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 | | | 致：香港交易及結算所有限公司 公司名稱: Republic Healthcare Limited 呈交日期: 2025年9月1日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | | 於香港聯交所上市 (註1) | | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 08357 | 說明 | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 10,000,000,000 | HKD | | 0.01 | HKD | | 100,000,000 | | 增加 / 減少 (-) | | | | | | | HKD | | | | 本月底結存 | | | 10,000,000,000 | HKD | | 0.01 | HKD | | 100,000,000 | 本月底法定/註冊 ...

Republic Healthcare Limited (Incorporated in the Cayman Islands with limited liability) ( 於開曼群島註冊成立之有限公司 ) (Stock Code 股份代號：8357) Dear non-registered shareholder(s), Republic Healthcare Limited (the "Company") – Notice of Publication of Interim Report (the "Current Corporate Communications") The Current Corporate Communications of the Company have been published in English and Chinese languages and are available on the website of The Stock Exchange of Hong Kong Limited ("HKEX") at www.hkexnews.hk and the Co ...

Republic Healthcare Limited (Incorporated in the Cayman Islands with limited liability) ( ) 於開曼群島註冊成立之有限公司 (Stock Code 股份代號：8357) Dear registered shareholder(s), 8 August 2025 Republic Healthcare Limited (the "Company") – Notice of Publication of Interim Report (the "Current Corporate Communications") The Current Corporate Communications of the Company have been published in English and Chinese languages and are available on the website of The Stock Exchange of Hong Kong Limited ("HKEX") at www.hkexnews.hk ...

[Company Information](index=4&type=section&id=%E5%85%AC%E5%8F%B8%E8%B3%87%E6%96%99) This section provides fundamental information about the company [Financial Highlights](index=5&type=section&id=2025%E5%B9%B4%E8%B2%A1%E5%8B%99%E6%91%98%E8%A6%81) For H1 2025, the Group's total revenue decreased by 16.7% to S$3.7 million, with gross profit down 17.5% to S$2.5 million, primarily due to market competition, macroeconomic pressures, and regulatory changes. Increased investment in the Philippine education business led to a net loss of S$1.2 million, significantly higher than S$0.15 million in the prior year, with no interim dividend declared 2025 H1 Key Financial Indicators | Indicator | 2025 H1 (S$) | 2024 H1 (S$) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Revenue | 3.7 million | 4.5 million | -16.7% | | Gross Profit | 2.5 million | 3.1 million | -17.5% | | Net Loss After Tax | 1.20 million | 0.15 million | +700% | - The **16.7% decrease in medical business sales** is primarily attributed to increased market competition, macroeconomic pressures, and regulatory developments[9](index=9&type=chunk)[11](index=11&type=chunk) - **Increased market competition**: New entrants and existing providers expanding their reach have diverted patient groups - **Macroeconomic pressures**: Rising cost of living and economic uncertainty have made patients more price-sensitive, leading to delayed non-essential treatments or seeking more economical options - **Regulatory developments**: New healthcare regulations have increased compliance costs and operational burdens - The expansion of net loss is mainly due to increased investment in the Philippine education business, resulting in approximately **S$0.49 million increase in other operating expenses**[10](index=10&type=chunk) - The Board has resolved not to declare any dividend for the period, consistent with the prior year[14](index=14&type=chunk) [Unaudited Condensed Consolidated Financial Statements](index=7&type=section&id=%E6%9C%AA%E7%B6%93%E5%AF%A9%E6%A0%B8%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E5%A0%B1%E8%A1%A8) This section presents the Group's unaudited financial statements for the six months ended June 30, 2025, including the statements of profit or loss, financial position, changes in equity, and cash flows, along with relevant accounting policies and notes. The statements indicate a decline in revenue, expanded losses, and increased cash outflows, yet maintain a stable asset and liability structure with no external borrowings [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=7&type=section&id=%E6%9C%AA%E7%B6%93%E5%AF%A9%E6%A0%B8%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E6%90%8D%E7%9B%8A%E5%8F%8A%E5%85%B6%E4%BB%96%E5%85%A8%E9%9D%A2%E6%94%B6%E7%9B%8A%E8%A1%A8) For the six months ended June 30, 2025, Group revenue was S$3.73 million, a 16.7% year-on-year decrease. Due to reduced revenue and other operating expenses increasing from S$0.99 million to S$1.48 million, the net loss for the period significantly widened from S$0.149 million in the prior year to S$1.217 million, resulting in a basic loss per share of 0.20 Singapore cents Key Items from Consolidated Statement of Profit or Loss (For the six months ended June 30) | Item | 2025 (S$) | 2024 (S$) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Revenue | 3,734,532 | 4,481,738 | -16.7% | | Other Operating Expenses | (1,482,966) | (989,395) | +49.9% | | Net Loss for the Period | (1,216,725) | (149,149) | +715.8% | | Basic Loss Per Share (Singapore cents) | (0.20) | (0.03) | +566.7% | [Consolidated Statement of Financial Position](index=8&type=section&id=%E6%9C%AA%E7%B6%93%E5%AF%A9%E6%A0%B8%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 total assets were S$13.65 million, a slight decrease from S$14.48 million at the end of 2024. Total liabilities increased to S$2.34 million, mainly due to higher lease liabilities. Net assets (equity) decreased to S$11.31 million, while cash and cash