Core Viewpoint - Minhua Holdings (01999.HK) announced the acquisition of 100% equity of Gainline Recline Intermediate Corp. for $32 million, which includes the settlement of the target group's debt obligations totaling approximately $27.99 million [1] Group 1: Acquisition Details - The acquisition price for Gainline Recline Intermediate Corp. is set at $32 million [1] - A repayment letter from a U.S. bank was delivered by the seller, indicating that the total amount required to settle all outstanding bank financing obligations of the target group is $27.99 million as of the closing date [1] - After the acquisition, Minhua's subsidiary, Minhua Hong Kong Trading, will provide an interest-free loan of $26.67 million to the target group to fully repay the aforementioned bank financing obligations [1] Group 2: Financial Overview - The total amount spent by the group to acquire the target group's business is approximately $58.7 million, which includes the debt obligations to be settled at closing [1] - The remaining balance of $1.32 million will be repaid by the target group using available bank cash on the closing date [1] Group 3: Target Company Profile - The target company primarily engages in investment holding, manufacturing, and trading of soft furniture in the United States [1] - It is headquartered in northern Mississippi and operates under two brand names: Southern Motion, focusing on reclining furniture, and Fusion Furniture, specializing in stationary furniture [1] - The target group has eight production facilities in northern Mississippi, covering a total area of over 2 million square feet [1]

Group 1 - Company Minhua Holdings (01999) announced the acquisition of 100% equity in Gainline Recline Intermediate Corp. for a total consideration of $32 million, with the transaction expected to close on December 18, 2025 [1] - The total amount required to settle the bank financing obligations of the target group as of the closing date is $27.9939 million, which will be fully repaid through an interest-free loan of $26.6703 million from Minhua Hong Kong Trading [1] - The total cost of the acquisition, including the repayment of the target group's debts, amounts to approximately $58.7 million [1] Group 2 - The target group primarily operates in the manufacturing and sale of soft furniture in the United States, with headquarters in Northern Mississippi and two brands: Southern Motion and Fusion Furniture [2] - The target group has over 1,000 active customers in its furniture retail distribution network, which is expected to create cross-selling opportunities and cost savings through improved procurement and manufacturing efficiency [2] - The target group operates eight production facilities in Northern Mississippi, covering over 2 million square feet, and the acquisition is anticipated to expand the company's production layout in the U.S. to address international trade challenges and opportunities [2]

Group 1 - The company announced that its indirect wholly-owned subsidiary, Minhua American Manufacturing, has entered into a purchase agreement to acquire 100% of the issued share capital of Gainline Recline Intermediate Corp for $32 million [1] - At the time of closing, the seller provided a repayment letter indicating that the total amount required to settle all outstanding obligations under the bank financing obtained by the target group is $27,993,885.51 [1] - The company will provide an interest-free loan of $26,670,335.51 to the target group to fully repay the aforementioned bank financing obligations, with the remaining balance of $1,323,550 to be settled by the target group using available bank cash at closing [1] Group 2 - The target group primarily engages in the manufacturing and sale of soft furniture in the United States, operating eight production facilities in northern Mississippi with a total area exceeding 2 million square feet [2] - The board anticipates that the acquisition will create synergies between the company and the target group, and it will expand the company's production layout in the U.S. to address opportunities and challenges arising from changes in the international trade environment [2] - The board believes that the terms of the purchase agreement are normal commercial terms, fair, reasonable, and in the overall interest of the company's shareholders [2]

收購事項 董 事 會 欣 然 宣 布，本 公 司 的 間 接 全 資 附 屬 公 司 敏 華 美 國 製 造 與 賣 方 於 二 零 二 五 年 十 二 月 十 八 日（交 易 時 段 後）訂 立 買 賣 協 議，據 此，敏 華 美 國 製 造 同 意 收 購 而 賣 方 同 意 出 售 已 購 買 股 份，即 目 標 公 司 的100%已 發 行 股 本，代 價 為 32,000,000美 元。與 交 割 同 時，賣 方 已 向 本 公 司 交 付 一 份 由 一 家 美 國 銀 行 正 式 簽 署 的 還 款 函 副 本，該 函 載 明 截 至 交 割 日 期，為 清 償 目 標 集 團 所 獲 授 銀 行 融 資項下所有未償義務所需支付的總金額為27,993,885.51美 元。 於 交 割 後，本 公 司 之 間 接 全 資 附 屬 公 司 敏 華 香 港 貿 易 已 向 目 標 集 團 授 予 本 金額為26,670,335.51美 元 的 免 息 貸 款，用 以 全 數 償 還 前 述 銀 行 融 資 項 下 的 所 有 義 務。餘 額1,323,550美 元 將 由 目 標 集 團 於 交 割 ...

