributable to Owners of the Company | (911) | (1,780) | [Interim Condensed Consolidated Statement of Financial Position](index=8&type=section&id=%E4%B8%AD%E6%9C%9F%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E7%8B%80%E6%B3%81%E8%A1%A8) As of June 30, 2025, the Group's consolidated statement of financial position shows total assets of **S$32,484 thousand**, total liabilities of **S$12,968 thousand**, and net assets of **S$19,516 thousand** Interim Condensed Consolidated Statement of Financial Position (S$ thousand) | Metric | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Total Non-Current Assets | 1,687 | 2,086 | | Total Current Assets | 30,797 | 30,992 | | Total Current Liabilities | 10,973 | 9,980 | | Net Current Assets | 19,824 | 21,012 | | Total Non-Current Liabilities | 1,995 | 2,671 | | Net Assets | 19,516 | 20,427 | | Total Equity | 19,516 | 20,427 | [Interim Condensed Consolidated Statement of Changes in Equity](index=10&type=section&id=%E4%B8%AD%E6%9C%9F%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E6%AC%8A%E7%9B%8A%E8%AE%8A%E5%8B%95%E8%A1%A8) The Group's consolidated statement of changes in equity for the six months ended June 30, 2025, shows total equity at the beginning of the period of **S$20,427 thousand**, a loss for the period of **S$726 thousand**, and other comprehensive loss of **S$185 thousand**, resulting in total equity at the end of the period of **S$19,516 thousand** Interim Condensed Consolidated Statement of Changes in Equity (S$ thousand) | Metric | June 30, 2025 (Unaudited) | June 30, 2024 (Unaudited) | | :--- | :--- | :--- | | Total Equity at Beginning of Period | 20,427 | 22,487 | | Loss for the Period | (726) | (1,419) | | Total Other Comprehensive Loss/(Income) for the Period | (185) | (361) | | Total Equity at End of Period | 19,516 | 20,707 | [Interim Condensed Consolidated Statement of Cash Flows](index=12&type=section&id=%E4%B8%AD%E6%9C%9F%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E7%8F%BE%E9%87%91%E6%B5%81%E9%87%8F%E8%A1%A8) The Group's consolidated statement of cash flows for the six months ended June 30, 2025, shows net cash used in operating activities of **S$832 thousand**, net cash used in investing activities of **S$1,105 thousand**, and net cash from financing activities of **S$893 thousand**, leading to a net decrease in cash and cash equivalents of **S$1,044 thousand** Interim Condensed Consolidated Statement of Cash Flows (S$ thousand) | Metric | June 30, 2025 (Unaudited) | June 30, 2024 (Unaudited) | | :--- | :--- | :--- | | Net Cash Flows Used in Operating Activities | (832) | (879) | | Net Cash Flows Used in Investing Activities | (1,105) | (4,393) | | Net Cash Flows From/(Used in) Financing Activities | 893 | (546) | | Net Decrease in Cash and Cash Equivalents | (1,044) | (5,818) | | Cash and Cash Equivalents at End of Period | 4,298 | 8,775 | [Notes to the Interim Condensed Consolidated Financial Statements](index=14&type=section&id=%E4%B8%AD%E6%9C%9F%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E5%A0%B1%E8%A1%A8%E9%99%84%E6%B3%A8) [1. Company Information](index=14&type=section&id=1.%20%E5%85%AC%E5%8F%B8%E8%B3%87%E6%96%99) ZACD Group Ltd. is an investment holding company incorporated in Singapore, primarily engaged in investment management, acquisition and project management, property management and leasing management, and financial advisory services - The company is registered in Singapore, with primary businesses including investment management, acquisition and project management, property management and leasing management, and financial advisory services[36](index=36&type=chunk)[38](index=38&type=chunk) [2. Basis of Preparation and Changes in the Group's Accounting Policies](index=14&type=section&id=2.%20%E7%B7%A8%E8%A3%BD%E5%9F%BA%E6%BA%96%E5%8F%8A%E6%9C%AC%E9%9B%86%E5%9C%98%E6%9C%83%E8%A8%88%E6%94%BF%E7%AD%96%E8%AE%8A%E6%9B%B4) The interim condensed consolidated financial statements are prepared in accordance with IAS 34 and presented in Singapore dollars, with no significant impact from new standards, interpretations, and amendments adopted in the current period - The financial statements are prepared in accordance with IAS 34 and presented in S$ thousand[37](index=37&type=chunk) - New standards, interpretations, and amendments adopted in the current period have no significant impact on the Group's interim results[40](index=40&type=chunk) [3. Operating Segment Information](index=15&type=section&id=3.%20%E7%B6%93%E7%87%9F%E5%88%86%E9%83%A8%E8%B3%87%E6%96%99) The Group's operating segments include investment management (special purpose entity investment management and fund management), acquisition and project management, property management and leasing management, and financial advisory, with management allocating resources and assessing performance based on each business unit's results - The Group's main operating segments include investment management (special purpose entity investment management, fund management), acquisition and project management, property management and leasing management, and financial advisory[38](index=38&type=chunk)[41](index=41&type=chunk)[45](index=45&type=chunk)[48](index=48&type=chunk)[50](index=50&type=chunk)[51](index=51&type=chunk) Segment Revenue for the Six Months Ended June 30, 2025 (S$ thousand) | Segment | Revenue from External Customers | | :--- | :--- | | Special Purpose Entity Investment Management | 174 | | Fund Management | 1,145 | | Acquisition and Project Management | 53 | | Property Management and Leasing Management | 18 | | Financial Advisory | – | | **Total** | **1,390** | Segment Results for the Six Months Ended June 30, 2025 (S$ thousand) | Segment | Segment Results | | :--- | :--- | | Special Purpose Entity Investment Management | (156) | | Fund Management | 644 | | Acquisition and Project Management | (77) | | Property Management and Leasing Management | (11) | | Financial Advisory | (49) | | **Total** | **351** | Revenue by Customer Location for the Six Months Ended June 30, 2025 (S$ thousand) | Region | Revenue | | :--- | :--- | | Singapore | 1,099 | | Malaysia | 18 | | Australia | 53 | | British Virgin Islands | 220 | | **Total** | **1,390** | [4. Revenue, Other Income and Gains](index=26&type=section&id=4.