equivalents remained strong at S$9.61 million, indicating robust liquidity Key Items from Consolidated Statement of Financial Position | Item | June 30, 2025 (S$) | December 31, 2024 (S$) | Period Change | | :--- | :--- | :--- | :--- | | Total Assets | 13,649,957 | 14,478,888 | -5.7% | | Total Liabilities | 2,342,840 | 1,928,113 | +21.5% | | Net Assets | 11,307,117 | 12,550,775 | -9.9% | | Cash and Cash Equivalents | 9,613,162 | 11,367,752 | -15.4% | [Consolidated Statement of Changes in Equity](index=10&type=section&id=%E6%9C%AA%E7%B6%93%E5%AF%A9%E6%A0%B8%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) For the six months ended June 30, 2025, total equity attributable to equity holders decreased from S$12.55 million at the beginning of the period to S$11.31 million at the end, primarily due to a total comprehensive loss of S$1.24 million recorded during the period - Total equity decreased from **S$12,550,775** at the beginning of the period to **S$11,307,117** at the end, primarily due to a **total comprehensive loss of S$1,243,658** for the current period[20](index=20&type=chunk) [Consolidated Statement of Cash Flows](index=11&type=section&id=%E6%9C%AA%E7%B6%93%E5%AF%A9%E6%A0%B8%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) In H1 2025, the Group's net decrease in cash and cash equivalents was S$1.75 million. Operating activities shifted from a net cash inflow in the prior year to a net outflow of S$0.82 million, reflecting deteriorating business performance. Investing and financing activities recorded net cash outflows of S$0.64 million and S$0.29 million, respectively Cash Flow Statement Summary (For the six months ended June 30) | Item | 2025 (S$) | 2024 (S$) | | :--- | :--- | :--- | | Net Cash from Operating Activities | (823,484) | 448,743 | | Net Cash from Investing Activities | (637,220) | (1,971,837) | | Net Cash from Financing Activities | (293,886) | (265,120) | | Net Decrease in Cash and Cash Equivalents | (1,754,590) | (1,788,214) | [Notes to the Financial Statements](index=12&type=section&id=%E6%9C%AA%E7%B6%93%E5%AF%A9%E6%A0%B8%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E5%A0%B1%E8%A1%A8%E9%99%84%E8%A8%BB) The notes detail the basis of preparation, accounting policies, and specifics of various financial statement items. The Group's main businesses include operating medical diagnostic centers and providing healthcare-related education in Singapore. Revenue is disaggregated by service type, showing a year-on-year decline across all medical services (treatment, medical examination, consultation). The notes also disclose changes in non-current items such as property, plant and equipment, right-of-use assets, and lease liabilities. As of the reporting period end, the Group had no significant contingent liabilities - The Group primarily engages in two main businesses: (i) operating medical diagnostic centers and providing management consultancy services in Singapore; and (ii) healthcare-related education business[22](index=22&type=chunk) Revenue by Type of Medical Services (For the six months ended June 30) | Type of Medical Services | 2025 (S$) | 2024 (S$) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Treatment Services | 2,238,278 | 2,763,858 | -19.0% | | Medical Examination Services | 964,449 | 1,074,389 | -10.2% | | Consultation Services | 531,805 | 643,491 | -17.3% | | **Total** | **3,734,532** | **4,481,738** | **-16.7%** | - As of June 30, 2025, the Group had no significant contingent liabilities or guarantees[71](index=71&type=chunk) [Management Discussion and Analysis](index=28&type=section&id=%E7%AE%A1%E7%90%86%E5%B1%A4%E8%A8%8E%E8%AB%96%E5%8F%8A%E5%88%86%E6%9E%90) Management attributes the 16.7% revenue decline to intense market competition and macroeconomic pressures. To address challenges, the company is actively pursuing strategic initiatives, including a planned investment in Long Valley Bio's dendritic cell (DC) vaccine technology to expand into Southeast Asia and Greater China, and positioning healthcare education as a new strategic growth pillar. Despite short-term investment-driven losses, the company maintains a robust financial position with no bank borrowings and S$9.6 million in cash. IPO proceeds have been fully utilized, with remaining placement proceeds earmarked for future acquisitions [Business Review and Outlook](index=28&type=section&id=%E6%A5%AD%E5%8B%99%E5%9B%9E%E9%A1%A7%E8%88%87%E5%B1%95%E6%9C%9B) The Group operates a network of medical clinics in Singapore under the "DTAP" brand. Facing a challenging market, the company is pursuing long-term value through strategic expansion and innovation. A key initiative involves an intended investment agreement with Long Valley Bio for its approved proprietary dendritic cell (DC) vaccine technology to treat malignant tumors, aiming to deepen its Southeast Asian presence and explore opportunities in Greater China. Additionally, healthcare education is a strategic development pillar to cultivate new sustainable revenue streams, with investments in technologies like telemedicine to enhance service quality - The company plans to invest in Long Valley Bio, leveraging its approved proprietary dendritic cell (DC) vaccine technology, to deepen its presence in Southeast Asia and explore high-growth opportunities in Greater China[74](index=74&type=chunk)[75](index=75&type=chunk) - The company views healthcare education as a strategic focus area and a new sustainable revenue source, having launched a series of training