Core Viewpoint - Minhua Holdings (01999.HK) is accelerating its internationalization strategy by leveraging the Southeast Asian market, reflecting the company's accurate assessment of regional economic potential and injecting new momentum for long-term growth through supply chain optimization, channel penetration, and localized operations [1] Strategic Significance: Risk Diversification and Seizing Emerging Market Opportunities - Southeast Asia is one of the fastest-growing regions for home consumption, driven by demographic dividends and urbanization. Minhua Holdings is establishing production bases in Vietnam and Malaysia to effectively mitigate trade friction risks while reducing logistics costs by being closer to the consumer market [2] Implementation Path: Capacity Coordination and Channel Innovation - The strategy aligns with the company's "global supply chain + localized operations" model, enhancing its competitiveness outside North America and Europe [4] Challenges and Opportunities: Cultural Integration and Competitive Dynamics - Despite the immense potential in Southeast Asia, challenges include the rise of local brands and differences in consumer habits. Minhua Holdings is employing various strategies to navigate these challenges [5] Long-term Value: Globalization Premium and Second Growth Curve - The expansion into Southeast Asia not only diversifies Minhua Holdings' reliance on a single market but also offsets traditional market fluctuations through high-growth regions. Institutions predict that with capacity release and channel penetration, the Southeast Asian business is expected to contribute over 20% of overseas revenue within the next three years, becoming a key factor in the company's valuation restructuring [5] Capacity Layout: - After expanding its factory in Vietnam, Minhua Holdings has achieved comprehensive coverage of Southeast Asian capacity for North American exports, with a monthly capacity reaching thousands of containers, significantly improving order response efficiency. The company is also quickly adapting to Southeast Asian consumer preferences by launching functionally designed sofas suitable for small living spaces through technology transfer and local partnerships [6] Channel Penetration: - Online channels have become a breakthrough point, with Minhua Holdings leveraging platforms like TikTok and Lazada for live e-commerce, combined with localized marketing strategies to rapidly increase market share. Offline, the company is accelerating store openings through a franchise model, aiming to cover major urban business districts [6] Product Adaptation: - The company is optimizing sofa materials and structural designs to cater to the high temperature and humidity climate of Southeast Asia [6] Brand Localization: - Minhua Holdings is collaborating with local KOLs to promote the "healthy home" concept, enhancing brand recognition [6] Policy Coordination: - The company is utilizing the ASEAN Free Trade Agreement to reduce tariff costs and enhance price competitiveness [6]

Core Viewpoint - Minhua Holdings (01999.HK) reported its interim results for the six months ending September 30, showing resilience in its performance, which has received positive feedback from the market, with several institutions upgrading their ratings and target prices [1][2]. Group 1: Revenue and Profitability - The total revenue for the period was approximately HKD 80.45 billion, a year-on-year decrease of about 3.1%. However, the profit attributable to equity holders increased by 0.6% to approximately HKD 11.46 billion, with gross margin rising by 0.9 percentage points to 40.4% and net margin increasing by 0.5 percentage points to 14.2% [3][4]. - The revenue breakdown shows a decline in sales of sofa and bedding products, while other products saw an increase of 11.4% year-on-year [4][5]. Group 2: Domestic Market Resilience - Despite challenges in the domestic market, Minhua Holdings has shown signs of stabilization, with online sales reaching HKD 11.44 billion, a year-on-year growth of 13.6%. This improvement is attributed to product structure optimization and enhanced platform operations [6][5]. - The company has actively adjusted its channels and products, leading to a significant narrowing of the decline in domestic sales, indicating that the worst may be over [6][5]. Group 3: International Market Stability - In the context of global trade tensions, Minhua's overseas business demonstrated strong stability, with North American revenue at HKD 21.61 billion, a slight increase of 0.3%, and European and other markets at HKD 7.65 billion, a growth of 4.3% [7][9]. - The company’s global supply chain management capabilities have proven to be a core advantage, allowing it to maintain operational efficiency and cost control despite rising tariffs [9][10]. Group 4: Financial Health and Shareholder Returns - Minhua Holdings has a robust financial position, with a high and sustainable dividend payout, declaring an interim dividend of HKD 0.15 per share, resulting in a payout ratio of 50.8% and a dynamic dividend yield of 5.76% based on a closing price of HKD 4.69 [11]. - The company’s strong balance sheet and improved profit quality provide a safety net for future returns, reinforcing its ability to generate profits and cash flow sustainably [11]. Group 5: Overall Market Perception - The market's positive outlook on Minhua Holdings is not solely based on its interim results but reflects the company's strong operational management and ability to navigate uncertainties, establishing a solid foundation for future growth [13].

