Company Overview - 加和国际控股有限公司 is a contract manufacturer headquartered in Singapore, specializing in the production and sale of disposable medical devices and injection-molded plastic components, as well as providing mold-making services [3] - The company was established in 1981 and has become a reliable contract manufacturer for major international healthcare and medical device companies [3] - The revenue streams of the company include manufacturing and selling injection-molded plastic components for disposable medical devices and providing mold-making services [3] Financial Performance - As of December 31, 2024, 加和国际控股 reported total revenue of 55.6565 million yuan, representing a year-on-year growth of 14.33% [1] - The company recorded a net profit attributable to shareholders of -14.0006 million yuan, which is a 61% increase compared to the previous year [1] - The gross profit margin stands at 2.18%, while the debt-to-asset ratio is 75.71% [1] Market Position and Valuation - Currently, there are no institutional investment ratings for 加和国际控股 [2] - The company's price-to-earnings (P/E) ratio is -7.04, ranking 82nd in the industry, while the average P/E ratio for the healthcare equipment and services industry is -20.22 [2] - Other companies in the industry have varying P/E ratios, with 巨星医疗控股 at 0.22, 京玖康疗 at 0.38, 永胜医疗 at 3.78, 环球医疗 at 4.64, and 瑞慈医疗 at 5.45 [2]

Financial Performance - For the fiscal year ending December 31, 2024, the company reported revenue of approximately SGD 10.5 million, an increase from SGD 9.1 million in the previous fiscal year[11]. - The gross profit turned positive at SGD 0.2 million, compared to a gross loss of SGD 0.7 million in the fiscal year 2023, indicating improved cost management[11]. - The net loss for the fiscal year 2024 was approximately SGD 2.6 million, significantly reduced from a net loss of SGD 6.8 million in the fiscal year 2023[11]. - The group's revenue increased by approximately SGD 1.4 million or 15.4% from SGD 9.1 million in FY2023 to approximately SGD 10.5 million in FY2024, primarily due to sales and manufacturing of disposable medical device injection molded plastic components in Singapore[19]. - The overall gross profit improved from a gross loss of approximately SGD 0.7 million in FY2023 to a gross profit of approximately SGD 0.2 million in FY2024, representing an increase of approximately SGD 0.9 million or 128.6%[21]. - The net other income increased from a net loss of approximately SGD 15,000 in FY2023 to a net other income of approximately SGD 0.2 million in FY2024, attributed to gains from lease termination and foreign exchange gains[23]. - Total comprehensive loss for the year was SGD 2,631,000, down from SGD 6,835,000 in 2023, showing a 61% improvement[173]. - The company reported a net loss from continuing operations of SGD 2,631,000 for 2024, compared to SGD 4,685,000 in 2023[173]. - Other income increased significantly to SGD 759,000 in 2024 from SGD 90,000 in 2023, marking a growth of 743%[173]. Operational Changes - The company successfully sold its gaming machines and equipment division in December 2023, allowing it to focus on core business areas[13]. - The company has ceased its gaming machine and equipment operations, focusing on manufacturing and selling disposable medical devices[185]. - The company continues to explore new revenue sources and business opportunities to mitigate external economic challenges[17]. - The company is committed to operational optimization and enhancing efficiency across its business units[13]. - Strategic resource allocation and strict cost control measures have been implemented to align business strategies with changing market conditions[12]. Governance and Management - The company has appointed new executive directors, including Mr. Li and Mr. Yang, effective from October 1, 2024, and November 22, 2024, respectively[49][50]. - The company’s founder, Mr. Pan, has been with the group since 1981 and plays a crucial role in overall management and business development[45]. - The board of directors includes experienced professionals with extensive backgrounds in finance, management, and consulting[51][53]. - The company emphasizes the importance of sound corporate governance for long-term success and sustainable development, maintaining high standards and procedures to enhance accountability and transparency[63]. - The company has complied with the corporate governance code, except for the provision that the roles of chairman and CEO should be separated, which is currently held by Mr. Pan[64]. - The board consists of seven members, including four executive directors and three independent non-executive directors, ensuring independent judgment[68]. - The company has established three functional committees to assist the board in fulfilling its responsibilities, including the audit committee, remuneration committee, and nomination committee[77]. - The company has adopted trading standards for directors' securities transactions, confirming compliance during the fiscal year 2024[75]. Financial Position and Cash Flow - The current ratio improved to approximately 1.8 times as of December 31, 2024, compared to 1.4 times in 2023, due to increases in trade and other receivables[29]. - The total borrowings decreased to approximately SGD 2.4 million as of December 31, 2024, down from SGD 4.2 million in 2023[30]. - The company reported a decrease in cash used in investing activities, with cash outflow for the purchase of property, plant, and equipment increasing to SGD 255,000 from SGD 47,000[183]. - The total cash and cash equivalents at the end of 2024 rose to SGD 1,779,000, up from SGD 1,598,000 at the end of 2023, indicating a positive cash flow trend[183]. - The company received a loan from a shareholder amounting to SGD 2,000,000, which was not present in the previous year[183]. - The company’s cash flow from operating activities was not detailed in the provided documents, indicating a need for further analysis in future reports[183]. Compliance and Risk Management - The company is committed to complying with insider information disclosure regulations and has engaged a third-party firm to review internal controls[98]. - The company confirmed that the consolidated financial statements for the fiscal year 2024 were prepared in accordance with relevant accounting standards and principles, reflecting the group's true and fair condition, performance, and cash flows[99]. - The audit committee discussed internal controls and financial reporting matters for the fiscal year 2024, confirming compliance with applicable standards and regulations[82]. - The independent auditor has confirmed that the consolidated financial statements reflect the group's financial position as of December 31, 2024, in accordance with International Financial Reporting Standards[157]. - The company has complied with applicable laws and regulations, ensuring that its operations meet significant legal requirements[119]. Shareholder Engagement - The board of directors is committed to maintaining effective and ongoing communication with shareholders and potential investors[101]. - The company encourages all shareholders to attend the annual general meeting and future meetings to maintain good communication[106]. - The company has received annual independence confirmations from all independent non-executive directors as required by GEM listing rules[129]. Future Outlook - Future outlook remains cautious with ongoing assessments of cash flow forecasts and key assumptions impacting financial performance[173]. - The company is actively exploring future development opportunities and market expansion strategies[41].