programs[76](index=76&type=chunk) - To address intense competition, the company prioritizes enhancing service quality, integrating technology (such as telemedicine platforms and electronic medical records), and diversifying clinical services[76](index=76&type=chunk) [Financial Review](index=30&type=section&id=%E8%B2%A1%E5%8B%99%E5%9B%9E%E9%A1%A7) In H1 2025, revenue decreased by 16.7% year-on-year to S$3.7 million, and gross profit fell to S$2.5 million, though the gross profit margin remained relatively stable. Net loss expanded from S$0.1 million in the prior year to S$1.2 million, primarily due to lower revenue, a 3.9% increase in employee benefits expenses, and a significant rise in other operating expenses driven by investments in education business expansion and foreign exchange losses Financial Performance Review (For the six months ended June 30) | Indicator | 2025 H1 (S$) | 2024 H1 (S$) | Change | | :--- | :--- | :--- | :--- | | Revenue | approx 3.7 million | approx 4.4 million | -16.7% | | Gross Profit | approx 2.5 million | approx 3.1 million | -19.4% | | Employee Benefits Expenses | approx 2.05 million | approx 1.98 million | +3.9% | | Loss for the Period | approx 1.2 million | approx 0.1 million | Loss widened | - The increase in other operating expenses is primarily due to ongoing investments in education business expansion and foreign exchange losses related to foreign currency denominated balances[84](index=84&type=chunk) [Liquidity and Capital Resources](index=31&type=section&id=%E6%B5%81%E5%8B%95%E6%80%A7%E8%88%87%E8%B3%87%E6%9C%AC%E8%B3%87%E6%BA%90) The Group primarily relies on internal cash flow and shareholder contributions for operations. As of June 30, 2025, cash and cash equivalents were approximately S$9.6 million, with no bank borrowings. The gearing ratio (total liabilities/total equity) increased from 6% at the end of 2024 to 11%, mainly due to higher lease liabilities. The capital structure is entirely equity-funded Liquidity and Capital Structure Indicators | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Cash and Cash Equivalents | 9.6 million S$ | 11 million S$ | | Bank Borrowings | None | None | | Gearing Ratio | 11% | 6% | [Use of Proceeds and Progress on Business Objectives](index=33&type=section&id=%E6%89%80%E5%BE%97%E6%AC%BE%E9%A0%85%E7%94%A8%E9%80%94%E8%88%87%E6%A5%AD%E5%8B%99%E7%9B%AE%E6%A8%99%E9%80%B2%E5%B1%95) The net IPO proceeds of S$9.1 million were fully utilized by June 30, 2025. Of the approximately HK$20 million (S$3.6 million) net proceeds from the 2021 placement, S$1.265 million remains unutilized, expected to be used in H2 2025 for acquiring potential businesses and expanding allied health services. The report details the comparison between business objectives in the prospectus and actual progress, showing most plans completed according to the revised allocation - The net IPO proceeds of approximately **S$9.1 million** have been fully utilized[100](index=100&type=chunk)[101](index=101&type=chunk) Placement Proceeds Utilization Summary (As of June 30, 2025) | Purpose | Allocated Amount (S$ '000) | Utilized Amount (S$ '000) | Remaining Amount (S$ '000) | Expected Utilization Time | | :--- | :--- | :--- | :--- | :--- | | Acquisition of Interests in Potential Businesses | 500 | 0 | 500 | H2 2025 | | Allied Health and Ancillary Healthcare Services | 1,000 | 441 | 559 | H2 2025 | | Other Utilized | 2,100 | 2,100 | 0 | - | | **Total** | **3,600** | **2,541** | **1,059** | | [Corporate Governance and Other Information](index=37&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) The company is committed to maintaining high standards of corporate governance and has complied with most code provisions of the GEM Listing Rules. The sole deviation is the non-separation of the Chairman and Chief Executive Officer roles, both held by founder Dr. Tan Chee Siang, which the Board believes facilitates efficient management. The report discloses that Dr. Tan, as the controlling shareholder, holds a 56.29% interest in the company. No share options were granted, nor were any share repurchases made during the period. The Audit Committee has reviewed this interim report and financial statements - The company has one corporate governance deviation: the roles of Chairman and Chief Executive Officer are not separated, both held by Dr. Tan Chee Siang. The Board believes this arrangement is in the best interest of the Group[107](index=107&type=chunk) - No share options have been granted since the adoption of the share option scheme[110](index=110&type=chunk) - Controlling shareholder Dr. Tan Chee Siang beneficially owns a total of **351,275,000 shares**, representing **56.29%** of the company's issued share capital, through controlled corporations and personally[111](index=111&type=chunk) - The Audit Committee, comprising three independent non-executive directors, has reviewed the unaudited condensed consolidated financial statements and this interim report[121](index=121&type=chunk)

Group 1 - The company reported a revenue of 3.7345 million Singapore dollars for the six months ending June 30, 2025, representing a year-on-year decrease of 16.67% [1] - The net loss from continuing operations for the period was 1.2167 million Singapore dollars, which is an increase of 715.78% compared to the previous year [1] - The loss per share was 0.2 Singapore cents [1]