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11月30日 | | --- | | 狀態: | | 新提交 | 致：香港交易及結算所有限公司 公司名稱: 敏華控股有限公司 呈交日期: 2025年12月2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) | 01999 | 說明 | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | 法定/註冊股本 | | | 上月底結存 | | | 5,000,000,000 | HKD | | 0.4 HKD | | 2,000,000,000 | | 增加 / 減少 (-) | | | 0 | | | HKD | | 0 | | 本月底結存 | | | 5,000,000,000 | HKD | | 0.4 HKD | | 2,000,000,000 | ...

Man Wah Holdings Limited 敏華控股有限公司 (Incorporated in Bermuda with limited liability) （於百慕達註冊成立的有限公司） (Stock Code 股份代號: 01999) N O T I F I C AT I O N L E T T E R 通 知 信 函 Dear non-registered shareholder(s), Man Wah Holdings Limited (the "Company") 敏華控股有限公司（「公司」） –2025/26 年中期報告（「本次公司通訊」）的刊發通知 本次公司通訊文件備有中、英文版本，並已上載於香港聯合交易所有限公司（「香港交易所」）網站（www.hkexnews.hk）及公司網站 （www.manwahholdings.com），歡迎瀏覽。 閣下若因任何理由以致在收取或接收載於公司網站上的本次公司通訊文件出現困難， 閣下可將 要求（註明 閣下的姓名、地址及要求）以電郵方式發送至 manwah.ecom@computershare.com.hk 或以書面方式郵寄至公司香港股 份過戶登記處（ ...

Man Wah Holdings Limited (the "Company") Man Wah Holdings Limited 敏華控股有限公司 (Incorporated in Bermuda with limited liability) （於百慕達註冊成立的有限公司） (Stock Code 股份代號: 01999) N O T I F I C AT I O N L E T T E R 通 知 信 函 Dear registered shareholder(s), To ensure timely receipt of the latest Corporate Communications, the Company recommends you provide your email address by scanning your personalized QR code printed on the reply form (the "Reply Form") on the reverse side. Alternatively, you may sign and return the Reply ...