Dividend Information - The company does not recommend the payment of a final dividend for the fiscal year ending December 31, 2024[4] Performance Announcement - The annual performance announcement is scheduled for March 27, 2025, covering the fiscal year ending December 31, 2024[3] Information Accuracy and Transparency - The board of directors confirms the accuracy and completeness of the information provided in the announcement[4] - The company has a commitment to transparency and accountability regarding the information disclosed[4] - The company emphasizes that there are no misleading or fraudulent elements in the announcement[4] Regulatory Compliance - The announcement aims to provide information about the company in accordance with the GEM listing rules[4] Publication Details - The announcement will be published on the Hong Kong Stock Exchange website for at least seven days from the publication date[4] - The announcement will also be available on the company's official website[4] Company Information - The company is registered in the Cayman Islands and operates under the stock code 8513[2] - The board consists of both executive and independent non-executive directors[4]

Financial Performance - The company's revenue for the year ended December 31, 2024, was SGD 10,459,000, an increase of 14.3% compared to SGD 9,148,000 in 2023[4] - Gross profit for the year was SGD 228,000, a significant improvement from a gross loss of SGD 730,000 in the previous year[4] - The operating loss decreased to SGD 2,618,000 from SGD 4,600,000 year-on-year, indicating a 43% reduction in operating losses[4] - The total comprehensive loss for the year was SGD 2,631,000, down from SGD 6,835,000 in 2023, representing a 61% improvement[4] - For the fiscal year ending December 31, 2024, total revenue from continuing operations was SGD 10,459,000, an increase from SGD 9,148,000 in the previous year, representing a growth of approximately 14.3%[31] - The segment profit for continuing operations was SGD 228,000 for the fiscal year ending December 31, 2024, compared to a loss of SGD 730,000 in the previous year, indicating a significant turnaround[26][27] - The company reported a net loss before tax of SGD 2,785,000 for the fiscal year ending December 31, 2024, compared to a loss of SGD 6,921,000 in the previous year, showing an improvement of approximately 59.8%[26][27] - The company reported a loss from continuing operations of SGD 2,785,000 for 2024, compared to a loss of SGD 4,759,000 in 2023, representing a 41.5% improvement[35] - The company recorded a net loss of approximately SGD 2.6 million for the fiscal year 2024, an improvement from a net loss of approximately SGD 6.8 million in fiscal year 2023, primarily due to increased gross profit and reduced one-time losses[48] Assets and Liabilities - The company's cash and cash equivalents increased to SGD 1,779,000 from SGD 1,598,000, reflecting a 11.3% increase[6] - Non-current assets decreased to SGD 2,262,000 from SGD 4,126,000, a decline of 45.2%[6] - Current assets rose to SGD 6,491,000, up from SGD 5,933,000, marking a 9.4% increase[6] - The company's total liabilities decreased to SGD 3,077,000 from SGD 2,624,000, indicating a 17.3% increase in liabilities[7] - The net asset value decreased to SGD 2,126,000 from SGD 2,869,000, a decline of 26%[7] - The total assets decreased from SGD 10,059,000 in 2023 to SGD 8,753,000 in 2024, a decline of approximately 12.9%[29] - The total liabilities also decreased from SGD 7,190,000 in 2023 to SGD 6,627,000 in 2024, reflecting a reduction of about 7.8%[29] - As of December 31, 2024, the current ratio is approximately 1.8, up from 1.4 in 2023, due to an increase in trade and other receivables[60] - The debt-to-equity ratio increased to approximately 2.0 in 2024 from 1.5 in 2023, primarily due to a net loss for the fiscal year[60] - Total borrowings as of December 31, 2024, were approximately SGD 2.4 million, down from SGD 4.2 million in 2023[61] Revenue Sources and Expenses - Revenue from major customers contributed over 10% of total revenue, with Customer A generating SGD 7,859,000 and Customer B generating SGD 1,594,000 in 2024[30] - Government grants for continuing operations increased significantly from SGD 25,000 in 2023 to SGD 498,000 in 2024[32] - Research and development expenses rose significantly to SGD 559,000 in 2024, up from SGD 278,000 in 2023, marking an increase of 101.4%[34] - Administrative expenses increased slightly from approximately SGD 2.5 million in fiscal year 2023 to approximately SGD 2.7 million in fiscal year 2024, primarily due to increased R&D expenditures[57][58] - Employee costs for the fiscal year 2024 totaled approximately SGD 3.8 million, a decrease from SGD 4.1 million in 2023[67] Financial Standards and Compliance - The group has adopted new accounting standards effective from January 1, 2024, including IFRS 16 (revised) related to lease liabilities[12] - The application of the revised IAS 1 regarding the classification of liabilities as current or non-current has been implemented without significant impact on the financial statements[13] - The group is expected to apply new and revised IFRS standards in the foreseeable future without significant impact on the consolidated financial statements[18] - The revised IFRS 9 clarifies the recognition and derecognition of financial assets and liabilities, with specific conditions for cash-settled financial liabilities[19] - The revised IFRS 7 requires disclosure of fair value gains or losses related to equity investments classified as fair value through other comprehensive income[20] - IFRS 18 introduces new presentation and disclosure requirements for financial statements, which will affect the presentation of the income statement and future disclosures[21] - The group is currently assessing the detailed impact of IFRS 18 on its consolidated financial statements[21] - The revised IAS 1 and IFRS 7 will come into effect for annual periods beginning on or after January 1, 