香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責，對其準確性 或完整性亦不發表任何聲明，並明確表示，概不會就因本公告全部或任何部分內容而產生或因 倚賴該等內容而引致的任何損失承擔任何責任。 GCL Technology Holdings Limited 協鑫科技控股有限公司 （於開曼群島註冊成立之有限公司） （股份代號：3800） 截至2025年6月30日止六個月 之中期業績公告 截至2025年6月30日止六個月 | | | 截至6月30日止六個月 | | | --- | --- | --- | --- | | | | 2025年 | 2024年 | | | 附註 | 人民幣千元 | 人民幣千元 | | | | （未經審核） | （未經審核） | | 收入 | 4 | 5,734,660 | 8,862,876 | | 銷售成本及所提供的服務 | | (6,434,908) | (9,415,523) | | 毛虧 | | (700,248) | (552,647) | | 其他收入 | | 461,672 | 488,812 | | 分銷及銷售開支 | | (103,887) | (1 ...

[General Information and Disclaimers](index=1&type=section&id=General%20Information%20and%20Disclaimers) [Disclaimer](index=1&type=section&id=Disclaimer) HKEX and HKSE disclaim responsibility for the announcement's content, while the company's board assumes full and collective accountability for its accuracy and completeness - HKEX and HKSE are not responsible for the content of this announcement, make no statement as to its accuracy or completeness, and expressly disclaim liability for any loss[1](index=1&type=chunk)[7](index=7&type=chunk)[10](index=10&type=chunk) - The company's board of directors jointly and individually accepts full responsibility for the accuracy, completeness, and non-misleading nature of the information contained in this report[3](index=3&type=chunk)[8](index=8&type=chunk)[10](index=10&type=chunk) - This announcement will be published on the GEM website and the company's website for at least seven days[4](index=4&type=chunk) [Characteristics of GEM](index=2&type=section&id=Characteristics%20of%20GEM) GEM provides a listing platform for high-risk SMEs, requiring investors to understand potential market volatility and liquidity limitations - The GEM market aims to provide a listing platform for small and medium-sized companies with higher investment risks[5](index=5&type=chunk)[9](index=9&type=chunk) - Investors should understand that GEM securities may be subject to higher market volatility and that high liquidity cannot be guaranteed[6](index=6&type=chunk)[10](index=10&type=chunk) [Company Information](index=4&type=section&id=Company%20Information) [Board Members](index=4&type=section&id=Board%20Members) The company's board consists of executive, non-executive, and independent non-executive directors, with recent changes in appointments and resignations - Executive Directors include Mr Yao Tong, Ms Liang Wei (Chief Executive Officer), and Mr Liu Biao[12](index=12&type=chunk) - The Non-Executive Director is Mr Chen Zongxian (Chairman)[12](index=12&type=chunk) - Independent Non-Executive Directors include Mr Tian Tao, Mr Liu Lihan, and Mr Wu Zhou (appointed on August 20, 2025)[12](index=12&type=chunk) - Ms Li Zhiying resigned as an Executive Director on June 30, 2025, and Ms Tam Hon Shan resigned as an Independent Non-Executive Director on May 21, 2025[12](index=12&type=chunk)[13](index=13&type=chunk) [Board Committees](index=4&type=section&id=Board%20Committees) The company maintains Audit, Remuneration, and Nomination Committees, experiencing recent changes in membership and leadership - Audit Committee members include Mr Tian Tao, Mr Liu Lihan, with Mr Wu Zhou appointed as Chairman on August 20, 2025, following Ms Tam Hon Shan's resignation as Chairman on May 21, 2025[12](index=12&type=chunk)[13](index=13&type=chunk) - The Remuneration Committee Chairman is Mr Liu Lihan, with members including Mr Tian Tao, Mr Yao Tong, Mr Wu Zhou (appointed on August 20, 2025), and Ms Tam Hon Shan (resigned on May 21, 2025)[13](index=13&type=chunk) - The Nomination Committee Chairman is Mr Yao Tong, with members including Mr Tian Tao, Mr Liu Lihan, Mr Wu Zhou (appointed on August 20, 2025), and Ms Tam Hon Shan (resigned on May 21, 2025)[14](index=14&type=chunk)[15](index=15&type=chunk) [Registered and Principal Places of Business](index=5&type=section&id=Registered%20and%20Principal%20Places%20of%20Business) The company's registered office is in the Cayman Islands, with primary business operations located in Guangzhou, China, and Mong Kok, Hong Kong - The registered office is located at Ogier Global (Cayman) Limited in the Cayman Islands[14](index=14&type=chunk)[15](index=15&type=chunk) - The principal place of business in China is Room 601, Fuli Yingxin Building, No 28 Huaxia Road, Zhujiang New Town, Tianhe District, Guangzhou, Guangdong Province[14](index=14&type=chunk)[15](index=15&type=chunk) - The principal place of business in Hong Kong is Room 1701, 17th Floor, Wai Fung Centre, 664 Nathan Road, Mong Kok, Kowloon[15](index=15&type=chunk)[16](index=16&type=chunk) [Listing Information](index=6&type=section&id=Listing%20Information) The company is listed on GEM with stock code 8500, and its shares trade in units of 10,000 - The listing venue is GEM of the Stock Exchange[17](index=17&type=chunk) - The stock code is **8500**[17](index=17&type=chunk) - The trading unit is **10,000 shares**[17](index=17&type=chunk) [Financial Highlights](index=7&type=section&id=Financial%20Highlights) [Key Financial Performance](index=7&type=section&id=Key%20Financial%20Performance) Revenue for H1 2025 decreased by 37.3% to RMB 12.7 million, while gross profit surged by 120.9% to RMB 7.2 million, and profit for the period increased by 71.0% to RMB 0.4 million | Indicator | 2025 (RMB thousands) | 2024 (RMB thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 12,703 | 20,258 | (37.3) | | Gross Profit | 7,225 | 3,271 | 120.9 | | Profit for the Period | 431 | 252 | 71.0 | - In the first half of 2025, creative design, public relations, marketing activities, and other services accounted for **64.0%** of revenue (RMB 8,124 thousands), traditional offline media advertising services for **33.6%** (RMB 4,276 thousands), and online media advertising services for **2.4%** (RMB 303 thousands)[19](index=19&type=chunk) - Compared to the first half of 2024, revenue from creative design, public relations, marketing activities, and other services decreased from RMB 12,107 thousands to RMB 8,124 thousands, traditional offline media advertising services decreased from RMB 5,855 thousands to RMB 4,276 thousands, and online media advertising services decreased from RMB 2,296 thousands to RMB 303 thousands[19](index=19&type=chunk) [Management Discussion and Analysis](index=8&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review](index=8&type=section&id=Business%20Review) Despite a 37.3% revenue decline from macroeconomic challenges, the group is transforming its business model towards new media and trade operations, targeting significant contributions by H1 2026 - The group provides integrated advertising and marketing services including traditional offline media (outdoor and indoor), internet media (portals, e-commerce platforms, social seeding platforms), and creative design, public relations, and event activities[20](index=20&type=chunk)[22](index=22&type=chunk) - During the period, the group was approved as a vice-chairman unit and member unit of several industry associations, including the Industrial Culture and Tourism Research Center of China Industrial News and the Industrial Cultural Tourism Branch of the China Scenic Area Association[21](index=21&type=chunk)[23](index=23&type=chunk) - Affected by declining national consumption power and cautious marketing budgets from brand clients, the advertising market faced intense competition, leading to a **37.3% year-on-year decrease in the group's revenue to RMB 12.7 million**[24](index=24&type=chunk)[25](index=25&type=chunk)[26](index=26&type=chunk) - The revenue decline was mainly due to a decrease in traditional advertising business income, while new businesses such as new media and trade operations, despite new additions, had low gross profit margins (averaging **below 5%**) and only their gross profit portion was recognized as revenue[25](index=25&type=chunk)[26](index=26&type=chunk) - The group aims to achieve significant revenue contributions from new businesses within **2025 or the first half of 2026**[25](index=25&type=chunk)[26](index=26&type=chunk) [Prospect](index=10&type=section&id=Prospect) Amidst global economic slowdown, the group plans to consolidate traditional advertising, expand full-chain services, and develop industrial cultural tourism and digital creative products, leveraging online advertising and AI - The UN and World Bank project global economic growth to slow to **2.3%-2.4% in 2025**, while China's economy grew by **5.3% in the first half**, but faces complex challenges in the second half including domestic demand, employment pressure, and economic structural adjustments[27](index=27&type=chunk)[29](index=29&type=chunk) - Online advertising has become the fastest-growing channel, with the integration of new technological tools like AI leading to a new landscape where algorithms and creativity coexist in the advertising industry[28](index=28&type=chunk)[30](index=30&type=chunk) - The group's business strategy will be to consolidate traditional advertising business while actively expanding more comprehensive, full-chain businesses, upgrading from an "execution intermediary" to a "strategic partner"[31](index=31&type=chunk)[32](index=32&type=chunk) - Business expansion expected in the second half includes: deeply exploring the benefits of industrial cultural tourism project scenarios to provide integrated services; and focusing on the education sector, collaborating with schools to develop extracurricular courses and research bases[31](index=31&type=chunk)[32](index=32&type=chunk) - Leveraging AI and other technological tools, the group will independently design digital cultural and creative products, use its own platforms to create trending blockbusters, and achieve commercialization, collection, and trading of digital products[33](index=33&type=chunk)[37](index=37&type=chunk) [Financial Review](index=12&type=section&id=Financial%20Review) H1 2025 saw a 37.3% revenue decrease to RMB 12.7 million, but gross profit increased by 118% to RMB 7.2 million, resulting in a period profit of RMB 0.4 million 2025 H1 Financial Performance Overview | Indicator | 2025 (RMB millions) | 2024 (RMB millions) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 12.7 | 20.3 | (37.3) | | Gross Profit | 7.2 | 3.3 | 118.0 | | Gross Profit Margin | 56.7% | 16.1% | +40.6pp | | Other Income | 0.2 | 0.1 | 100.0 | | Selling Expenses | 1.1 | 1.2 | (8.3) | | Administrative Expenses | 3.6 | 2.9 | 24.0 | | Impairment Loss (recognized) net | 2.2 | (1.0) | N/A | | Profit for the Period | 0.4 | 0.3 | N/A | - The decrease in revenue was mainly due to the decline in traditional advertising business and the fact that new businesses with low gross profit margins, such as new media and trade operations, only recognized the gross profit portion as revenue[34](index=34&type=chunk)[38](index=38&type=chunk) - The **24% increase in administrative expenses** was primarily attributable to increased intermediary fees for service companies[42](index=42&type=chunk)[48](index=48&type=chunk) - An impairment loss of **RMB 2.2 million** was recognized on trade and other receivables, mainly due to the impact of collection conditions and an increase in the balance of receivables overdue for more than one year[43](index=43&type=chunk)[49](index=49&type=chunk) [Liquidity and Finance Resources](index=13&type=section&id=Liquidity%20and%20Finance%20Resources) As of June 30, 2025, the group reported net current assets of RMB 33.8 million, a current ratio of 2.0x, cash of RMB 1.0 million, and a 4.4% gearing ratio Liquidity Indicators | Indicator | June 30, 2025 (RMB millions) | December 31, 2024 (RMB millions) | | :--- | :--- | :--- | | Net Current Assets | 33.8 | 34.2 | | Current Ratio | 2.0 times | 2.4 times | | Cash and Cash Equivalents | 1.0 | 4.1 | | Outstanding Bank Loans | 1.5 | N/A | | Gearing Ratio | 4.4% | N/A | - The group's working capital primarily comes from cash generated from operating activities, bank borrowings, and placement of new shares[45](index=45&type=chunk)[51](index=51&type=chunk) - Bank loans are guaranteed by the group's major shareholder and pledged against trade receivables of approximately **RMB 7.1 million**[52](index=52&type=chunk)[53](index=53&type=chunk) [Fund Raising Activities](index=14&type=section&id=Fund%20Raising%20Activities) Net proceeds from the March 2024 share placement (HKD 17.392 million) and August 2024 rights issue (HKD 53 million) were fully utilized for general working capital and business development by June 30, 2025 Utilization of Net Proceeds from March 2024 Share Placement | Use | Net Proceeds from Placement (HKD thousands) | Unutilized Balance as of June 30, 2024 (HKD thousands) | Utilized Amount as of December 30, 2024 (HKD thousands) | Unutilized Balance as of December 30, 2024 (HKD thousands) | | :--- | :--- | :--- | :--- | :--- | | General Working Capital | 17,392 | 15,202 | 15,202 | – | Utilization of Net Proceeds from August 2024 Rights Issue | Use | Intended Use of Net Proceeds (HKD thousands) | Utilized Amount as of December 31, 2024 (HKD thousands) | Unutilized Balance as of June 30, 2025 (HKD thousands) | | :--- | :--- | :--- | :--- | | Organizing and coordinating events, exhibitions, and trade shows | 19,900 | – | – | | Provision of new media operation services | 16,600 | – | – | | Development of cross-border live streaming shopping business | 6,600 | – | – | | Strategic cooperation or mergers and acquisitions | 6,600 | 6,600 | – | | General working capital | 3,300 | 1,600 | – | | Trading goods | – | – | – | | Providing loans to business partners in advertising business | – | – | – | | **Subtotal** | **53,000** | **8,200** | **–** | - As of June 30, 2025, all net proceeds from the placement and rights issue have been fully utilized[55](index=55&type=chunk)[57](index=57&type=chunk)[58](index=58&type=chunk) [Capital Structure](index=16&type=section&id=Capital%20Structure) As of the report date, the company's total issued share capital comprised 432,000,000 shares - As of the date of this report, the total number of issued shares of the company is **432,000,000 shares**[59](index=59&type=chunk)[65](index=65&type=chunk) [Pledge of Assets](index=16&type=section&id=Pledge%20of%20Assets) As of June 30, 2025, trade receivables of approximately RMB 7.1 million were pledged as collateral for bank borrowings, a reduction from the previous period Pledged Assets | Pledged Assets | June 30, 2025 (RMB millions) | December 31, 2024 (RMB millions) | | :--- | :--- | :--- | | Trade Receivables | 7.1 | 12.1 | - Apart from the aforementioned pledge of trade receivables, the group has no other assets pledged[60](index=60&type=chunk)[66](index=66&type=chunk) [Dividend](index=16&type=section&id=Dividend) The board decided not to declare an interim dividend for the six months ended June 30, 2025, mirroring the previous year's decision - The board resolved not to declare an interim dividend for the current period (for the six months ended June 30, 2024: nil)[61](index=61&type=chunk)[67](index=67&type=chunk) [Foreign Exchange Exposure](index=16&type=section&id=Foreign%20Exchange%20Exposure) The group faces limited foreign currency risk due to most transactions being in functional currencies, with ongoing monitoring - Each member company within the group is exposed to limited foreign currency risk, as most transactions are denominated in their functional currencies[62](index=62&type=chunk)[68](index=68&type=chunk) - The group will review and monitor foreign exchange risk from time to time[62](index=62&type=chunk)[68](index=68&type=chunk) [Significant Investments Held](index=16&type=section&id=Significant%20Investments%20Held) The group held no significant investments during the current reporting period - During the current period, the group held no significant investments[63](index=63&type=chunk)[69](index=69&type=chunk) [Future Plans for Material Investments and Capital Assets](index=16&type=section&id=Future%20Plans%20for%20Material%20Investments%20and%20Capital%20Assets) The group has no current plans for material investments or capital assets - During the current period, the group had no plans for material investments and capital assets[64](index=64&type=chunk)[70](index=70&type=chunk) [Contingent Liabilities](index=17&type=section&id=Contingent%20Liabilities) As of June 30, 2025, a potential RMB 4.0 million legal claim exists regarding a 2019 documentary sponsorship, with negotiations ongoing due to unfulfilled supplier obligations - As of June 30, 2025, there is a potential legal claim and obligation of **RMB 4.0 million** related to a 2019 documentary sponsorship and content cooperation agreement[71](index=71&type=chunk)[73](index=73&type=chunk) - The group believes the supplier has not fulfilled all performance obligations, as the documentary production was delayed and not broadcast on the designated channel[71](index=71&type=chunk)[73](index=73&type=chunk) - The group is currently negotiating with the supplier, and the outcome is not yet determined; there are no other significant contingent liabilities apart from this[71](index=71&type=chunk)[73](index=73&type=chunk) [Material Acquisitions and Disposals of Subsidiaries, Associates and Joint Ventures](index=17&type=section&id=Material%20Acquisitions%20and%20Disposals%20of%20Subsidiaries%2C%20Associates%20and%20Joint%20Ventures) The group did not engage in any material acquisitions or disposals of subsidiaries, associates, or joint ventures during the period - During the current period, the group did not undertake any material acquisitions or disposals of subsidiaries, associates, or joint ventures[72](index=72&type=chunk)[74](index=74&type=chunk) [Employee and Remuneration Policies](index=18&type=section&id=Employee%20and%20Remuneration%20Policies) The group's employee count decreased to 30 as of June 30, 2025, with remuneration based on duties, qualifications, and performance, and senior management compensation reviewed by the Remuneration Committee Employee Count | Date | Number of Employees | | :--- | :--- | | June 30, 2025 | 30 | | December 31, 2024 | 39 | - All employees are located in Guangzhou, China, and the number of employees changes from time to time as needed[75](index=75&type=chunk)[78](index=78&type=chunk) - Employee remuneration is determined based on duties, qualifications, performance, experience, and seniority, and is reviewed regularly[75](index=75&type=chunk)[78](index=78&type=chunk) - Remuneration for key executives and directors is reviewed by the Remuneration Committee based on the group's performance and individual contributions[76](index=76&type=chunk)[79](index=79&type=chunk) - The company adopted a share option scheme effective from the listing date, but no share options were granted, exercised, cancelled, or lapsed during the current period[77](index=77&type=chunk)[80](index=80&type=chunk) [Event After the Reporting Period](index=19&type=section&id=Event%20After%20the%20Reporting%20Period) No significant events occurred after the reporting period ended June 30, 2025, beyond those already disclosed - Apart from the disclosed matters, no significant events occurred after June 30, 2025[81](index=81&type=chunk)[82](index=82&type=chunk) [Risks and Hurdles](index=19&type=section&id=Risks%20and%20Hurdles) The group faces risks including loss of advertising resources, intense online competition, credit risk from delayed receivables, and reduced advertising budgets due to economic slowdown - The group may not be able to retain or renew existing advertising resources, or acquire new ones, leading to customer loss and business decline[83](index=83&type=chunk) - Expansion from traditional advertising to online advertising may face significant competition and additional costs[83](index=83&type=chunk) - Customers may delay settlement of accounts receivable, posing certain credit risks[83](index=83&type=chunk) - Due to economic slowdown, customers may reduce their advertising budgets[83](index=83&type=chunk) [Corporate Governance and Other Information](index=20&type=section&id=Corporate%20Governance%20and%20Other%20Information) [Corporate Governance](index=20&type=section&id=Corporate%20Governance) The board values good corporate governance and has complied with all code provisions of the Corporate Governance Code in Appendix C1 of the GEM Listing Rules, and will continue to do so - The directors understand the importance of good corporate governance in management and internal procedures[84](index=84&type=chunk)[87](index=87&type=chunk) - The company has complied with all code provisions of the Corporate Governance Code set out in Appendix C1 to the GEM Listing Rules and will continue to do so[84](index=84&type=chunk)[87](index=87&type=chunk) [Model Code for Securities Transactions by the Directors](index=20&type=section&id=Model%20Code%20for%20Securities%20Transactions%20by%20the%20Directors) The company has adopted a code for directors' securities transactions identical to GEM Listing Rules requirements, regularly reminding directors of trading prohibitions during blackout periods, with all directors confirming compliance - The company has adopted a code for directors' securities transactions that is no less exacting than the required standard of dealings set out in Rules 5.48 to 5.67 of the GEM Listing Rules[85](index=85&type=chunk)[88](index=88&type=chunk) - The company regularly reminds directors of the absolute prohibition on dealing in listed securities during blackout periods before the announcement of financial results[86](index=86&type=chunk)[88](index=88&type=chunk) - All directors confirmed compliance with the required standard of dealings and the code of conduct regarding securities transactions during the current period[86](index=86&type=chunk)[88](index=88&type=chunk) [Competing Interest](index=21&type=section&id=Competing%20Interest) During the period, no company directors, substantial shareholders, or their close associates engaged in any business competing with the group, nor did they have any conflicts of interest - During the current period, none of the company's directors or substantial shareholders or their respective close associates engaged in any business that directly or indirectly competes or may compete with the group's business, or held any interest in such businesses[89](index=89&type=chunk)[91](index=91&type=chunk) - They also had no conflicts of interest with the group[89](index=89&type=chunk)[91](index=91&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=21&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%27s%20Listed%20Securities) During the period, neither the company nor its subsidiaries redeemed, purchased, or sold any listed securities, nor issued or exercised any convertible securities, options, warrants, or similar rights - During the current period, the company did not redeem any of its listed securities, nor did the company or any of its subsidiaries purchase or sell any such securities[90](index=90&type=chunk)[92](index=92&type=chunk) - Neither the company nor any of its subsidiaries issued or granted any convertible securities, options, warrants, or similar rights, nor exercised any related conversion or subscription rights during the current period[90](index=90&type=chunk)[92](index=92&type=chunk) [Share Option Scheme](index=22&type=section&id=Share%20Option%20Scheme) The company adopted a share option scheme on December 11, 2019, effective for 10 years from January 14, 2020. As of June 30, 2025, no options were granted, exercised, cancelled, or lapsed, with 18,000,000 options available for grant, representing 4.17% of issued share capital - The share option scheme was conditionally adopted on December 11, 2019, and is effective for a period of **10 years** from January 14, 2020[93](index=93&type=chunk)[95](index=95&type=chunk) - As of June 30, 2025, there were no outstanding share options, and no share options were granted, exercised, cancelled, or lapsed during the current period[94](index=94&type=chunk)[95](index=95&type=chunk) - As of June 30, 2025, the number of share options available for grant under the share option scheme was **18,000,000**[94](index=94&type=chunk)[95](index=95&type=chunk) - The total number of shares available for issue is **18,000,000 shares**, representing **4.17%** of the issued share capital as of the report date[94](index=94&type=chunk)[95](index=95&type=chunk) [Directors' and Chief Executives' Interests and Short Positions in Shares, Underlying Shares and Debentures](index=23&type=section&id=Directors%27%20and%20Chief%20Executives%27%20Interests%20and%20Short%20Positions%20in%20Shares%2C%20Underlying%20Shares%20and%20Debentures) As of June 30, 2025, no company directors or chief executives held any interests or short positions in shares, underlying shares, and debentures requiring disclosure under the SFO or GEM Listing Rules - As of June 30, 2025, none of the company's directors and chief executives had any interests or short positions in the shares, underlying shares, and debentures of the company and its associated corporations that needed to be notified to the company and the Stock Exchange[96](index=96&type=chunk)[97](index=97&type=chunk) [Substantial Shareholders' Interests in Shares, Underlying Shares and Debentures](index=24&type=section&id=Substantial%20Shareholders%27%20Interests%20in%20Shares%2C%20Underlying%20Shares%20and%20Debentures) As of June 30, 2025, several entities were deemed substantial shareholders, holding interests in the company's shares, including Shining Icon (10.42%), Capital Realm Financial Holdings Limited (19.79%), Focus Wonder Limited (7.81%), China Hui Shang Enterpriser Association International Group Limited (9.26%), Master Connection Limited (3.13%), Maofu Trade Co., Limited (7.26%), and Baocheng Holdings Limited (13.04%) Substantial Shareholders' Shareholdings (as of June 30, 2025) | Director Name | Capacity/Nature of Interest | Number of Shares Held | Approximate Percentage of Shareholding (%) | | :--- | :--- | :--- | :--- | | Shining Icon | Beneficial Owner | 45,000,000 | 10.42% | | Capital Realm Financial Holdings Limited | Beneficial Owner | 42,750,000 | 19.79% | | Focus Wonder Limited | Beneficial Owner | 33,750,000 | 7.81% | | China Hui Shang Enterpriser Association International Group Limited | Beneficial Owner | 20,000,000 | 9.26% | | Master Connection Limited | Beneficial Owner | 13,500,000 | 3.13% | | Maofu Trade Co., Limited | Beneficial Owner | 31,383,000 | 7.26% | | Baocheng Holdings Limited | Beneficial Owner | 56,334,000 | 13.04% | - Shining Icon is wholly owned by former Chairman Mr Zhou Zitao, who is deemed to have an interest in the shares held by it[102](index=102&type=chunk) - Capital Realm Financial Holdings Group Limited is listed on The Stock Exchange of Hong Kong Limited (stock code: **204**)[102](index=102&type=chunk) - Focus Wonder Limited and Master Connection Limited are wholly owned by Guo Tong International Holdings Limited[102](index=102&type=chunk) - Maofu Trade Co., Limited is wholly owned by Mr Wang Lei, and Baocheng Holdings Limited is wholly owned by Huitongyun International Holdings Group Limited[108](index=108&type=chunk) [Audit Committee and Review of Interim Results](index=26&type=section&id=Audit%20Committee%20and%20Review%20of%20Interim%20Results) The Audit Committee, composed of three independent non-executive directors, reviews and oversees the group's financial reporting, risk management, and internal control systems, having reviewed the unaudited interim results and found them compliant with applicable standards and regulations - The Audit Committee is responsible for reviewing