%20%E6%94%B6%E5%85%A5%E3%80%81%E5%85%B6%E4%BB%96%E6%94%B6%E5%85%A5%E5%8F%8A%E6%94%B6%E7%9B%8A) The Group's revenue primarily derives from investment management, acquisition and project management, and property management and leasing management service fees, while other income and gains include interest income, government grants, and corporate business service fees Revenue Breakdown (S$ thousand) | Revenue Source | June 30, 2025 (Unaudited) | June 30, 2024 (Unaudited) | | :--- | :--- | :--- | | Special Purpose Entity Investment Management Fees | 174 | 108 | | Fund Management Fees | 1,145 | 1,532 | | Acquisition and Project Management Fees | 53 | 98 | | Property Management and Leasing Management Fees | 18 | 17 | | **Total Revenue** | **1,390** | **1,755** | Other Income and Gains Breakdown (S$ thousand) | Other Income and Gains | June 30, 2025 (Unaudited) | June 30, 2024 (Unaudited) | | :--- | :--- | :--- | | Interest Income | 33 | 374 | | Government Grants | 8 | 3 | | Corporate Business Service Fees | 75 | 80 | | Gain on Disposal of Property, Plant and Equipment | 6 | – | | Operating Lease Income | 8 | 8 | | Net Exchange Differences | – | 7 | | Others | 72 | – | | **Total** | **202** | **472** | [5. Loss Before Tax](index=29&type=section&id=5.%20%E9%99%A4%E7%A8%85%E5%89%8D%E8%99%A7%E6%90%8D) The Group's loss before tax is primarily influenced by fair value gains on financial derivatives, dividend income, professional fees, and interest expenses Loss Before Tax Components (S$ thousand) | Item | June 30, 2025 (Unaudited) | June 30, 2024 (Unaudited) | | :--- | :--- | :--- | | Auditor's Remuneration | 90 | 70 | | Dividend Income | (150) | (284) | | Professional Fees | 185 | 12 | | Net Impairment Loss/(Reversal) on Trade Receivables | 14 | (7) | | Fair Value Gains/(Losses) on Financial Derivatives | 672 | (285) | | Interest Expense | 275 | 292 | [6. Income Tax Expense](index=30&type=section&id=6.%20%E6%89%80%E5%BE%97%E7%A8%85%E9%96%8B%E6%94%AF) The Group's income tax expense is calculated based on the actual tax rate applied to the expected total annual profit Income Tax Expense (S$ thousand) | Metric | June 30, 2025 (Unaudited) | June 30, 2024 (Unaudited) | | :--- | :--- | :--- | | Income Tax Expense | 23 | 170 | [7. Loss Per Share Attributable to Owners of the Company](index=30&type=section&id=7.%20%E6%9C%AC%E5%85%AC%E5%8F%B8%E6%8B%A5%E6%9C%89%E4%BA%BA%E6%87%89%E5%8D%A0%E6%AF%8F%E8%82%A1%E8%99%A7%E6%90%8D) The basic and diluted loss per share attributable to owners of the Company is calculated based on the loss for the period and the weighted average number of ordinary shares Loss Per Share Calculation (S$ thousand/share) | Metric | June 30, 2025 (Unaudited) | June 30, 2024 (Unaudited) | | :--- | :--- | :--- | | Loss for the Period Attributable to Owners of the Company | (703) | (1,419) | | Weighted Average Number of Ordinary Shares | 2,000,000,000 | 2,000,000,000 | [8. Dividends](index=31&type=section&id=8.%20%E8%82%A1%E6%81%AF) The Company neither paid nor proposed any dividends for the six months ended June 30, 2025, consistent with the prior period - The Company neither paid nor proposed any dividends for the six months ended June 30, 2025[71](index=71&type=chunk) [9. Property, Plant and Equipment](index=31&type=section&id=9.%20%E7%89%A9%E6%A5%AD%E3%80%81%E5%BB%A0%E6%88%BF%E5%8F%8A%E8%A8%AD%E5%82%99) During the period, the Group did not acquire assets, disposed of assets with a net book value of **S$19 thousand**, and recorded depreciation of **S$31 thousand**, while right-of-use assets had no additions or disposals and amortization of **S$126 thousand** - For the six months ended June 30, 2025, the Group did not acquire assets, and disposed of assets with a net book value of **S$19 thousand** (prior period: nil)[72](index=72&type=chunk) - Depreciation of property, plant and equipment amounted to **S$31 thousand** (prior period: S$52 thousand)[72](index=72&type=chunk) - Amortization of right-of-use assets was **S$126 thousand** (prior period: S$126 thousand), with no additions or disposals[72](index=72&type=chunk) [10. Equity Investments and Investments in Fund Entities](index=31&type=section&id=10.%20%E8%82%A1%E6%9C%AC%E8%AD%89%E5%88%B8%E6%8A%95%E8%B3%87%E5%8F%8A%E5%9F%BA%E9%87%91%E5%AF%A6%E9%AB%94%E6%8A%95%E8%B3%87) The Group's equity investments and investments in fund entities are both accounted for at fair value through other comprehensive income, with fair value changes for both investment types recognized as losses in the current period Equity Investments (S$ thousand) | Metric | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Unlisted Equity Shares, at Fair Value | 58 | 203 | - Fair value changes of equity investments for the period were recognized as a loss of **S$145 thousand** (prior period: S$189 thousand)[74](index=74&type=chunk) Investments in Fund Entities (S$ thousand) | Metric | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Unlisted Equity Shares, at Fair Value | 1,261 | 1,328 | - Fair value changes of investments in fund entities for the period were recognized as a loss of **S$67 thousand** (prior period: S$159 thousand)[76](index=76&type=chunk) [11. Trade Receivables](index=34&type=section&id=11.