2026[17] - The group has not early adopted the new standards and interpretations that will be mandatory for annual periods starting after January 1, 2024[15] - The application of the revised standards is not expected to have a significant impact on the group's financial position and performance[20] Corporate Governance and Compliance - The company has complied with the GEM Listing Rules and corporate governance code for the fiscal year 2024, except for the separation of the roles of Chairman and CEO[81] - The audit committee consists of three independent non-executive directors and is responsible for reviewing financial statements and overseeing internal controls[85] - The company’s auditor has confirmed that the financial figures in the performance announcement are consistent with the audited financial statements for the year ending December 31, 2024[84] - There are no conflicts of interest or competitive businesses involving directors or major shareholders as of the announcement date[79] - The company will suspend shareholder registration from May 20 to May 23, 2025, for the annual general meeting[83] - The company has adopted trading standards for directors' securities transactions and confirmed compliance for the fiscal year 2024[82] Strategic Outlook - The company plans to continue exploring new revenue sources and business opportunities while managing operational costs and risks associated with business growth[49] - The company is strategically positioned to manage its business and seize future opportunities despite geopolitical tensions and inflationary pressures[49] Stock Options - The stock option plan aims to attract and retain qualified personnel, providing additional incentives to employees, directors, consultants, and business partners[78] - The total number of shares to be issued upon the exercise of stock options is capped at 10% of the shares issued as of the listing date, which is 40,000,000 shares[78] - The exercise price of any stock option will not be less than the higher of the closing price on the date of grant or the average closing price over the five trading days preceding the grant[78] - The stock option plan is valid for ten years from the adoption date, unless terminated early by shareholders[80]

Financial Performance - For the six months ended June 30, 2024, the group's unaudited revenue was approximately SGD 4.9 million, a decrease of about SGD 0.4 million or 7.5% compared to SGD 5.3 million for the same period in 2023[2] - The unaudited loss for the six months ended June 30, 2024, was approximately SGD 1.6 million, compared to a loss of SGD 2.7 million for the same period in 2023[2] - Basic loss per share for the six months ended June 30, 2024, was 0.23 Singapore cents, an improvement from a basic loss per share of 0.45 Singapore cents for the same period in 2023[2] - The company reported a total comprehensive loss of SGD 1.581 million for the six months ended June 30, 2024, compared to SGD 2.747 million for the same period in 2023[3] - The company reported a total loss of 1,581 thousand Singapore dollars for the six months ended June 30, 2024, compared to a loss of 2,676 thousand Singapore dollars for the same period in 2023[16] Assets and Liabilities - Total assets as of June 30, 2024, were SGD 9.496 million, a decrease from SGD 10.059 million as of December 31, 2023[4] - Total liabilities as of June 30, 2024, were SGD 8.208 million, an increase from SGD 7.190 million as of December 31, 2023[5] - The company's equity attributable to owners was SGD 1.288 million as of June 30, 2024, down from SGD 2.869 million as of December 31, 2023[4] - The company reported a total lease liability of SGD 2,645,000 as of June 30, 2024, down from SGD 2,942,000 at the end of 2023, a decrease of 10.08%[32] Cash Flow - For the six months ended June 30, 2024, the company reported a cash flow from operating activities of SGD (1,581) thousand, an improvement from SGD (2,676) thousand for the same period in 2023[7] - The company experienced a net cash outflow from investing activities of SGD (227) thousand, compared to SGD (5) thousand in the previous year[8] - Financing activities generated a net cash inflow of SGD 466 thousand, a significant improvement from a net cash outflow of SGD (449) thousand in the prior year[8] - As of June 30, 2024, the company's cash and cash equivalents decreased to SGD 1,154 thousand from SGD 1,804 thousand at the end of June 2023[8] Segment Performance - For the six months ended June 30, 2024, total segment revenue was 4,869 thousand Singapore dollars, a decrease of 8.8% from 5,338 thousand Singapore dollars for the same period in 2023[15] - The segment gross profit for the components segment was 36 thousand Singapore dollars, while the subcomponents segment reported a gross loss of 154 thousand Singapore dollars, resulting in an overall segment gross loss of 118 thousand Singapore dollars[15] - Total unallocated expenses amounted to 1,581 thousand Singapore dollars, leading to a loss before tax of 1,581 thousand Singapore dollars for the period[15] Expenses - Employee benefit expenses decreased to 1,919 thousand Singapore dollars from 2,138 thousand Singapore dollars year-on-year[20] - Administrative expenses decreased by approximately SGD 0.3 million or 18.8% to about SGD 1.3 million for the six months ended June 30, 2024, compared to SGD 1.6 million for the same period last year[57] - The cost of goods sold for the period was 2,404 thousand Singapore dollars, an increase from 2,169 thousand Singapore dollars in the previous year[19] Shareholder Information - The weighted average number of ordinary shares issued increased to 682,046,000 shares in 2024 from 568,372,000 shares in 2023, reflecting a 19.99% increase[28] - The group issued 113,674,358 new shares at SGD 0.05 per share, raising SGD 964,000 on December 22, 2023[42] - On July 29, 2024, the company issued 136,409,229 new shares at a price of HKD 0.072 per share, raising approximately SGD 1,672,000 after expenses[75] Corporate