and overseeing the group's financial reporting process, risk management, and internal control systems, and providing recommendations to the board[105](index=105&type=chunk)[107](index=107&type=chunk) - The Audit Committee comprises three independent non-executive directors: Mr Tian Tao, Mr Liu Lihan, and Mr Wu Zhou[109](index=109&type=chunk)[110](index=110&type=chunk) - The Audit Committee has reviewed the group's unaudited consolidated results for the current period and is of the opinion that they comply with applicable accounting standards, the GEM Listing Rules, and legal requirements, and that adequate disclosures have been made[109](index=109&type=chunk)[110](index=110&type=chunk) [Consolidated Statement of Profit or Loss](index=28&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss) [Profit or Loss Statement Summary](index=28&type=section&id=Profit%20or%20Loss%20Statement%20Summary) For H1 2025, the group reported RMB 12.703 million in revenue, RMB 7.225 million in gross profit, and RMB 0.431 million in profit for the period Consolidated Statement of Profit or Loss Key Data | Indicator | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Revenue | 12,703 | 20,258 | | Cost of Sales | (5,478) | (16,987) | | Gross Profit | 7,225 | 3,271 | | Other Income | 247 | 84 | | Selling Expenses | (1,091) | (1,174) | | Administrative Expenses | (3,619) | (2,859) | | Impairment loss (recognized) / reversal net under expected credit loss model | (2,237) | 1,033 | | Operating Profit | 525 | 355 | | Finance Costs | (94) | (103) | | Profit Before Taxation | 431 | 252 | | Income Tax | – | – | | Profit for the Period | 431 | 252 | | Basic Earnings Per Share (RMB) | 0.001 | 0.001 | | Diluted Earnings Per Share (RMB) | 0.001 | 0.001 | [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=29&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) [Comprehensive Income Summary](index=29&type=section&id=Comprehensive%20Income%20Summary) H1 2025 profit was RMB 0.431 million, but a foreign exchange difference of RMB (0.970) million led to a total comprehensive expense of RMB (0.539) million attributable to equity holders Consolidated Statement of Profit or Loss and Other Comprehensive Income Key Data | Indicator | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Profit for the Period | 431 | 252 | | Exchange differences on translation of financial statements of entities with non-RMB functional currencies | (970) | 22 | | Total comprehensive (expense) / income for the period attributable to equity holders of the company | (539) | 274 | [Consolidated Statement of Financial Position](index=30&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) [Financial Position Summary](index=30&type=section&id=Financial%20Position%20Summary) As of June 30, 2025, the group reported total non-current assets of RMB 0.505 million, total current assets of RMB 66.124 million, and total equity of RMB 34.329 million Consolidated Statement of Financial Position Key Data | Indicator | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Property, Plant and Equipment | 505 | 652 | | Total Non-Current Assets | 505 | 652 | | Trade Receivables | 17,108 | 2,316 | | Other Receivables, Deposits and Prepayments | 48,006 | 51,447 | | Restricted Deposits with a Bank | 7 | 7 | | Cash and Cash Equivalents | 1,003 | 4,070 | | Total Current Assets | 66,124 | 57,840 | | Trade and Other Payables | 11,802 | 11,079 | | Contract Liabilities | 16,290 | 5,249 | | Bank Loans | 1,500 | 4,500 | | Current Taxation | 2,708 | 2,796 | | Total Current Liabilities | 32,300 | 23,624 | | Net Current Assets | 33,824 | 34,216 | | Net Assets | 34,329 | 34,868 | | Share Capital | 3,906 | 3,906 | | Reserves | 30,423 | 30,962 | | Total Equity | 34,329 | 34,868 | [Consolidated Statement of Changes in Equity](index=32&type=section&id=Consolidated%20Statement%20of%20Changes%20in%20Equity) [Equity Changes Summary](index=32&type=section&id=Equity%20Changes%20Summary) Total equity decreased from RMB 34.868 million to RMB 34.329 million in H1 2025, as profit was offset by other comprehensive expenses Consolidated Statement of Changes in Equity Key Data (H1 2025) | Indicator | Share Capital (RMB thousands) | Share Premium (RMB thousands) | Other Reserves (RMB thousands) | Statutory Reserve (RMB thousands) | Exchange Reserve (RMB thousands) | Accumulated Losses (RMB thousands) | Total (RMB thousands) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Balance at January 1, 2025 | 3,906 | 154,874 | (11,907) | 8,407 | 1,622 | (122,034) | 34,868 | | Profit for the period | – | – | – | – | – | 431 | 431 | | Other comprehensive expense | – | – | – | – | (970) | – | (970) | | Total comprehensive (expense) / income | – | – | – | – | (970) | 431 | (539) | | Balance at June 30, 2025 | 3,906 | 154,874 | (11,907) | 8,407 | 652 | (121,603) | 34,329 | Consolidated Statement of Changes in Equity Key Data (H1 2024) | Indicator | Share Capital (RMB thousands) | Share Premium (RMB thousands) | Other Reserves (RMB thousands) | Statutory Reserve (RMB thousands) | Exchange Reserve (RMB thousands) | Accumulated Losses (RMB thousands) | Total (RMB thousands) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Balance at January 1, 2024 | 1,596 | 91,866 | (11,907) | 8,407 | (45) | (104,220) | (14,303) | | Profit for the period | – | – | – | – | – | 252 | 252 | | Other comprehensive income | – | – | – | – | 22 | – | 22 | | Total comprehensive income | – | – | – | – | 22 | 252 | 274 | | Placement of new shares | 327 | 15,442 | – | – | – | – | 15,769 | | Balance at June 30, 2024 | 1,923 | 107,308 | (11,907) | 8,407 | (23) | (103,968) | 1,740 | [Condensed Consolidated Cash Flow Statement](index=33&type=section&id=Condensed%20Consolidated%20Cash%20Flow%20Statement) [Cash Flow Summary](index=33&type=section&id=Cash%20Flow%20Summary) H1 2025 saw net cash generation of RMB 1.019 million from operations, net cash used of RMB 0.028 million in investing, and RMB 3.088 million in financing, leading to a significant decrease in period-end cash Condensed Consolidated Cash Flow Statement Key Data | Indicator | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Net cash generated from operating activities | 1,019 | (9,842) | | Net cash used in investing activities | (28) | (39) | | Net cash (used in) / generated from financing activities | (3,088) | 13,006 | | Net (decrease) / increase in cash and cash equivalents | (2,097) | 3,125 | | Cash and cash equivalents at January 1 | 4,070 | 13,667 | | Effect of foreign exchange rate changes | (970) | 22 | | Cash and cash equivalents at June 30 | 1,003 | 16,814 | - In the first half of 2025, net cash from operating activities turned positive, compared to a negative figure in the same period of 2024[122](index=122&type=chunk) - Net cash from financing activities shifted from an inflow of **RMB 13.006 million** in the first half of 2024 to an outflow of **RMB 3.088 million** in the first half of 2025, primarily due to repayment of bank loans and no proceeds from share placements[123](index=123&type=chunk) [Notes to the Unaudited Interim Financial Report](index=35&type=section&id=Notes%20to%20the%20Unaudited%20Interim%20Financial%20Report) [Significant Accounting Policies](index=35&type=section&id=Significant%20Accounting%20Policies) This interim financial report, prepared under HKAS 34, follows 2024 annual accounting policies, with management judgments and estimates potentially differing from actual results - This interim financial report is prepared in accordance with the applicable disclosure requirements of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, including compliance with Hong Kong Accounting Standard 34 Interim Financial Reporting issued by the Hong Kong Institute of Certified Public Accountants[124](index=124&type=chunk)[127](index=127&type=chunk) - Except for changes in accounting policies expected to be reflected in the 2025 annual financial statements, the interim financial report has been prepared in accordance with the same accounting policies adopted in the 2024 annual financial statements[125](index=125&type=chunk)[128](index=128&type=chunk) - In preparing the interim financial report, management is required to make judgments, estimates, and assumptions that affect the application of policies and the reported amounts of assets and liabilities, income, and expenses[126](index=126&type=chunk)[128](index=128&type=chunk) - The group has applied the revised HKFRS 21 (Amendment) Lack of Exchangeability, but it has no significant impact on the results and financial position for the current or prior periods[131](index=131&type=chunk)[133](index=133&type=chunk) [Revenue and Segment Information](index=37&type=section&id=Revenue%20and%20Segment%20Information) The group's H1 2025 revenue was RMB 12.703 million, primarily from creative design and marketing, with segment performance assessed by Adjusted EBITDA across traditional offline, online, and integrated multimedia advertising - The group's principal businesses are the provision of traditional offline media advertising, online media advertising, creative design, public relations, marketing activities, and other services[132](index=132&type=chunk)[134](index=134&type=chunk) Revenue by Major Service Line (RMB thousands) | Service Line | 2025 | 2024 | | :--- | :--- | :--- | | Traditional offline media advertising services – as principal | 4,269 | 5,855 | | Traditional offline media advertising services – as agent | 7 | – | | Online media advertising services – as principal | 303 | 2,295 | | Online media advertising services – as agent | – | 1 | | Creative design, public relations, marketing activities and other services – as principal | 8,071 | 12,107 | | Creative design, public relations, marketing activities and other services – as agent | 53 | – | | **Total** | **12,703** | **20,258** | - The group's reportable segments are categorized by traditional offline media advertising services, online media advertising services, and creative design, public relations, marketing activities, and other services[138](index=138&type=chunk)[139](index=139&type=chunk)[140](index=140&type=chunk) - The measure used for reporting segment profit is "Adjusted Earnings Before Finance Costs, Interest Income, Tax and Depreciation" (Adjusted EBITDA)[145](index=145&type=chunk)[146](index=146&type=chunk) Revenue and Profit by Time of Revenue Recognition and Segment (H1 2025, RMB thousands) | Segment | Recognized at a point in time | Recognized over time | Reportable Segment Revenue | Reportable Segment Profit (Adjusted EBITDA) | | :--- | :--- | :--- | :--- | :--- | | Traditional offline media advertising services | 502 | 3,774 | 4,276 | 2,730 | | Online media advertising services | 303 | – | 303 | 194 | | Creative design, public relations, marketing activities and other services | 8,124 | – | 8,124 | 5,201 | | **Total** | **8,929** | **3,774** | **12,703** | **8,125** | Reconciliation of Reportable Segment Profit (RMB thousands) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Reportable segment profit | 8,125 | 4,790 | | Depreciation | (163) | – | | Finance costs | (94) | (103) | | Other income | 247 | 84 | | Unallocated head office and corporate expenses and other expenses | (7,684) | (4,519) | | **Consolidated profit before taxation** | **431** | **252** | [Profit Before Taxation](index=45&type=section&id=Profit%20Before%20Taxation) H1 2025 profit before taxation was RMB 0.431 million, driven by bank loan interest, staff costs of RMB 3.145 million, media and PR/marketing expenses, and credit loss provisions Finance Costs (RMB thousands) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Interest on bank loans | 88 | 68 | | Interest on lease liabilities | – | 21 | | Bank charges | 6 | 14 | | **Total** | **94** | **103** | Staff Costs (including Directors' Emoluments, RMB thousands) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Salaries, wages, bonuses and benefits | 2,842 | 3,833 | | Contributions to retirement schemes | 303 | 392 | | **Total** | **3,145** | **4,225** | Other Items (RMB thousands) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Media costs | 3,038 | 6,053 | | Public relations, marketing activities and other services costs | 1,538 | 9,415 | | Depreciation expense – property, plant and equipment | 163 | – | | Credit loss provision for trade receivables recognized / (reversed) | 2,237 | (933) | | Credit loss provision for other receivables recognized / (reversed) | – | (100) | | **Total** | **6,976** | **14,435** | [Income Tax](index=48&type=section&id=Income%20Tax) The group reported zero income tax for the six months ended June 30, 2025, with no deferred tax recognized Income Tax (RMB thousands) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Temporary differences arising | – | – | [Earnings Per Share](index=48&type=section&id=Earnings%20Per%20Share) Basic and diluted earnings per share for H1 2025 were RMB 0.001, based on RMB 0.4 million profit and 432,000,000 weighted average shares Earnings Per Share Calculation (RMB) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Basic Earnings Per Share | 0.001 | 0.001 | | Diluted Earnings Per Share | 0.001 | 0.001 | - Basic earnings per share are calculated based on the profit attributable to ordinary equity holders of the company of **RMB 0.4 million** for the period and the weighted average number of **432,000,000** ordinary shares outstanding during the period[159](index=159&type=chunk)[160](index=160&type=chunk) Weighted Average Number of Ordinary Shares (shares) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Ordinary shares outstanding at January 1 | 432,000,000 | 180,000,000 | | Effect of new shares placed on March 15, 2024 | – | 21,000,000 | | Weighted average number of ordinary shares at June 30 | 432,000,000 | 201,000,000 | - No potentially dilutive ordinary shares were issued for the six months ended June 30, 2025 and 2024[162](index=162&type=chunk)[163](index=163&type=chunk) [Trade Receivables](index=49&type=section&id=Trade%20Receivables) Total trade receivables significantly increased to RMB 17.108 million as of June 30, 2025, with most due within one month Ageing Analysis of Trade Receivables (RMB thousands) | Ageing | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Within 1 month | 16,121 | 598 | | 1 to 3 months | 266 | 368 | | 3 to 12 months | 721 | 1,350 | | **Total** | **17,108** | **2,316** | [Other Receivables, Deposits and Prepayments](index=50&type=section&id=Other%20Receivables%2C%20Deposits%20and%20Prepayments) Other receivables, deposits, and prepayments totaled RMB 48.006 million as of June 30, 2025, primarily comprising prepayments for goods trade to suppliers Details of Other Receivables, Deposits and Prepayments (RMB thousands) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Prepayments for media costs | 5,156 | 6,949 | | Prepayments to media service providers (net of impairment loss) | – | – | | Prepayments for goods trade to suppliers (net of impairment loss) | 34,619 | 34,619 | | Deposits paid for acquisition of investments (net of impairment loss) | 6,159 | 6,159 | | Others (net of impairment loss) | 2,072 | 3,720 | | **Total Other Receivables, Deposits and Prepayments** | **48,006** | **51,447** | | Loans receivable (net of impairment loss) | – | – | | **Total** | **48,006** | **51,447** | [Trade and Other Payables](index=51&type=section&id=Trade%20and%20Other%20Payables) Total trade and other payables increased to RMB 11.802 million as of June 30, 2025, including RMB 5.159 million in trade payables and RMB 4.000 million in receipts in advance Ageing Analysis of Trade Payables (RMB thousands) | Ageing | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Within 1 month | 710 | 816 | | 1 to 3 months | 3,276 | 1,595 | | 3 to 12 months | – | 33 | | Over 12 months | 1,173 | 1,735 | | **Total Trade Payables** | **5,159** | **4,179** | Details of Other Payables (RMB thousands) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Other taxes payable | – | 89 | | Wages payable | 612 | 547 | | Receipts in advance | 4,000 | 4,000 | | Others | 2,031 | 2,264 | | **Total** | **11,802** | **11,079** | [Bank Loans](index=52&type=section&id=Bank%20Loans) Bank loans decreased to RMB 1.5 million as of June 30, 2025, secured by a major shareholder and receivables, with no covenant breaches Bank Loan Status (RMB millions) | Date | Bank Loans | | :--- | :--- | | June 30, 2025 | 1.5 | | December 31, 2024 | 4.5 | - Bank loans are guaranteed by the group's major shareholder and pledged against receivables of **RMB 7.1 million**[172](index=172&type=chunk)[174](index=174&type=chunk) - The group regularly monitors its compliance with bank loan covenants, and as of June 30, 2025, there were no breaches of relevant covenants[173](index=173&type=chunk)[174](index=174&type=chunk) - The repayment period for bank loans is within one year[175](index=175&type=chunk) [Capital, Reserves and Dividends](index=53&type=section&id=Capital%2C%20Reserves%20and%20Dividends) As of June 30, 2025, the company had 432,000,000 issued shares, no interim dividend was proposed, and capital management focuses on balancing shareholder returns with a sound capital position Share Capital Details | Item | Number of Shares (par value HKD 0.1 per share) | Par Value (HKD) | | :--- | :--- | :--- | | Authorized: as of December 31, 2024 and June 30, 2025 | 2,000,000,000 | 20,000,000 | | Issued and fully paid: as of December 31, 2024 and January 1, 2025 | 432,000,000 | 4,320,000 | | Issued and fully paid: as of June 30, 2025 | 432,000,000 | 4,320,000 | - The board did not recommend the payment of an interim dividend for the six months ended June 30, 2025[178](index=178&type=chunk)[179](index=179&type=chunk) - The group's primary objective in managing capital is to safeguard its ability to continue as a going concern, providing returns to shareholders and benefits to other stakeholders through pricing products and services commensurate with the level of risk and obtaining financing at a reasonable cost[180](index=180&type=chunk)[184](index=184&type=chunk) - The group actively and regularly reviews and manages its capital structure to maintain a balance between the potentially higher shareholder returns from higher borrowing levels and the benefits and security provided by an adequate funding position[181](index=181&type=chunk)[182](index=182&type=chunk) [Material Related Party Transactions](index=55&type=section&id=Material%20Related%20Party%20Transactions) The group conducts related party transactions for key management compensation, media services, resource procurement, and office leasing, with bank loans also guaranteed by the company and major shareholders Key Management Personnel Remuneration (RMB thousands) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Salaries and other benefits | 623 | 674 | | Defined contribution retirement plans | 67 | 65 | | **Total** | **690** | **739** | - Revenue from providing media services to related parties was **RMB 0.4 million** (H1 2024: RMB 1.7 million), with trade receivables of **RMB 1.4 million** (December 31, 2024: RMB 1.8 million)[188](index=188&type=chunk) - Purchases of media resources from related parties amounted to **RMB 0.5 million** (H1 2024: RMB 1.2 million), with payables of **RMB 0.9 million** (December 31, 2024: RMB 0.5 million)[188](index=188&type=chunk) - Rent and management fees for office premises leased from related parties were **RMB 0.3 million** (H1 2024: RMB 0.9 million), with deposits receivable of **RMB 0.1 million** (December 31, 2024: RMB 0.3 million)[189](index=189&type=chunk)[190](index=190&type=chunk) - Bank loans are guaranteed by the company and the group's major shareholders[189](index=189&type=chunk)[190](index=190&type=chunk)

Performance Highlights [Key Financial Performance](index=1&type=section&id=Key%20Financial%20Performance) For the six months ended June 30, 2025, the Group achieved significant growth in total revenue and net profit, with a substantial increase in gross profit margin, demonstrating robust operating strategies and enhanced profitability | Metric | H1 2025 (RMB million) | H1 2024 (RMB million) | YoY Growth (%) | | :--- | :--- | :--- | :--- | | Total Revenue | 133.6 | 105.1 | 27.1% | | Gross Profit | 79.1 | 51.9 | 52.4% | | Gross Profit Margin | 59.2% | 49.4% | 9.8 percentage points | | Profit for the Period Attributable to Owners of the Company | 36.4 | 20.4 | 78.4% | | Basic Earnings Per Share | 0.036 RMB | 0.020 RMB | 80.0% | Condensed Consolidated Statement of Comprehensive Income [Condensed Consolidated Statement of Comprehensive Income - Details](index=2&type=section&id=Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income%20-%20Details) This section provides the condensed consolidated statement of comprehensive income for the six months ended June 30, 2025 and 2024, detailing financial data such as revenue, cost of sales, gross profit, various expenses, operating profit, net finance costs, income tax expense, and profit for the period, including profit attributable to owners of the Company and earnings per share | Metric (RMB thousand) | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Revenue | 133,605 | 105,104 | | Cost of Sales | (54,545) | (53,227) | | Gross Profit | 79,060 | 51,877 | | Other Income | 1,090 | 2,259 | | Net Other Gains/(Losses) | (6) | (435) | | Impairment (Provision)/Reversal of Financial Assets | (5) | 263 | | Selling Expenses | (1,555) | (1,556) | | Administrative Expenses | (33,508) | (23,086) | | Operating Profit | 45,076 | 29,322 | | Net Finance Costs | (2,279) | (3,458) | | Profit Before Income Tax | 42,797 | 25,864 | | Income Tax Expense | (6,809) | (5,418) | | Profit for the Period | 35,988 | 20,446 | | Profit for the Period Attributable to Owners of the Company | 36,403 | 20,446 | | Basic Earnings Per Share (RMB) | 0.036 | 0.020 | Condensed Consolidated Statement of Financial Position [Condensed Consolidated Statement of Financial Position - Details](index=4&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position%20-%20Details) This section presents the condensed consolidated statement of financial position as of June 30, 2025, and December 31, 2024, covering major components such as non-current assets, current assets, equity, non-current liabilities, and current liabilities, reflecting the Group's asset and liability structure | Metric (RMB thousand) | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Assets** | | | | Total Non-current Assets | 796,998 | 729,494 | | Total Current Assets | 140,651 | 191,699 | | **Total Assets** | **937,649** | **921,193** | | **Equity** | | | | Equity Attributable to Owners of the Company | 566,886 | 530,893 | | Non-controlling Interests | 11,595 | 12,010 | | **Total Equity** | **578,481** | **542,903** | | **Liabilities** | | | | Total Non-current Liabilities | 130,653 | 129,828 | | Total Current Liabilities | 228,515 | 248,462 | | **Total Liabilities** | **359,168** | **378,290** | | **Total Equity and Liabilities** | **937,649** | **921,193** | Company Information and Accounting Policies [General Information](index=6&type=section&id=General%20Information) Hongcheng Environmental Technology Co., Ltd. was incorporated in the Cayman Islands and primarily engages in gold mine hazardous waste treatment services, sales of sulfur concentrate, and its reprocessed products (including sulfuric acid, iron powder, and electricity) in Laizhou, Shandong Province, China, with its shares listed on the Hong Kong Stock Exchange on November 12, 2021, and Mr. Liu Zeming as the ultimate controlling party - The Company was incorporated in the Cayman Islands on January 12, 2021, and listed on the Hong Kong Stock Exchange on November 12, 2021[9](index=9&type=chunk)[10](index=10&type=chunk) - The Group's principal activities include providing gold mine hazardous waste treatment services and selling sulfur concentrate, as well as selling reprocessed sulfur concentrate products (including sulfuric acid, iron powder, and electricity), with its headquarters in Laizhou, Shandong Province, China[9](index=9&type=chunk) - The ultimate controlling party of the Company is Mr. Liu Zeming[10](index=10&type=chunk) [Summary of Significant Accounting Policies](index=6&type=section&id=Summary%20of%20Significant%20Accounting%20Policies) The Group's condensed consolidated interim financial statements are prepared in accordance with International Accounting Standard 34, using the historical cost convention and revised by fair value remeasurement, with management assessing the Group has sufficient resources to continue as a going concern for the foreseeable future, and the initial adoption of IAS 21 (Revised) "Lack of Exchangeability" had no material impact on financial information - The condensed consolidated interim financial statements are prepared in accordance with International Accounting Standard 34, using the historical cost convention and revised by remeasurement of financial assets at fair value through other comprehensive income and financial assets at fair value through profit or loss[12](index=12&type=chunk) - The Board of Directors believes the Group has sufficient resources to continue as a going concern for the foreseeable future (not less than twelve months), thus adopting the going concern basis for financial statement preparation[14](index=14&type=chunk) - The initial adoption of International Accounting Standard 21 (Revised) "Lack of Exchangeability" in this period had no impact on the interim condensed consolidated financial information, as both the Group's transaction and functional currencies are convertible[15](index=15&type=chunk) Segment Information [Segment Description and Principal Activities](index=7&type=section&id=Segment%20Description%20and%20Principal%20Activities) The Group's key operating decision-makers (Executive Directors and Chief Financial Officer of the Board) have divided the business into two operating segments: hazardous waste treatment and recycling, and sulfur concentrate reprocessing and others, with all operations and non-current assets located in Laizhou, Shandong Province, China, thus eliminating the need for geographical segment information presentation - The Group's key operating decision-makers have been identified as the Executive Directors and Chief Financial Officer of the Board[16](index=16&type=chunk) - The Group's business is divided into two operating segments: (i) hazardous waste treatment and recycling; and (ii) sulfur concentrate reprocessing and others[16](index=16&type=chunk) - The Group's primary market, majority of revenue and operating profit, and all operations and non-current assets are located in Laizhou, Shandong Province, China, thus eliminating the need for geographical segment information presentation[18](index=18&type=chunk) [Segment Results](index=8&type=section&id=Segment%20Results) Both of the Group's main segments—hazardous waste treatment and recycling, and sulfur concentrate reprocessing and others—achieved revenue and profit growth in the first half of 2025, with the hazardous waste treatment and recycling segment contributing higher revenue and profit, while the sulfur concentrate reprocessing and others segment saw more significant profit growth | Metric (RMB thousand) | Hazardous Waste Treatment and Recycling (2025) | Sulfur Concentrate Reprocessing and Others (2025) | Total (2025) | | :--- | :--- | :--- | :--- | | Segment Revenue | 71,798 | 61,807 | 133,605 | | Segment Profit/(Loss) | 25,630 | 21,154 | 45,076 | | Additions to Non-current Assets | 24,655 | 55,327 | 79,982 | | Total Assets | 484,687 | 450,810 | 937,649 | | Total