%20%E8%B2%BF%E6%98%93%E6%87%89%E6%94%B6%E6%AC%BE%E9%A0%85) The Group's net trade receivables amounted to **S$4,545 thousand**, with an impairment loss provision of **S$203 thousand**, and are primarily settled on 30-day credit terms with regular credit assessments Trade Receivables (S$ thousand) | Metric | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Trade Receivables | 4,748 | 4,962 | | Less: Provision for Impairment Losses | (203) | (214) | | **Net Amount** | **4,545** | **4,748** | Ageing Analysis of Trade Receivables (S$ thousand) | Ageing | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Within One Month | 1,118 | 1,168 | | One to Two Months | 4 | 8 | | Two to Three Months | 74 | 8 | | Over Three Months | 3,349 | 3,564 | | **Total** | **4,545** | **4,748** | - As of June 30, 2025, trade receivables from related parties amounted to **S$4,258 thousand** (December 31, 2024: S$4,294 thousand)[81](index=81&type=chunk) [12. Capitalized Contract Costs](index=37&type=section&id=12.%20%E8%B3%87%E6%9C%AC%E5%8C%96%E5%90%88%E7%B4%84%E6%88%90%E6%9C%AC) Capitalized contract costs primarily represent commission costs paid to agents, with a period-end balance of **S$346 thousand** and amortization of **S$60 thousand** for the current period Movement in Capitalized Contract Costs (S$ thousand) | Metric | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Beginning of Period/Year | 406 | 337 | | Additions | – | 182 | | Amortization | (60) | (113) | | **End of Period/Year** | **346** | **406** | [13. Prepayments, Deposits and Other Receivables](index=38&type=section&id=13.%20%E9%A0%90%E4%BB%98%E6%AC%BE%E9%A0%85%E3%80%81%E6%8C%89%E9%87%91%E5%8F%8A%E5%85%B6%E4%BB%96%E6%87%89%E6%94%B6%E6%AC%BE%E9%A0%85) The Group's total prepayments, deposits, and other receivables amounted to **S$744 thousand**, comprising current prepayments, deposits, interest receivables, and other receivables, as well as non-current other receivables Prepayments, Deposits and Other Receivables (S$ thousand) | Metric | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Current: Prepayments | 213 | 332 | | Current: Deposits | 79 | 134 | | Current: Interest Receivables | 174 | 143 | | Current: Other Receivables | 102 | 24 | | Non-Current: Others | 176 | 186 | | **Total at End of Period/Year** | **744** | **819** | [14. Loans and Related Receivables](index=39&type=section&id=14.%20%E8%B2%B8%E6%AC%BE%E5%8F%8A%E7%9B%B8%E9%97%9C%E6%87%89%E6%94%B6%E6%AC%BE%E9%A0%85) The Group provided bridge loans and related interest receivables to several related parties, primarily for real estate development projects, with a net amount of **S$19,756 thousand** as of June 30, 2025, and an impairment loss provision of **S$5,085 thousand** Loans and Related Receivables (S$ thousand) | Metric | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Bridge Loans to Related Parties | 23,876 | 23,571 | | Interest Receivables on Loans to Related Parties | 965 | 936 | | Less: Provision for Impairment Losses | (5,085) | (5,085) | | **Net Amount** | **19,756** | **19,422** | - Bridge financing provided to ZACD LV Development Fund, totaling **S$12,777 thousand**, accrues interest at **6%** per annum, but interest charges have been temporarily waived by the lender from January 1, 2025[91](index=91&type=chunk) - Bridge financing provided to ZACD Mount Emily Residential Development Fund, totaling **S$4,050 thousand**, accrues interest at **6%** per annum, but interest charges have been temporarily waived by the lender from January 1, 2025[93](index=93&type=chunk) - Loans and related receivables to ZACD Media Circle Fund were fully repaid as of June 30, 2025[99](index=99&type=chunk) [15. Cash and Cash Equivalents](index=46&type=section&id=15.%20%E7%8F%BE%E9%87%91%E5%8F%8A%E7%8F%BE%E9%87%91%E7%AD%89%E5%83%B9%E7%89%A9) As of June 30, 2025, the Group's cash and cash equivalents amounted to **S$4,298 thousand**, primarily held in banks in Singapore, Hong Kong, and Australia, earning interest at floating rates Cash and Cash Equivalents (S$ thousand) | Metric | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Cash and Cash Equivalents | 4,298 | 5,314 | Cash and Bank Balances Denominated in Foreign Currencies (S$ thousand) | Currency | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | HKD | 35 | 38 | | AUD | 288 | 291 | [16. Bank Borrowings](index=46&type=section&id=16.%20%E9%8A%80%E8%A1%8C%E8%B2%B8%E6%AC%BE) The Group's bank borrowings consist of a 5-year temporary bridging loan guaranteed under the Enterprise Financing Scheme, with a fixed interest rate of **3.0%** per annum, repayable in 60 monthly installments Bank Borrowings (S$ thousand) | Metric | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Temporary Bridging Loan, Unsecured: Current | 198 | 590 | | **Total Bank Borrowings** | **198** | **590** | - The temporary bridging loan has a fixed interest rate of **3.0%** per annum, repayable in 60 monthly installments[104](index=104&type=chunk) [17. Lease Liabilities](index=47&type=section&id=17.