Group 1 - The company REPUBLIC HC (08357) reported a revenue of 3.7345 million Singapore dollars for the six months ending June 30, 2025, representing a year-on-year decrease of 16.67% [1] - The net loss from continuing operations for the period was 1.2167 million Singapore dollars, which is an increase of 715.78% compared to the previous year [1] - The loss per share was 0.2 Singapore cents [1]

Company Information This section provides Republic Healthcare Limited's fundamental corporate details, including its board, key management, and listing information [Company Basic Information](index=4&type=section&id=Company%20Basic%20Information) This section provides essential company information for Republic Healthcare Limited, including its registered office, principal place of business, board members, committee members, company secretary, auditor, share registrar, and principal bankers - Key management includes **Executive Director** Dr. Tan Cher Sen (Chairman), **Non-Executive Director** Mr. Ong Liang, and **Independent Non-Executive Directors** Mr. Yeo Teck Chuan, Mr. Wong Yee Leong, and Ms. Kong Lai Ngo[7](index=7&type=chunk) - The company is listed on GEM with stock code **8357**, and its trading unit is **5,000 shares** per board lot[8](index=8&type=chunk) 2025 Financial Highlights (Unaudited) This section presents the Group's unaudited financial performance for H1 2025, highlighting revenue decline, widening losses, and key business challenges and strategic responses [Overall Financial Performance](index=5&type=section&id=Overall%20Financial%20Performance) For the six months ended June 30, 2025, the Group experienced a significant decline in revenue and gross profit, with revenue decreasing by 16.7% to S$3.7 million and gross profit by 17.5% to S$2.5 million, while net loss after tax widened to S$1.20 million from S$0.15 million due to increased investment in the Philippine education business and higher staff costs Key Financial Indicators for H1 2025 | Indicator | 2025 H1 (S$) | 2024 H1 (S$) | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | Approx. 3.7 million | Approx. 4.5 million | -16.7% | | Gross Profit | Approx. 2.5 million | Approx. 3.1 million | -17.5% | | Net Loss After Tax | Approx. 1.20 million | Approx. 0.15 million | Loss Widened | - The widening loss is primarily attributed to increased costs from education business expansion and higher staff expenses to retain key talent[12](index=12&type=chunk) [Business Challenges and Outlook](index=5&type=section&id=Business%20Challenges%20and%20Outlook) Medical business sales declined due to intensified market competition, macroeconomic pressures, and increased compliance costs from regulatory changes, while global geopolitical tensions and macroeconomic uncertainties also challenge the Group's growth strategy, leading the Board to resolve no dividend payment for the period - Three key factors for the decline in medical business sales: **intensified market competition** from new entrants and existing providers, **macroeconomic pressures** making consumers price-sensitive and delaying non-essential treatments, and **regulatory developments** increasing compliance costs and operational burdens[11](index=11&type=chunk)[13](index=13&type=chunk) - Ongoing geopolitical tensions, such as the Russia-Ukraine conflict and US-China relations, have led to subdued economic sentiment and increased cost pressures, impacting patient spending behavior and business planning[15](index=15&type=chunk) - The Board has resolved not to declare any dividend for the period, consistent with the prior year[16](index=16&type=chunk) Unaudited Condensed Consolidated Financial Statements This section presents the Group's unaudited consolidated financial statements, including the statement of profit or loss, financial position, changes in equity, and cash flows for the reporting period [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=7&type=section&id=Unaudited%20Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) This financial statement presents the Group's operating results for the six months ended June 30, 2025, showing revenue of S$3.73 million, a year-on-year decrease, and a net loss for the period widening to S$1.22 million from S$0.15 million due to the combined impact of various expenses, particularly increased other operating expenses, resulting in basic and diluted loss per share of S$0.20 cents Summary of Consolidated Statement of Profit or Loss (For the six months ended June 30) | Item | 2025 (Unaudited) S$ | 2024 (Unaudited) S$ | | :--- | :--- | :--- | | Revenue | 3,734,532 | 4,481,738 | | Employee Benefit Expenses | (2,053,166) | (1,975,387) | | Other Operating Expenses | (1,482,966) | (989,395) | | **Net Loss for the Period** | **(1,216,725)** | **(149,149)** | | **Total Comprehensive Loss Attributable to Owners of the Company** | **(1,243,658)** | **(156,057)** | | Basic and Diluted Loss Per Share (Singapore cents) | (0.20) | (0.03) | [Consolidated Statement of Financial Position](index=8&type=section&id=Unaudited%20Condensed%20Consolidated%20Statement%20of%20Financial%20Position) This statement reflects the Group's financial position as of June 30, 2025, with total assets slightly decreasing to S$13.65 million from S$14.48 million at the end of 2024, total liabilities increasing to S$2.34 million from S$1.93 million primarily due to higher lease liabilities, and consequently, net assets (equity) decreasing to S$11.31 million from S$12.55 million Summary of Consolidated Statement of Financial Position | Item | June 30, 2025 (Unaudited) S$ | December 31, 2024 (Audited) S$ | | :--- | :--- | :--- | | **Total Assets** | **13,649,957** | **14,478,888** | | Non-current Assets | 2,464,026 | 1,585,486 | | Current Assets | 11,185,931 | 12,893,402 | | **Total Liabilities** | **2,342,840** | **1,928,113** | | Non-current Liabilities | 930,183 | 490,098 | | Current Liabilities | 1,412,657 | 1,438,015 | | **Net Assets** | **11,307,117** | **12,550,775** | | Cash and Cash Equivalents | 9,613,162 | 11,367,752 | [Consolidated Statement of Changes in Equity](index=10&type=section&id=Unaudited%20Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) This statement details changes in shareholders' equity during the reporting period, showing total equity decreasing from S$12.55 million at the beginning of the period to S$11.31 million at the end, primarily due to a total comprehensive loss of S$1.24 million recorded for the period, while share capital and share premium remained unchanged - As of June 30, 2025, total equity attributable to owners of the Company decreased from **S$12,550,775** at the beginning of the period to **S$11,307,117**[22](index=22&type=chunk) - The decrease in equity is primarily due to a total comprehensive loss of **S$1,243,658** recorded for the financial period, comprising a net loss of **S$1,216,725** and exchange differences of **S$26,933**[22](index=22&type=chunk) [Consolidated Statement of Cash Flows](index=11&type=section&id=Unaudited%20Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) This statement summarizes cash inflows and outflows for the reporting period, showing a net cash outflow from operating activities of S$0.82 million, contrasting with a net inflow of S$0.45 million in the prior year, with both investing and financing activities also resulting in net cash outflows, ultimately leading to a S$1.75 million decrease in cash and cash equivalents, with an ending balance of S$9.61 million Summary of Consolidated Statement of Cash Flows (For the six months ended June 30) | Item | 2025 (Unaudited) S$ | 2024 (Unaudited) S$ | | :--- | :--- | :--- | | Net Cash Used In/Generated From Operating Activities | (823,484) | 448,743 | | Net Cash Used In Investing Activities | (637,220) | (1,971,837) | | Net Cash Used In Financing Activities | (293,886) | (265,120) | | **Decrease in Cash and Cash Equivalents** | **(1,754,590)** | **(1,788,214)** | | Cash and Cash Equivalents at Beginning of Period | 11,367,752 | 11,934,070 | | **Cash and Cash Equivalents at End of Period** | **9,613,162** | **10,145,856** | Notes to the Financial Statements This section provides detailed notes to the unaudited condensed consolidated financial statements, covering general information, accounting policies, revenue breakdown, income tax, loss per share, asset and liability details, related party transactions, and contingent liabilities [Notes 1-2: General Information, Basis of Presentation and Accounting Policies](index=12&type=section&id=Notes%201-2%3A%20General%20Information%2C%20Basis%20of%20Presentation%20and%20Accounting%20Policies) This section outlines the company's basic information, the basis of financial statement preparation, and key accounting policies, noting the Group's primary engagement in medical diagnostic center and healthcare-related education businesses, with statements prepared in accordance with International Financial Reporting Standards and consistent accounting policies as the 2024 audited financial statements, using Singapore Dollars as both functional and presentation currency, and detailing accounting treatments for assets like property, plant, and equipment and leases - The Group primarily engages in two main businesses: (i) operating medical diagnostic centers and providing management consultancy services in Singapore; and (ii) healthcare-related education business[24](index=24&type=chunk) - The unaudited condensed consolidated financial statements have been reviewed by the Audit Committee and incorporate all new/revised International Financial Reporting Standards effective January 1, 2025, with no material impact on the Group[25](index=25&type=chunk)[27](index=27&type=chunk) [Notes 3-5: Revenue, Income Tax and Loss Per Share](index=18&type=section&id=Notes%203-5%3A%20Revenue%2C%20Income%20Tax%20and%20Loss%20Per%20Share) This section details revenue composition, income tax expense, and loss per share calculation, showing all Group revenue derived from medical services, with treatment services being the largest component, an income tax profit of S$11,114 recorded in H1 2025 primarily from Philippine operations, and basic and diluted loss per share of S$0.20 cents based on a S$1.24 million loss and 624 million weighted average ordinary shares Revenue by Service Type (For the six months ended June 30) | Medical Service Type | 2025 (S$) | 2024 (S$) | | :--- | :--- | :--- | | Treatment Services | 2,238,278 | 2,763,858 | | Medical Examination Services | 964,449 | 1,074,389 | | Consultation Services | 531,805 | 643,491 | | **Total** | **3,734,532** | **4,481,738** | Loss Per Share Calculation | Item | 2025 | 2024 | | :--- | :--- | :--- | | Loss Attributable to Owners of the Company (S$) | (1,243,658) | (156,057) | | Weighted Average Number of Ordinary Shares | 624,000,000 | 624,000,000 | | **Loss Per Share (Singapore cents)** | **(0.20)** | **(0.03)** | [Notes 6-17: Details of Assets, Liabilities and Equity Items](index=20&type=section&id=Notes%206-17%3A%20Details%20of%20Assets%2C%20Liabilities%20and%20Equity%20Items) This section provides detailed information on key balance sheet