Liabilities | 247,818 | 109,417 | 359,168 | | Metric (RMB thousand) | Hazardous Waste Treatment and Recycling (2024) | Sulfur Concentrate Reprocessing and Others (2024) | Total (2024) | | :--- | :--- | :--- | :--- | | Segment Revenue | 58,795 | 46,309 | 105,104 | | Segment Profit/(Loss) | 19,820 | 10,805 | 29,322 | | Additions to Non-current Assets | 18,735 | 27,434 | 46,169 | | Total Assets | 381,175 | 380,836 | 764,039 | | Total Liabilities | 190,126 | 73,724 | 273,989 | [Revenue Composition](index=10&type=section&id=Revenue%20Composition) The Group's revenue primarily derives from gold mine hazardous waste treatment services, sales of sulfur concentrate, and sales of sulfur concentrate reprocessing products, with the proportion of revenue from sulfur concentrate sales and reprocessing products increasing in H1 2025, while revenue from hazardous waste treatment services slightly decreased | Revenue Source (RMB thousand) | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Provision of Gold Mine Hazardous Waste Treatment Services | 16,446 | 19,150 | | Sales of Sulfur Concentrate | 50,573 | 34,866 | | Sales of Sulfur Concentrate Reprocessing Products | 61,807 | 46,309 | | **Total Revenue from Contracts with Customers** | **128,826** | **100,325** | | Rental Income | 4,779 | 4,779 | | **Total Revenue** | **133,605** | **105,104** | - For the six months ended June 30, 2025, revenue from gold mine hazardous waste treatment services, sales of sulfur concentrate, and sales of sulfur concentrate reprocessing products accounted for approximately **96.4%** of total revenue (95.5% for the same period in 2024)[27](index=27&type=chunk) [Contract Liabilities and Unsatisfied Contracts](index=11&type=section&id=Contract%20Liabilities%20and%20Unsatisfied%20Contracts) The Group's contract liabilities are primarily related to the sales of sulfur concentrate and sulfur concentrate reprocessing products, totaling **RMB 25,375 thousand** as of June 30, 2025, an increase from the end of 2024, with most of the recognized revenue originating from the opening balance of contract liabilities | Contract Liability Type (RMB thousand) | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Related to Provision of Gold Mine Hazardous Waste Treatment Services | – | 84 | | Related to Sales of Sulfur Concentrate | 12,151 | 21,045 | | Related to Sales of Sulfur Concentrate Reprocessing Products | 4,330 | 4,187 | | **Total** | **25,375** | **16,422** | | Revenue Recognized (RMB thousand) | H1 2025 | H1 2024 | | :--- | :--- | :--- | | From Balance of Contract Liabilities at Beginning of Period | 11,197 | 6,663 | - As of June 30, 2025, the total unsatisfied performance obligations expected to be recognized within one year amounted to **RMB 25,375 thousand**, primarily comprising sales of sulfur concentrate and sulfur concentrate reprocessing products[28](index=28&type=chunk) [Major Customer Information](index=12&type=section&id=Major%20Customer%20Information) For the six months ended June 30, 2025, Customer B became one of the Group's major customers, contributing **RMB 14,115 thousand** in revenue, while the contribution from major Customer A in the prior year period was less than 10% | Customer | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Customer A | Not Applicable (i) | 17,708 | | Customer B | 14,115 | Not Applicable (i) | (i) Contributed less than 10% of the Group's total revenue during the relevant period Management Discussion and Analysis [Business Review](index=24&type=section&id=Business%20Review) The Group focuses on gold mine hazardous waste treatment and resource recycling, detoxifying cyanide tailings to recover sulfur concentrate, which is then reprocessed into sulfuric acid, iron powder, and electricity; despite global economic challenges, the Group achieved double-digit growth in revenue and net profit during the reporting period, maintaining its industry-leading position - The Group's core business involves gold mine hazardous waste treatment and resource recycling, including cyanide tailings detoxification, recovery of sulfur concentrate, and its reprocessing into sulfuric acid, iron powder, and electricity[58](index=58&type=chunk) - The Group is the **sole company in Laizhou, Shandong Province**, holding a hazardous waste operating license issued by the Yantai Municipal Ecological Environment Bureau, solidifying its leading position in the industry[59](index=59&type=chunk) - Despite challenging external environments, the Group achieved double-digit growth in both revenue and net profit during the reporting period, with total revenue increasing by **27.1%** and profit attributable to owners of the Company increasing by **78.4%**[59](index=59&type=chunk)[60](index=60&type=chunk) [Outlook](index=25&type=section&id=Outlook) The Group will actively respond to national green development strategies by driving innovation, strengthening cooperation, and integrating ESG strategies to promote green transformation and upgrading, extending industrial chain value, expanding new products, deepening industry-academia-research collaboration, and pursuing high-quality development with sustainability as a core guiding principle [Innovation-Driven, Extending Industrial Chain Value](index=25&type=section&id=Innovation-Driven%2C%20Extending%20Industrial%20Chain%20Value) The Group will continue to increase R&D investment, optimize comprehensive utilization technologies for hazardous waste resources, and has made progress in developing new products like sulfamic acid and magnesium fertilizer and constructing production lines, aiming to diversify its product portfolio, enhance resource utilization efficiency, and improve profitability stability - Will continue to increase R&D investment, focusing on breakthroughs and optimization in comprehensive utilization technologies for hazardous waste resources, and promoting the rapid transformation of scientific research achievements into industrial applications[61](index=61&type=chunk) - Has achieved phased progress in the research and development of new products such as sulfamic acid and magnesium fertilizer, and the construction of production lines, utilizing self-produced sulfuric acid and byproduct steam as core raw materials to extend the industrial chain and enhance resource and energy recycling efficiency[61](index=61&type=chunk) - Will explore multi-field, multi-category synergistic development models in the future, building a new full industrial chain encompassing resource collection, treatment, reprocessing, and product sales[62](index=62&type=chunk)[63](index=63&type=chunk) [Strengthening Cooperation, Building a Technological Highland](index=26&type=section&id=Strengthening%20Cooperation%2C%20Building%20a%20Technological%20Highland) The Group plans to deepen cooperation with research institutions, industry leaders, and local governments to establish platforms for technological exchange and achievement transformation, integrating industry-academia-research to absorb advanced experience and cutting-edge technologies, thereby enhancing hazardous waste resource utilization efficiency and product quality - Will deepen cooperation with research institutions, industry leaders, and local governments to establish platforms for technological exchange and achievement transformation, promoting deep integration of industry-academia-research[64](index=64&type=chunk) - Through cross-sector collaboration and open cooperation, continuously absorb advanced experience and cutting-edge technologies to enhance hazardous waste resource utilization efficiency and product quality, maintaining technological leadership and market advantage[64](index=64&type=chunk) [Integrating ESG Strategy, Leading the Circular Economy](index=26&type=section&id=Integrating%20ESG%20Strategy%2C%20Leading%20the%20Circular%20Economy) The Group deeply integrates ESG (Environmental, Social, and Governance) into its corporate strategy and daily operations, committed to building a high-quality sustainable development model, with particular focus on the high-silicon cyanide tailings valuable element recovery project to achieve "harmlessness, reduction, and resourcefulness" principles, contributing to national "Dual Carbon" goals - Will deeply integrate ESG into corporate strategy, fully permeating daily operations, and actively promote ESG governance into the corporate governance system, committed to building a high-quality sustainable development model[65](index=65&type=chunk) - The high-silicon cyanide tailings valuable element recovery project will further implement the Group's principles of "harmlessness, reduction, and resourcefulness" in hazardous waste resource utilization, setting a new benchmark for the industry[66](index=66&type=chunk) - Will continue to uphold the concept of sustainable development, implement the ESG strategy, improve green production and operation models, and contribute to the healthy development of the industry, the achievement of national "Dual Carbon" goals, and the creation of long-term shareholder value[66](index=66&type=chunk) [Financial Review](index=27&type=section&id=Financial%20Review) This section provides a detailed review of the Group's financial performance during the reporting period, including revenue composition, changes in gross profit and gross profit margin, increases and decreases in various expenses, net finance costs, income tax expense, capital expenditure, pledge of assets, contingent liabilities, treasury policy, and liquidity position, comprehensively analyzing the driving factors behind the financial data [Revenue](index=27&type=section&id=Revenue) The Group's total revenue increased by **27.1%** year-on-year to **RMB 133.6 million**, primarily driven by higher sulfuric acid unit prices and increased sales of sulfur concentrate, partially offset by a decrease in revenue from gold mine hazardous waste treatment services | Revenue Source | H1 2025 (RMB thousand) | Proportion (%) | H1 2024 (RMB thousand) | Proportion (%) | | :--- | :--- | :--- | :--- | :--- | | Gold Mine Hazardous Waste Treatment Services | 16,446 | 12.3 | 19,150 | 18.2 | | Sales of Sulfur Concentrate | 50,573 | 37.9 | 34,866 | 33.2 | | Hazardous Waste Storage and Leasing Services | 4,779 | 3.6 | 4,779 | 4.5 | | Sales of Sulfur Concentrate Reprocessing Products | 61,807 | 46.2 | 46,309 | 44.1 | | **Total** | **133,605** | **100.0** | **105,104** | **100.0** | - Total revenue increased by approximately **27.1%**, primarily due to higher sulfuric acid unit prices and increased sales of sulfur concentrate, partially offset by a decrease in revenue from gold mine hazardous waste treatment services[68](index=68&type=chunk)[69](index=69&type=chunk) [Gross Profit and Gross Profit Margin](index=28&type=section&id=Gross%20Profit%20and%20Gross%20Profit%20Margin) The Group's gross profit increased by **52.4%** year-on-year to **RMB 79.1 million**, with the overall gross profit margin rising from **49.4% to 59.2%**, primarily due to significant growth in gross profit margins for sulfur concentrate sales and sulfur concentrate reprocessing products, despite a decrease in gross profit margin for gold mine hazardous waste treatment services - Gross profit increased by approximately **52.4%** to **RMB 79.1 million**, exceeding the increase in total revenue, primarily due to an increase in gross profit margin[70](index=70&type=chunk) - The overall gross profit margin increased from **49.4%** in the same period of 2024 to **59.2%** in the same period of 2025[71](index=71&type=chunk) - The gross profit margin for sulfur concentrate sales increased from **53.0% to 63.8%**; for sulfur concentrate reprocessing products, it increased from **41.1% to 57.2%**; while for gold mine hazardous waste treatment services, it decreased from **61.4% to 53.7%**[71](index=71&type=chunk) [Other Income](index=28&type=section&id=Other%20Income) Other income decreased by **52.2%** year-on-year to **RMB 1.1 million**, primarily due to reduced government grants and a decline in agency service income | Income Source (RMB thousand) | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Government Grants | 498 | 1,555 | | Agency Service Income | 590 | 703 | | Individual Income Tax Refund | 2 | 1 | | **Total** | **1,090** | **2,259** | - Other income decreased by approximately **52.2%**, primarily due to a reduction in government grants of approximately **RMB 1.1 million** and a decrease in agency service income[72](index=72&type=chunk) [Selling Expenses](index=29&type=section&id=Selling%20Expenses) Despite an increase in revenue, the Group's selling expenses remained stable at approximately **RMB 1.6 million** during the reporting period, similar to the prior year period - Selling expenses primarily include entertainment expenses and employee salaries and benefits for the sales team[73](index=73&type=chunk) - For the six months ended June 30, 2025, selling expenses were approximately **RMB 1.6 million**, similar to the same period in 2024[73](index=73&type=chunk) [Administrative Expenses](index=29&type=section&id=Administrative%20Expenses) Administrative expenses increased by **45.0%** year-on-year to **RMB 33.5 million**, mainly due to increased employee benefits, taxes and levies, depreciation and amortization, professional and consulting fees, and R&D raw materials, driven by product line and operational expansion - Administrative expenses increased by approximately **45.0%** to **RMB 33.5 million**[74](index=74&type=chunk) - The increase in administrative expenses was primarily due to the combined effect of an increase in employee benefits expenses of approximately **RMB 3.0 million**, an increase in taxes and levies of approximately **RMB 0.8 million**, an increase in depreciation and amortization of approximately **RMB 1.3 million**, an increase in professional and consulting fees of approximately **RMB 2.7 million**, and an increase in raw materials used for research and development of approximately **RMB 2.6 million**[75](index=75&type=chunk) [Net Finance Costs](index=29&type=section&id=Net%20Finance%20Costs) Net finance costs decreased by **34.3%** year-on-year to **RMB 2.3 million**, primarily benefiting from the capitalization of borrowing costs of approximately **RMB 1.3 million** for property, plant and equipment during the period - Net finance costs decreased by approximately **34.3%** to **RMB 2.3 million**[76](index=76&type=chunk)[77](index=77&type=chunk) - The decrease was primarily due to the capitalization of borrowing costs of approximately **RMB 1.3 million** for property, plant and equipment during the current period, whereas no such borrowing costs were capitalized in the prior period[77](index=77&type=chunk) [Income Tax Expense](index=30&type=section&id=Income%20Tax%20Expense) Income tax expense increased by **25.9%** year-on-year to **RMB 6.8 million**, but the effective tax rate decreased from **20.9% to 15.9%**, primarily due to an increased proportion of sulfur concentrate sales (enjoying a 10% taxable income reduction) in total revenue and increased R&D costs eligible for super deduction - Income tax expense increased by approximately **25.9%** to **RMB 6.8 million**[81](index=81&type=chunk) - The effective tax rate decreased from **20.9%** in the same period of 2024 to **15.9%** in the same period of 2025[81](index=81&type=chunk) - The decrease in the effective tax rate was primarily due to the increased proportion of sulfur concentrate sales (which enjoy a 10% reduction in taxable income) in total revenue, and increased R&D costs eligible for super deduction[81](index=81&type=chunk) [Capital Expenditure and Commitments](index=31&type=section&id=Capital%20Expenditure%20and%20Commitments) The Group's capital expenditure for the first half of the year was approximately **RMB 80.0 million**, mainly for the acquisition of property, plant and equipment, right-of-use assets, and intangible assets; as of June 30, 2025, capital commitments amounted to approximately **RMB 25.1 million** - For the six months ended June 30, 2025, capital expenditure was approximately **RMB 80.0 million**, primarily including the acquisition of property, plant and equipment, right-of-use assets, and intangible assets[82](index=82&type=chunk) - As of June 30, 2025, capital commitments were approximately **RMB 25.1 million** (December 31, 2024: RMB 47.4 million)[83](index=83&type=chunk) [Pledge of Assets and Contingent Liabilities](index=31&type=section&id=Pledge%20of%20Assets%20and%20Contingent%20Liabilities) As of June 30, 2025, several of the Group's assets, including land use rights, buildings, machinery, investment properties, and construction in progress, were pledged to secure bank borrowings and finance lease borrowings; no material contingent liabilities or legal proceedings occurred during the reporting period - As of June 30, 2025, assets pledged to secure bank borrowings and finance lease borrowings included land use rights (**RMB 34.7 million**), buildings (**RMB 72.6 million**), machinery (**RMB 61.9 million**), investment properties (**RMB 114.2 million**), and construction in progress (**RMB 3.7 million**)[84](index=84&type=chunk) - As of June 30, 2025, the Group had no material contingent liabilities or significant legal proceedings[85](index=85&type=chunk) [Treasury Policy and Foreign Exchange Risk Management](index=31&type=section&id=Treasury%20Policy%20and%20Foreign%20Exchange%20Risk%20Management) The Group adopts a prudent treasury policy, closely monitoring liquidity risk, and currently has no foreign exchange hedging policy in place as most transactions are denominated and settled in RMB, and HKD-denominated foreign exchange fluctuations are not considered material - The Group adopts a prudent approach to its treasury policy, closely monitoring its liquidity position to ensure sufficient funds for business development needs[86](index=86&type=chunk) - The majority of the Group's transactions are denominated and settled in RMB, and currently, no foreign exchange hedging policy has been established, as the Board considers foreign exchange fluctuations to be immaterial[87](index=87&type=chunk) [Liquidity, Financial Resources, and Capital Structure](index=32&type=section&id=Liquidity%2C%20Financial%20Resources%2C%20and%20Capital%20Structure) As of June 30, 2025, the Group's net current liabilities were approximately **RMB 87.9 million**, with a gearing ratio of **41.6%**; cash and cash equivalents amounted to **RMB 51.2 million**, primarily met through cash generated from operations and listing proceeds, with no significant changes to the capital structure, which comprises only ordinary shares - As of June 30, 2025, net current liabilities were approximately **RMB 87.9 million** (December 31, 2024: RMB 56.8 million)[88](index=88&type=chunk) - The gearing ratio was approximately **41.6%** (December 31, 2024: 47.1%)[88](index=88&type=chunk) - Cash and cash equivalents amounted to approximately **RMB 51.2 million** (December 31, 2024: RMB 65.2 million)[89](index=89&type=chunk) - The Company's capital structure has not undergone any significant changes and comprises only ordinary shares[89](index=89&type=chunk) Other Information [Interim Dividend](index=32&type=section&id=Interim%20Dividend) The Board does not recommend the payment of any interim dividend for the six months ended June 30, 2025 - The Board does not recommend the payment of any interim dividend for the six months ended June 30, 2025[90](index=90&type=chunk) [Future Plans for Material Investments or Capital Assets](index=33&type=section&id=Future%20Plans%20for%20Material%20Investments%20or%20Capital%20Assets) The Group has no other future plans for material investments or capital assets beyond those disclosed in the prospectus and this announcement - Except for those disclosed in the "Future Plans and Use of Proceeds" section of the prospectus, the "Management Discussion and Analysis" section of this announcement, and the transaction disclosed in the Company's announcement dated January 6, 2022, the Group has no other future plans for material investments or capital assets[91](index=91&type=chunk) [Use of Proceeds from Listing](index=33&type=section&id=Use%20of%20Proceeds%20from%20Listing) The Company raised net proceeds of approximately **RMB 177.3 million** from its listing; as of June 30, 2025, most of the funds have been used for establishing new production facilities, strengthening R&D capabilities, and general working capital, with the remaining **RMB 6.1 million** expected to be fully utilized by June 30, 2026 - The Company raised net proceeds of approximately **RMB 177.3 million** from its listing[92](index=92&type=chunk) | Planned Use | Percentage of Total Amount | Net Proceeds Planned (RMB million) | Net Proceeds Utilized as of June 30, 2025 (RMB million) | Net Proceeds Unutilized as of June 30, 2025 (RMB million) | Expected Timeline for Full Utilization | | :--- | :--- | :--- | :--- | :--- | :--- | | Establishment of New Production Facilities and Expansion of Product Categories | 86.7% | 153.7 | 147.6 | 6.1 | Before June 30, 2026 | | Strengthening Research and Development Capabilities | 3.9% | 6.9 | 6.9 | – | Not Applicable | | General Working Capital Purposes | 9.4% | 16.7 | 16.7 | – | Not Applicable | | **Total** | **100%** | **177.3** | **171.2** | **6.1** | | - The unutilized net proceeds have been deposited into bank accounts as short-term deposits[93](index=93&type=chunk) [Material Investments, Acquisitions, and Disposals](index=34&type=section&id=Material%20Investments%2C%20Acquisitions%2C%20and%20Disposals) During the reporting period, the Group held no material investments and did not undertake any material acquisitions or disposals of subsidiaries, associates, or joint ventures - During the reporting period, the Group held no material investments and did not undertake any material acquisitions or disposals of any subsidiaries, associates, or joint ventures[94](index=94&type=chunk) [Events After Reporting Period](index=34&type=section&id=Events%20After%20Reporting%20Period) As of the date of this announcement, no other material events affecting the Group have occurred since June 30, 2025 - No other material events affecting the Group occurred from June 30, 2025, to the date of this announcement[95](index=95&type=chunk) [Employees and Remuneration Policy](index=34&type=section&id=Employees%20and%20Remuneration%20Policy) As of June 30, 2025, the Group employed **418 staff** with staff costs of approximately **RMB 19.7 million**; remuneration policy is determined by market standards, industry compensation, operating performance, and employee performance, with benefits including social insurance and MPF, and no significant labor disputes occurred during the reporting period - As of June 30, 2025, the Group employed **418 staff**, with staff costs of approximately **RMB 19.7 million**[96](index=96&type=chunk) - Employee remuneration policy is determined by factors such as local market remuneration standards, overall industry remuneration standards, market conditions, operating performance, and employee performance[96](index=96&type=chunk) - During the reporting period, the Group did not encounter any significant issues with employees due to labor disputes, nor did it experience any difficulties in recruiting and retaining experienced employees[97](index=97&type=chunk) [Purchase, Sale or Redemption of Listed Securities](index=35&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20Listed%20Securities) During the reporting period, neither the Company nor its subsidiaries purchased, sold, or redeemed any of the Company's listed securities, and as of June 30, 2025, the Company held no treasury shares - During the reporting period, neither the Company nor its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[98](index=98&type=chunk) - As of June 30, 2025, the Company held no treasury shares[99](index=99&type=chunk) [Standard Code for Securities Transactions by Directors](index=35&type=section&id=Standard%20Code%20for%20Securities%20Transactions%20by%20Directors) The Company has adopted a code of conduct for directors' securities transactions no less exacting than the Standard Code set out in Appendix C3 of the Listing Rules of the Stock Exchange, and all directors have confirmed compliance with this code during the reporting period upon specific inquiry - The Company has adopted a code of conduct for directors' securities transactions in the Company's securities, the terms of which are no less exacting than the Standard Code set out in Appendix C3 of the Listing Rules of the Stock Exchange[100](index=100&type=chunk) - Following specific inquiries made to all Directors, they confirmed that they have complied with the required standards set out in the Standard Code and the Company's code of conduct throughout the reporting period[100](index=100&type=chunk) [Corporate Governance Practices](index=36&type=section&id=Corporate%20Governance%20Practices) During the reporting period, the Company adopted the principles and complied with the applicable code provisions of the Corporate Governance Code set out in Appendix C1 of the Listing Rules, committed to maintaining high standards of corporate governance to safeguard shareholders' interests and enhance corporate value and accountability - During the reporting period, the Company adopted the principles and complied with the applicable code provisions of the Corporate Governance Code set out in Appendix C1 of the Listing Rules[101](index=101&type=chunk) - The Group is committed to maintaining high standards of corporate governance to safeguard the interests of the Company's shareholders and enhance corporate value and accountability[101](index=101&type=chunk) [Review of Unaudited Financial Statements and Announcement Publication](index=36&type=section&id=Review%20of%20Unaudited%20Financial%20Statements%20and%20Announcement%20Publication) The Company's Audit Committee has reviewed the Group's unaudited interim results for the reporting period; this interim results announcement has been published on the Stock Exchange website and the Company's website, and the interim report will be dispatched to shareholders in due course - The Company's Audit Committee has reviewed the accounting principles and policies adopted by the Company and the Group, as well as the Group's unaudited interim results for the reporting period[102](index=102&type=chunk) - This interim results announcement has been published on the Stock Exchange website (www.hkexnews.hk) and the Company's website (www.sdhcgroup.cn)[103](index=103&type=chunk)

新天地產集團有限公司 * （於百慕達註冊成立之有限公司） 香港交易及結算所有限公司及香港聯合交易所有限公司對本公佈之內容概不 負 責，對 其 準 確 性 或 完 整 性 亦 不 發 表 任 何 聲 明，並 明 確 表 示，概 不 對 因 本 公 佈 全部或任何部分內容而產生或因倚賴該等內容而引致之任何損失承擔任何責 任。 TALENT PROPERTY GROUP LIMITED – 1 – 簡 明 綜 合 損 益 及 其 他 全 面 收 入 報 表（續） （股份代號：760） 二零二五年中期業績公佈 新 天 地 產 集 團 有 限 公 司（「本 公 司」）董 事 會（「董 事 會」）提 呈 本 公 司 及 其 附 屬 公 司 （統 稱「本 集 團」）截 至 二 零 二 五 年 六 月 三 十 日 止 六 個 月 之 未 經 審 核 綜 合 業 績 及 比 較 數 字 如 下： 簡明綜合損益及其他全面收入報表 截至二零二五年六月三十日止六個月 | 截至六月三十日止六個月 | 二零二五年 | 二零二四年 | | | | | | | | | | | | --- | --- | --- | --- | --- | ...

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告之內 容 概 不 負 責，對 其 準 確 性 或 完 整 性 亦 不 發 表 任 何 聲 明，並 明 確 表 示 概 不 就因本公告全部或任何部分內容而產生或因倚賴該等內容而引致之任 何 損 失 承 擔 任 何 責 任。 – 1 – 簡明綜合損益表 截 至2025年6月30日止六個月 | | | | | | | | | | 截 | | | 至6月30日止六個月 | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | | | | | | | | | | 2025年 | | | 2024年 | | | | | | | | | | | | | | 千港元 | | | 千港元 | | | | | | | | | | 附 | 註 | （未 | 經 | 審 | 核）（未 | 經 | 審 | 核） | | 收 益 | | | | | | | | 3 | | | 28,176 | | | 25,921 | ...