Financial Performance - For the six months ended September 30, 2025, the company reported revenue of approximately HKD 8,044,781, a decrease of about 3.1% year-on-year[6]. - Total revenue for the six months ended September 30, 2025, was HKD 8,240,757, a decrease of 2.73% compared to HKD 8,471,446 in the same period of 2024[71]. - Gross profit for the same period was HKD 3,250,161, down 0.93% from HKD 3,280,649 year-over-year[71]. - Net profit for the period was HKD 1,206,334, representing a slight increase of 0.67% from HKD 1,194,555 in the previous year[72]. - Net profit attributable to equity holders increased by about 0.6% to HKD 1,145,578,000, with a net profit margin of approximately 14.2%, up from 13.7% in the previous year[27]. - Total comprehensive income for the period was HKD 1,471,225, an increase of 9.68% from HKD 1,341,679 in the same period last year[72]. - The profit attributable to the company's owners for the six months ended September 30, 2025, was HKD 1,145,578,000, a slight increase from HKD 1,138,925,000 in the same period of 2024, representing a growth of approximately 0.3%[106]. Revenue Breakdown - Sofa sales in the Chinese market generated revenue of approximately HKD 3,083,855, down 6.1% from HKD 3,285,505 in the previous year[11]. - Revenue from the North American market was approximately HKD 2,160,622, a slight increase of 0.3% year-on-year[8]. - Revenue from bedding and related products was approximately HKD 1,119,060,000, a decrease of about 7.4% compared to HKD 1,208,846,000 in the same period last year, primarily due to significant consumption downgrade in the Chinese market[12]. - Revenue from other products reached approximately HKD 930,789,000, an increase of about 11.4% from HKD 835,902,000 in the previous year, driven by sales growth of metal frames and smart furniture in overseas markets[13]. - Revenue from the Home Group was approximately HKD 379,665,000, up about 2.2% from HKD 371,313,000 in the same period last year, mainly due to increased demand in the European market[14]. - Revenue from real estate, hotels, and other property leasing was approximately HKD 65,038,000, a decline of about 10.1% from HKD 72,338,000 in the previous year, primarily due to a decrease in real estate income[15]. Cost and Expenses - Cost of goods sold decreased by about 4.6% to HKD 4,794,620,000 from HKD 5,024,724,000, with raw material costs declining more than revenue due to lower unit costs[17]. - Selling and distribution expenses increased by about 1.7% to HKD 1,539,021,000, with the percentage of revenue rising from approximately 18.2% to 19.1%[21]. - Administrative and other expenses rose by about 16.8% to HKD 364,089,000, with the percentage of revenue increasing from approximately 3.8% to 4.5%[23]. - Financial costs decreased by about 45.0% to HKD 40,184,000 from HKD 73,114,000 in the previous year, primarily due to lower loan interest expenses[25]. Assets and Liabilities - Non-current assets increased to HKD 12,042,145 as of September 30, 2025, from HKD 11,690,989 as of March 31, 2025[74]. - Current assets rose to HKD 8,950,908, compared to HKD 8,332,603 at the end of the previous reporting period[74]. - Total liabilities remained stable with current liabilities at HKD 6,111,866, slightly down from HKD 6,114,040[74]. - The company's equity increased to HKD 14,661,001 as of September 30, 2025, from HKD 13,649,166 as of March 31, 2025[75]. Cash Flow and Financing - Operating cash flow for the six months was HKD 1,685,877,000, an increase from HKD 1,584,455,000 in the prior year, representing a growth of about 6.4%[80]. - The company incurred a net cash outflow from investing activities of HKD 1,089,500,000, compared to HKD 1,682,535,000 in the previous year, showing a reduction in cash outflow by approximately 35.3%[80]. - New bank borrowings amounted to HKD 2,583,826,000, an increase from HKD 1,591,460,000 in the previous year, indicating a significant rise in financing activities[80]. - The company paid dividends to equity holders totaling HKD 465,370,000, down from HKD 581,662,000 in the previous year, reflecting a decrease of approximately 20%[80]. Shareholder Information - The company has issued a total of 3,878,083,200 shares as of September 30, 2025[44]. - Min Wah Investment Limited holds 2,426,692,800 shares, representing approximately 62.57% of the company's issued share capital[46]. - Mr. Huang Min Li owns 80% of Min Wah Investment Limited, which translates to a beneficial ownership of 1,941,353,440 shares[44]. - Ms. Xu Hui Qing owns 20% of Min Wah Investment Limited, equating to a beneficial ownership of 485,338,560 shares[44]. - The company declared an interim dividend of HKD 0.12 per ordinary share for the six months ended September 30, 2025, down from HKD 0.15 per share in 2024, resulting in total dividends of HKD 465,370,000 compared to HKD 581,662,000 in the previous year[104]. Corporate Governance - The audit committee consists of three independent non-executive directors, and the interim financial information for the six months ending September 30, 2025, has been reviewed by Ernst & Young[54]. - The company has complied with the corporate governance code, with a noted deviation regarding the separation of the roles of chairman and CEO[61]. - All directors confirmed compliance with the standards of conduct for securities trading during the six-month period ending September 30, 2025[63]. Future Plans and Strategies - The company plans to continue its "smart home" strategy and enhance product innovation and brand building to solidify its market leadership[37]. - The group is exploring potential overseas acquisition targets to respond to changes in the international trade environment[37]. - The group has submitted an application for its subsidiary, Ruimai Technology, to be listed on the National Equities Exchange and Quotations[38].