%20%E7%A7%9F%E8%B3%83%E8%B2%A0%E5%82%B5) The Group's lease liabilities primarily relate to office property leases, comprising both current and non-current portions Lease Liabilities (S$ thousand) | Metric | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Office Property Leases — Current | 108 | 262 | | Office Property Leases — Non-Current | 6 | 10 | | **Total Lease Liabilities** | **114** | **272** | [18. Financial Derivatives](index=48&type=section&id=18.%20%E9%87%91%E8%9E%8D%E8%A1%8D%E7%94%9F%E5%B7%A5%E5%85%B7) The Company granted a put option to Top Global Limited, an investor in ZACD LV Development Fund, and recognized a fair value gain of **S$672 thousand** in the current period due to the re-assessment of the put option's fair value Financial Derivatives (S$ thousand) | Metric | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Financial Derivatives | 1,902 | 2,574 | - A fair value gain of **S$672 thousand** on financial derivatives was recognized in the current period (prior period: loss of S$285 thousand), primarily from the re-assessment of the fair value of the put option granted to Top Global Limited[107](index=107&type=chunk) [19. Share Capital](index=48&type=section&id=19.%20%E8%82%A1%E6%9C%AC) The Company's issued and fully paid share capital consists of **2,000,000,000** ordinary shares, amounting to **S$29,866 thousand** Share Capital (S$ thousand) | Metric | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Issued and Fully Paid: 2,000,000,000 Ordinary Shares | 29,866 | 29,866 | [20. Related Party Transactions](index=49&type=section&id=20.%20%E9%97%9C%E9%80%A3%E6%96%B9%E4%BA%A4%E6%98%93) The Group engages in transactions with numerous related parties, including investment special purpose entities, private funds, development special purpose entities, and companies jointly controlled by the controlling shareholder, with key transaction types encompassing dividend income, performance fees, and fund management fees - Related parties include investment special purpose entities, private funds managed by the Group, development special purpose entities, and companies jointly controlled by the controlling shareholder[110](index=110&type=chunk)[111](index=111&type=chunk)[112](index=112&type=chunk)[113](index=113&type=chunk)[114](index=114&type=chunk)[115](index=115&type=chunk) Summary of Related Party Transactions (S$ thousand) | Transaction Type | June 30, 2025 (Unaudited) | June 30, 2024 (Unaudited) | | :--- | :--- | :--- | | Investment Management — Dividend Income | 150 | 284 | | Investment Management — Performance Fees | 167 | 943 | | Investment Management — Fund Management Fees | 578 | 232 | | Office and Transportation Expenses | 30 | 30 | - Dividend income for the period primarily originated from ZACD (Punggol Central) Ltd., ZACD (Woodlands2) Pte Ltd, and ZACD (Jurong) Pte Ltd[116](index=116&type=chunk) - Performance fees for the period primarily originated from ZACD (BBW6) Ltd., while the prior period's fees were mainly from ZACD (Shunfu) Ltd., ZACD (Shunfu2) Ltd., and ZACD (Mandai) Ltd.[116](index=116&type=chunk) - Fund management fees significantly increased in the current period, mainly from ZACD Media Circle Fund and ZACD Laserblue Pte Ltd[117](index=117&type=chunk) [21. Commitments](index=58&type=section&id=21.%20%E6%89%BF%E6%93%94) As of the end of the period, the Group had no other significant commitments beyond those disclosed in the report - As of the end of the period, the Group had no other significant commitments[121](index=121&type=chunk) [22. Financial Guarantees](index=59&type=section&id=22.%20%E8%B2%A1%E5%8B%99%E6%93%94%E4%BF%9D) The Company provided financial guarantees for several real estate development projects, including La Ville Development, BBEC Development, Mount Emily Properties, Mandai Development, and Landmark Development, to support the loan financing of related special purpose entities and funds - Provided a loan financing guarantee for La Ville Development with a principal amount of **S$129.09 million**, representing **75.0%** of the total liabilities of the related development special purpose entity[123](index=123&type=chunk) - Provided a loan financing guarantee for BBEC Development with a principal amount of **S$29.98 million**, representing **10.0%** of the total liabilities of the related development special purpose entity[124](index=124&type=chunk) - Provided a loan financing guarantee for Mount Emily Properties with a principal amount of **S$19.25 million**, representing the total liabilities of the related development special purpose entity[126](index=126&type=chunk) - Provided a loan financing guarantee for Mandai Development with a principal amount of **S$28.99 million**, representing **60.0%** of the total liabilities of the related development special purpose entity[127](index=127&type=chunk) - Provided a loan financing guarantee for Landmark Development with a total principal amount of **S$150.74 million**, representing **39.2%** of the total liabilities of the related development special purpose entity[128](index=128&type=chunk) [23. Contingent Liabilities](index=61&type=section&id=23.