items, including S$0.66 million in additions to property, plant, and equipment, primarily land and buildings, an increase in right-of-use assets and lease liabilities due to new leases, trade receivables rising from S$0.049 million to S$0.13 million, cash and cash equivalents decreasing to S$9.61 million, and a stable share capital structure with S$100 million authorized and 624 million shares issued - Additions to property, plant and equipment amounted to **S$658,971** during the period, primarily comprising **S$499,116** for land and buildings[54](index=54&type=chunk) - The Group's right-of-use assets increased from **S$0.73 million** to **S$1.29 million**, and lease liabilities increased from **S$0.76 million** to **S$1.25 million**, mainly due to new leases for diagnostic center units[57](index=57&type=chunk) - The Board resolved not to declare an interim dividend, consistent with the prior year[70](index=70&type=chunk) [Notes 18-19: Related Party Transactions and Contingent Liabilities](index=27&type=section&id=Notes%2018-19%3A%20Related%20Party%20Transactions%20and%20Contingent%20Liabilities) This section discloses related party transactions, with total key management personnel compensation, including directors and senior management, increasing to S$811,987 for the period from S$769,431 in the prior year, and confirms no significant contingent liabilities or guarantees for the Group at the reporting period end Key Management Personnel Compensation (For the six months ended June 30) | Compensation Item | 2025 (S$) | 2024 (S$) | | :--- | :--- | :--- | | Salaries, Allowances and Benefits in Kind | 668,680 | 683,053 | | Directors' Fees | 108,000 | 54,000 | | Employer's Defined Contribution Scheme Contributions | 35,307 | 32,378 | | **Total** | **811,987** | **769,431** | - As of June 30, 2025, the Group had no significant contingent liabilities or guarantees[73](index=73&type=chunk) Management Discussion and Analysis This section provides management's review of the Group's business and financial performance, strategic outlook, liquidity, capital structure, and the utilization of proceeds from fundraising activities [Business Review and Outlook](index=28&type=section&id=Business%20Review%20and%20Outlook) Management reviewed the Group's business as a leading general practice network in Singapore, noting a 16.7% revenue decline in H1 2025, and plans to strengthen core operations by opening new clinics and introducing specialized services, with a key strategy to invest in Langgu Bio's proprietary dendritic cell (DC) vaccine technology for expansion into Southeast Asia and Greater China, while also establishing healthcare education as a new strategic growth pillar to address industry skill gaps and create new revenue streams, currently operating five DTAP clinics - The Group entered into a letter of intent to invest in Langgu Bio's proprietary dendritic cell (DC) vaccine technology for treating malignant tumors, which has received clinical application approval in Hainan Boao Lecheng[76](index=76&type=chunk) - This investment aims to leverage Langgu Bio's advanced technology to deepen the Group's presence in Southeast Asia and explore high-growth opportunities in Greater China[77](index=77&type=chunk) - The Group positions healthcare education as a strategic development pillar, aiming to create new sustainable revenue streams and establish itself as a thought leader in the field by offering specialized training programs[78](index=78&type=chunk) [Financial Review](index=30&type=section&id=Financial%20Review) This section provides a detailed analysis of the Group's financial performance, noting a 16.7% year-on-year revenue decrease to S$3.7 million, a decline in gross profit to S$2.5 million while maintaining a relatively stable gross margin, a slight 3.9% increase in employee benefit expenses due to talent retention strategies, and a significant rise in other operating expenses primarily from ongoing investment in the education business and foreign exchange losses, all contributing to the net loss attributable to owners of the Company widening to approximately S$1.2 million Financial Performance Analysis | Item | H1 2025 (S$) | H1 2024 (S$) | Change | Explanation | | :--- | :--- | :--- | :--- | :--- | | Revenue | Approx. 3.7 million | Approx. 4.4 million | -16.7% | Decline in medical business performance | | Gross Profit | Approx. 2.5 million | Approx. 3.1 million | -19.4% | Due to revenue decline | | Employee Benefit Expenses | Approx. 2.05 million | Approx. 1.98 million | +3.9% | Staff retention efforts | | Other Operating Expenses | Increased | - | - | Education business expansion and foreign exchange losses | | Loss for the Period | Approx. 1.2 million | Approx. 