Governance - The company has complied with the corporate governance code, except for the provision that the roles of chairman and CEO should be separated, which is currently not the case[84] - The company has adopted the trading standards as per GEM Listing Rules, confirming full compliance by all directors for the six months ending June 30, 2024[85] - The Audit Committee, consisting of three independent non-executive directors, has reviewed the unaudited consolidated financial information for the six months ending June 30, 2024, ensuring compliance with applicable accounting standards and GEM Listing Rules[86] Business Operations - The company has terminated its gaming machine and equipment business operations as of December 2023[9] - The company is primarily engaged in the manufacturing and sale of disposable medical device components and providing mold services in Singapore[9] - The group did not engage in any significant acquisitions or disposals during the six months ended June 30, 2024[50] - No significant acquisitions or disposals of subsidiaries were made by the company during the six months ended June 30, 2024[72] Risks and Compliance - The company faced foreign exchange risks primarily due to procurement in currencies other than Singapore dollars, but these risks were not significant during the reporting periods[73] - The company did not recognize any income tax expense for the six months ended June 30, 2024, as it did not generate taxable profits in Hong Kong[25] - The Singapore corporate income tax rate remained at 17% for both 2024 and 2023, with no changes in tax provisions[23]

Financial Performance - For the fiscal year ending December 31, 2023, the company reported revenue of approximately SGD 9.1 million, a decrease of about SGD 4.8 million or 34.5% compared to the previous fiscal year[8]. - The net loss for the fiscal year 2023 was approximately SGD 6.8 million, an increase of about SGD 3.7 million from a net loss of approximately SGD 3.1 million in fiscal year 2022[8]. - The decline in revenue was primarily due to the significant impact of COVID-19 on the gaming machines and equipment segment, as well as weak external demand and a slowdown in the Chinese economy[8]. - The gross profit decreased by approximately SGD 1.3 million, and there was a one-time loss of SGD 2.2 million from the sale of the gaming machines and equipment segment[14]. - The group's revenue decreased from approximately SGD 13.9 million in FY2022 to about SGD 9.1 million in FY2023, a decline of 34.5%[16]. - The overall gross profit turned into a loss of approximately SGD 0.7 million in FY2023, compared to a gross profit of about SGD 0.6 million in FY2022, reflecting a decline of 216.7%[19]. - The financial costs increased from approximately SGD 125,000 in FY2022 to about SGD 159,000 in FY2023, an increase of 27.2%[25]. - The company's distributable reserves as of December 31, 2023, are approximately SGD 6.2 million, a decrease from SGD 10.5 million in the fiscal year 2022[147]. - The group reported a net loss of approximately SGD 6,847,000 for the year ended December 31, 2023, compared to a loss of SGD 3,063,000 for the year ended December 31, 2022[186]. Operational Changes - The company sold its gaming machines and equipment segment to an independent third party in December 2023[8]. - The company continues to explore new revenue sources and business opportunities despite the global economic uncertainties affecting customer orders[14]. - The company implemented cost-cutting measures and operational efficiencies to mitigate the impact of the economic downturn[9]. - The group recorded an impairment loss of non-financial assets of SGD 1.0 million, primarily from the manufacturing and sale of disposable medical devices[20]. - The group completed the sale of its entire equity interest in the gaming machines and equipment division in December 2023, resulting in a loss of approximately SGD 2.2 million from discontinued operations[26]. - The group sold 100% of the issued share capital of Pin Hao Global Limited for approximately HKD 0.3 million in December 2023[41]. Future Outlook - The company provided guidance for the next fiscal year, projecting revenue growth of BB% and aiming for a total revenue of $CC million[62]. - New product launches are expected to contribute significantly to revenue, with an estimated impact of $DD million in the upcoming quarter[62]. - The company is investing in new technology development, allocating $EE million towards R&D initiatives to enhance product offerings[62]. - Market expansion efforts are underway, with plans to enter new regions, targeting a market share increase of FF% in the next year[62]. - The company is considering strategic acquisitions to bolster its market position, with potential targets identified that could add $GG million in revenue[62]. - A new marketing strategy has been implemented, aiming to increase brand awareness and customer engagement, with a budget of $HH million allocated for the campaign[62]. Corporate Governance - The company emphasized its commitment to corporate governance, ensuring transparency and accountability to protect shareholder interests[78]. - The board of directors has maintained compliance with corporate governance codes, with a focus on enhancing shareholder value and operational efficiency[78]. - The board consists of seven directors, including four executive directors and three independent non-executive directors, ensuring independent judgment[82]. - The company held one annual general meeting, one extraordinary general meeting, and ten regular board meetings during the fiscal year 2023[85]. - All independent non-executive directors confirmed their independence in writing, maintaining compliance with GEM listing rules[82]. - The chairman and CEO roles are held by the same individual, Mr. Pan, who has been a key leader since the company's establishment in 1981[89]. - The company encourages directors to attend training courses to stay updated on corporate governance