%20%E6%88%96%E7%84%B6%E8%B2%A0%E5%82%B5) The Group has contingent liabilities related to ZACD Australia Hospitality Fund and ZACD US Fund, involving legal actions to recover funds, but external legal counsel found no negligence, fraud, or dishonesty by Group management, thus no provision has been made - The Group is pursuing recovery actions for cases related to ZACD Australia Hospitality Fund and ZACD US Fund to recover deposits[129](index=129&type=chunk)[130](index=130&type=chunk) - External legal counsel found no evidence of negligence, fraud, or dishonesty by the Group or its management, therefore no provision has been made in the financial statements for this contingent liability[131](index=131&type=chunk) - As of June 30, 2025, legal actions have incurred cumulative legal fees of **S$1,808 thousand**[131](index=131&type=chunk) [24. Financial Instruments by Category](index=63&type=section&id=24.%20%E6%8C%89%E9%A1%9E%E5%88%A5%E5%8A%83%E5%88%86%E7%9A%84%E9%87%91%E8%9E%8D%E5%B7%A5%E5%85%B7) The Group's financial instruments are categorized as financial assets and liabilities measured at fair value through other comprehensive income, at amortized cost, and financial liabilities measured at fair value through profit or loss Financial Assets as of June 30, 2025 (S$ thousand) | Category | Fair Value Through Other Comprehensive Income | Financial Assets Measured at Amortized Cost | Total | | :--- | :--- | :--- | :--- | | Equity Investments | 58 | – | 58 | | Investments in Fund Entities | 1,261 | – | 1,261 | | Trade Receivables | – | 4,545 | 4,545 | | Loans and Related Receivables | – | 19,756 | 19,756 | | Cash and Cash Equivalents | – | 4,298 | 4,298 | | **Total** | **1,319** | **30,414** | **31,733** | Financial Liabilities as of June 30, 2025 (S$ thousand) | Category | Fair Value Through Profit or Loss | Financial Liabilities Measured at Amortized Cost | Total | | :--- | :--- | :--- | :--- | | Financial Derivatives | 1,902 | – | 1,902 | | Financial Liabilities Included in Other Payables and Accruals | – | 2,401 | 2,401 | | Lease Liabilities | – | 114 | 114 | | Amounts Due to Related Parties | – | 7,413 | 7,413 | | Bank Borrowings | – | 198 | 198 | | **Total** | **1,902** | **10,163** | **12,065** | [25. Fair Value and Fair Value Hierarchy of Financial Instruments](index=67&type=section&id=25.%20%E9%87%91%E8%9E%8D%E5%B7%A5%E5%85%B7%E4%B9%8B%E5%85%AC%E5%B9%B3%E5%80%BC%E5%8F%8A%E5%85%AC%E5%B9%B3%E5%80%BC%E7%AD%89%E7%B4%9A) The Group's financial instrument fair values are primarily estimated using discounted cash flow models for unlisted equity and fund entity investments and the Black Scholes model for financial derivatives, all classified as Level 3 in the fair value hierarchy, with quantitative sensitivity analysis provided - Fair values of unlisted equity investments and investments in fund entities are estimated using discounted cash flow valuation models, classified as Level 3 in the fair value hierarchy[139](index=139&type=chunk) - Fair values of financial derivatives are estimated using the Black Scholes model valuation technique, classified as Level 3 in the fair value hierarchy[139](index=139&type=chunk) Assets Measured at Fair Value as of June 30, 2025 (S$ thousand) | Asset | Level 3 | Total | | :--- | :--- | :--- | | Equity Investments | 58 | 58 | | Investments in Fund Entities | 1,261 | 1,261 | Liabilities Measured at Fair Value as of June 30, 2025 (S$ thousand) | Liability | Level 3 | Total | | :--- | :--- | :--- | | Financial Derivatives | 1,902 | 1,902 | - During the period, fair value changes for both equity investments and investments in fund entities were recognized as losses, while financial derivatives recognized gains[147](index=147&type=chunk) [26. Authorization for Issue of Interim Condensed Consolidated Financial Statements](index=75&type=section&id=26.%20%E6%8E%88%E6%AC%8A%E5%88%8A%E7%99%BC%E4%B8%AD%E6%9C%9F%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E5%A0%B1%E8%A1%A8) The interim condensed consolidated financial statements for the six months ended June 30, 2025, were authorized for issue by the Board of Directors on August 14, 2025 - The interim condensed consolidated financial statements were authorized for issue by the Board of Directors on August 14, 2025[149](index=149&type=chunk) [Management Discussion and Analysis](index=76&type=section&id=%E7%AE%A1%E7%90%86%E5%B1%A4%E8%A8%8E%E8%AB%96%E8%88%87%E5%88%86%E6%9E%90) [1. Executive Summary](index=76&type=section&id=1.%20%E5%9F%B7%E8%A1%8C%E6%91%98%E8%A6%81) ZACD Group, a Singapore-based integrated asset management company, focuses on "Investment Management" and "Acquisition and Project Management" as its core businesses, operating 23 investment portfolios across Singapore and Asia Pacific, and providing services to family offices - ZACD Group is a Singapore-based integrated asset management company, focusing on "Investment Management" and "Acquisition and Project Management" as its two core businesses[152](index=152&type=chunk) - The Group operates 23 investment portfolios, covering 22 real estate projects and assets in Singapore, Malaysia, Indonesia, and Australia[152](index=152&type=chunk) - The Group currently provides corporate support and fund management services to family offices with approximately **US$100 million** in assets under management[152](index=152&type=chunk) [2. Financial and Business Review](index=77&type=section&id=2.