0.15 million | Loss Widened | Combined impact of the above factors | [Liquidity, Financial Resources and Capital Structure](index=31&type=section&id=Liquidity%2C%20Financial%20Resources%20and%20Capital%20Structure) The Group primarily funds operations through internal cash flow and shareholder contributions, holding approximately S$9.6 million in cash and cash equivalents as of June 30, 2025, with no bank borrowings, while the gearing ratio increased from 6% at the end of 2024 to 11% mainly due to higher lease liabilities, maintaining a robust capital structure comprising only issued shares, reserves, and retained earnings - As of June 30, 2025, the Group held approximately **S$9.6 million** in cash and cash equivalents and had no bank borrowings[90](index=90&type=chunk) - The gearing ratio (total liabilities/total equity) increased from **6%** at the end of 2024 to **11%**, primarily due to lease liabilities rising from **S$0.76 million** to **S$1.25 million**[91](index=91&type=chunk) [Use of Proceeds and Progress on Business Objectives](index=33&type=section&id=Use%20of%20Proceeds%20and%20Progress%20on%20Business%20Objectives) This section details the utilization of IPO and placing proceeds and the progress towards business objectives, noting that the S$9.1 million net proceeds from the initial public offering were fully utilized by June 30, 2025, while approximately S$1.27 million of the S$3.6 million from the 2021 placing remains unutilized, primarily earmarked for potential acquisitions and expansion of allied health services, expected to be deployed in H2 2025, with most prospectus business objectives either completed or fully funded - The net proceeds from the initial public offering, approximately **S$9.1 million**, were fully utilized by June 30, 2025[102](index=102&type=chunk)[103](index=103&type=chunk) Use of Placing Proceeds (As of June 30, 2025) | Purpose | Revised Allocation (S$ '000) | Actual Use (S$ '000) | Balance (S$ '000) | Expected Time of Use | | :--- | :--- | :--- | :--- | :--- | | Establish new online business segment | 600 | 600 | – | – | | Acquire interest in a potential enterprise | 500 | – | 500 | H2 2025 | | Allied health and/or ancillary healthcare products | 1,000 | 441 | 559 | H2 2025 | | General working capital | 1,500 | 1,500 | – | – | | **Total** | **3,600** | **2,335** | **1,265** | | - Most business objectives outlined in the prospectus, such as expanding the DTAP clinic network, talent acquisition, and IT infrastructure enhancement, have had their allocated funds fully utilized[106](index=106&type=chunk) Corporate Governance and Other Information This section details the Group's corporate governance practices, share option scheme, interests of directors and shareholders, and the Audit Committee's review of the interim financial report [Corporate Governance Practices](index=37&type=section&id=Corporate%20Governance%20Practices) The company is committed to maintaining high corporate governance standards and has complied with the GEM Listing Rules' Corporate Governance Code, with one deviation noted during the reporting period where Chairman Dr. Tan Cher Sen also serves as CEO, an arrangement the Board deems beneficial for efficient management during a transitional period given his founder status and extensive experience, aligning with the Group's best interests - The company has one deviation from the Corporate Governance Code: the roles of Chairman (Dr. Tan Cher Sen) and Chief Executive Officer are not segregated and are held by the same individual[109](index=109&type=chunk) - The Board considers this deviation appropriate, as Dr. Tan, as the founder, holding both roles facilitates efficient management and business development during this transitional period[109](index=109&type=chunk) [Share Option Scheme and Directors' and Shareholders' Interests](index=38&type=section&id=Share%20Option%20Scheme%20and%20Directors'%20and%20Shareholders'%20Interests) This section outlines the company's share option scheme and the shareholdings of key directors and shareholders, noting that no share options have been granted since the scheme's adoption in 2018, and Chairman and Executive Director Dr. Tan Cher Sen is the controlling shareholder, holding approximately 56.29% of shares through his wholly-owned company Cher Sen Holdings Limited and in his personal capacity - Since the adoption of the Share Option Scheme in May 2018, no share options have been granted up to the date of this report[112](index=112&type=chunk) - Chairman Dr. Tan Cher Sen is the controlling shareholder, holding **350,000,000 shares** through his controlled corporation Cher Sen and **1,275,000 shares** in his personal capacity, totaling approximately **56.29%** interest in the company[113](index=113&type=chunk)[114](index=114&type=chunk) - During the reporting period, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities[120](index=120&type=chunk) [Audit Committee Review](index=42&type=section&id=Audit%20Committee%20Review) The Audit Committee, comprising three independent non-executive directors chaired by Mr. Yeo Teck Chuan, has reviewed this interim results report and the unaudited condensed consolidated financial statements, deeming them prepared in compliance with applicable accounting standards, GEM Listing Rules, and legal requirements, with sufficient disclosures made - The Audit Committee comprises three independent non-executive directors: Mr. Yeo Teck Chuan (Chairman), Mr. Wong Yee Leong, and Ms. Kong Lai Ngo[123](index=123&type=chunk) - The Audit Committee has reviewed this interim financial report and believes it has been prepared in compliance with applicable accounting standards and Listing Rules, with sufficient disclosures made[123](index=123&type=chunk)

股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2025年7月31日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: Republic Healthcare Limited 呈交日期: 2025年8月1日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | | 於香港聯交所上市 (註1) | | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 08357 | 說明 | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 10,000,000,000 | HKD | | 0.01 | HKD | | 100,000,000 | | 增加 / 減少 (-) | | | | | | | HKD | | | | 本月底結存 | | | 10,000,000,000 | HKD | | 0.01 | HKD | | 100 ...