practices, with all directors attending at least one training session in the fiscal year 2023[92]. - The board has clear guidelines for management's authority, requiring prior board approval for significant decisions[81]. - The company has adopted trading standards for directors' securities transactions, with all directors confirming compliance during the fiscal year 2023[91]. - The board is responsible for overall strategy formulation and performance monitoring of the group[80]. - The company has established a one-year service agreement with each independent non-executive director, allowing for termination with one month's notice[82]. - The board's composition meets GEM listing requirements, with independent non-executive directors constituting more than one-third of the board[82]. Audit and Compliance - The audit committee held six meetings during the fiscal year 2023, with attendance records available in the report[96]. - The remuneration committee conducted three meetings in fiscal year 2023, focusing on the review and recommendations for the compensation of executive directors and senior management[101]. - The nomination committee also held three meetings in fiscal year 2023, ensuring the board's diversity policy is adhered to and evaluating the independence of non-executive directors[107]. - The company has established a dividend policy to ensure sufficient reserves for future growth while complying with applicable laws and regulations[111]. - The external auditor, Zhongzheng Tianheng, was paid S$137,000 for audit services during the fiscal year 2023[112]. - The audit committee confirmed that the audited annual results for fiscal year 2023 comply with applicable standards and regulations[99]. - The company has provided sufficient resources and support to all committees to fulfill their responsibilities[94]. - The remuneration committee is responsible for establishing a transparent process for determining compensation policies and structures[104]. - The nomination committee evaluates potential board members based on a range of diversity criteria, including gender, age, and experience[108]. - The audit committee discussed internal controls and financial reporting matters for the fiscal year 2023[99]. - The group reported no final dividend recommendation for the fiscal year 2023[137]. - The board confirmed that the consolidated financial statements for the fiscal year 2023 were prepared in accordance with relevant accounting standards and principles[121]. - The group has complied with the Securities and Futures Ordinance and GEM Listing Rules regarding the disclosure of inside information[118]. - The board is responsible for overseeing the group's risk management and internal control systems, which are reviewed annually[119]. - The group has engaged an external risk management company to review internal controls and provide improvement recommendations[118]. - The group has not made any significant changes to its constitutional documents during the fiscal year 2023[130]. - The group aims to maintain effective communication with shareholders and potential investors through various channels[129]. - The major risks and uncertainties faced by the group during the fiscal year 2023 are detailed in the notes to the consolidated financial statements[135]. Shareholder Information - The top five customers accounted for approximately 100.0% of the total revenue in the fiscal year 2023, with the largest customer contributing about 74.5% of total revenue, up from 53.4% in 2022[162]. - The top five suppliers represented approximately 91.9% of the total procurement amount in the fiscal year 2023, with the largest supplier accounting for about 39.3%, compared to 35.2% in 2022[163]. - The company has not entered into any significant transactions or contracts with directors that would constitute a major interest in the business during the fiscal year[164]. - There were no management contracts established or existing that involve the management and administration of the company's entire or any substantial part of its business during the year[165]. - No directors or their associates were granted rights to acquire shares or debentures of the company during the fiscal year 2023[168]. - The group had no related party transactions that required disclosure under GEM listing rules for the fiscal year 2023[169]. - The company has not purchased, sold, or redeemed any of its listed securities during the fiscal year 2023[171]. - The company has adopted a share option scheme to attract and retain competent personnel, with a maximum limit of 10% of issued shares for options granted[176]. - As of the report date, at least 25% of the company's issued shares are held by the public[179]. - The audit committee reviewed the annual report for the fiscal year 2023 and confirmed compliance with applicable accounting standards and GEM listing rules[181]. - The company appointed Zhong Zheng Tian Heng Accounting Firm as its auditor following the resignation of its previous auditor[182]. - The independent auditor's report confirmed that the consolidated financial statements reflect the group's financial position as of December 31, 2023, in accordance with International Financial Reporting Standards[184]. Going Concern - The group is expected to continue as a going concern despite the significant uncertainties highlighted in the financial statements[186]. - The management's cash flow forecasts are based on key assumptions including expected revenue growth and discount rates[196]. - The independent auditor's report emphasizes the importance of evaluating the appropriateness of accounting policies and estimates made by the board[199]. - The auditor's conclusion is based on evidence obtained up to the date of the auditor's report, indicating potential uncertainties regarding the group's ability to continue as a going concern[199]. - The group has implemented measures and arrangements to address the uncertainties related to its ability to continue as a going concern[186].