[Supplementary Announcement Overview](index=1&type=section&id=Supplementary%20Announcement%20Overview) This supplementary announcement provides additional details regarding the company's equity incentive plan and updates the board of directors' composition [Supplementary Information on Equity Incentive Plan](index=1&type=section&id=Supplementary%20Information%20on%20Equity%20Incentive%20Plan) This announcement supplements the 2024 annual report, clarifying details of the equity incentive plan, including payment requirements, validity period, and remaining term - This is a supplementary announcement to Tianjin Capital Environmental Protection Group Company Limited (Stock Code: 1065) 2024 annual report, providing further information[3](index=3&type=chunk)[4](index=4&type=chunk) - The supplementary content primarily addresses the 'Section 4 Corporate Governance – X. Company's Equity Incentive Plan, Employee Stock Ownership Plan or Other Employee Incentive Measures and Their Impact' chapter in the 2024 annual report[5](index=5&type=chunk) - No payment is required when applying for or accepting stock options granted under the equity incentive plan, thus payment or notification deadlines are not applicable[5](index=5&type=chunk) - The equity incentive plan is valid from the grant date of stock options until their exercise or cancellation, for a maximum period of **60 months**[5](index=5&type=chunk) Key Dates and Remaining Validity of Equity Incentive Plan | Metric | Content | | :--- | :--- | | Grant Date of Reserved Stock Options | December 21, 2021 | | Remaining Validity as of December 31, 2024 | 23 months and 21 days | - The aforementioned supplementary information does not affect other data contained in the 2024 annual report, and all other information remains unchanged[6](index=6&type=chunk) [Composition of the Board of Directors](index=2&type=section&id=Composition%20of%20the%20Board%20of%20Directors) The announcement details the latest composition of Tianjin Capital Environmental Protection Group's Board of Directors as of August 29, 2025, listing executive, non-executive, and independent non-executive members - As of the announcement publication date (August 29, 2025), the Board of Directors comprises **9 directors**[7](index=7&type=chunk) Board of Directors Composition | Category | Number | Members | | :--- | :--- | :--- | | Executive Directors | 3 | Mr. Tang Fusheng, Ms. Nie Yanhong, Mr. Fu Xinghai (Employee Director) | | Non-executive Directors | 3 | Mr. Wang Yongwei, Mr. An Pindong, Mr. Liu Tao | | Independent Non-executive Directors | 3 | Mr. Xue Tao, Mr. Wang Shanggan, Ms. Liu Fei |

[Company Information](index=4&type=section&id=Company%20Information) This section provides key details about the company's governance structure and essential contact information [Board of Directors and Committees](index=4&type=section&id=Board%20of%20Directors%20and%20Committees) This section lists the company's executive, non-executive, and independent non-executive directors, along with their latest membership and changes in audit, remuneration, nomination, and risk management committees - Executive Directors include Mr. Wang Lei (Chairman and Chief Executive Officer), Mr. Cai Wenhao, and Ms. Wu Mengmeng[5](index=5&type=chunk) - Independent Non-Executive Director Mr. Zhao Wei resigned on **June 30, 2025**, and Mr. Wu Guoyong was appointed on the same day[5](index=5&type=chunk) - Mr. Wu Guoyong was appointed Chairman of the Nomination Committee and Chairman of the Risk Management Committee on **June 30, 2025**[5](index=5&type=chunk) [Key Contact Information](index=4&type=section&id=Key%20Contact%20Information) This section provides key contact details including principal bankers, share registrars, headquarters addresses, registered office, principal place of business in Hong Kong, stock code, and company website - Principal bankers include DBS Bank Ltd., United Overseas Bank Limited, and China Merchants Bank[6](index=6&type=chunk) - The Hong Kong share registrar is Tricor Investor Services Limited[6](index=6&type=chunk) - The company's stock code is **8283**, and its website is www.zhongshiminanholdings.com[7](index=7&type=chunk) [Interim Results](index=6&type=section&id=Interim%20Results) This section presents the unaudited condensed consolidated financial statements, including statements of profit or loss, financial position, changes in equity, and cash flows, along with detailed notes [Unaudited Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=6&type=section&id=Unaudited%20Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the six months ended June 30, 2025, the Group's revenue decreased by 13.0% year-on-year to SGD 8,207 thousand, with loss for the period expanding to SGD 2,300 thousand and loss attributable to owners of the parent at SGD 2,157 thousand Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income Key Data | Indicator | Six Months Ended June 30, 2025 (SGD thousand) | Six Months Ended June 30, 2024 (SGD thousand) | | :--- | :--- | :--- | | Revenue | 8,207 | 9,433 | | Other income and gains | 416 | 107 | | Loss before tax | (2,300) | (2,118) | | Loss for the period | (2,300) | (2,122) | | Loss attributable to owners of the parent | (2,157) | (1,754) | | Basic and diluted loss per share (SGD cents per share) | (4.59) | (4.39) | - Total comprehensive expense for the period was **SGD (2,084) thousand**, compared to **SGD (2,139) thousand** in the same period of 2024[9](index=9&type=chunk) [Unaudited Condensed Consolidated Statement of Financial Position](index=7&type=section&id=Unaudited%20Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, the Group's total net assets increased to SGD 9,512 thousand, primarily due to an increase in equity attributable to owners of the parent, with net current assets rising from SGD 5,903 thousand to SGD 6,851 thousand Condensed Consolidated Statement of Financial Position Key Data | Indicator | June 30, 2025 (SGD thousand) | December 31, 2024 (SGD thousand) | | :--- | :--- | :--- | | Total non-current assets | 4,976 | 5,664 | | Total current assets | 17,693 | 16,299 | | Total current liabilities | 10,842 | 10,396 | | Net current assets | 6,851 | 5,903 | | Net assets | 9,512 | 8,813 | | Equity attributable to owners of the parent | 9,722 | 8,880 | [Unaudited Condensed Consolidated Statement of Changes in Equity](index=8&type=section&id=Unaudited%20Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) For the six months ended June 30, 2025, total equity attributable to owners of the parent increased to SGD 9,722 thousand, mainly due to the issuance of new shares through placing, resulting in an increase of SGD 174 thousand in share capital and SGD 2,609 thousand in share premium Condensed Consolidated Statement of Changes in Equity Key Data | Indicator | June 30, 2025 (SGD thousand) | January 1, 2024 (SGD thousand) | | :--- | :--- | :--- | | Share capital | 1,074 | 900 | | Share premium account | 11,591 | 8,982 | | Accumulated losses | (7,130) | (6,465) | | Total equity attributable to owners of the parent | 9,722 | 7,186 | | Total equity | 9,512 | 6,108 | - In the first half of 2025, the company issued new shares through placing, increasing share capital by **SGD 174 thousand** and share premium by **SGD 2,609 thousand**[11](index=11&type=chunk) [Unaudited Condensed Consolidated Statement of Cash Flows](index=9&type=section&id=Unaudited%20Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) For the six months ended June 30, 2025, net cash outflow from operating activities increased to SGD (3,380) thousand, net cash outflow from investing activities slightly increased to SGD (1,553) thousand, and net cash from financing activities decreased to SGD 1,347 thousand, leading to a significant reduction in cash and cash equivalents to SGD 1,765 thousand at period-end Condensed Consolidated Statement of Cash Flows Key Data | Indicator | Six Months Ended June 30, 2025 (SGD thousand) | Six Months Ended June 30, 2024 (SGD thousand) | | :--- | :--- | :--- | | Net cash from operating activities | (3,380) | (550) | | Net cash used in investing activities | (1,553) | (1,508) | | Net cash from financing activities | 1,347 | 1,639 | | Net decrease in cash and cash equivalents | (3,586) | (419) | | Cash and cash equivalents at end of period | 1,765 | 2,511 | [Notes to the Unaudited Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20the%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) This section details the Group's business scope, basis of financial statement preparation, revenue composition, loss before tax, income tax expense, dividend policy, loss per share calculation, property, plant and equipment, trade receivables, prepayments and other assets, trade and other payables, bank and other borrowings, and share capital changes [General Information and Business Scope](index=10&type=section&id=1.%20General%20Information) Company incorporated in Cayman Islands on March 17, 2016, with principal activities including passenger car services, auto financing, and smart kitchen appliance business - Zhongshiminan Holdings Limited was incorporated in the Cayman Islands on **March 17, 2016**[13](index=13&type=chunk) - Group's principal activities include: - Maintenance and repair of passenger cars - Modification, tuning, and beautification of passenger cars' performance or appearance, and trading of parts and spare parts - Provision of auto financing services - Trading of passenger cars - Development, manufacturing, consulting, and sales of smart kitchen appliances[15](index=15&type=chunk) [Basis of Preparation](index=10&type=section&id=2.%20Basis%20of%20Preparation) Unaudited condensed consolidated financial statements prepared under IFRS, presented in SGD, adopting historical cost convention, with no significant accounting policy changes - The unaudited condensed consolidated financial statements are prepared in accordance with applicable International Financial Reporting Standards issued by the International Accounting Standards Board[14](index=14&type=chunk) - The Group has adopted all new and revised IFRSs effective from **January 1, 2025**, which did not result in significant changes to accounting policies or material impact on financial performance[14](index=14&type=chunk) [Revenue Composition](index=12&type=section&id=3.%20Revenue) Group revenue primarily from maintenance and repair services, followed by modification and parts trading, with minor contributions from auto financing and food/kitchen appliance sales Revenue Sources Breakdown (Six Months Ended June 30) | Revenue Source | 2025 (SGD thousand) | 2024 (SGD thousand) | | :--- | :--- | :--- | | Maintenance and repair services | 6,563 | 7,665 | | Modification, tuning, and beautification services and trading of parts and spare parts | 1,439 | 1,409 | | Sales of food and kitchen appliances | 148 | 193 | | Brand management services | – | 66 | | Provision of auto financing services | 57 | 100 | | **Total Revenue** | **8,207** | **9,433** | [Loss Before Tax and Income Tax Expense](index=12&type=section&id=4.%20Loss%20Before%20Tax) Loss before tax mainly impacted by material costs, employee benefits, and other expenses, with zero income tax expense in H1 2025 versus SGD 4 thousand in H1 2024 Loss Before Tax Components (Six Months Ended June 30) | Item | 2025 (SGD thousand) | 2024 (SGD thousand) | | :--- | :--- | :--- | | Depreciation of property, plant and equipment | 189 | 147 | | Depreciation of right-of-use assets | 339 | 341 | | Staff costs (excluding directors' and chief executive's emoluments) | 2,937 | 3,462 | Income Tax Expense (Six Months Ended June 30) | Item | 2025 (SGD thousand) | 2024 (SGD thousand) | | :--- | :--- | :--- | | Current income tax - current period | – | 4 | | **Tax expense for the period** | **–** | **4** | - Tax rates in various jurisdictions: Cayman Islands are exempt from income tax; Singapore subsidiaries are taxed at **17%**; China subsidiaries are taxed at **25%**[23](index=23&type=chunk)[24](index=24&type=chunk)[25](index=25&type=chunk) [Dividends and Loss Per Share](index=13&type=section&id=6.%20Dividends) Board recommends no interim dividend; basic loss per share expanded to SGD (4.59) cents in H1 2025, influenced by placing and share consolidation - The Board does not recommend the payment of any interim dividend for the six months ended June 30, 2025 (2024: nil)[27](index=27&type=chunk) Basic Loss Per Share Calculation (Six Months Ended June 30) | Indicator | 2025 (SGD thousand/thousand shares) | 2024 (SGD thousand/thousand shares) | | :--- | :--- | :--- | | Loss for the period attributable to owners of the Company for basic loss per share calculation | (2,157) | (1,754) | | Weighted average number of ordinary shares (thousand shares) | 47,028 | 40,000 | | Basic loss per share (SGD cents per share) | (4.59) | (4.39) | - The placing of new shares was completed on **January 23, 2025**, and share consolidation was completed on **February 20, 2025**, with these changes accounted for in the weighted average number of ordinary shares for the first half of 2025[30](index=30&type=chunk)[31](index=31&type=chunk) [Property, Plant and Equipment](index=14&type=section&id=8.%20Property,%20Plant%20and%20Equipment) Group acquired SGD 0.29 million in property, plant and equipment in H1 2025, a decrease from the prior year period - For the six months ended June 30, 2025, the Group acquired **SGD 0.29 million** in property, plant and equipment (same period 2024: **SGD 0.48 million**)[32](index=32&type=chunk) [Trade Receivables](index=14&type=section&id=9.%20Trade%20Receivables) Net trade receivables at SGD 1,034 thousand as of June 30, 2025, with most due within 30 days and stable impairment provision Net Trade Receivables | Indicator | June 30, 2025 (SGD thousand) | December 31, 2024 (SGD thousand) | | :--- | :--- | :--- | | Trade receivables, gross carrying amount | 1,158 | 1,188 | | Less: Impairment loss recognised | (124) | (124) | | **Net Trade Receivables** | **1,034** | **1,064** | Ageing Analysis of Trade Receivables (Based on date of sale of goods or provision of services) | Ageing | June 30, 2025 (SGD thousand) | December 31, 2024 (SGD thousand) | | :--- | :--- | :--- | | Less than 30 days | 966 | 957 | | 30 to 60 days | 46 | 20 | | 61 to 90 days | 26 | 15 | | 91 to 120 days | 5 | 83 | | Over 120 days | 115 | 113 | | **Total** | **1,158** | **1,188** | Movement in Impairment Loss Provision | Indicator | June 30, 2025 (SGD thousand) | December 31, 2024 (SGD thousand) | | :--- | :--- | :--- | | Beginning of period/year | 124 | 57 | | Impairment loss recognised | – | 67 | | **End of period/year** | **124** | **124** | [Prepayments, Other Receivables and Other Assets](index=16&type=section&id=10.%20Prepayments,%20Other%20Receivables%20and%20Other%20Assets) Total prepayments, other receivables, and other assets increased to SGD 11,311 thousand, driven by higher deposits for car leasing and EV resale, while auto financing loans decreased Total Prepayments, Other Receivables and Other Assets | Item | June 30, 2025 (SGD thousand) | December 31, 2024 (SGD thousand) | | :--- | :--- | :--- | | Total non-current | 586 | 1,126 | | Total current | 10,725 | 7,164 | | **Total** | **11,311** | **8,290** | - As of June 30, 2025, deposits paid primarily for car leasing and purchase of electric vehicles for resale amounted to **SGD 4.7 million** (December 31, 2024: **SGD 2.7 million**)[37](index=37&type=chunk) - Loans to third parties, mainly auto financing loans to customers, decreased from **SGD 1.8 million** at the end of 2024 to **SGD 1.3 million** as of June 30, 2025[39](index=39&type=chunk) Top Five Auto Financing Loans Details | Customer | June 30, 2025 (SGD thousand) | December 31, 2024 (SGD thousand) | | :--- | :--- | :--- | | Customer A | 248 | 266 | | Customer B | 198 | 212 | | Customer C | 208 | 205 | | Customer D | 179 | 204 | | Customer E | 142 | 157 | | Others | 309 | 765 | | **Total** | **1,284** | **1,809** | [Trade and Other Payables](index=19&type=section&id=11.%20Trade%20and%20Other%20Payables) Total trade and other payables decreased to SGD 7,303 thousand, mainly due to a significant reduction in amounts owed to a director Total Trade and Other Payables | Item | June 30, 2025 (SGD thousand) | December 31, 2024 (SGD thousand) | | :--- | :--- | :--- | | Trade payables | 1,410 | 1,772 | | Other payables | 4,745 | 3,911 | | Accrued expenses | 604 | 1,003 | | Amounts due to a director | 544 | 2,206 | | **Total** | **7,303** | **8,892** | - Amounts due to a director significantly decreased from **SGD 2,206 thousand** at the end of 2024 to **SGD 544 thousand** as of June 30, 2025[41](index=41&type=chunk) Ageing Analysis of Trade Payables (Based on invoice date) | Ageing | June 30, 2025 (SGD thousand) | December 31, 2024 (SGD thousand) | | :--- | :--- | :--- | | Less than 30 days | 646 | 666 | | 30 to 60 days | 368 | 360 | | 61 to 90 days | 4 | 26 | | Over 90 days | 392 | 720 | | **Total** | **1,410** | **1,772** | [Bank and Other Borrowings](index=20&type=section&id=12.%20Bank%20and%20Other%20Borrowings) Total bank and other borrowings increased to SGD 3,944 thousand, primarily due to new margin financing. Borrowings are secured by listed equity securities or life insurance policies and personal guarantees Total Bank and Other Borrowings and Composition | Item | June 30, 2025 (SGD thousand) | December 31, 2024 (SGD thousand) | | :--- | :--- | :--- | | Total current borrowings | 2,371 | 580 | | Total non-current borrowings | 1,573 | 2,012 | | **Total** | **3,944** | **2,592** | - New Singapore Dollar margin financing of **SGD 1,324 thousand** at an annual interest rate of **4.0%** was secured by the Group's listed equity securities (fair value **SGD 2.29 million**)[44](index=44&type=chunk)[45](index=45&type=chunk) - All borrowings are denominated in Singapore Dollars[46](index=46&type=chunk) [Share Capital Changes](index=21&type=section&id=13.%20Share%20Capital) Issued share capital was SGD 1,074 thousand, influenced by January 2025 new share placing and February share consolidation, resulting in 48,000,000 issued shares Share Capital Movement Details | Item | Number of Shares | Share Capital (SGD thousand) | | :--- | :--- | :--- | | Issued and fully paid at January 1, 2024 and December 31, 2024 | 2,000,000,000 | 900 | | Shares issued (placing) | 400,000,000 | 174 | | Share consolidation | (2,352,000,000) | – | | **Issued and fully paid at June 30, 2025** | **48,000,000** | **1,074** | - On **January 23, 2025**, the company completed the placing of **400,000,000 new shares**, with net proceeds of approximately **HKD 15.3 million**[48](index=48&type=chunk) - On **February 20, 2025**, every fifty shares of HKD 0.0025 each in the company's share capital were consolidated into one share of HKD 0.125 each, resulting in **2,400,000,000 shares** being consolidated into **48,000,000 shares**[48](index=48&type=chunk) [Management Discussion and Analysis](index=22&type=section&id=Management%20Discussion%20and%20Analysis) This section provides an overview of the Group's business performance, financial results, future outlook, liquidity, and capital resources for the reporting period [Business Review](index=22&type=section&id=Business%20Review) For H1 2025, Group revenue decreased by 13.0% to SGD 8.21 million, with loss expanding to SGD 2.30 million, due to declining Singapore spare parts sales, slowing maintenance, and cautious China spending Revenue and Loss Review (Six Months Ended June 30) | Indicator | 2025 (SGD million) | 2024 (SGD million) | | :--- | :--- | :--- | | Revenue | 8.21 | 9.43 | | Loss for the period | 2.30 | 2.12 | - Singapore business revenue decreased by **12.1%** to **SGD 8.06 million**, mainly due to declining spare parts export sales and slowing maintenance and repair service income[49](index=49&type=chunk) - Mainland China revenue decreased by **42.9%** to **SGD 0.15 million**, primarily due to cautious customer spending amidst ongoing macroeconomic challenges[49](index=49&type=chunk) - The Group is a leading automotive service provider in Singapore with over **20 years of experience**, offering comprehensive passenger car services including maintenance, repair, modification, tuning, and beautification services[49](index=49&type=chunk) [Outlook](index=22&type=section&id=Outlook) Anticipating a challenging 2025 due to geopolitical friction, trade changes, and rising costs, the Group will integrate AI and advanced technologies, focusing on EV transition in automotive and SaaS+ expansion in smart kitchen - The Group expects the operating environment in 2025 to remain challenging and will further integrate **AI with advanced technologies** and formulate sustainable growth strategies[51](index=51&type=chunk) [Automotive Segment](index=22&type=section&id=Automotive%20Segment) Automotive segment actively allocates resources for EV transition, ensuring technicians are proficient in EV repair and planning investments in software and equipment to expand service offerings - As of June 30, 2025, Singapore's car population stabilized at **1,009,499 vehicles**, with hybrid and electric vehicles accounting for approximately **84%** of new registrations in the first six months of 2025[52](index=52&type=chunk) - The Group has begun allocating resources to ensure technicians are proficient in the most advanced repair equipment and possess the advanced skills required to service a diverse portfolio of passenger car brands, actively seeking to broaden its product range and expand into the electric vehicle sector[53](index=53&type=chunk) - The Group will increase investment in **software updates and new equipment** to handle the unique components and safety requirements of hybrid and electric vehicles, which differ from traditional internal combustion engine vehicles[53](index=53&type=chunk) [Smart Kitchen Segment](index=23&type=section&id=Smart%20Kitchen%20Segment) Smart kitchen segment focuses on multi-business growth, integrating industry SaaS+ services, aiming to become a leading global platform for pre-cooked meal industry SaaS+ services - The Group continues to focus on the growth of its smart kitchen segment, adopting a multi-business parallel development model, from offline retail to takeaway, small-pack meal businesses, catering brand incubation, and SaaS+ empowerment[54](index=54&type=chunk) - The Group aims to become a leading global platform for **pre-cooked meal industry SaaS+ services**, continuously focusing on economy, innovation, and seamless integration[54](index=54&type=chunk) [Financial Review](index=23&type=section&id=Financial%20Review) This section details the Group's financial performance and changes in revenue, other income, cost of materials, employee benefit expenses, other expenses, and loss for the period [Revenue](index=23&type=section&id=Revenue) Group revenue decreased by 13.0% to SGD 8.21 million in H1 2025, primarily due to declining Singapore spare parts sales, slowing maintenance, and cautious China spending Revenue Movement (Six Months Ended June 30) | Indicator | 2025 (SGD million) | 2024 (SGD million) | | :--- | :--- | :--- | | Revenue | 8.21 | 9.43 | - Singapore business revenue decreased by **12.1%** to **SGD 8.06 million**, and mainland China revenue decreased by **42.9%** to **SGD 0.15 million**[55](index=55&type=chunk) [Other Income](index=23&type=section&id=Other%20Income) Other income and gains significantly increased by 288.8% to SGD 0.42 million, mainly driven by investment income from listed securities Other Income and Gains Movement (Six Months Ended June 30) | Indicator | 2025 (SGD million) | 2024 (SGD million) | | :--- | :--- | :--- | | Other income and gains | 0.42 | 0.11 | - The net increase was primarily due to **investment income**, including dividend income received from investments in listed securities[56](index=56&type=chunk) [Cost of Materials](index=24&type=section&id=Cost%20of%20Materials) Cost of materials decreased by 7.1%, leading to a gross profit margin decline from 47.2% to 43.6%, due to reduced contributions from high-margin China businesses Cost of Materials Movement and Gross Profit Margin Impact (Six Months Ended June 30) | Indicator | 2025 (SGD million) | 2024 (SGD million) | | :--- | :--- | :--- | | Cost of materials | (4.628) | (4.983) | | Gross profit margin | 43.6% | 47.2% | - The decrease in cost of materials led to a decline in gross profit margin, due to reduced contributions from the food and kitchen appliance trading business and brand management services in mainland China, which typically have higher profit margins[57](index=57&type=chunk) [Employee Benefit Expenses](index=24&type=section&id=Employee%20Benefit%20Expenses) Employee benefit expenses decreased by 15.2%, consistent with overall revenue decline and reduced operating stores in the Chinese subsidiary's business Employee Benefit Expenses Movement (Six Months Ended June 30) | Indicator | 2025 (SGD million) | 2024 (SGD million) | | :--- | :--- | :--- | | Employee benefit expenses | (2.937) | (3.462) | - The decrease in employee benefit expenses is consistent with the overall decrease in revenue and the reduction in the number of operating stores in the Chinese subsidiary's business after its disposal[58](index=58&type=chunk) [Other Expenses](index=24&type=section&id=Other%20Expenses) Other expenses increased by SGD 0.11 million year-on-year to SGD 2.71 million, primarily due to increased legal and professional fees Other Expenses Movement (Six Months Ended June 30) | Indicator | 2025 (SGD million) | 2024 (SGD million) | | :--- | :--- | :--- | | Other expenses | (2.71) | (2.60) | - The increase in other expenses was due to additional expenses for **legal and professional fees**[59](index=59&type=chunk) [Loss for the Period](index=24&type=section&id=Loss%20for%20the%20Period) Loss for the period expanded to SGD 2.30 million, mainly attributed to business slowdown in both markets Loss for the Period Movement (Six Months Ended June 30) | Indicator | 2025 (SGD million) | 2024 (SGD million) | | :--- | :--- | :--- | | Loss for the period | (2.30) | (2.12) | - The primary reason for the loss was the **business slowdown in both markets**[60](index=60&type=chunk) [Liquidity, Financial and Capital Resources](index=24&type=section&id=Liquidity,%20Financial%20and%20Capital%20Resources) Group's funding from operations and share placing; cash and equivalents decreased, gearing ratio rose to 0.41x, facing exchange rate risk with no significant contingent liabilities [Cash Position](index=24&type=section&id=Cash%20Position) Net cash outflow from operating activities increased, investing activities slightly increased, and financing activities decreased, resulting in a SGD 3.586 million reduction in cash and cash equivalents Net Cash Flow (Six Months Ended June 30) | Activity Type | 2025 (SGD million) | 2024 (SGD million) | | :--- | :--- | :--- | | Net cash from operating activities | (0.55) | (0.55) | | Net cash used in investing activities | (1.55) | (1.51) | | Net cash from financing activities | 1.35 | 1.64 | - On **January 23, 2025**, the company completed the placing of **400,000,000 shares**, raising gross proceeds of **HKD 16.0 million**[61](index=61&type=chunk) [Gearing Ratio](index=24&type=section&id=Gearing%20Ratio) Gearing ratio increased from 0.29 times as of December 31, 2024, to 0.41 times as of June 30, 2025 Gearing Ratio | Date | Gearing Ratio | | :--- | :--- | | June 30, 2025 | 0.41 times | | December 31, 2024 | 0.29 times | [Exchange Rate Fluctuation Risk](index=25&type=section&id=Exchange%20Rate%20Fluctuation%20Risk) Currency risk arises from sales, purchases, and borrowings in non-functional currencies, with no foreign currency hedging currently undertaken - The Group's currency risk primarily arises from sales, purchases, and interest-bearing bank and other borrowings denominated in currencies other than the Group's functional currency[63](index=63&type=chunk) - The Group has not undertaken foreign currency hedging to mitigate this risk[63](index=63&type=chunk) [Contingent Liabilities](index=25&type=section&id=Contingent%20Liabilities) As of June 30, 2025, the Group had no significant contingent liabilities - As of June 30, 2025, the Group had no significant contingent liabilities (December 31, 2024: nil)[64](index=64&type=chunk) [Pledged Assets](index=25&type=section&id=Pledged%20Assets) As of June 30, 2025, the Group had pledged listed securities with a fair value of SGD 2.29 million as collateral for margin financing Pledged Assets Status | Item | June 30, 2025 (SGD million) | December 31, 2024 (SGD million) | | :--- | :--- | :--- | | Fair value of pledged listed securities | 2.29 | Nil | - Pledged listed securities serve as collateral for margin financing granted to the Group[65](index=65&type=chunk) [Capital Structure and Use of Placing Proceeds](index=25&type=section&id=Capital%20Structure%20and%20Use%20of%20Placing%20Proceeds) Group's capital structure comprises ordinary shares; January 2025 placing and February share consolidation led to HKD 15.3 million net proceeds, primarily for fast food/smart kitchen operations and working capital [Capital Structure](index=25&type=section&id=Capital%20Structure) Company shares listed on GEM in 2016; January 2025 placing and February share consolidation resulted in 48,000,000 issued shares - The company's shares were successfully listed on GEM of the Stock Exchange on **November 8, 2016**[66](index=66&type=chunk) - The placing of new shares was completed on **January 23, 2025**, and share consolidation was completed on **February 20, 2025**[66](index=66&type=chunk) Issued Share Capital (As of June 30, 2025) | Indicator | Amount | | :--- | :--- | | Issued share capital | HKD 6,000,000 (equivalent to SGD 1,074,000) | | Number of issued shares | 48,000,000 shares | | Par value per share | HKD 0.125 | [Use of Placing Proceeds](index=26&type=section&id=Use%20of%20Placing%20Proceeds) Net proceeds from January 2025 placing were HKD 15.3 million, with HKD 7.68 million utilized by June 30, 2025, for inventory, sales talent, marketing, business expenses, and working capital - Net proceeds from the January 2025 placing were approximately **HKD 15.3 million**[68](index=68&type=chunk) Use and Utilization of January 2025 Placing Proceeds (As of June 30, 2025) | Intended Use | Total Planned (HKD million) | Utilized (HKD million) | Unutilized (HKD million) | Expected Timeline | | :--- | :--- | :--- | :--- | :--- | | Procurement of inventory and materials | 6.50 | 2.56 | 3.94 | December 2025 | | Recruitment of sales talent and marketing | 2.40 | 1.33 | 1.07 | December 2025 | | Business direct and indirect expenses | 1.10 | 1.10 | – | – | | General working capital | 5.30 | 2.69 | 2.61 | December 2025 | | **Total** | **15.30** | **7.68** | **7.62** | | - The Directors confirm that each placee and their ultimate beneficial owners are independent third parties, and no placee has become a substantial shareholder of the Company[68](index=68&type=chunk) [Sufficiency of Public Float](index=27&type=section&id=Sufficiency%20of%20Public%20Float) Company maintained GEM Listing Rules' required public float from listing date to report date - The company has maintained the public float required by the GEM Listing Rules from its listing date up to the date of this report[71](index=71&type=chunk) [Other Information](index=28&type=section&id=Other%20Information) This section covers directors' and substantial shareholders' interests, related party transactions, directors' competing interests, pledged assets, exchange rate risk, share transactions, share option scheme, corporate governance, audit committee, material investments, post-reporting period events, and acknowledgements [Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares and Debentures](index=28&type=section&id=Directors'%20and%20Chief%20Executive's%20Interests%20and%20Short%20Positions%20in%20Shares,%20Underlying%20Shares%20and%20Debentures) As of June 30, 2025, Executive Director Mr. Wang Lei and spouse held 24.62% of shares, while Independent Non-Executive Director Mr. Chen Huichun and spouse held 0.03% Directors' and Chief Executive's Long Positions in Shares (As of June 30, 2025) | Name | Capacity/Nature of Interest | Number of Shares or Underlying Shares | Approximate Percentage | | :--- | :--- | :--- | :--- | | Mr. Wang Lei | Beneficial interest | 11,817,400 | 24.62% | | Ms. Li Lidan (Spouse) | Interest of spouse | 11,817,400 | 24.62% | | Mr. Chen Huichun | Beneficial interest | 14,000 | 0.03% | | Ms. WANG Chongyu (Spouse) | Interest of spouse | 14,000 | 0.03% | - Save as disclosed, none of the Company's Directors, chief executive, or their respective associates had any interests or short positions in the shares, underlying shares, or debentures of the Company or any of its associated corporations that were required to be recorded in the register[73](index=73&type=chunk) [Directors' Rights to Acquire Shares or Debentures](index=28&type=section&id=Directors'%20Rights%20to%20Acquire%20Shares%20or%20Debentures) Neither the company nor its subsidiaries entered into arrangements for directors or close associates to benefit from acquiring shares or debentures in H1 2025 - At no time during the six months ended June 30, 2025, had the Company or any of its subsidiaries entered into any arrangements to enable the Directors or their respective close associates to acquire benefits by means of the acquisition of shares or debentures of the Company or any of its associated corporations[74](index=74&type=chunk) [Substantial Shareholders' and Other Persons' Interests and Short Positions in Shares and Underlying Shares](index=29&type=section&id=Substantial%20Shareholders'%20and%20Other%20Persons'%20Interests%20and%20Short%20Positions%20in%20Shares%20and%20Underlying%20Shares) As of June 30, 2025, substantial shareholder Mr. Li Jie and his spouse Ms. Han Mei held 11.92% of the company's shares Substantial Shareholders' and Other Persons' Long Positions in Shares (As of June 30, 2025) | Name | Nature of Interest | Number of Shares | Approximate Percentage | | :--- | :--- | :--- | :--- | | Mr. Li Jie | Beneficial owner | 5,720,400 | 11.92% | | Ms. Han Mei (Spouse) | Interest of spouse | 5,720,400 | 11.92% | | Ms. Li Lidan (Spouse) | Interest of spouse | 11,817,400 | 24.62% | - Save as disclosed, no other person or company (other than the Directors and chief executive of the Company) had any interests or short positions in the shares or underlying shares that were required to be disclosed to the Company[76](index=76&type=chunk) [Related Party Transactions](index=29&type=section&id=Related%20Party%20Transactions) The Group did not enter into any related party transactions during the six months ended June 30, 2025 - During the six months ended June 30, 2025, the Group did not enter into any related party transactions[77](index=77&type=chunk) [Directors' Interests in Competing Business](index=29&type=section&id=Directors'%20Interests%20in%20Competing%20Business) Directors are unaware of any competing business or conflict of interest with the Group's business by directors, controlling shareholders, or their close associates in H1 2025 - The Directors are not aware of any business or interest of the Directors or controlling shareholders or any of their respective close associates that competes or may compete, directly or indirectly, with the business of the Group, or any other conflict of interest between such persons and the Group, for the six months ended June 30, 2025[78](index=78&type=chunk) [Pledged Assets](index=30&type=section&id=Pledged%20Assets) As of June 30, 2025, the Group had no pledged assets - As of June 30, 2025, the Group had no pledged assets (June 30, 2024: nil)[80](index=80&type=chunk) [Exchange Rate Risk](index=30&type=section&id=Exchange%20Rate%20Risk) Group's exchange rate risk stems from non-functional currency sales, purchases, and borrowings, with no hedging instruments currently used - The Group's exchange rate fluctuation risk primarily arises from sales, purchases, and interest-bearing bank and other borrowings denominated in currencies other than the Group's functional currency[81](index=81&type=chunk) - As of the date of this report, the Group has not used any hedging financial instruments to mitigate this risk[81](index=81&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=30&type=section&id=Purchase,%20Sale%20or%20Redemption%20of%20the%20Company's%20Listed%20Securities) Neither the company nor its subsidiaries purchased, sold, or redeemed any listed securities, nor held treasury shares, during H1 2025 - For the six months ended June 30, 2025, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[82](index=82&type=chunk) - As of June 30, 2025, the Company did not hold any treasury shares[82](index=82&type=chunk) [Share Option Scheme](index=30&type=section&id=Share%20Option%20Scheme) Company adopted a share option scheme in 2016 to incentivize talent, valid until 2026, with specific subscription price rules and no minimum holding period; no options lapsed, granted, exercised, or cancelled in H1 2025 - The company adopted a share option scheme on **October 21, 2016**, to encourage or reward participants for their contributions to the Group, and/or to employ and retain outstanding employees[83](index=83&type=chunk) - The share option scheme commenced on **October 21, 2016**, and will expire on **October 20, 2026**[84](index=84&type=chunk) - The subscription price for share options shall not be less than the highest of the closing price on the Stock Exchange on the offer date, the average closing price for the preceding five days, and the nominal value of the shares[85](index=85&type=chunk) - The exercise period for share options shall not exceed **ten years** from the date of grant, and there is no minimum share option holding period before exercise[85](index=85&type=chunk) - For the six months ended June 30, 2025, and the year ended December 31, 2024, no share options had lapsed, been granted, exercised, or cancelled under the share option scheme[87](index=87&type=chunk) [Directors' Securities Transactions](index=32&type=section&id=Directors'%20Securities%20Transactions) Company adopted a code of conduct for directors' securities transactions, similar to GEM Listing Rules, with all directors confirming compliance during the reporting period - The company has adopted a code of conduct for directors' securities transactions, the terms of which are similar to Rules 5.48 to 5.67 of the GEM Listing Rules[88](index=88&type=chunk) - All Directors have confirmed their compliance with the required standards set out in the Model Code for Securities Transactions by Directors of Listed Issuers for the six months ended June 30, 2025[88](index=88&type=chunk) [Compliance with Corporate Governance Code](index=32&type=section&id=Compliance%20with%20Corporate%20Governance%20Code) Company maintains high corporate governance standards, complying with all applicable code provisions, except for the combined Chairman and CEO roles, which the Board believes enhances strategic efficiency - The company is committed to achieving high standards of corporate governance and has complied with all applicable code provisions set out in the Corporate Governance Code[89](index=89&type=chunk) - The roles of Chairman and Chief Executive Officer are performed by Mr. Wang Lei, an arrangement the Board believes ensures consistent leadership within the Group and enables more effective and efficient overall strategic planning for the Group[89](index=89&type=chunk) [Audit Committee](index=32&type=section&id=Audit%20Committee) Company's Audit Committee reviewed the unaudited condensed consolidated financial results for H1 2025 and met with management - The company's Audit Committee has reviewed the Group's unaudited condensed consolidated financial results for the six months ended June 30, 2025, and met with the company's management to discuss, among other things, the review of these results[90](index=90&type=chunk) [Material Investments, Acquisitions and Disposals](index=32&type=section&id=Material%20Investments,%20Acquisitions%20and%20Disposals) Except as disclosed, the Group had no material investments, acquisitions, or disposals during the reporting period - Except as disclosed in this report, the Group had no material investments for the six months ended June 30, 2024, nor any material acquisitions and disposals of subsidiaries, associates, or joint ventures for the six months ended June 30, 2025[91](index=91&type=chunk) [Events After Reporting Period](index=33&type=section&id=Events%20After%20Reporting%20Period) After the reporting period, the company completed a placing of 9,600,000 shares in July 2025 at HKD 0.60 per share, successfully raising funds - On **July 14, 2025**, the company entered into a placing agreement with China Northern Securities Group Limited to place up to **9,600,000 shares** on a best efforts basis at a placing price of **HKD 0.60 per share**[92](index=92&type=chunk) - The July 2025 placing was completed on **July 28, 2025**, successfully placing a total of **9,600,000 shares** to no less than six new placees[92](index=92&type=chunk) [Dividends](index=33&type=section&id=Dividends) The Board does not recommend the payment of any dividends for the six months ended June 30, 2025 - The Board does not recommend the payment of any dividends for the six months ended June 30, 2025 (2024: nil)[94](index=94&type=chunk) [Acknowledgement](index=33&type=section&id=Acknowledgement) The Board expresses gratitude to shareholders, business partners, customers, directors, management, and staff for their support and dedication - The Board extends its sincere gratitude to all shareholders, business partners, and customers for their continuous support to the Group. Concurrently, it expresses deep appreciation and commendation to all Directors, management, and staff for their efforts and dedication during this period[95](index=95&type=chunk)

Company Information [Company Basic Information](index=3&type=section&id=Company%20Basic%20Information) Grace Life Technology Holdings Limited is a limited liability company incorporated in the Cayman Islands, with stock code 02112, and has appointed joint provisional liquidators solely for company restructuring purposes - The company has appointed joint provisional liquidators, currently applicable only for company restructuring[1](index=1&type=chunk) - The company's stock code is **02112**[1](index=1&type=chunk)[5](index=5&type=chunk) - The Board of Directors comprises three executive directors, including Chairman Mr. Ng Khing Yeu, and three independent non-executive directors[4](index=4&type=chunk) Summary [Financial Summary](index=4&type=section&id=Financial%20Summary) For the six months ended June 30, 2025, the Group achieved significant revenue growth, improved gross profit, and successfully turned a loss into a profit, with the Board not recommending an interim dividend Financial Summary Comparison for H1 2025 vs. H1 2024 | Metric | H1 2025 (Million USD) | H1 2024 (Million USD) | Change | | :--- | :--- | :--- | :--- | | Revenue | 8.42 | 5.97 | **41.0% increase** | | Gross Profit | 1.13 | 0.98 | **15.3% increase** | | Profit/(Loss) | 0.2 | (9.0) | **Turned to profit** | | Interim Dividend | Not recommended | None | No change | Management Discussion and Analysis [Business Development Overview](index=5&type=section&id=Business%20Development%20Overview) As an investment holding company, the Group's core businesses include plant stem cell technology R&D and application, iron ore exploration, mining, and sales, and investment holding, with strong growth in plant stem cell business and a temporary halt in iron ore production due to low prices - The company's principal businesses are plant stem cell technology R&D and application, iron ore exploration, mining and sales, and investment holding[9](index=9&type=chunk) - The plant stem cell business maintained **strong growth** in H1 2025, becoming a core performance driver due to expanded sales channels and increased market penetration[10](index=10&type=chunk) - The company established a strategic partnership with a leading Chinese medical group to promote plant stem cell products through its national healthcare service network, adding **five new downstream customers**[10](index=10&type=chunk) - Future plans include establishing a global R&D center, collaborating with research institutions, advancing FMCG functional beverage channel development (**10,000 vending machines**), setting up skincare counters in high-end malls, and opening **over 50 health management chain centers**[11](index=11&type=chunk) - A non-legally binding Memorandum of Understanding was signed with a Korean plant stem cell essence production facility to explore potential strategic investments[11](index=11&type=chunk) - Due to persistently low international iron ore prices, the company suspended iron ore production and sales in H1 2025[13](index=13&type=chunk) - The company actively pursued mining business diversification, commencing exploration of tin concentrate mining feasibility in February 2025 and engaging potential partners for technical and economic assessments[13](index=13&type=chunk) - The company will continue its diversification strategy, consolidating its advantages in plant stem cells, accelerating the expansion of traditional Chinese medicine and the big health industry chain, and prudently advancing the tin concentrate business[14](index=14&type=chunk) [Market Review and Outlook](index=6&type=section&id=Market%20Review%20and%20Outlook) The report analyzes the status and trends of the big health industry, health supplement market, iron ore market, and tin concentrate market, noting sustained growth in China's big health sector, expanding health supplement market, fluctuating iron ore prices, and rising tin concentrate prices due to supply tightening - Driven by the "Healthy China 2030" plan, China's big health industry is projected to reach a value of **RMB 16 trillion by 2030**[17](index=17&type=chunk) - In 2024, per capita healthcare expenditure for Chinese residents reached **RMB 2,547**, a **16.0% year-on-year increase**, reflecting stronger health demand[17](index=17&type=chunk) Global and China Health Supplement Market Size Forecast | Market | 2024 Size (100 Million RMB) | 2029 Forecast Size (100 Million RMB) | | :--- | :--- | :--- | | Global Health Supplement Market | 13,765.8 | 18,213.4 | | China Health Supplement Market | 2,602.2 | 3,207.1 | - In 2023, China's health supplement market reached **RMB 387.9 billion**, a **29.78% year-on-year increase**, projected to reach **RMB 506.7 billion by 2028**[18](index=18&type=chunk) - China's iron ore market saw prices rise then fall in H1 2025, with the average price approximately **USD 18/ton lower** than the same period last year, leading to reduced shipments from high-cost mines[19](index=19&type=chunk) - The tin concentrate market was impacted by the ban on mining in Myanmar's Wa State, causing a sharp drop in China's imports, with tightening supply pushing prices from **RMB 240,000/ton to a March high of RMB 299,000/ton**[20](index=20&type=chunk) [Business and Operations Review](index=8&type=section&id=Business%20and%20Operations%20Review) During the reporting period, the Group's main Ibam mine project suspended all iron ore-related production and sales activities, resulting in zero output, due to persistently low international iron ore prices falling significantly below extraction costs - Ibam mine's iron ore production in H1 2025 was **0 thousand tons**, consistent with H1 2024[21](index=21&type=chunk) - The suspension of iron ore production and sales was due to a continuous decline in international iron ore prices, with the average price falling to approximately **USD 100 per dry ton**, significantly below the company's mining and beneficiation costs[21](index=21&type=chunk) [Operating Results](index=8&type=section&id=Operating%20Results) The Group achieved **USD 8.42 million** in revenue during the reporting period, primarily driven by increased sales of health supplements and other products, with improved gross profit, reduced administrative expenses, but higher finance costs due to increased note interest, resulting in a **USD 0.2 million profit** mainly from interest waiver gains Operating Results Comparison for H1 2025 vs. H1 2024 | Metric | H1 2025 (Million USD) | H1 2024 (Million USD) | Change | | :--- | :--- | :--- | :--- | | Revenue | 8.42 | 5.97 | **41.0% increase** | | Cost of Sales | 7.3 | 5.0 | **46.0% increase** | | Gross Profit | 1.1 | 1.0 | **10.0% increase** | | Administrative and Other Expenses | 1.1 | 1.2 | **12.8% decrease** | | Finance Costs | 9.5 | 8.4 | **13.1% increase** | | Profit/(Loss) for the Period | 0.2 | (9.0) | **Turned to profit** | | Income Tax Expense | 0.02 | 0.02 | No change | - Revenue growth was primarily due to the expansion of plant stem cell sales channels and an increase in customer numbers[23](index=23&type=chunk) - The decrease in administrative expenses was mainly due to reduced staff costs[27](index=27&type=chunk) - The increase in finance costs was primarily due to higher interest expenses from the company's issued notes[28](index=28&type=chunk) - The turnaround to profit for the period was mainly due to the company entering into an interest waiver agreement in April 2025, recognizing an interest waiver of approximately **USD 9.9 million**[30](index=30&type=chunk) [Borrowings](index=9&type=section&id=Borrowings) As of June 30, 2025, the Group's total borrowings comprised bank loans, other loans, notes and bonds, and an interest-free, unsecured shareholder loan payable to the ultimate holding company, Yutian Borrowings Composition as of June 30, 2025 | Type of Borrowing | Amount (Million USD) | | :--- | :--- | | Loan from a commercial bank | 36.7 | | Other loans | 18.3 | | Notes and bonds | 85.1 | | Interest-free unsecured shareholder loan payable to Yutian | 60.0 | [Liquidity, Financial Resources and Capital Structure](index=9&type=section&id=Liquidity%2C%20Financial%20Resources%20and%20Capital%20Structure) As of June 30, 2025, the Group reported a capital deficit and a low current ratio, indicating liquidity pressure, with financing primarily from internal cash flow, borrowings, and shareholder loans, and no debt-to-equity ratio calculable due to negative equity Liquidity Ratios as of June 30, 2025 and December 31, 2024 | Metric | June 30, 2025 (Million USD) | December 31, 2024 (Million USD) | | :--- | :--- | :--- | | Capital Deficit | 166.7 | 167.5 | | Current Assets | 61.7 | N/A | | Current Liabilities | 244.2 | N/A | | Current Ratio | 0.3 | 0.3 | - The Group recorded **negative equity** as of June 30, 2025, and its debt-to-equity ratio could not be calculated[33](index=33&type=chunk) - The company primarily funds its operations through internal cash flows, interest-bearing bank and other borrowings, and interest-free, unsecured shareholder loans provided by Yutian[32](index=32&type=chunk) [Legal Proceedings](index=10&type=section&id=Legal%20Proceedings) The company and its controlling shareholder face multiple legal proceedings, including a claim by Industrial Bank against Yutian, which transferred its shareholder loan rights to Industrial Bank, leading to a **USD 60 million** principal claim plus incidental damages against the company - Industrial Bank has claimed **USD 60,000,000** in principal and other incidental damages from the company, as Yutian defaulted on its repayment to Industrial Bank and transferred its rights under the shareholder loan to Industrial Bank[35](index=35&type=chunk) - As of the date of this interim report, the court hearing date has not yet been determined[35](index=35&type=chunk) [Pledge of Assets](index=10&type=section&id=Pledge%20of%20Assets) As of June 30, 2025, the Group's assets had no pledges other than trade receivables pledged for bank and other borrowings - As of June 30, 2025, the Group's assets had no pledges, except for trade receivables pledged for bank and other borrowings[36](index=36&type=chunk) [Employees and Remuneration Policy](index=10&type=section&id=Employees%20and%20Remuneration%20Policy) The Group values human resources, employing **50 staff** as of June 30, 2025, with a slight decrease in staff costs, and its remuneration policy aligns with market practices, determined by individual performance and experience Employee Count and Staff Costs Comparison | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Number of Employees | 50 | 47 | | Total Staff Costs (Million USD) | 0.6 | 0.6 | - Total staff costs slightly decreased during the review period[37](index=37&type=chunk) [Events After Reporting Period](index=10&type=section&id=Events%20After%20Reporting%20Period) No other significant events occurred after the reporting period - No other significant events occurred after this period[38](index=38&type=chunk) Other Information [Ibam Mine Resources and Reserves Information under JORC Code as of June 30, 2025](index=11&type=section&id=Ibam%20Mine%20Resources%20and%20Reserves%20Information%20under%20JORC%20Code%20as%20of%20June%2030%2C%202025) As of June 30, 2025, Ibam mine's total mineral resources under JORC Code amounted to **144 million tons** with an average iron grade of **46.6%**, and ore reserves were estimated at **102 million tons** with an iron grade of **44.6%** Ibam Mine Mineral Resources (as of June 30, 2025) | Category | Reserves (Million Tons) | Iron Grade (%) | | :--- | :--- | :--- | | Measured | 102 | 46.7 | | Inferred | 42 | 46.6 | | Total | 144 | 46.6 | Ibam Mine Ore Reserves (as of June 30, 2025) | Category | Reserves (Million Tons) | Iron Grade (%) | | :--- | :--- | :--- | | Probable | 102 | 44.6 | - All assumptions and technical parameters are consistent with the independent technical report presented in the prospectus dated June 20, 2013, and remain applicable to the disclosed data[41](index=41&type=chunk) [Mining Area Production Activities](index=11&type=section&id=Mining%20Area%20Production%20Activities) During the reporting period, both mining and production volumes in the mining area were zero tons, consistent with the previous period - Mining and production volumes recorded zero tons during the period, consistent with the previous period[42](index=42&type=chunk) [Capital Expenditure](index=11&type=section&id=Capital%20Expenditure) During the reporting period, the company made no significant capital expenditures for the purchase or upgrade of property, plant, and equipment, or for prepayments - During the period, the company made no significant capital expenditures for the purchase or upgrade of property, plant, and equipment, or for prepayments[43](index=43&type=chunk) [Significant Acquisitions, Disposals and Investments](index=11&type=section&id=Significant%20Acquisitions%2C%20Disposals%20and%20Investments) The company had no future plans for significant acquisitions, disposals, or investments during the reporting period - The company had no future plans for any significant acquisitions, disposals, or investments during the period[44](index=44&type=chunk) [Related Party Transactions](index=12&type=section&id=Related%20Party%20Transactions) Details of the Group's related party transactions are provided in Note 20 to the unaudited interim condensed financial statements of this interim report - Details of related party transactions are provided in Note 20 to the unaudited interim condensed financial statements of this interim report[45](index=45&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=12&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%27s%20Listed%20Securities) During the reporting period, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities - During the period, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities[46](index=46&type=chunk) [Corporate Governance](index=12&type=section&id=Corporate%20Governance) The company is committed to good corporate governance practices and complied with the provisions of the Corporate Governance Code of the Hong Kong Stock Exchange during the reporting period - The company complied with the code provisions set out in Appendix C1 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, "Corporate Governance Code and Corporate Governance Report" during the period[47](index=47&type=chunk) [Standard Code for Securities Transactions by Directors](index=12&type=section&id=Standard%20Code%20for%20Securities%20Transactions%20by%20Directors) The company has adopted a code of conduct for directors' securities transactions, and all directors confirmed compliance with this code during the reporting period - The company has adopted a code of conduct for directors' securities transactions, and all directors confirmed their compliance with the required standards set out in the standard code during the period[48](index=48&type=chunk) [Board Committees](index=12&type=section&id=Board%20Committees) The Board has an Audit Committee, Remuneration Committee, and Nomination Committee, each fulfilling its duties, including reviewing financial reports, overseeing internal controls, recommending remuneration policies, and identifying director candidates, with all committees holding meetings during the reporting period - The Audit Committee reviewed the accounting principles and practices adopted by the Group and discussed internal controls and financial reporting matters with management[49](index=49&type=chunk) - The Remuneration Committee held one meeting during the period to review and discuss the remuneration packages of management and directors[52](index=52&type=chunk) - The Nomination Committee held one meeting during the period and received confirmations of independence from the independent non-executive directors[53](index=53&type=chunk) - The company considers all independent non-executive directors to be independent[54](index=54&type=chunk) [Directors' and Chief Executive's Interests and Short Positions in Shares and Underlying Shares](index=14&type=section&id=Directors'%20and%20Chief%20Executive's%20Interests%20and%20Short%20Positions%20in%20Shares%20and%20Underlying%20Shares) As of June 30, 2025, Chairman Mr. Ng Khing Yeu held **7.52%** of the company's shares through a controlled corporation and beneficially owned **100%** equity interest in the associated corporation, Grace Era Directors' Long Positions in the Company's Shares (as of June 30, 2025) | Director's Name | Nature of Interest | Number of Ordinary Shares | Approximate Percentage of the Company's Issued Share Capital | | :--- | :--- | :--- | :--- | | Ng Khing Yeu | Interest in controlled corporation | 112,827,000 (L) | **7.52%** | Directors' Long Positions in Shares of Associated Corporations (as of June 30, 2025) | Director's Name | Nature of Associated Corporation | Nature of Interest | Approximate Percentage of Equity Interest in Associated Corporation | | :--- | :--- | :--- | :--- | | Ng Khing Yeu | Grace Era | Beneficial owner | **100.00%** | [Substantial Shareholders' and Other Persons' Interests and Short Positions in Shares and Underlying Shares](index=15&type=section&id=Substantial%20Shareholders'%20and%20Other%20Persons'%20Interests%20and%20Short%20Positions%20in%20Shares%20and%20Underlying%20Shares) As of June 30, 2025, substantial shareholder Yutian and its associate Mr. Li Yang held **50.18%** of the company's shares, with Ample Professional Limited, Huarong Overseas Investment Holdings Co., Ltd., Huaheng, Grace Era, and Sichuan Chuanjiu Group International Trade Co., Ltd. also holding over **5%** of shares or related interests Substantial Shareholders' and Other Persons' Interests in the Company's Shares (as of June 30, 2025) | Substantial Shareholder | Capacity/Nature of Interest | Number of Shares | Approximate Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Yutian | Beneficial owner | 752,750,000 (L) | **50.18%** | | Li Yang | Interest in controlled corporation | 752,750,000 (L) | **50.18%** | | Ample Professional Limited | Interest in charged shares | 752,000,000 (L) | **50.13%** | | Huarong Overseas Investment Holdings Co., Ltd. | Interest in controlled corporation | 752,000,000 (L) | **50.13%** | | Huaheng | Beneficial owner | 100,575,000 (L) | **6.71%** | | Grace Era | Beneficial owner | 112,827,000 (L) | **7.52%** | | Sichuan Chuanjiu Group International Trade Co., Ltd. | Beneficial owner | 91,000,000 (L) | **6.07%** | - Mr. Li Yang beneficially owns the entire issued share capital of Yutian Holdings Limited and is therefore deemed to be interested in all shares of the company held by Yutian[62](index=62&type=chunk) - Yutian has pledged **752,000,000 shares** to an independent third-party institution, representing approximately **50.13%** of the company's issued share capital[62](index=62&type=chunk) [Interim Dividend](index=17&type=section&id=Interim%20Dividend) The Board resolved not to declare any interim dividend for the reporting period - The Board resolved not to declare any interim dividend for the period (H1 2024: nil)[65](index=65&type=chunk) [Review of Interim Condensed Financial Information](index=17&type=section&id=Review%20of%20Interim%20Condensed%20Financial%20Information) The company's Board Audit Committee has reviewed the Group's interim results for the six months