Financial Performance - The company recorded revenue of approximately SGD 8.7 million for the fiscal year 2024, a decrease of about 13% from SGD 10.0 million in fiscal year 2023[9] - The company reported a loss of approximately SGD 0.20 million in fiscal year 2024, significantly improved from a loss of SGD 0.86 million in fiscal year 2023[9] - Revenue from consultation services, medical examination services, and treatment services were approximately SGD 1.24 million, SGD 2.10 million, and SGD 5.32 million, accounting for about 14.3%, 24.2%, and 61.5% of total revenue respectively[15] - The company recorded total revenue of approximately SGD 8.7 million for the fiscal year 2024, a decrease of about SGD 1.3 million or 13% compared to SGD 10.0 million in fiscal year 2023[18] - Revenue breakdown for fiscal year 2024 includes: SGD 1,235,000 (14.2%) from consultations, SGD 2,097,000 (24.2%) from medical examinations, and SGD 5,324,000 (61.5%) from treatment services[19] - Total comprehensive loss for the year was approximately SGD 201,000, a reduction from SGD 862,000 in fiscal year 2023[31] Operational Developments - The company established a presence in the Philippines in 2024, marking a significant step in its regional expansion efforts, with educational services set to launch in Q3 2025[9] - The company is facing challenges in its online healthcare business due to intense competition, leading to a temporary suspension of online business expansion to enhance long-term viability[9] - The company anticipates ongoing pressure from global economic uncertainty and rising operational costs, alongside increased competition from online healthcare service providers[15] - The company operates five DTAP clinics located in Robertson, Novena, Holland Village, Kovan, and Paragon[12] Cost Management - Cost-saving measures have helped mitigate the overall loss despite the decrease in revenue[9] - Employee benefits expenses slightly decreased to approximately SGD 4.2 million in the current year, reflecting cost efficiency measures[23] - Other operating expenses decreased by approximately 24.6% to about SGD 1.94 million, primarily due to lower-than-expected marketing expenses[27] Cash Flow and Equity - The company's total equity as of December 31, 2024, was approximately SGD 12.6 million, compared to SGD 12.8 million in fiscal year 2023[37] - The company had cash and bank balances of approximately SGD 11.4 million as of December 31, 2024, down from SGD 11.9 million in fiscal year 2023[37] - Operating cash flow net amount was approximately SGD 0.1 million, a significant improvement from a net cash outflow of SGD 0.9 million in fiscal year 2023[37] - The capital debt ratio as of December 31, 2024, was approximately 6%, compared to 7.6% in fiscal year 2023[37] Strategic Plans - The group plans to establish a new online business branch for Dtap, with an estimated launch around May 2025[56] - The primary use of funds will be for future expansion of the group's existing business and potential acquisitions or investments when suitable opportunities arise[57] - The board has decided to reallocate the net proceeds for operational funding instead of expanding the treatment center business, as it is not deemed the best time for such expansion[57] Governance and Compliance - The company has confirmed compliance with the GEM Listing Rules regarding related party transactions, with no significant related party transactions outside of disclosed employment contracts[108] - The company has a non-competition agreement in place with its controlling shareholders, effective since May 18, 2018, to prevent competition in its business areas[110] - The company is committed to maintaining high standards of corporate governance and regularly reviews its governance practices[137][139] - The company has complied with all relevant laws and regulations without any significant violations during the year[128] Board and Management - The board consists of over 50% independent non-executive directors, ensuring a balanced composition for independent judgment[147] - The company has appointed independent non-executive director Ms. Jiang Li'e effective from September 30, 2024, to replace Mr. Kevin John Chia, who will resign on the same date[95] - The company is committed to ensuring that all directors are subject to rotation and re-election at least once every three years during the annual general meeting[178] - The Compensation Committee held two meetings during the year ending December 31, 2024, to review and provide recommendations on the remuneration of directors and senior management[175] Risk Management - The group has identified key risks including the ability to attract and retain skilled professionals, which is critical for maintaining service quality and operational performance[47] - The internal control system is designed to minimize risks associated with daily operations, with the board overseeing its effectiveness[185] - The audit committee has reviewed the effectiveness of the risk management and internal control systems, finding them adequate and effective for the review year[186]

Core Viewpoint - Republic HC's subsidiary, Republic Resources Corporation, has entered into an agreement to purchase a property in the Philippines for 21.418 million pesos, indicating a strategic move to enhance its office space and long-term investment potential [1][2]. Group 1: Property Acquisition Details - The property is located at Unit 1605, The Gentry Corporate Plaza, Makati City, with a saleable area of approximately 80 square meters [1]. - The property is currently under construction and will be developed into a mixed-use project, including office space and multi-level parking [1]. - The seller is required to complete the property according to the architectural plans by April 2025, with the possibility of extensions as per the agreement [1]. Group 2: Investment Rationale - The property is situated in Manila's prime business district, offering excellent long-term investment potential [2]. - It is a freehold property, providing additional security and ownership benefits [2]. - The acquisition price is significantly discounted compared to the current market price, making it an attractive investment [2]. - Given the rising rental costs in the area, purchasing the property is more economical than leasing, providing financial stability and capital appreciation potential [2].