%20%E8%B2%A1%E5%8B%99%E5%9B%9E%E9%A1%A7%E5%8F%8A%E6%A5%AD%E5%8B%99%E5%9B%9E%E9%A1%A7) The Group's net loss for the current period was **S$0.73 million**, an improvement of **48.6%** from the prior period, primarily driven by fair value gains on financial derivatives, despite reduced revenue and other income, as staff costs and income tax expenses also decreased - Net loss for the current period was **S$0.73 million**, an improvement of **48.6%** from the prior period's loss of **S$1.42 million**[155](index=155&type=chunk) - The improvement in net loss is primarily attributed to fair value gains on financial derivatives of approximately **S$0.67 million** (prior period: loss of S$0.29 million), as well as a reduction in staff costs of **S$0.23 million** and income tax expense of **S$0.15 million**[155](index=155&type=chunk) [2.1 Revenue](index=77&type=section&id=2.1%20%E6%94%B6%E5%85%A5) The Group's revenue decreased by **21.0%** year-on-year to **S$1.39 million**, mainly due to lower dividend income, management fees, and performance fees, partially offset by a one-off project tender fee - The Group's revenue decreased by **S$0.37 million** (**21.0%**) from **S$1.76 million** in the prior period to **S$1.39 million** in the current period[156](index=156&type=chunk) - The decrease in revenue was mainly due to a **S$0.13 million** reduction in dividend income, a **S$0.30 million** reduction in management fees, and a **S$0.59 million** reduction in performance fees[156](index=156&type=chunk) - The revenue decrease was partially offset by a one-off project tender fee of approximately **S$0.50 million** and an increase in corporate fees of **S$0.11 million**[156](index=156&type=chunk) - Revenue from special purpose entity investment management increased by **54.5%** to **S$0.17 million**, benefiting from dividend income and performance fees[159](index=159&type=chunk) - Fund management revenue decreased by **24.8%** to **S$1.15 million**, primarily due to a **S$0.78 million** reduction in performance fees, partially offset by a one-off project tender fee of **S$0.50 million**[160](index=160&type=chunk) - Revenue from acquisition and project management services declined by **50.0%** to **S$0.05 million**, as related projects are still under development[161](index=161&type=chunk) - Property management and leasing management service revenue remained stable at **S$0.02 million**, with the Group continuing to evaluate the strategic direction of this business segment[162](index=162&type=chunk) - Financial advisory services have ceased SFC-regulated activities and entered no new advisory mandates, with potential consideration for recommencement in the future[163](index=163&type=chunk) [2.2 Other Income and Gains](index=82&type=section&id=2.2%20%E5%85%B6%E4%BB%96%E6%94%B6%E5%85%A5%E5%8F%8A%E6%94%B6%E7%9B%8A) Other income and gains decreased by **57.4%** year-on-year to **S$0.20 million**, primarily due to a reduction in interest income from bridge loans provided to fund structures - Other income and gains decreased from **S$0.47 million** in the prior period to **S$0.20 million** in the current period, a **57.4%** reduction[164](index=164&type=chunk) - The decrease primarily stemmed from a **S$0.34 million** reduction in interest income generated from bridge loans provided to the Group's managed fund structures, partially offset by a **S$0.06 million** gain on disposal of property, plant and equipment[164](index=164&type=chunk) [2.3 Staff Costs](index=82&type=section&id=2.3%20%E5%93%A1%E5%B7%A5%E6%88%90%E6%9C%AC) Total staff costs decreased by **11.6%** year-on-year to **S$1.75 million**, mainly due to operational streamlining and lower discretionary bonuses, remaining the Group's largest single cost factor - Total staff costs decreased from **S$1.98 million** in the prior period to **S$1.75 million** in the current period, an **11.6%** reduction[165](index=165&type=chunk) - The decrease was primarily attributed to lower discretionary bonuses and operational streamlining aimed at improving productivity[165](index=165&type=chunk) - The total number of employees at the end of the current period was **27** (prior period: 22)[165](index=165&type=chunk) - Staff costs accounted for **59%** of the Group's total expenses (prior period: 62%)[165](index=165&type=chunk) [2.4 Impairment Losses or Reversal of Impairment Losses on Financial Assets](index=82&type=section&id=2.4%20%E9%87%91%E8%9E%8D%E8%B3%87%E7%94%A2%E6%B8%9B%E5%80%BC%E8%99%A7%E6%90%8D%E6%88%96%E6%B8%9B%E5%80%BC%E8%99%A7%E6%90%8D%E6%92%A5%E5%9B%9E) The Group recognized an impairment loss of **S$0.01 million** on trade receivables in the current period, and management will continue to assess the adequacy of expected credit loss provisions - The Group recognized an impairment loss of **S$0.01 million** on trade receivables in the current period (prior period: reversal of impairment loss of S$0.01 million)[166](index=166&type=chunk) [2.5 Other Expenses, Net](index=83&type=section&id=2.5%20%E5%85%B6%E4%BB%96%E9%96%8B%E6%94%AF%EF%BC%8C%E6%B7%A8%E9%A1%8D) Net other expenses remained stable year-on-year at **S$0.71 million** in the current period - Net other expenses remained stable year-on-year at **S$0.71 million** in the current period[167](index=167&type=chunk) [2.6 Interest Expense](index=83&type=section&id=2.6%20%E5%88%A9%E6%81%AF%E9%96%8B%E6%94%AF) Interest expense remained unchanged at **S$0.28 million** in the current period, primarily representing coupon payments due to investor Top Global Limited - Interest expense remained unchanged at **S$0.28 million** in the current period, primarily representing coupon payments due to investor Top Global Limited[168](index=168&type=chunk) [2.7 Fair Value Gains/(Losses) on Financial Derivatives](index=83&type=section&id=2.7%20%E9%87%91%E8%9E%8D%E8%A1%8D%E7%94%9F%E5%B7%A5%E5%85%B7%E4%B9%8B%E5%85%AC%E5%B9%B3%E5%80%BC%E6%94%B6%E7%9B%8A%EF%BC%8F%EF%BC%88%E8%99%A7%E6%90%8D%EF%BC%89) Fair