ended June 30, 2025, but the financial information has not been audited or reviewed by the auditors - The company's Board Audit Committee has reviewed the Group's interim results for the six months ended June 30, 2025[66](index=66&type=chunk) - The financial information in the condensed consolidated financial statements of the interim report has not been audited or reviewed by the company's auditors[66](index=66&type=chunk) Interim Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income [Profit or Loss and Comprehensive Income Overview](index=18&type=section&id=Profit%20or%20Loss%20and%20Comprehensive%20Income%20Overview) For the six months ended June 30, 2025, the Group's revenue increased by **41%** and gross profit by **15.3%**, successfully turning a loss into a **USD 151 thousand profit** for the period, compared to a **USD 8,996 thousand loss** in the prior period, primarily due to a significant increase in other income and gains from interest waivers, with basic and diluted earnings per share of **USD 0.01 cents** Interim Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (For the six months ended June 30) | Metric | 2025 (Thousand USD) | 2024 (Thousand USD) | | :--- | :--- | :--- | | Revenue | 8,417 | 5,969 | | Cost of sales | (7,285) | (4,986) | | Gross profit | 1,132 | 983 | | Other income and gains | 9,882 | 49 | | Selling and distribution expenses | (242) | (294) | | Administrative and other expenses | (1,080) | (1,239) | | Impairment loss on financial assets (net of reversal) | (28) | (86) | | Finance costs | (9,496) | (8,393) | | Profit (loss) before income tax | 168 | (8,980) | | Income tax expense | (17) | (16) | | Profit (loss) for the period | 151 | (8,996) | | Profit (loss) attributable to owners of the parent | 211 | (8,966) | | Profit (loss) attributable to non-controlling interests | (60) | (30) | | Total comprehensive income (expense) for the period | 828 | (9,195) | | Basic and diluted earnings (loss) per share (US Cents) | 0.01 | (0.60) | - Other income and gains significantly increased to **USD 9,882 thousand**, primarily due to the waiver of interest payable[68](index=68&type=chunk)[30](index=30&type=chunk) - Total comprehensive income for the period was **USD 828 thousand**, compared to a total comprehensive expense of **USD 9,195 thousand** in the prior period, mainly affected by exchange differences[68](index=68&type=chunk) Interim Condensed Consolidated Statement of Financial Position [Financial Position Overview](index=19&type=section&id=Financial%20Position%20Overview) As of June 30, 2025, the Group's non-current assets slightly increased, total current assets remained stable, but total current liabilities remained high, leading to persistent net current liabilities and a capital deficit, with amounts due to the ultimate holding company, bank and other borrowings, and notes being the main components of current liabilities Interim Condensed Consolidated Statement of Financial Position (as of June 30) | Metric | 2025 (Thousand USD) | 2024 (Thousand USD) | | :--- | :--- | :--- | | Total non-current assets | 19,448 | 18,464 | | Total current assets | 61,686 | 61,339 | | Total current liabilities | 244,234 | 243,874 | | Net current liabilities | (182,548) | (182,535) | | Net liabilities | (166,662) | (167,490) | | Capital deficit | (166,662) | (167,490) | - Trade receivables are a major component of current assets, amounting to **USD 59,260 thousand**[70](index=70&type=chunk) - Key current liabilities include amounts due to the ultimate holding company of **USD 60,000 thousand**, bank and other borrowings of **USD 55,019 thousand**, and notes of **USD 85,090 thousand**[70](index=70&type=chunk) Interim Condensed Consolidated Statement of Changes in Equity [Equity Changes Overview](index=20&type=section&id=Equity%20Changes%20Overview) For the six months ended June 30, 2025, equity attributable to owners of the company improved from a deficit of **USD 167,396 thousand** at the beginning of the period to a deficit of **USD 166,508 thousand** at the end, primarily due to a **USD 211 thousand profit** for the period and a **USD 677 thousand increase** in exchange fluctuation reserve Interim Condensed Consolidated Statement of Changes in Equity (For the six months ended June 30) | Metric | June 30, 2025 (Thousand USD) | June 30, 2024 (Thousand USD) | | :--- | :--- | :--- | | Equity attributable to owners of the company at beginning of period | (167,396) | (119,899) | | Profit (loss) for the period | 211 | (8,966) | | Movement in exchange fluctuation reserve | 677 | (199) | | Equity attributable to owners of the company at end of period | (166,508) | (129,064) | | Non-controlling interests at end of period | (154) | (30) | | Total at end of period | (166,662) | (129,094) | - Profit for the period of **USD 211 thousand** and an increase of **USD 677 thousand** in exchange fluctuation reserve were the main reasons for the improvement in equity attributable to owners of the company[71](index=71&type=chunk) - Capital reserve includes differences arising from the acquisition of non-controlling interests, reserves from debt waivers by the ultimate holding company, and the difference between the fair value and nominal value of interest-free loans[74](index=74&type=chunk) - Statutory reserve is transferred at no less than **10%** of the profit after tax, in accordance with the articles of association of the PRC subsidiaries and relevant PRC laws and regulations[78](index=78&type=chunk) Interim Condensed Consolidated Statement of Cash Flows [Cash Flow Overview](index=22&type=section&id=Cash%20Flow%20Overview) For the six months ended June 30, 2025, the Group's net cash used in operating activities was **USD 76 thousand**, with no cash outflow from investing activities, and net cash used in financing activities was **USD 82 thousand**, resulting in cash and cash equivalents decreasing to **USD 91 thousand** at period-end Interim Condensed Consolidated Statement of Cash Flows (For the six months ended June 30) | Activity Type | 2025 (Thousand USD) | 2024 (Thousand USD) | | :--- | :--- | :--- | | Net cash used in operating activities | (76) | (199) | | Net cash used in investing activities | – | (2) | | Net cash (used in) generated from financing activities | (82) | 313 | | Net (decrease)/increase in cash and cash equivalents | (158) | 112 | | Cash and cash equivalents at end of period | 91 | 242 | - Net cash used in operating activities was **USD 76 thousand**, an improvement from **USD 199 thousand** in the prior period[79](index=79&type=chunk) - Net cash used in financing activities was **USD 82 thousand**, primarily comprising repayment of bank borrowings and interest paid[79](index=79&type=chunk) Notes to the Interim Condensed Consolidated Financial Statements [1. General Information](index=23&type=section&id=1.%20General%20Information) Grace Life Technology Holdings Limited, incorporated in the Cayman Islands and listed on the Hong Kong Stock Exchange, is an investment holding company primarily engaged in iron ore mining, beneficiation, sales, and health product trading through its subsidiaries, with Yutian Holdings Limited identified as the ultimate holding company, and the Group adopting the US dollar as its presentation currency - The company was incorporated in the Cayman Islands on April 25, 2012, and its shares were listed on the Hong Kong Stock Exchange on July 3, 2013[80](index=80&type=chunk) - The company is an investment holding company, primarily operating through its subsidiaries in iron ore product mining, ore beneficiation, sales of iron ore, other commodities, and health products[80](index=80&type=chunk) - The company's ultimate holding company is Yutian Holdings Limited[80](index=80&type=chunk) - The Group adopted the US dollar as its presentation currency[81](index=81&type=chunk) [2. Basis of Preparation](index=23&type=section&id=2.%20Basis%20of%20Preparation) The interim condensed consolidated financial statements are prepared in accordance with the Listing Rules of the Stock Exchange and International Accounting Standard 34, with the Group facing significant going concern uncertainties, including substantial overdue borrowings and legal proceedings, but management has implemented various measures to mitigate liquidity pressure and support continued operations - As of June 30, 2025, the Group had approximately **USD 200,109,000** in amounts due to the ultimate holding company, bank and other borrowings, and secured notes, while cash and cash equivalents amounted to only approximately **USD 91,000**[82](index=82&type=chunk) - Approximately **USD 54,869,000** in principal borrowings and approximately **USD 21,022,000** in interest payable were overdue, and the Group breached the terms and conditions of the overdue borrowings, potentially triggering cross-defaults[82](index=82&type=chunk) - Industrial Bank has claimed **USD 60,000,000** in principal and other incidental damages from the company[84](index=84&type=chunk) - The company received a statutory demand for payment of **RMB 250,974,633.21**, but the company denies the related liability[85](index=85&type=chunk) - The ultimate holding company, Yutian, has agreed not to demand repayment of **USD 60,000,000** from the company until the company's financial position allows for repayment[87](index=87&type=chunk) - The Group is actively negotiating the renewal and extension of bank loans and credit facilities, and seeking to introduce strategic investors[87](index=87&type=chunk) - Management believes that, subject to the successful implementation of refinancing measures, the preparation of interim financial reports on a going concern basis is appropriate[88](index=88&type=chunk) [3. Principal Accounting Policies](index=26&type=section&id=3.%20Principal%20Accounting%20Policies) The interim condensed consolidated financial statements are prepared on a historical cost basis, with accounting policies consistent with those used for the Group's annual consolidated financial statements for the year ended December 31, 2024 - The interim condensed consolidated financial statements are prepared on a historical cost basis[89](index=89&type=chunk) - The accounting policies used are consistent with those applied in the preparation of the Group's annual consolidated financial statements for the year ended December 31, 2024[89](index=89&type=chunk) [4. Application of Revised International Financial Reporting Standards](index=26&type=section&id=4.%20Application%20of%20Revised%20International%20Financial%20Reporting%20Standards) During this interim period, the revised International Financial Reporting Standards issued by the IASB were first applied, but they had no significant impact on the Group's financial position or performance - International Accounting Standard 21 (Revised) "Lack of Exchangeability" was first applied during this interim period[90](index=90&type=chunk) - The application of the revised International Financial Reporting Standards had no significant impact on the Group's financial position or performance during this period and prior periods[90](index=90&type=chunk) [5. Revenue](index=26&type=section&id=5.%20Revenue) The Group's revenue primarily derives from the sale of health supplements and other products, with total revenue of **USD 8,417 thousand** for the six months ended June 30, 2025, of which health supplement sales contributed **USD 8,288 thousand**, mainly from the Chinese market Revenue Composition (For the six months ended June 30) | Revenue Source | 2025 (Thousand USD) | 2024 (Thousand USD) | | :--- | :--- | :--- | | Sales of health supplements | 8,288 | 5,969 | | Sales of other products | 129 | – | | Total | 8,417 | 5,969 | - All revenue is recognized at a point in time and primarily derived from the People's Republic of China (PRC) market[92](index=92&type=chunk) [6. Segment Information](index=28&type=section&id=6.%20Segment%20Information) The Group's reportable segments include iron ore mining and beneficiation, commercial trading, health product trading, electronic product trading, and others, with health product trading being the sole revenue-generating segment and recording a profit for the six months ended June 30, 2025, while iron ore mining and beneficiation and commercial trading both recorded losses Segment Revenue and Results (For the six months ended June 30, 2025) | Segment | Segment Revenue (Thousand USD) | Segment Profit (Loss) (Thousand USD) | | :--- | :--- | :--- | | Iron ore mining and beneficiation business | – | (9) | | Commercial trading | – | (1,734) | | Health product trading | 8,288 | 235 | | Others | 129 | 11 | | Total | 8,417 | (1,497) | Segment Assets (as of June 30, 2025) | Segment | June 30, 2025 (Thousand USD) | December 31, 2024 (Thousand USD) | | :--- | :--- | :--- | | Iron ore mining and beneficiation business | 12,895 | 12,242 | | Commercial trading | 51,294 | 51,485 | | Health product trading | 10,260 | 9,348 | | Electronic product trading | – | 4 | | Others | 104 | 157 | | Total segment assets | 74,553 | 73,236 | | Corporate and other assets | 6,581 | 6,567 | | Total assets | 81,134 | 79,803 | Segment Liabilities (as of June 30, 2025) | Segment | June 30, 2025 (Thousand USD) | December 31, 2024 (Thousand USD) | | :--- | :--- | :--- | | Iron ore mining and beneficiation business | 739 | 694 | | Commercial trading | 186,570 | 177,918 | | Health product trading | 8,482 | 7,913 | | Others | 11 | 12 | | Total segment liabilities | 195,802 | 186,537 | | Corporate and other liabilities | 51,994 | 60,756 | | Total liabilities | 247,796 | 247,293 | [7. Finance Costs](index=31&type=section&id=7.%20Finance%20Costs) For the six months ended June 30, 2025, the Group's total finance costs amounted to **USD 9,496 thousand**, primarily comprising interest on notes, representing an increase from the prior period Finance Costs Composition (For the six months ended June 30) | Item | 2025 (Thousand USD) | 2024 (Thousand USD) | | :--- | :--- | :--- | | Interest on bank borrowings | 1,733 | 1,743 | | Interest on other borrowings | 259 | 460 | | Interest on notes | 7,504 | 6,190 | | Total | 9,496 | 8,393 | - The increase in finance costs was primarily due to higher interest on notes[100](index=100&type=chunk) [8. Income Tax Expense](index=32&type=section&id=8.%20Income%20Tax%20Expense) For the six months ended June 30, 2025, the Group recorded an income tax expense of **USD 17 thousand**, primarily for PRC corporate income tax, with no taxable profits generated by subsidiaries in the Cayman Islands, British Virgin Islands, Hong Kong, and Singapore Income Tax Expense (For the six months ended June 30) | Item | 2025 (Thousand USD) | 2024 (Thousand USD) | | :--- | :--- | :--- | | PRC corporate income tax | 17 | 16 | - The tax rate for PRC subsidiaries is **25%**[102](index=102&type=chunk) - Taxable profits of Malaysian subsidiaries are subject to corporate income tax at a rate of **24%**[102](index=102&type=chunk) [9. Profit (Loss) for the Period](index=33&type=section&id=9.%20Profit%20(Loss)%20for%20the%20Period) The profit (loss) for the period was primarily influenced by a **USD 9,881 thousand** gain from interest waiver, successfully turning a loss into a profit, after deducting expenses such as staff costs, depreciation, impairment losses, and lease rentals Profit (Loss) for the Period Composition (For the six months ended June 30) | Item | 2025 (Thousand USD) | 2024 (Thousand USD) | | :--- | :--- | :--- | | Staff costs | 618 | 617 | | Depreciation of property, plant and equipment | 12 | 11 | | Impairment loss on trade receivables | 9 | 82 | | Impairment loss on other receivables | 19 | 4 | | Lease rentals for office | 126 | 160 | | Amount of inventories recognized as expense | 7,285 | 4,986 | | Gain on waiver of interest payable | (9,881) | – | | Net exchange (gain) loss | (16) | 117 | - The gain on waiver of interest payable of **USD 9,881 thousand** was a major contributor to the profit for the period[103](index=103&type=chunk) [10. Dividends](index=33&type=section&id=10.%20Dividends) No dividends were paid or proposed for the six months ended June 30, 2025 and 2024 - No dividends were paid or proposed for the six months ended June 30, 2025 and 2024[104](index=104&type=chunk) [11. Earnings (Loss) Per Share](index=33&type=section&id=11.%20Earnings%20(Loss)%20Per%20Share) For the six months ended June 30, 2025, profit attributable to owners of the company was **USD 211 thousand**, with basic and diluted earnings per share of **USD 0.01 cents**, and diluted earnings per share equaled basic earnings per share due to no potential dilutive ordinary shares Earnings (Loss) Per Share (For the six months ended June 30) | Metric | 2025 (Thousand USD) | 2024 (Thousand USD) | | :--- | :--- | :--- | | Profit (loss) for the purpose of calculating basic and diluted earnings (loss) per share | 211 | (8,966) | | Weighted average number of ordinary shares (Thousand shares) | 1,500,000 | 1,500,000 | | Basic and diluted earnings (loss) per share (US Cents) | 0.01 | (0.60) | - As there were no potential dilutive ordinary shares outstanding, diluted earnings (loss) per share was equal to basic earnings (loss) per share[105](index=105&type=chunk) [12. Trade Receivables](index=34&type=section&id=12.%20Trade%20Receivables) As of June 30, 2025, the Group's total trade receivables amounted to **USD 59,260 thousand**, with the vast majority being overdue for more than **365 days**, indicating challenges in long-term accounts receivable collection Trade Receivables Ageing Analysis (as of June 30) | Ageing | 2025 (Thousand USD) | 2024 (Thousand USD) | | :--- | :--- | :--- | | Within 30 days | 233 | 1,858 | | 31 to 60 days | 51 | 43 | | 61 to 120 days | 9 | 113 | | 121 to 365 days | 2,021 | 711 | | Over 365 days | 56,946 | 56,514 | | Total | 59,260 | 59,239 | - The credit period granted by the Group to its customers usually does not exceed **120 days**[107](index=107&type=chunk) [13. Deposits, Prepayments and Other Receivables](index=34&type=section&id=13.%20Deposits%2C%20Prepayments%20and%20Other%20Receivables) As of June 30, 2025, the Group's net deposits, prepayments, and other receivables amounted to **USD 1,494 thousand**, an increase from December 31, 2024 Deposits, Prepayments and Other Receivables (as of June 30) | Item | 2025 (Thousand USD) | 2024 (Thousand USD) | | :--- | :--- | :--- | | Deposits | 5 | 7 | | Prepayments | 1,310 | 1,096 | | Other receivables | 245 | 164 | | Less: Loss allowance | (66) | (57) | | Net amount | 1,494 | 1,210 | [14. Trade Payables](index=35&type=section&id=14.%20Trade%20Payables) As of June 30, 2025, the Group's total trade payables amounted to **USD 6,895 thousand**, with a significant increase in payables overdue for more than **365 days**, indicating delayed payments for some amounts Trade Payables Ageing Analysis (as of June 30) | Ageing | 2025 (Thousand USD) | 2024 (Thousand USD) | | :--- | :--- | :--- | | Within 90 days | 468 | 1,685 | | 91 to 365 days | 1,482 | 4,949 | | Over 365 days | 4,945 | – | | Total | 6,895 | 6,634 | - The average credit period granted by suppliers ranges from **30 to 60 days**[109](index=109&type=chunk) [15. Other Payables and Accruals](index=35&type=section&id=15.%20Other%20Payables%20and%20Accruals) As of June 30, 2025, the Group's total other payables and accruals amounted to **USD 32,587 thousand**, a decrease from December 31, 2024, primarily due to a reduction in interest payable Other Payables and Accruals (as of June 30) | Item | 2025 (Thousand USD) | 2024 (Thousand USD) | | :--- | :--- | :--- | | Other payables | 1,967 | 1,677 | | Interest payable | 29,019 | 36,337 | | Staff salaries payable | 1,229 | 1,069 | | Accrued expenses | 372 | 462 | | Total | 32,587 | 39,545 | [16. Contract Liabilities](index=36&type=section&id=16.%20Contract%20Liabilities) As of June 30, 2025, the Group's contract liabilities amounted to **USD 1,208 thousand**, primarily representing customer payments received before goods delivery Contract Liabilities (as of June 30) | Item | 2025 (Thousand USD) | 2024 (Thousand USD) | | :--- | :--- | :--- | | Current liabilities | 1,208 | 1,072 | - Contract liabilities are recognized when the company receives customer payments before goods delivery, typically representing deposits of **20% to 50%** of the total consideration[111](index=111&type=chunk) [17. Bank and Other Borrowings](index=36&type=section&id=17.%20Bank%20and%20Other%20Borrowings) As of June 30, 2025, the Group's total bank and other borrowings amounted to **USD 55,019 thousand**, with most repayable within one year or on demand, some bank loans secured by trade receivables and guaranteed by a director, and other loans, though overdue, had their interest rates adjusted via supplementary agreements with independent lenders, and approximately **USD 9,881 thousand** in accrued interest was waived in April 2025 Bank and Other Borrowings (as of June 30) | Item | 2025 (Thousand USD) | 2024 (Thousand USD) | | :--- | :--- | :--- | | Bank borrowings | 36,683 | 36,752 | | Other borrowings | 18,336 | 18,336 | | Total | 55,019 | 55,088 | | Repayable within one year or on demand | 55,019 | 55,031 | | Amount under non-current liabilities | – | 57 | - Approximately **USD 36,683,000** of bank loans are floating-rate loans, with effective annual interest rates ranging from **7.31% to 8.66%**[112](index=112&type=chunk) - Some bank loans are secured by certain trade receivables of the Group and guaranteed by the company and one of its directors[112](index=112&type=chunk) - Other loans, with a total principal amount of approximately **USD 18,150,000**, guaranteed by Director Mr. Li, were previously overdue but had their interest rates adjusted through supplementary agreements[113](index=113&type=chunk) - On April 8, 2025, the company entered into an interest waiver agreement with the relevant lenders, waiving accrued interest of approximately **USD 9,881,000**[114](index=114&type=chunk) [18. Notes](index=38&type=section&id=18.%20Notes) As of June 30, 2025, the Group's total notes amounted to **USD 85,090 thousand**, comprising Note 1 and Note 2, both classified as current liabilities, with Note 1 having multiple extended redemption dates, adjusted interest rates, and waived default events, while Note 2 is guaranteed by Yutian and Mr. Li and secured by the company's shares Notes Composition (as of June 30) | Item | 2025 (Thousand USD) | 2024 (Thousand USD) | | :--- | :--- | :--- | | Note 1 | 67,090 | 60,172 | | Note 2 | 18,000 | 18,000 | | Total | 85,090 | 78,172 | | Current liabilities | 85,090 | 78,172 | - Note 1's original annual interest rate of **12%** was subsequently adjusted to the original annual interest rate plus **10%** via a new letter agreement[115](index=115&type=chunk)[120](index=120&type=chunk) - Note 1's redemption date was extended multiple times, and default events such as exceeding the debt-to-equity ratio were waived[118](index=118&type=chunk)[119](index=119&type=chunk)[120](index=120&type=chunk)[121](index=121&type=chunk) - Note 2 has a principal amount of **USD 20,000,000**, a fixed interest rate of **7%**, is guaranteed by Yutian and Mr. Li, and secured by a total of **172,352,000** shares of the company[122](index=122&type=chunk)[124](index=124&type=chunk) [19. Share Capital](index=42&type=section&id=19.%20Share%20Capital) As of June 30, 2025, the company's authorized share capital was **3,000,000 thousand shares**, with issued and fully paid share capital of **1,500,000 thousand shares**, each with a par value of **HKD 0.01** Share Capital Information (as of June 30) | Item | Number of Shares (Thousand shares) | Share Capital (Thousand USD) | | :--- | :--- | :--- | | Authorized share capital | 3,000,000 | 3,867 | | Issued and fully paid share capital | 1,500,000 | 1,934 | [20. Related Party Transactions](index=43&type=section&id=20.%20Related%20Party%20Transactions) The Group's related party transactions primarily involve Director Mr. Li and his family members, and the ultimate holding company Yutian, providing guarantees for the Group's bank financing and notes, with key management personnel's remuneration decreasing during the reporting period - Mr. Li, a director of the company, provided guarantees for the Group's bank financing[126](index=126&type=chunk) - Mr. Li, a director of the company, Mr. Li's family members, and the ultimate holding company Yutian provided guarantees for the Group's issued **12%** senior secured notes and **7%** fixed coupon secured notes[126](index=126&type=chunk) Key Management Personnel Remuneration (For the six months ended June 30) | Item | 2025 (Thousand USD) | 2024 (Thousand USD) | | :--- | :--- | :--- | | Short-term benefits | 44 | 96 | | Termination benefits | – | 24 | | Total | 44 | 120 |

Financial Performance - For the six months ended June 30, 2025, the turnover was RMB 2,380,758, a decrease of 2.46% compared to RMB 2,440,776 in 2024[5]. - The company reported a loss of RMB 18,870 for the period, a significant decline of 439.6% from a profit of RMB 5,556 in the previous year[5]. - Loss attributable to owners of the company was RMB 14,468, down 361.9% from a profit of RMB 5,524 in 2024[5]. - Basic and diluted loss per share was RMB (1.33), compared to earnings of RMB 0.51 per share in the same period last year, reflecting a decrease of 360.8%[5]. - The Group recorded a consolidated turnover of approximately RMB2,380.8 million, a decrease of approximately 2.5% compared to the same period in 2024[39]. - The Group reported a loss attributable to owners of approximately RMB14.5 million, compared to a profit of RMB5.5 million in 2024[39]. - The Group recorded a net loss attributable to owners of approximately RMB14.5 million for the period, a decrease of 361.9% compared to a profit of RMB5.5 million in 2024[68][70]. - Total comprehensive income for the period was RMB (17,716), down from RMB 3,424 in the previous year[116]. - The company reported a total comprehensive income for the period of RMB (13,314,000) for the six months ended June 30, 2025, compared to RMB 2,807,000 for the same period in 2024[124]. Revenue Sources - During the six-month period from January 1, 2025, to June 30, 2025, over 90% of the Group's revenue was derived from the ODM business, primarily from smartphone and tablet segments[29]. - Approximately 63% of the Group's ODM sales revenue during the Review Period came from mobile phone batteries, while 21% came from tablet batteries[29]. - The ODM business generated a turnover of approximately RMB2,249.3 million, accounting for approximately 94.5% of the Group's consolidated turnover[49]. - Sales from mobile phone batteries amounted to approximately RMB1,423.8 million, accounting for about 59.8% of the Group's consolidated turnover[53]. - The aggregate sales of new power supply products contributed approximately RMB103.3 million, representing approximately 4.6% of the turnover of the ODM business[43]. Market Trends and Challenges - The global smartphone market faced challenges, with a 1.5% year-over-year increase in shipments in Q1 2025 and a 1.0% increase in Q2 2025, but a decline in China's smartphone market in Q2 2025[24]. - The rise of AI-enabled smartphones is expected to drive demand for high-performance lithium-ion batteries, which are crucial for innovation in the mobile phone industry[26]. - The smartphone market is anticipated to remain a key platform for personal entertainment and social networking, with no emerging technology expected to replace smartphones in the near future[32]. - The competition in niche segments such as foldable devices and advanced camera technology is expected to intensify, while 5G devices will continue to drive growth, particularly in emerging markets[24]. Cost and Profitability - Gross profit for the Group was approximately RMB178.4 million, an increase of approximately 14.2% compared to the same period in 2024[48]. - The overall gross profit margin improved to 7.5%, up from 6.4% in 2024, due to reduced sales costs through optimized production processes[58]. - EBITDA decreased by approximately 40.1% to RMB58.3 million compared to RMB97.3 million in 2024[50]. - Administrative expenses increased by approximately 23.5% to RMB137.7 million, accounting for about 5.8% of the Group's consolidated turnover[61]. Cash Flow and Liquidity - Cash and cash equivalents decreased to approximately RMB148.7 million as of June 30, 2025, down from RMB333.0 million at December 31, 2024, primarily due to reduced cash flows from operating activities[72][75]. - The Group experienced a net cash outflow from operating activities of approximately RMB159.2 million for the six months ended June 30, 2025, compared to a net inflow of RMB20.1 million in 2024[72][75]. - The Group's current ratio remained stable at approximately 1.2 times as of June 30, 2025, with current assets of approximately RMB3,338.7 million and current liabilities of approximately RMB2,782.7 million[78][81]. - Net current assets increased by approximately 5.7% to RMB556.1 million as of June 30, 2025, compared to RMB525.9 million at December 31, 2024[84]. Employee and Operational Metrics - Employee costs for the six months ended June 30, 2025, totaled RMB204.6 million, compared to RMB192.6 million for the same period in 2024, reflecting an increase in employee costs[103]. - The Group had 2,465 full-time employees as of June 30, 2025, a decrease from 2,542 employees as of June 30, 2024[103]. Research and Development - The company is committed to investing in R&D for new technologies, particularly in industrial design and AI applications[35]. - Research and development costs for the six months ended June 30, 2025, were RMB53,101,000, an increase from RMB49,532,000 in 2024, reflecting a growth of approximately 3.2%[165]. Assets and Liabilities - The Group's total assets decreased to RMB1,070 million as of June 30, 2025, down from RMB1,087.8 million as of December 31, 2024, representing a decrease of approximately RMB17.7 million[90]. - Total non-current liabilities increased to RMB246,438,000 as of June 30, 2025, up from RMB224,521,000 at December 31, 2024, representing a growth of 9.7%[121]. - Total trade and notes payables amounted to RMB1,805,755,000 as of June 30, 2025, down from RMB1,961,850,000, indicating a decrease of about 8.0%[191]. Regulatory and Compliance - The interim financial information has been prepared in accordance with IAS 34 and is presented in Chinese Renminbi (RMB) for the six months ended June 30, 2025[135][139]. - The adoption of new or amended IFRS Accounting Standards effective from January 1, 2025 did not have any significant impact on the Group's accounting policies[140][142].