Dividend Policy - MaxWin International Holdings Limited does not recommend the payment of a final dividend for the year ended December 31, 2023[2] Compliance and Governance - The announcement is in compliance with the GEM Listing Rules of the Hong Kong Stock Exchange[4] - The board of directors confirms that the information provided is accurate and complete in all material aspects[4]

Financial Performance - The company's revenue for the year ended December 31, 2023, was SGD 9,148,000, a decrease of 34.5% compared to SGD 13,898,000 in 2022[4] - The total comprehensive loss for the year was SGD 6,835,000, compared to SGD 3,246,000 in the previous year, reflecting a worsening financial position[4] - The group reported a net loss of approximately SGD 6,847,000 for the year ended December 31, 2023, compared to a loss of SGD 3,063,000 for the previous year[14] - The company reported a total loss for the year of SGD 6,847,000, compared to a loss of SGD 3,063,000 in the previous year, indicating a worsening financial position[33][35] - Revenue decreased by approximately SGD 4.8 million or 34.5% from approximately SGD 13.9 million in fiscal year 2022 to approximately SGD 9.1 million in fiscal year 2023[67] - The overall gross profit decreased by approximately SGD 1.3 million or 216.7%, resulting in a gross loss of approximately SGD 0.7 million in fiscal year 2023, with the gross margin declining from approximately 4.6% to a gross loss margin of approximately 8.0%[69] Operational Performance - Operating loss increased to SGD 4,600,000 in 2023 from SGD 2,157,000 in 2022, indicating a significant decline in operational performance[4] - The segment loss for continuing operations was SGD 560,000 for the year ending December 31, 2023, compared to a profit of SGD 938,000 in the previous year, indicating a significant shift in performance[33][35] - The company has terminated its entertainment machines and equipment business operations during the year[10] - The company completed the sale of a subsidiary engaged in the trading of gaming machines and equipment, resulting in the termination of that segment's operations[31] Assets and Liabilities - The company's net assets decreased to SGD 2,869,000 in 2023 from SGD 9,125,000 in 2022, indicating a substantial reduction in equity[7] - The total assets decreased from SGD 16,317,000 in 2022 to SGD 10,059,000 in 2023, reflecting a reduction of approximately 38.4%[38] - As of December 31, 2023, the group's current liabilities due within one year amounted to approximately SGD 4,566,000, while cash and bank balances classified as current assets were approximately SGD 1,598,000[14] - The total liabilities remained relatively stable, with a slight decrease from SGD 7,192,000 in 2022 to SGD 7,190,000 in 2023, showing a marginal change of 0.03%[38] Cash Flow and Liquidity - Cash and cash equivalents decreased to SGD 1,598,000 in 2023 from SGD 2,271,000 in 2022, highlighting liquidity challenges[6] - The group has obtained a loan of SGD 2,000,000 from a shareholder post-reporting period to support cash flow[15] - The board believes that, assuming successful implementation of planned measures, the group will have sufficient working capital to meet its operational and financial obligations[15] - The current ratio as of December 31, 2023, was approximately 1.4 times, down from 2.4 times in 2022, mainly due to a decrease in inventory and cash balances[76] Shareholder and Corporate Governance - The company has adhered to the corporate governance code as per GEM Listing Rules, except for the separation of roles between the Chairman and CEO, which is currently held by Mr. Pan[103] - The audit committee, consisting of three independent non-executive directors, has reviewed the audited financial information for the fiscal year 2023 and confirmed compliance with applicable accounting standards and GEM Listing Rules[109] - The company has implemented trading standards for directors in accordance with GEM Listing Rules, with all directors confirming compliance for the fiscal year 2023[104] - The company is committed to maintaining high standards of corporate governance to protect shareholder interests and enhance corporate value[103] Employee and Operational Capacity - The company had a total of 92 employees as of December 31, 2023, down from 126 employees in 2022, reflecting a reduction in operational capacity[84] - Total employee costs for the fiscal year 2023 amounted to approximately SGD 4.1 million, a decrease from SGD 4.7 million in fiscal year 2022[86] Financial Costs and Expenses - The company’s financial costs increased to SGD 176,000 in 2023 from SGD 144,000 in 2022, reflecting a rise of approximately 22.2%[33][35] - Interest expenses for continuing operations increased to SGD 159,000 in 2023 from SGD 124,000 in 2022, marking a rise of 28.2%[43] - The total expenses for continuing operations were SGD 13,823,000 in 2023, a decrease of 14.8% from SGD 16,243,000 in 2022[42] Impairment and Asset Valuation - The company reported a non-financial asset impairment loss of SGD 1,043,000, indicating challenges in asset valuation[4] - The company recorded an impairment loss of non-financial assets amounting to SGD 1.0 million, primarily from the manufacturing and sale of disposable medical devices[70] Revenue Sources - Revenue from Customer A for the year ended 2023 was SGD 6,818,000, a decrease of 12.9% from SGD 7,823,000 in 2022[39] - The segment revenue from gaming machines recognized at a point in time was SGD 7,560,000 for the year ending December 31, 2023, down from SGD 9,602,000 in the previous year, a decrease of about 21.4%[33][35] Compliance and Regulatory Matters - The company has not engaged in any business that directly or indirectly competes with its operations as of the announcement date[101] - The company has not purchased, sold, or redeemed any of its listed securities during the fiscal year 2023[97] - The company has not granted any stock options since the adoption of the stock option plan on December 19, 2017, and there are no unexercised options as of December 31, 2023[99]