value gains on financial derivatives of **S$0.67 million** were recognized in the current period, a significant improvement from the prior period's loss, mainly due to a lower put option exercise price - Fair value gains on financial derivatives of approximately **S$0.67 million** were recognized in the current period (prior period: loss of approximately S$0.29 million), primarily due to a lower put option exercise price[170](index=170&type=chunk) [2.8 Income Tax Expense](index=83&type=section&id=2.8%20%E6%89%80%E5%BE%97%E7%A8%85%E9%96%8B%E6%94%AF) Singapore income tax of **S$0.02 million** was provided for in the current period at a tax rate of **17%** - Singapore income tax of **S$0.02 million** was provided for in the current period at a tax rate of **17%**[171](index=171&type=chunk) [3. Net Assets](index=84&type=section&id=3.%20%E6%B7%A8%E8%B3%87%E7%94%A2) As of June 30, 2025, the Group's total assets were **S$32.48 million**, net assets were **S$19.52 million**, and net asset value per share was **0.98 Singapore cents**, with the decrease in net assets primarily influenced by fair value losses on investments - As of June 30, 2025, total assets were **S$32.48 million** (2024: S$33.08 million), and net assets were **S$19.52 million** (2024: S$20.43 million)[173](index=173&type=chunk) - Net assets decreased by **S$0.91 million**, primarily due to the impact of fair value losses on investments during the period[173](index=173&type=chunk) - Net asset value per share was **0.98 Singapore cents** (2024: 1.02 Singapore cents)[173](index=173&type=chunk) [4. Liquidity and Capital Resources](index=84&type=section&id=4.%20%E6%B5%81%E5%8B%95%E8%B3%87%E9%87%91%E5%8F%8A%E8%B3%87%E6%9C%AC%E8%B3%87%E6%BA%90) The Group adopts prudent financial management practices, utilizing bank balances, internal operating cash flows, and bank financing to support operations, while actively managing working capital and credit risk - The Group adopts prudent financial management practices to ensure business objectives are met and a robust liquidity position is maintained[174](index=174&type=chunk) - Working capital management includes regular credit assessments, monitoring timely collections, and establishing procedures for doubtful debt recovery[174](index=174&type=chunk) [4.1 Cash and Cash Equivalents](index=84&type=section&id=4.1%20%E7%8F%BE%E9%87%91%E5%8F%8A%E7%8F%BE%E9%87%91%E7%AD%89%E5%83%B9%E7%89%A9) As of June 30, 2025, cash and cash equivalents amounted to **S$4.30 million**, a decrease from **S$5.31 million** as of December 31, 2024, primarily due to investments in development funds - As of June 30, 2025, cash and cash equivalents amounted to **S$4.30 million** (December 31, 2024: S$5.31 million)[175](index=175&type=chunk) - Cash and cash equivalents decreased by **S$1.01 million**, mainly due to investments totaling approximately **S$1.91 million** in ZACD La Ville Development Fund, ZACD Mount Emily Residential Development Fund, and ZACD Media Circle Fund, partially offset by repayment of bridging advances and recovery of debts[176](index=176&type=chunk) [4.2 Bank Borrowings and Gearing Ratio](index=85&type=section&id=4.2%20%E9%8A%80%E8%A1%8C%E5%80%9F%E6%AC%BE%E5%8F%8A%E8%B3%87%E7%94%A2%E8%B2%A0%E5%82%B5%E7%8E%87) As of June 30, 2025, the Group's net cash position was **S$3.99 million**, with a significant reduction in bank borrowings (including lease liabilities) and an improved gearing ratio of **1.6%** Net Cash Position (S$ thousand) | Metric | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Bank Borrowings and Lease Liabilities | 312 | 862 | | Less: Cash and Cash Equivalents | (4,298) | (5,314) | | **Net Cash** | **3,986** | **4,452** | - The Group's gearing ratio improved from **4.2%** as of December 31, 2024, to **1.6%** in the current period[177](index=177&type=chunk) [5. Other Matters](index=85&type=section&id=5.%20%E5%85%B6%E4%BB%96%E4%BA%8B%E9%A0%85) As of June 30, 2025, the Group had no pledged assets, and financial guarantees, contingent liabilities, and commitments were disclosed in the notes to the financial statements; no dividends were paid or proposed, and no share options were issued during the period - As of June 30, 2025, the Group had no pledged assets[179](index=179&type=chunk) - The Company neither paid nor proposed any dividends for the six months ended June 30, 2025[183](index=183&type=chunk) - As of June 30, 2025, no share options were issued under the share option scheme[184](index=184&type=chunk) - No events with significant impact on the Group's operations and financial performance occurred after the reporting period[185](index=185&type=chunk) [6. Business Outlook](index=87&type=section&id=6.