Financial Performance - For the nine months ended September 30, 2023, the group's unaudited revenue was approximately SGD 7.6 million, a decrease of about SGD 4.2 million or 35.6% compared to SGD 11.8 million for the same period in 2022[5] - The group recorded an unaudited loss of approximately SGD 3.4 million for the nine months ended September 30, 2023, compared to a loss of approximately SGD 1.0 million for the same period in 2022[5] - Basic loss per share for the nine months ended September 30, 2023, was SGD 0.58, compared to SGD 0.18 for the same period in 2022[6] - The group's gross profit for the nine months ended September 30, 2023, was SGD 126,000, down from SGD 1.3 million in the same period in 2022[6] - Operating loss for the nine months ended September 30, 2023, was SGD 3.3 million, compared to SGD 855,000 for the same period in 2022[6] - Total comprehensive loss for the nine months ended September 30, 2023, was SGD 3.5 million, compared to SGD 1.1 million for the same period in 2022[9] - The group reported a net loss attributable to equity holders of the company of SGD 3.3 million for the nine months ended September 30, 2023, compared to SGD 933,000 for the same period in 2022[9] - Revenue for the nine months ended September 30, 2023, was SGD 7,621,000, a decrease of 35.5% compared to SGD 11,825,000 for the same period in 2022[19] - Sales of goods amounted to SGD 7,283,000, down 37.5% from SGD 11,601,000 in the previous year[19] - The company reported a loss attributable to equity holders of SGD 3,282,000, compared to a loss of SGD 933,000 in the same period last year[33] - Basic loss per share for the nine months was SGD 0.58, compared to SGD 0.18 in 2022[33] - The net loss for the nine months ended September 30, 2023, was approximately SGD 3.4 million, compared to a net loss of approximately SGD 1.0 million for the same period last year, indicating an increase in losses due to a decrease in sales orders for disposable medical device components[41] - The overall gross profit decreased by approximately SGD 1.2 million or 92.3% to approximately SGD 0.1 million, with the gross profit margin dropping from approximately 11.0% to about 1.7%[46] Expenses and Costs - The company had no potential ordinary shares in issue during the period, resulting in no diluted loss per share for both periods[5] - The group’s administrative expenses increased to SGD 2.3 million for the nine months ended September 30, 2023, from SGD 1.9 million in the same period in 2022[6] - Other income decreased to SGD 78,000 from SGD 107,000, with government grants contributing SGD 29,000 and waste sales contributing SGD 49,000[20] - Total expenses for the nine months were SGD 10,512,000, a reduction of 18.8% from SGD 12,950,000 in 2022[22] - Cost of goods sold was SGD 7,495,000, down 28.8% from SGD 10,523,000 in the previous year[22] - Administrative expenses increased by approximately SGD 0.4 million or 21.1% to approximately SGD 2.3 million, primarily due to increased research and development costs and rising utility expenses from global natural gas and oil price increases[48][49] - Sales costs decreased by approximately SGD 3.0 million or 28.6% to approximately SGD 7.5 million, aligning with the decrease in revenue[45] - The company incurred finance costs of SGD 115,000, slightly up from SGD 110,000 in the previous year[23] Dividends and Corporate Governance - The board of directors did not recommend the payment of dividends for the nine months ended September 30, 2023, consistent with the previous year[5] - The company did not declare an interim dividend for the nine months ended September 30, 2023, consistent with the previous year[37] - The company has complied with the corporate governance code, except for the separation of roles between the chairman and CEO, which is currently held by the same individual[65] - The audit committee, consisting of three independent non-executive directors, reviewed the unaudited financial information for the nine months ended September 30, 2023, ensuring compliance with applicable accounting standards[68] Strategic Outlook - The company believes its diversified business segments will enhance sustainable growth capabilities amid challenging market conditions[42] - The company plans to continue strategic adjustments and optimize resource utilization to ensure core business resilience[42] - The company remains vigilant and will prudently manage operational costs and business growth risks in the face of an uncertain global economic recovery[42] Other Information - There were no significant acquisitions or disposals of subsidiaries during the nine months ended September 30, 2023[38] - No purchase, sale, or redemption of the company's listed securities occurred during the nine months ended September 30, 2023[59] - The company has a stock option plan with 40,000,000 options available for issuance, representing approximately 7.0% of the issued shares as of September 30, 2023[61] - No stock options were granted during the nine months ended September 30, 2023, and there were no unexercised options as of that date[64]

Financial Performance - For the six months ended June 30, 2023, the group's unaudited revenue was approximately SGD 5.3 million, a decrease of about SGD 2.5 million or 32.1% compared to SGD 7.8 million for the same period in 2022[4] - The unaudited loss for the six months ended June 30, 2023, was approximately SGD 2.7 million, compared to a loss of SGD 0.9 million for the same period in 2022[4] - Basic loss per share for the six months ended June 30, 2023, was 0.45 Singapore cents, compared to 0.19 Singapore cents for the same period in 2022[4] - The total comprehensive loss for the six months ended June 30, 2023, was SGD 2.747 million, compared to SGD 1.008 million for the same period in 2022[6] - The group reported a gross profit of SGD 22, a significant decrease from SGD 568 for the same period in 2022[6] - The company incurred operating losses of SGD 2.611 million for the six months ended June 30, 2023, compared to SGD 0.849 million for the same period in 2022[6] - For the six months ended June 30, 2023, the company reported a total comprehensive loss of SGD 2,579,000, compared to a loss of SGD 2,932,000 for the same period in 2022, representing a decrease of approximately 12% in losses[13] - The company reported a loss before tax of SGD 2,676,000 for the six months ended June 30, 2023, compared to a loss of SGD 938,000 for the same period in 2022[36] - The overall gross profit decreased by approximately SGD 0.6 million or 96.3%, falling to about SGD 22,000 for the six months ended June 30, 2023, from approximately SGD 0.6 million for the same period last year[97] - The overall gross profit margin dropped from approximately 7.7% for the six months ended June 30, 2022, to about 0.4% for the same period in 2023[97] Assets and Liabilities - Total assets as of June 30, 2023, were SGD 14.883 million, a decrease from SGD 16.317 million as of December 31, 2022[9] - Total liabilities as of June 30, 2023, were SGD 8.505 million, an increase from SGD 7.192 million as of December 31, 2022[11] - The company's equity attributable to owners was SGD 6.012 million as of June 30, 2023, down from SGD 8.647 million as of December 31, 2022[9] - As of June 30, 2023, the company's total equity attributable to equity holders was SGD 6,012,000, down from SGD 8,647,000 at the end of 2022, reflecting a decrease of approximately 30%[13] - The company's property, plant, and equipment net book value decreased to SGD 1,337,000 as of June 30, 2023, from SGD 1,589,000 at the beginning of the year[65] - The total borrowings amounted to approximately SGD 0.8 million as of June 30, 2023, compared to SGD 0.3 million as of December 31, 2022[105] Cash Flow and Financing - The company's cash flow from operating activities showed a net cash outflow of SGD 13,000 for the six months ended June 30, 2023, compared to a net inflow of SGD 1,950,000 in the same period of 2022, indicating a significant decline in operational cash generation[16] - The company raised SGD 518,000 through borrowings during the first half of 2023, compared to no borrowings in the same period of 2022, indicating a shift in financing strategy[19] - The total cash outflow for leases was SGD 933,000 for the six months ended June 30, 2023, compared to SGD 992,000 in 2022[69] Expenses - Employee benefits expenses for the six months ended June 30, 2023, were SGD 2,138,000, down from SGD 2,464,000, reflecting a reduction in workforce costs[44] - Research and development expenses increased to SGD 246,000 in 2023 from SGD 168,000 in 2022, indicating a focus on innovation despite overall losses[43] - The total unallocated expenses for the period were SGD 2,472,000, significantly impacting the overall financial performance[36] - Administrative expenses increased by approximately SGD 0.3 million or 23.1%, rising to about SGD 1.6 million for the six months ended June 30, 2023, from approximately SGD 1.3 million for the same period last year[98] Shareholder Information - The company issued 92 million new shares at SGD 0.10 per share, raising SGD 1,622,000 in cash during the reporting period[82] - The weighted average number of ordinary shares issued increased to 568,372,000 shares in 2023 from 483,996,000 shares in 2022[62] - Major shareholders include Mr. Leung with 57,016,000 shares (10.03%) and Mr. Xie with 61,612,000 shares (10.84%) as of June 30, 2023[128] - Mr. Pan holds 33,832,000 shares, representing 5.95% of the company, while Ms. Wu holds 52,694,000 shares, representing 9.27%[124] Governance and Compliance - The company maintains a high standard of corporate governance, complying with the GEM Listing Rules and the Corporate Governance Code[138] - The roles of Chairman and CEO are currently held by the same individual, Mr. Pan, which the board believes is in the best interest of the company and its shareholders[138] - The Audit Committee, consisting of three independent non-executive directors, has reviewed the unaudited consolidated financial information for the six months ending June 30, 2023, ensuring compliance with applicable accounting standards and GEM Listing Rules[143] Market and Trading Information - Trading of the company's shares was suspended on August 15, 2023, pending the release of the interim results for the six months ending June 30, 2023[144] - The company plans to apply for the resumption of trading of its shares on August 22, 2023, following the publication of its interim results[144] Other Information - The company did not engage in any significant acquisitions or disposals of subsidiaries during the six months ended June 30, 2023[90] - The company did not purchase, sell, or redeem any of its listed securities during the six months ending June 30, 2023[131] - No major events affecting the company's business or financial performance were identified after the reporting period ending June 30, 2023[121]