%20%E6%A5%AD%E5%8B%99%E5%89%8D%E6%99%AF) The Group is optimistic about sustained growth in the coming years, anticipating accelerated growth and value realization in the second half of 2025, with slight increases in Singapore's private residential market prices and rents, successful progress in several real estate projects, and plans to launch a new industrial fund - The Group has laid the foundation for sustained growth in the coming years, expecting accelerated growth and value realization in the second half of 2025[187](index=187&type=chunk)[190](index=190&type=chunk) - Singapore's private residential property price index rose by **1.0%** in Q2 2025, and the rental index increased by **0.8%**[187](index=187&type=chunk) - Arina East Residences was soft-launched on May 31, 2025, with an official launch planned for August[188](index=188&type=chunk) - Bloomsbury Residences and Bloomsbury Shoppes were officially launched in April 2025, achieving a sales rate of **46.9%** and an average selling price of **S$2,487** per square foot as of June 30[188](index=188&type=chunk) - The Landmark is expected to obtain its Temporary Occupation Permit in the second half of 2025[188](index=188&type=chunk) - The successful sale of The Sebel West Perth, under ZACD Income Trust, generated significant gains[191](index=191&type=chunk) - In-depth discussions are underway for launching a new industrial fund in Singapore, aiming to acquire industrial land, develop high-specification properties, and sell them for capital gains[190](index=190&type=chunk) [Corporate Governance and Other Information](index=89&type=section&id=%E4%BC%81%E6%A5%AD%E7%AE%A1%E6%B2%BB%E5%8F%8A%E5%85%B6%E4%BB%96%E8%B3%87%E6%96%99) [Corporate Governance Practices](index=89&type=section&id=%E4%BC%81%E6%A5%AD%E7%AE%A1%E6%B2%BB%E5%B8%B8%E8%A6%8F) The Company has adopted and complied with all applicable code provisions of the Corporate Governance Code set out in Appendix C1 to the GEM Listing Rules - The Company has adopted and complied with all applicable code provisions of the Corporate Governance Code set out in Appendix C1 to the GEM Listing Rules[192](index=192&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=89&type=section&id=%E8%B3%BC%E8%B2%B7%EF%BC%8C%E5%87%BA%E5%94%AE%E6%88%96%E8%B3%96%E5%9B%9E%E6%9C%AC%E5%85%AC%E5%8F%B8%E4%B8%8A%E5%B8%82%E8%AD%89%E5%88%B8) Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the six months ended June 30, 2025 - Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[193](index=193&type=chunk) [Interests of Compliance Adviser](index=89&type=section&id=%E5%90%88%E8%A6%8F%E9%A1%A7%E5%95%8F%E7%9A%84%E6%AC%8A%E7%9B%8A) The Group's compliance adviser, Ascent Partners Corporate Finance Limited, and its directors, employees, or close associates, have no interests in the securities of the Company or any member of the Group that are required to be disclosed to the Company under Rule 6A.32 of the GEM Listing Rules - The compliance adviser and its associates have no interests in the securities of the Company or any member of the Group that are required to be disclosed to the Company[194](index=194&type=chunk) [Audit Committee](index=89&type=section&id=%E5%AF%A9%E6%A0%B8%E5%A7%94%E5%93%A1%E6%9C%83) The Audit Committee, composed of three independent non-executive directors, advises on and oversees external auditors, financial statements, internal controls, risk management, and continuing connected transactions, having reviewed the interim results for the current period - The Audit Committee comprises three independent non-executive directors, with Mr. Lau Kin Chung as Chairman[195](index=195&type=chunk) - Its primary responsibilities include advising on the appointment and removal of external auditors, reviewing and overseeing financial statements, monitoring internal controls and risk management procedures, and overseeing continuing connected transactions[195](index=195&type=chunk) - The Audit Committee has reviewed the Group's interim results for the six months ended June 30, 2025[195](index=195&type=chunk) [Publication of Interim Report on HKEX and Company Website](index=90&type=section&id=%E6%96%BC%E8%81%AF%E4%BA%A4%E6%89%80%E5%8F%8A%E6%9C%AC%E5%85%AC%E5%8F%B8%E7%B6%B2%E7%AB%99%E5%88%8A%E7%99%BB%E4%B8%AD%E6%9C%9F%E5%A0%B1%E5%91%8A) The interim report for the six months ended June 30, 2025, will be dispatched to shareholders in due course and will be available on the Company's website and the designated HKEX website - The interim report will be dispatched to shareholders and will be available on the Company's website (www.zacdgroup.com) and the designated HKEX website (www.hkexnews.hk)[197](index=197&type=chunk)

Core Viewpoint - JEDI Group (08313) has issued a profit warning, expecting a net loss of approximately 730,000 Singapore dollars for the six months ending June 30, 2025, which represents an improvement compared to a net loss of about 1.42 million Singapore dollars in the same period last year, reflecting a reduction of approximately 690,000 Singapore dollars or 48.6% [1] Financial Performance - The expected financial performance improvement is primarily attributed to a fair value gain of financial derivatives amounting to approximately 670,000 Singapore dollars, an increase of 970,000 Singapore dollars compared to a prior loss of 290,000 Singapore dollars [1] - Employee costs have decreased by approximately 230,000 Singapore dollars, and income tax expenses have reduced by about 150,000 Singapore dollars [1] Revenue Analysis - Revenue has declined from approximately 1.76 million Singapore dollars in the previous period to about 1.39 million Singapore dollars in the current reporting period [1] - The revenue decrease is mainly due to a reduction in dividend income by approximately 130,000 Singapore dollars, a decrease in management fees from special purpose companies and real estate funds by about 300,000 Singapore dollars, and a reduction in performance fees from managed real estate funds by approximately 590,000 Singapore dollars [1] - This revenue decline was partially offset by a one-time bidding fee of about 500,000 Singapore dollars paid by Media Circle Fund and Laserblue for the successful acquisition of residential projects, along with an increase in company expenses of approximately 110,000 Singapore dollars [1]