[Company Profile and Financial Overview](index=1&type=section&id=%E5%85%AC%E5%8F%B8%E7%AE%80%E4%BB%8B%E4%B8%8E%E8%B4%A2%E5%8A%A1%E6%A6%82%E8%A7%88) This section provides an overview of the company's business, key financial highlights, and strategic business developments for the reporting period [Company Profile](index=1&type=section&id=%E5%85%AC%E5%8F%B8%E7%AE%80%E4%BB%8B) Jiahe Biotech (Cayman) Holdings Co., Ltd. (the Group) released its unaudited interim results for the six months ended June 30, 2025, focusing on oncology and autoimmune disease drug development and commercialization - Jiahe Biotech (Cayman) Holdings Co., Ltd. announced its unaudited interim results for the six months ended June 30, 2025[3](index=3&type=chunk) - The Group primarily engages in the development and commercialization of oncology and autoimmune disease drugs[97](index=97&type=chunk) [Financial Highlights](index=1&type=section&id=%E8%B4%A2%E5%8A%A1%E6%91%98%E8%A6%81) The Group achieved significant revenue growth and a substantial reduction in losses during the reporting period, driven by increased licensing income and effective cost control in R&D and administrative expenses Report Period Key Financial Metrics Comparison | Metric | Six Months Ended June 30, 2025 (RMB million) | Six Months Ended June 30, 2024 (RMB million) | Change (%) | | :--- | :--- | :--- | :--- | | Total Revenue | 32.2 | 14.5 | +122.1 | | R&D Expenses | 74.6 | 109.7 | -32.0 | | Total Comprehensive Loss | 54.3 | 141.0 | -61.5 | | Adjusted Loss | 59.6 | 130.2 | -54.2 | - Total revenue growth was primarily attributable to the licensing and equity agreement with TRC 2004, Inc[5](index=5&type=chunk) - The decrease in R&D expenses was mainly due to reduced employee benefit expenses for R&D personnel and lower new drug development and clinical trial costs[5](index=5&type=chunk) [Business Highlights](index=2&type=section&id=%E4%B8%9A%E5%8A%A1%E6%91%98%E8%A6%81) The Group successfully transitioned to an asset-light operating model, reducing costs, while actively advancing strategic collaborations like the merger with EOC Pharma and progressing core pipeline assets, including the NMPA approval of Lerociclib - The Group successfully implemented an asset-light operating model, effectively reducing operating costs and enhancing efficiency[6](index=6&type=chunk) - Actively progressing the strategic merger with EOC Pharma, with a new listing application submitted to the Stock Exchange[6](index=6&type=chunk) - The Class 1 innovative drug Lerociclib Hydrochloride Tablets (Rujia'ning) received NMPA approval on May 27, 2025, for HR+/HER2- locally advanced or metastatic breast cancer[6](index=6&type=chunk) - Core pipeline GB268 (trispecific antibody) received NMPA approval for its Phase I clinical trial application and initiated; GB261 (bispecific antibody) clinical trials for autoimmune diseases have commenced outside Greater China[6](index=6&type=chunk) [Key Business Progress During the Reporting Period](index=7&type=section&id=%E6%8A%A5%E5%91%8A%E6%9C%9F%E5%86%85%E4%B8%BB%E8%A6%81%E4%B8%9A%E5%8A%A1%E8%BF%9B%E5%B1%95) This section details the Group's strategic implementation, successful asset-light transformation, key collaborations, and significant advancements in its core drug pipeline [Overall Strategy and Operations](index=7&type=section&id=%E6%95%B4%E4%BD%93%E6%88%98%E7%95%A5%E4%B8%8E%E8%BF%90%E8%90%A5) Since 2022, the Group has implemented a "Focus, Optimize, Accelerate, Expand" strategy, successfully transitioning to an asset-light model, significantly reducing costs, and achieving NMPA approval for Lerociclib - The Group successfully launched its "Focus, Optimize, Accelerate, Expand" development strategy in 2022, achieving initial results in 2023[17](index=17&type=chunk) - During the reporting period, the company successfully achieved asset-light operations, significantly reducing operating costs[17](index=17&type=chunk) - The Class 1 innovative drug Lerociclib Hydrochloride Tablets (Rujia'ning) received NMPA approval on May 27, 2025, offering a new treatment option for patients[17](index=17&type=chunk) [Strategic Collaborations and Commercialization](index=7&type=section&id=%E6%88%98%E7%95%A5%E5%90%88%E4%BD%9C%E4%B8%8E%E5%95%86%E4%B8%9A%E5%8C%96) The Group is progressing its merger with EOC Pharma, submitting a new listing application, and has entered into multiple agreements for the commercialization and medical insurance listing of innovative antibody drugs and Lerociclib (GB491) - The Group and EOC Pharma entered into a merger agreement on September 13, 2024, where the Company will acquire EOC Pharma through a merger, and a new listing application was submitted to the Stock Exchange on April 15, 2025[18](index=18&type=chunk)[29](index=29&type=chunk) - The proposed merger is expected to bring complementary R&D capabilities and commercialization platforms, synergistic product pipelines and market expansion, and optimized integration of financial resources[18](index=18&type=chunk) - Cooperation development agreements were signed with EOC Pharma for two trispecific antibodies, GBD218 and GBD220, both in early discovery stages[19](index=19&type=chunk)[30](index=30&type=chunk) - A cooperation agreement was signed with EOC Pharma and EOC (Suzhou) for Lerociclib (GB491), designating EOC (Suzhou) as the responsible party in China and exclusively entrusting it with medical insurance catalog application and implementation[19](index=19&type=chunk)[20](index=20&type=chunk)[30](index=30&type=chunk) [Core Pipeline Drug Progress](index=8&type=section&id=%E6%A0%B8%E5%BF%83%E7%AE%A1%E7%BA%BF%E8%8D%AF%E7%89%A9%E8%BF%9B%E5%B1%95) The Group's core pipeline drugs achieved rapid progress, with Lerociclib (GB491) approved for market, GB268 IND approved, and GB261 and GB263T showing promising clinical results - During this reporting period, the Company achieved rapid progress in its preclinical and clinical product pipeline, thanks to the high professionalism and close cross-departmental collaboration of its various departments[31](index=31&type=chunk) [Lerociclib (GB491)](index=8&type=section&id=%E6%9D%A5%E7%BD%97%E8%A5%BF%E5%88%A9%28GB491%29) Lerociclib (GB491) as a novel oral CDK4/6 inhibitor, has received NMPA approval for first-line and second-line treatment of HR+/HER2- locally advanced or metastatic breast cancer, demonstrating excellent efficacy and safety in multiple Phase III clinical studies, with localized production and commercialization preparations underway - NMPA approved Lerociclib (GB491) for marketing on May 27, 2025, for use in combination with letrozole for first-line advanced breast cancer, and in combination with fulvestrant for second-line advanced breast cancer[21](index=21&type=chunk)[32](index=32&type=chunk)[33](index=33&type=chunk) - The LEONARDA-1 study showed that Lerociclib + fulvestrant significantly reduced the risk of disease progression and death, with an investigator-assessed HR of **0.451** and a BICR-assessed HR of **0.353**[33](index=33&type=chunk) - Lerociclib (GB491) features an innovative molecular structure and unique PK/PD characteristics, allowing for continuous oral administration and significantly reducing common adverse reactions such as myelosuppression and diarrhea[33](index=33&type=chunk) - *Nature Communications* published the results of the LEONARDA-1 Phase III study on January 16, 2025[22](index=22&type=chunk)[34](index=34&type=chunk) - Localized production technology transfer for Lerociclib (GB491) is underway, and pre-market commercialization preparations have begun[35](index=35&type=chunk) [GB268 (Anti-PD-1/VEGF/CTLA-4, Trispecific Antibody)](index=9&type=section&id=GB268%20%28%E6%8A%97PD-1%2FVEGF%2FCTLA-4%EF%BC%8C%E4%B8%89%E7%89%B9%E5%BC%82%E6%80%A7%E6%8A%97%E4%BD%93%29) GB268, an internally developed trispecific antibody, specifically targets PD-1, VEGF, and CTLA-4, with preclinical studies showing significantly enhanced anti-tumor effects and better safety. GMP pilot production and GLP toxicology studies have been completed, and its IND application was accepted by NMPA on May 9, 2025 - GB268 is the Group's independently developed trispecific antibody, specifically targeting PD-1, VEGF, and CTLA-4, featuring a novel molecular design with potential to be an upgraded immune checkpoint inhibitor[23](index=23&type=chunk)[36](index=36&type=chunk) - Preclinical results showed that GB268 significantly enhanced anti-tumor effects and demonstrated better safety compared to single antibody combinations or bispecific antibodies[23](index=23&type=chunk)[38](index=38&type=chunk) - GB268 completed two batches of GMP pilot production release in the first half of 2025, showing good batch consistency, high purity, and good stability[10](index=10&type=chunk)[39](index=39&type=chunk) - A 4-week repeated dose GLP toxicology study in cynomolgus monkeys was completed in March 2025, with results indicating good safety and efficacy[10](index=10&type=chunk)[39](index=39&type=chunk) - NMPA accepted GB268's IND application on May 9, 2025, and approved the initiation of its FIH Phase I clinical trial on July 17, 2025[10](index=10&type=chunk)[23](index=23&type=chunk)[40](index=40&type=chunk) [GB261 (CD20/CD3, Bispecific Antibody)](index=9&type=section&id=GB261%20%28CD20%2FCD3%EF%BC%8C%E5%8F%8C%E7%89%B9%E5%BC%82%E6%80%A7%E6%8A%97%E4%BD%93%29) GB261 is the first TCE with low CD3 affinity and retained Fc function, demonstrating good safety and anti-tumor activity in lymphoma Phase I/II clinical trials. Licensee Candid Therapeutics, Inc. has initiated its clinical evaluation for autoimmune diseases and determined a subcutaneous formulation - GB261 is the first T-cell engager (TCE) with low CD3 affinity and retained Fc function (ADCC and CDC), poised to be a better and safer TCE therapeutic drug[11](index=11&type=chunk)[41](index=41&type=chunk) - Phase I/II lymphoma clinical trials for GB261, conducted in Australia and China, have been completed, yielding good safety, pharmacokinetic characteristics, and clinical anti-tumor activity[11](index=11&type=chunk)[24](index=24&type=chunk)[41](index=41&type=chunk) - Preliminary results from the GB261 Phase I/II study were presented as a poster at the 65th American Society of Hematology Annual Meeting, showing a highly advantageous safety/efficacy balance with a low and mild incidence of CRS[11](index=11&type=chunk)[42](index=42&type=chunk) - Licensee Candid Therapeutics, Inc. has initiated clinical evaluation of GB261 for autoimmune diseases, with the first cohort of patients showing good tolerability, and a subcutaneous formulation has been determined[11](index=11&type=chunk)[24](index=24&type=chunk)[42](index=42&type=chunk) [GB263T (EGFR/cMET/cMET, Trispecific Antibody)](index=9&type=section&id=GB263T%20%28EGFR%2FcMET%2FcMET%EF%BC%8C%E4%B8%89%E7%89%B9%E5%BC%82%E6%80%A7%E6%8A%97%E4%BD%93%29) GB263T is the world's first EGFR/cMET/cMET trispecific antibody, featuring a highly differentiated design and multiple mechanisms of action. Its Phase I/II clinical trial completed Phase I dose escalation, showing promising efficacy and a favorable safety profile in non-small cell lung cancer patients - GB263T is the world's first EGFR/cMET/cMET trispecific antibody, targeting EGFR and two different cMET epitopes, designed to enhance safety and efficacy[14](index=14&type=chunk)[43](index=43&type=chunk) - Preclinical studies indicated that GB263T effectively blocked EGFR and cMET ligand-induced phosphorylation and demonstrated superior dual inhibition of EGFR and cMET signaling pathways[44](index=44&type=chunk) - The GB263T Phase I/II clinical trial completed Phase I dose escalation, with **15 non-small cell lung cancer patients** treated, all of whom had previously received third-generation EGFR-TKI and platinum-based chemotherapy[14](index=14&type=chunk)[44](index=44&type=chunk) - Promising efficacy was observed at therapeutic doses, with an ORR of **28.6%**, and clear benefits were seen in patients with cMET alterations[14](index=14&type=chunk)[46](index=46&type=chunk) - The safety profile was advantageous, with a low and mild incidence of infusion-related reactions, and no MET-target-related peripheral edema toxicity or venous thrombosis occurred[14](index=14&type=chunk)[46](index=46&type=chunk) [Global First-in-Class/Best-in-Class (FIC/BIC) Drug Development](index=9&type=section&id=%E5%85%A8%E7%90%83%E5%88%9B%E6%96%B0%E6%96%B0%E8%8D%AF%E7%A0%94%E5%8F%91%20%28FIC%2FBIC%29) The R&D team focuses on developing FIC/BIC potential targets and projects, having completed multiple highly innovative bispecific/multispecific antibody molecules at or near the PCC stage - The Company's R&D focuses on developing targets and projects with FIC/BIC potential[13](index=13&type=chunk)[45](index=45&type=chunk) - Multiple PCC molecules have been developed, all of which are highly innovative bispecific/multispecific antibody projects with the potential to be best-in-class[13](index=13&type=chunk)[24](index=24&type=chunk)[45](index=45&type=chunk) [CMC Quality and Efficiency Optimization](index=6&type=section&id=CMC%E8%B4%A8%E9%87%8F%E5%8F%8A%E6%95%88%E7%8E%87%E4%BC%98%E5%8C%96) The Group's CMC team continuously optimized platform construction, significantly reduced production costs through localization, and enhanced supply chain stability. Simultaneously, it optimized protein expression, purification, and formulation development platforms, and strengthened quality control, effectively addressing industry pain points and providing high-quality stable drugs for clinical research - The Company's CMC team continuously promotes the platform-based construction of internal and external project collaboration workflows, adhering to the "Focus, Optimize" strategy[15](index=15&type=chunk)[47](index=47&type=chunk) - Through localization efforts in cell culture media, chromatography resins, single-use consumables, excipients, etc., production costs are significantly reduced, supply chain stability is enhanced, warehousing costs are decreased, and working capital efficiency is improved[15](index=15&type=chunk)[49](index=49&type=chunk) - Continuously advancing the construction and optimization of molecular developability assessment platforms for rapid protein expression, high-throughput purification, comprehensive characterization, and process applicability evaluation[15](index=15&type=chunk)[49](index=49&type=chunk) - Optimizing quality control and quality research platforms, and promoting the construction of phase-appropriate quality systems and MAH-related quality systems for drugs[15](index=15&type=chunk)[49](index=49&type=chunk) - The CMC team demonstrates industry-leading capabilities in CMC process technology development, drug product release, and stability studies for products such as GB261, GB263T, and GB268[15](index=15&type=chunk)[49](index=49&type=chunk) [Other Matters (Change of Principal Place of Business)](index=17&type=section&id=%E5%85%B6%E4%BB%96%E4%BA%8B%E9%A1%B9%20%28%E8%90%A5%E4%B8%9A%E5%9C%B0%E7%82%B9%E5%8F%98%E6%9B%B4%29) Effective January 10, 2025, the Company's principal place of business in Hong Kong changed to Room 1920, 19/F, Lee Garden One, 33 Hysan Avenue, Causeway Bay, Hong Kong - The Company's principal place of business in Hong Kong changed to Room 1920, 19/F, Lee Garden One, 33 Hysan Avenue, Causeway Bay, Hong Kong, effective January 10, 2025[48](index=48&type=chunk) [Product Pipeline Overview](index=10&type=section&id=%E4%BA%A7%E5%93%81%E7%AE%A1%E7%BA%BF%E6%A6%82%E8%A7%88) The Group presents its robust product pipeline in oncology and autoimmune diseases across China and globally, including approved Lerociclib and GB242, and innovative antibody drugs at various clinical stages Product Pipeline List (As of Announcement Date) | Product | Target/MoA (Reference Drug) | Indication | Category | Commercial Rights | Early Research | Preclinical | IND Enabling | Phase I | Phase II | Phase III | NDA | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Lerociclib (GB491) | CDK4/6+AI/SERD | 1st/2nd-line HR+/HER2- Breast Cancer | New Drug | Asia Pacific, excl. Japan | | | | | | | NDA Approved | | GB261 | CD20/CD3 | Autoimmune Diseases/Non-Hodgkin Lymphoma | New Drug | Global | | | Phase I (2) / Phase I / II Concurrent | | | | | | GB263T | EGFR×c-Met×c-Met | Non-Small Cell Lung Cancer | New Drug | Global | | | | Phase I / II Concurrent | | | | | GB242 (Infliximab) | TNF-α | Autoimmune Diseases | Biosimilar | Global | | | | | | | NDA Approved | | GB268 | PD-1/VEGF/CTLA-4 | Cancer | New Drug | Global | | | | Phase I | | | | | GBD218 | CD3/BCMA/GPRC5D | Multiple Myeloma | New Drug | Global (3) | Early Research | | | | | | | | GBD220 | CD3/CD19/BCMA | Autoimmune Diseases | New Drug | Global (3) | Early Research | | | | | | | - The ongoing internal development of GB226 PD-1 and GB221 has been suspended, pending further evaluation of development strategy and resource allocation[27](index=27&type=chunk) - GB261 has been granted an exclusive global license to Candid Therapeutics, Inc. (excluding Mainland China, Hong Kong, Macau, and Taiwan)[28](index=28&type=chunk) - The global development, manufacturing, and commercialization rights for GBD218 have been transferred to EOC Pharma[28](index=28&type=chunk) [Post-Reporting Period Events](index=18&type=section&id=%E6%8A%A5%E5%91%8A%E6%9C%9F%E5%90%8E%E4%BA%8B%E9%A1%B9) Post-reporting period, the Group and EOC Pharma signed service and exclusive entrustment agreements for Lerociclib (GB491) and GB268, with GB268's FIH IND application approved by NMPA, while cautioning investors about merger uncertainties - On July 1, 2025, the Group entered into service agreements with EOC Pharma and EOC (Suzhou) for Lerociclib (GB491) and GB268, providing R&D, manufacturing, distribution, and marketing services[53](index=53&type=chunk) - On July 14, 2025, the Group exclusively entrusted EOC Pharma and EOC (Suzhou) with the responsibility for applying for and implementing Lerociclib (GB491)'s inclusion in the National Medical Insurance Catalog[53](index=53&type=chunk) - On July 17, 2025, GB268's FIH IND application was approved by NMPA[53](index=53&type=chunk) - The Company cautions shareholders and potential investors that the completion of the proposed merger is subject to the fulfillment or waiver of conditions precedent, and the Stock Exchange Listing Committee may not approve the new listing application, with uncertainty also surrounding the whitewash waiver[54](index=54&type=chunk)[55](index=55&type=chunk) [Business Outlook](index=19&type=section&id=%E4%B8%9A%E5%8A%A1%E5%B1%95%E6%9C%9B) The Group will continue to focus on FIC and BIC innovative pipelines in global oncology and autoimmune diseases, balancing efficiency and cost through product portfolio optimization and early-stage differentiated R&D platforms. The merger with EOC Pharma is expected to be completed in the second half of 2025, with Lerociclib (GB491)'s medical insurance application and commercial launch anticipated by the end of 2025, alongside active advancement of GB268 clinical trials and international collaborations for GB263T - The Group will further focus on potential global FIC and BIC innovative pipelines in oncology and autoimmune diseases, optimizing and enriching its existing product portfolio[56](index=56&type=chunk) - After transitioning to an asset-light model, the Group will continue to focus on advancing key projects in oncology and autoimmune diseases, achieving an effective balance between efficiency and cost[56](index=56&type=chunk) - The new listing application for the proposed merger submitted to the Stock Exchange is expected to be completed in the second half of 2025[56](index=56&type=chunk) - The application and negotiation for Lerociclib (GB491)'s inclusion in the National Medical Insurance Catalog are expected to be completed by the end of 2025, with commercial launch anticipated before the end of 2025[56](index=56&type=chunk) - Actively advancing GB268 FIH clinical trials and proactively pursuing international collaborations based on GB263T's clinical proof-of-concept data[56](index=56&type=chunk) [Financial Review](index=20&type=section&id=%E8%B4%A2%E5%8A%A1%E5%9B%9E%E9%A1%B5) This section provides a detailed comparison of key income statement items, liquidity, funding sources, and financial ratios, highlighting the Group's financial performance during the reporting period [Comparison of Key Income Statement Items](index=20&type=section&id=%E6%8D%9F%E7%9B%8A%E8%A1%A8%E4%B8%BB%E8%A6%81%E9%A1%B9%E7%9B%AE%E6%AF%94%E8%BE%83) During the reporting period, the Group experienced significant revenue growth and substantial reductions in administrative and R&D expenses, leading to a narrower operating loss and loss for the period Key Income Statement Items Comparison (Six Months Ended June 30) | Metric | 2025 (RMB thousand) | 2024 (RMB thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 32,245 | 14,470 | +122.8 | | Administrative Expenses | (25,113) | (38,548) | -34.8 | | R&D Expenses | (74,559) | (109,682) | -32.0 | | Operating Loss | (65,709) | (139,580) | -52.9 | | Loss for the Period | (54,373) | (135,055) | -59.7 | [Revenue](index=20&type=section&id=%E6%94%B6%E7%9B%8A) Revenue for the reporting period was approximately **RMB 32.2 million**, a significant increase from RMB 14.5 million in the prior period, primarily due to a licensing and equity agreement with TRC 2004, Inc - Revenue for the reporting period was approximately **RMB 32.2 million**, compared to approximately **RMB 14.5 million** for the six months ended June 30, 2024[58](index=58&type=chunk) - The increase in revenue was primarily attributable to the licensing and equity agreement with TRC 2004, Inc[58](index=58&type=chunk) [Cost of Revenue](index=20&type=section&id=%E6%94%B6%E7%9B%8A%E6%88%90%E6%9C%AC) There was no cost of revenue during the reporting period, compared to approximately RMB 0.3 million in the prior corresponding period - There was no cost of revenue during the reporting period, compared to approximately **RMB 0.3 million** for the six months ended June 30, 2024[59](index=59&type=chunk) [Administrative Expenses](index=20&type=section&id=%E8%A1%8C%E6%94%BF%E5%BC%80%E6%94%AF) Administrative expenses decreased by **34.8%** to approximately **RMB 25.1 million** from RMB 38.5 million in the prior period, mainly due to reduced employee benefit expenses - Administrative expenses decreased by **34.8%** to approximately **RMB 25.1 million** for the reporting period, from approximately **RMB 38.5 million** for the six months ended June 30, 2024[60](index=60&type=chunk) - The decrease was mainly due to reduced employee benefit expenses[60](index=60&type=chunk) [Research and Development Expenses](index=21&type=section&id=%E7%A0%94%E5%8F%91%E5%BC%80%E6%94%AF) R&D expenses decreased by **32.0%** to approximately **RMB 74.6 million** from RMB 109.7 million in the prior period, primarily due to reduced employee benefit expenses for R&D personnel and new drug development and clinical trial costs - R&D expenses decreased by **32.0%** to approximately **RMB 74.6 million** for the reporting period, from approximately **RMB 109.7 million** for the six months ended June 30, 2024[61](index=61&type=chunk) - The decrease was mainly due to (i) reduced employee benefit expenses for R&D personnel; and (ii) reduced new drug development and clinical trial costs[61](index=61&type=chunk) R&D Expenses Components Comparison (Six Months Ended June 30) | Component | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | R&D and Clinical Trial Expenses | 35,501 | 52,801 | | Professional and Technical Service Fees | 21,580 | 5,075 | | Employee Benefit Expenses | 8,233 | 29,907 | | Depreciation and Amortization | 4,435 | 5,893 | | Travel and Transportation Expenses | 1,528 | 3,575 | | Raw Materials and Consumables | 78 | 2,490 | | Utilities | – | 56 | | Impairment of Non-current Assets | – | 9,277 | | Others | 3,204 | 608 | | **Total** | **74,559** | **109,682** | [Loss for the Period](index=21&type=section&id=%E6%9C%9F%E5%86%85%E4%BA%8F%E6%8D%9F) Loss for the period decreased to approximately **RMB 54.4 million** from RMB 135.1 million in the prior period, mainly attributable to the aforementioned expense reductions - Loss for the period decreased to approximately **RMB 54.4 million** for the reporting period, from approximately **RMB 135.1 million** for the six months ended June 30, 2024[64](index=64&type=chunk) [Liquidity and Sources of Funds and Borrowings](index=21&type=section&id=%E6%B5%81%E5%8B%95%E8%B3%87%E9%87%91%E4%BB%A5%E5%8F%8A%E8%B3%87%E9%87%91%E8%88%87%E5%80%9F%E8%B2%B8%E4%BE%86%E6%BA%90) The Group primarily relies on equity financing for liquidity, with cash and bank balances decreasing to approximately **RMB 1,009.9 million** as of June 30, 2025, mainly due to operating losses - The Group relies on equity financing as its primary source of liquidity[65](index=65&type=chunk) - Cash and bank balances decreased from approximately **RMB 1,058.8 million** as of December 31, 2024, to approximately **RMB 1,009.9 million** as of June 30, 2025[65](index=65&type=chunk) - The decrease in cash and bank balances was primarily due to operating losses during the reporting period[65](index=65&type=chunk) [Non-HKFRS Measures (Adjusted Loss)](index=22&type=section&id=%E9%9D%9E%E9%A6%99%E6%B8%AF%E8%B2%A1%E5%8B%99%E5%A0%B1%E5%91%8A%E6%BA%96%E5%89%87%E8%A8%88%E9%87%8F%20%28%E7%BB%8F%E8%B0%83%E6%95%B4%E4%BA%8F%E6%8D%9F%29) The Group uses adjusted loss as a non-HKFRS measure to better assess business performance, with the adjusted loss for the period significantly narrowing to **RMB 59.6 million** from RMB 130.2 million in the prior period - The Company uses adjusted loss as an additional financial measure to understand and evaluate relevant business performance and operating trends[66](index=66&type=chunk) Adjusted Loss Reconciliation (Six Months Ended June 30) | Metric | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | HKFRS Loss | (54,373) | (135,055) | | Add: Share-based Payment Expenses | (5,205) | 4,903 | | **Adjusted Loss** | **(59,578)** | **(130,152)** | [Key Financial Ratios](index=22&type=section&id=%E4%B8%BB%E8%A6%81%E8%B2%A1%E5%8B%99%E6%AF%94%E7%8E%87) As of June 30, 2025, the Group's current and quick ratios decreased, while the debt ratio slightly increased, indicating tighter liquidity but an overall stable financial structure Key Financial Ratios Comparison | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Current Ratio | 4.93 | 8.74 | | Quick Ratio | 4.89 | 8.72 | | Debt Ratio | 0.17 | 0.11 | - The current ratio is calculated by dividing current assets by current liabilities as of the same date[67](index=67&type=chunk) - The quick ratio is calculated by dividing current assets less inventories and prepayments by current liabilities as of the same date[68](index=68&type=chunk) - The debt ratio is calculated by dividing total liabilities by total assets as of the same date[69](index=69&type=chunk) [Other Important Information](index=23&type=section&id=%E5%85%B6%E4%BB%96%E9%87%8D%E8%A6%81%E4%BF%A1%E6%81%AF) This section covers significant investments, acquisitions, asset pledges, contingent liabilities, foreign exchange risks, employee and remuneration details, corporate governance, and use of global offering proceeds [Material Investments](index=23&type=section&id=%E9%87%8D%E5%A4%A7%E6%8A%95%E8%B5%84) The Group did not make or hold any material investments during the reporting period - During the reporting period, the Group did not make or hold any material investments[70](index=70&type=chunk) [Material Acquisitions and Disposals](index=23&type=section&id=%E9%87%8D%E5%A4%A7%E6%94%B6%E8%B4%AD%E5%8F%8A%E5%87%BA%E5%94%AE) Excluding the proposed merger, the Group had no material acquisitions or disposals during the reporting period - Excluding the proposed merger, the Group did not have any material acquisitions or disposals of subsidiaries, merged affiliated entities, or associated companies during the reporting period[71](index=71&type=chunk) [Pledges of Assets](index=23&type=section&id=%E8%B5%84%E4%BA%A7%E6%8A%B5%E6%8A%BC) As of June 30, 2025, the Group had no pledges of assets - As of June 30, 2025, the Group had no pledges of assets[72](index=72&type=chunk) [Contingent Liabilities](index=23&type=section&id=%E6%88%96%E7%84%B6%E8%B4%9F%E5%80%BA) The Group is involved in a lawsuit for RMB 15 million, but directors believe a valid defense can be raised, thus no provision was made; there were no other material contingent liabilities as of June 30, 2025 - Jiahe Biotech Pharmaceutical, an indirect wholly-owned subsidiary of the Company, is involved in a lawsuit filed by Shanghai New Concept Biomedical Technology Co., Ltd., with a claim amount of **RMB 15 million**[73](index=73&type=chunk) - Based on legal counsel's advice, the directors believe that Jiahe Biotech Pharmaceutical can raise a valid defense against the claim, and no provision has been made[73](index=73&type=chunk) - As of June 30, 2025, the Group had no other material contingent liabilities[73](index=73&type=chunk) [Foreign Exchange Risk](index=23&type=section&id=%E5%A4%96%E6%B1%87%E9%A3%8E%E9%99%A9) The Group primarily operates in RMB, with most transactions settled in RMB; a 10% depreciation or appreciation of RMB against USD would decrease or increase the loss for the period by approximately **RMB 99.1 million** - The Group conducts its business in China, with most transactions settled in RMB, and its presentation and functional currency is RMB[74](index=74&type=chunk) - As of June 30, 2025, if the RMB had depreciated or appreciated by **10%** against the USD, the loss for the reporting period would have decreased or increased by approximately **RMB 99,056,000**[74](index=74&type=chunk) - During the reporting period, the Group did not use any derivative contracts to hedge its currency risk exposure[74](index=74&type=chunk) [Employees and Remuneration](index=24&type=section&id=%E9%9B%87%E5%91%98%E5%8F%8A%E8%96%AA%E9%85%AC) As of June 30, 2025, the Group had **17 employees** in Shanghai, with total remuneration costs of approximately **RMB 10.9 million**, a significant decrease from the prior period. The Group complies with all statutory social security funds and housing provident fund obligations, and has employee share option and restricted share unit schemes to incentivize staff - As of June 30, 2025, the Group had a total of **17 employees** in Shanghai (December 31, 2024: 24 employees)[75](index=75&type=chunk) - Total remuneration costs incurred by the Group during the reporting period were approximately **RMB 10.9 million**, compared to approximately **RMB 53.0 million** for the six months ended June 30, 2024[75](index=75&type=chunk) - The Company has adopted pre-IPO/post-IPO share option schemes, 2021/2023 restricted share unit schemes, and a 2023 share option scheme to incentivize eligible participants[76](index=76&type=chunk) - During the reporting period, the Group had no material labor disputes or difficulties in recruiting employees[78](index=78&type=chunk) [Corporate Governance](index=24&type=section&id=%E4%BC%81%E4%B8%9A%E7%AE%A1%E6%B2%BB) The Company is committed to maintaining high standards of corporate governance, complying with the Corporate Governance Code and Model Code for Securities Transactions by Directors during the reporting period - The Board of Directors is committed to achieving high standards of corporate governance to protect shareholders' interests and enhance corporate value and accountability[79](index=79&type=chunk) [Compliance with Corporate Governance Code](index=25&type=section&id=%E9%81%B5%E5%AE%88%E4%BC%81%E4%B8%9A%E7%AE%A1%E6%B2%BB%E5%AE%88%E5%88%99) The Company adopted and complied with all code provisions of the Corporate Governance Code as set out in Appendix C1 Part 2 of the Listing Rules during the reporting period - The Company has adopted the Corporate Governance Code as set out in Appendix C1 Part 2 of the Listing Rules and complied with all code provisions during the reporting period[80](index=80&type=chunk)[81](index=81&type=chunk) [Directors' Compliance with Model Code for Securities Transactions](index=25&type=section&id=%E8%91%A3%E4%BA%8B%E9%81%B5%E5%AE%88%E8%AF%81%E5%88%B8%E4%BA%A4%E6%98%93%E6%A0%87%E5%87%86%E5%AE%88%E5%88%99) The Company adopted the Model Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix C3 of the Listing Rules, and all directors complied with it during the reporting period - The Company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix C3 of the Listing Rules[82](index=82&type=chunk) - All directors have complied with the required standards set out in the Model Code throughout the reporting period[82](index=82&type=chunk) [Audit Committee](index=25&type=section&id=%E5%AE%A1%E6%A0%B8%E5%A7%94%E5%91%98%E4%BC%9A) The Audit Committee, comprising three directors, reviewed the Group's unaudited interim condensed consolidated financial information and this announcement for the six months ended June 30, 2025 - The Audit Committee comprises three directors, with Mr. Fung Koon Ho as Chairman[83](index=83&type=chunk) - The Audit Committee has reviewed the Group's unaudited interim condensed consolidated financial information and this announcement for the six months ended June 30, 2025[83](index=83&type=chunk) - The Company's independent auditor, Ernst & Young, has reviewed the Group's unaudited interim financial information for the six months ended June 30, 2025[83](index=83&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=26&type=section&id=%E8%B4%AD%E4%B9%B0%E3%80%81%E5%87%BA%E5%94%AE%E6%88%96%E8%B5%8E%E5%9B%9E%E6%9C%AC%E5%85%AC%E5%8F%B8%E4%B8%8A%E5%B8%82%E8%AF%81%E5%88%B8) Neither the Company nor its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the reporting period, and no treasury shares were held as of June 30, 2025 - During the reporting period, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[84](index=84&type=chunk) - As of June 30, 2025, the Company did not hold any treasury shares[84](index=84&type=chunk) [Material Litigation](index=26&type=section&id=%E9%87%8D%E5%A4%A7%E8%AF%89%E8%AE%BC) Except for the litigation disclosed in the "Contingent Liabilities" section, the Company was not involved in any other material litigation or arbitration during the reporting period or up to the date of this announcement - Except as disclosed in the "Contingent Liabilities" section, the Company was not involved in any material litigation or arbitration during the reporting period or up to the date of this announcement[85](index=85&type=chunk) [Use of Net Proceeds from Global Offering](index=26&type=section&id=%E5%85%A8%E7%90%83%E5%8F%91%E5%94%AE%E6%89%80%E5%BE%97%E6%AC%BE%E9%A1%B9%E5%87%80%E9%A2%9D%E7%94%A8%E9%80%94) The Company's global offering raised net proceeds of approximately **RMB 2,536 million**, with **RMB 1,922.3 million** utilized as of June 30, 2025, and the remaining **RMB 613.7 million** expected to be fully utilized by 2025-2026 for R&D, pipeline expansion, and general corporate purposes - The Company raised net proceeds of approximately **HKD 2,923 million** (approximately **RMB 2,536 million**) through its global offering[86](index=86&type=chunk) - As of June 30, 2025, the Company had utilized **RMB 1,922.3 million** of the net proceeds[86](index=86&type=chunk) - As of June 30, 2025, approximately **RMB 613.7 million** of the net proceeds remained unutilized and will be allocated and utilized according to the purposes and proportions stated in the 2023 interim results announcement[86](index=86&type=chunk) Use of Net Proceeds from Global Offering and Timeline (As of June 30, 2025) | Purpose | Revised Net Proceeds Allocation (RMB million) | Utilized as of June 30, 2025 (RMB million) | Unutilized as of June 30, 2025 (RMB million) | Expected Timeline for Full Utilization of Remaining Unutilized Net Proceeds | | :--- | :--- | :--- | :--- | :--- | | R&D activities for GB491, GB261, and GB263 | 1,329.2 | 925.4 | 403.8 | On or before December 31, 2026 | | Drug pipeline expansion | 253.6 | 120.4 | 133.2 | On or before December 31, 2026 | | Clinical trials for GB226, GB242, and other drug candidates | 699.6 | 669.1 | 30.5 | On or before December 31, 2026 | | General corporate purposes | 253.6 | 207.4 | 46.2 | On or before December 31, 2025 | | **Total** | **2,536.0** | **1,922.3** | **613.7** | | Net Proceeds Breakdown by Stage and Utilization (As of June 30, 2025) | Product | Preclinical (RMB million) | Clinical (RMB million) | Commercialization (incl. Registration) (RMB million) | Utilized as of June 30, 2025 (RMB million) | Unutilized as of June 30, 2025 (RMB million) | | :--- | :--- | :--- | :--- | :--- | :--- | | GB491 | – | 736.4 | 100 | 700.8 | 135.6 | | GB261 | 55.8 | 277.1 | – | 153.0 | 179.9 | | GB263 | 45.8 | 114.1 | – | 71.6 | 88.3 | | GB242, GB226, GB492, and other products | 23.9 | 549.7 | 126 | 669.1 | 30.5 | | **Total** | | | | **1,594.5** | **434.3** | [Consolidated Financial Statements](index=29&type=section&id=%E7%BB%BC%E5%90%88%E8%B4%A2%E5%8A%A1%E6%8A%A5%E8%A1%A8) This section presents the Group's interim condensed consolidated income statement, statement of comprehensive income, and statement of financial position for the reporting period [Interim Condensed Consolidated Statement of Profit or Loss](index=29&type=section&id=%E4%B8%AD%E6%9C%9F%E7%AE%80%E6%98%8E%E7%BB%BC%E5%90%88%E6%8D%9F%E7%9B%8A%E8%A1%A8) For the six months ended June 30, 2025, the Group recorded a loss for the period of **RMB 54,373 thousand**, a significant reduction from RMB 135,055 thousand in the prior period, driven by revenue growth and expense control Interim Condensed Consolidated Statement of Profit or Loss (Six Months Ended June 30) | Metric | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Revenue | 32,245 | 14,470 | | Gross Profit | 32,245 | 14,121 | | Administrative Expenses | (25,113) | (38,548) | | R&D Expenses | (74,559) | (109,682) | | Operating Loss | (65,709) | (139,580) | | Net Finance Income | 15,702 | 3,244 | | Loss Before Tax | (50,007) | (136,336) | | Income Tax Income / (Expense) | (4,366) | 1,281 | | **Loss for the Period** | **(54,373)** | **(135,055)** | | Basic Loss Per Share Attributable to Ordinary Equity Holders of the Parent (RMB) | (0.10) | (0.26) | [Interim Condensed Consolidated Statement of Comprehensive Income](index=30&type=section&id=%E4%B8%AD%E6%9C%9F%E7%AE%80%E6%98%8E%E7%BB%BC%E5%90%88%E5%85%A8%E9%9D%A2%E6%94%B6%E7%9B%8A%E8%A1%A8) For the six months ended June 30, 2025, the Group's total comprehensive loss for the period was **RMB 54,346 thousand**, a significant decrease from RMB 141,038 thousand in the prior period, reflecting the narrower loss for the period Interim Condensed Consolidated Statement of Comprehensive Income (Six Months Ended June 30) | Metric | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Loss for the Period | (54,373) | (135,055) | | Exchange differences: Exchange differences on translation of foreign operations | (85) | (5,983) | | Equity investments designated at fair value through other comprehensive income: Fair value changes | 112 | – | | Other comprehensive income / (loss) for the period, net of tax | 27 | (5,983) | | **Total Comprehensive Loss for the Period** | **(54,346)** | **(141,038)** | [Interim Condensed Consolidated Statement of Financial Position](index=31&type=section&id=%E4%B8%AD%E6%9C%9F%E7%AE%80%E6%98%8E%E7%BB%BC%E5%90%88%E8%B4%A2%E5%8A%A1%E7%8A%B6%E5%86%B5%E8%A1%A8) As of June 30, 2025, the Group's total net assets were **RMB 1,098,708 thousand**, a decrease from December 31, 2024, with a notable increase in intangible assets and a decrease in cash and bank balances Interim Condensed Consolidated Statement of Financial Position (As of June 30) | Metric | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | **Non-current Assets** | | | | Intangible Assets | 168,658 | 100,466 | | Total Non-current Assets | 287,692 | 222,435 | | **Current Assets** | | | | Cash and Bank Balances | 1,009,907 | 1,058,790 | | Total Current Assets | 1,037,106 | 1,067,293 | | **Current Liabilities** | | | | Trade Payables | 172,128 | 82,825 | | Total Current Liabilities | 210,551 | 122,086 | | **Non-current Liabilities** | | | | Total Non-current Liabilities | 15,539 | 15,963 | | **Net Assets** | **1,098,708** | **1,151,679** | | **Total Equity** | **1,098,708** | **1,151,679** | [Notes to the Consolidated Financial Statements](index=33&type=section&id=%E7%BB%BC%E5%90%88%E8%B4%A2%E5%8A%A1%E6%8A%A5%E8%A1%A8%E9%99%84%E6%B3%A8) This section provides detailed notes on the Group's general information, basis of preparation, changes in accounting policies, restatement of comparative amounts, revenue, income tax, loss per share, dividends, and trade payables [General Information](index=33&type=section&id=%E4%B8%80%E8%88%AC%E8%B5%84%E6%96%99) The Company and its subsidiaries primarily engage in the development and commercialization of oncology and autoimmune disease drugs in China, with financial statements presented in RMB - The Group primarily engages in the development and commercialization of oncology and autoimmune disease drugs in the People's Republic of China ("China")[97](index=97&type=chunk) - The financial statements are presented in Renminbi ("RMB")[98](index=98&type=chunk) [Basis of Preparation](index=33&type=section&id=%E7%BC%96%E5%88%B6%E5%9F%BA%E5%87%86) The interim condensed consolidated financial information is prepared in accordance with HKAS 34 Interim Financial Reporting and should be read in conjunction with the Group's annual consolidated financial statements for the year ended December 31, 2024 - The interim condensed consolidated financial information has been prepared in accordance with Hong Kong Accounting Standard 34 Interim Financial Reporting[99](index=99&type=chunk) - It should be read in conjunction with the Group's annual consolidated financial statements for the year ended December 31, 2024[99](index=99&type=chunk) [Changes in Accounting Policies and Disclosures](index=33&type=section&id=%E4%BC%9A%E8%AE%A1%E6%94%BF%E7%AD%96%E5%8F%8A%E6%8A%AB%E9%9C%B2%E5%8F%98%E5%8A%A8) The accounting policies used for the interim financial information are consistent with the annual consolidated financial statements, except for the initial adoption of amended HKFRS accounting standards, which had no significant impact - The accounting policies adopted in preparing the interim condensed consolidated financial information are consistent with those applied in the preparation of the Group's annual consolidated financial statements for the year ended December 31, 2024, except for the initial adoption of amended HKFRS accounting standards[100](index=100&type=chunk) - The amendments to HKAS 21: Lack of Exchangeability had no impact on the interim condensed consolidated financial information[101](index=101&type=chunk) [Restatement of Comparative Amounts](index=33&type=section&id=%E9%87%8D%E5%88%97%E6%AF%94%E8%BE%83%E9%87%91%E9%A2%9D) Due to the discovery of alleged misappropriation of funds by a former employee in late 2024, resulting in a net loss of **RMB 8,944,000**, the Group has restated its comparative interim condensed consolidated financial statements for the six months ended June 30, 2024 - The Group discovered in late 2024 that a former employee allegedly misappropriated funds, resulting in a net loss of **RMB 8,944,000**[102](index=102&type=chunk) - The directors have restated the comparative interim condensed consolidated financial statements for the six months ended June 30, 2024[102](index=102&type=chunk) - As of June 30, 2024, the misappropriated and irrecoverable assets amounted to **RMB 9,628,000**[102](index=102&type=chunk) [Revenue](index=34&type=section&id=%E6%94%B6%E7%9B%8A) License revenue for the reporting period was **RMB 32,245 thousand**, a significant increase from RMB 14,470 thousand in the prior corresponding period Revenue Components (Six Months Ended June 30) | Revenue Type | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | License Revenue | 32,245 | 14,470 | [Income Tax Credit](index=34&type=section&id=%E6%89%80%E5%BE%97%E7%A8%8E%E8%B4%B7%E9%A1%B9) The total income tax expense for the reporting period was **RMB 4,366 thousand**, compared to an income tax credit of RMB 1,281 thousand in the prior corresponding period Income Tax Components (Six Months Ended June 30) | Component | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Current - Other locations | 5,056 | – | | Deferred | (690) | (1,281) | | **Total Tax Expense / (Credit) for the Period** | **4,366** | **(1,281)** | [Loss Per Share](index=34&type=section&id=%E6%AF%8F%E8%82%A1%E4%BA%8F%E6%8D%9F) For the six months ended June 30, 2025, both basic and diluted loss per share attributable to ordinary equity holders of the parent company were **RMB 0.10**, a significant reduction from RMB 0.26 in the prior period Loss Per Share Calculation (Six Months Ended June 30) | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Loss attributable to ordinary equity holders of the parent (RMB thousand) | (54,266) | (134,465) | | Weighted average number of ordinary shares in issue for basic earnings per share calculation | 521,205,520 | 509,677,651 | | **Basic Loss Per Share (RMB)** | **(0.10)** | **(0.26)** | | **Diluted Loss Per Share (RMB)** | **(0.10)** | **(0.26)** | - As the Group recorded a loss for the six months ended June 30, 2025, potential dilutive shares had an anti-dilutive effect on loss per share, thus diluted loss per share was similar to basic loss per share[104](index=104&type=chunk) [Dividends](index=35&type=section&id=%E8%82%A1%E6%81%AF) The Company neither paid nor declared any dividends for the periods ended June 30, 2025, and 2024 - For the periods ended June 30, 2025, and 2024, the Company neither paid nor declared any dividends[107](index=107&type=chunk) [Trade Payables](index=35&type=section&id=%E8%B4%B8%E6%98%93%E5%BA%94%E4%BB%98%E6%AC%BE%E9%A1%B9) As of June 30, 2025, total trade payables amounted to **RMB 172,128 thousand**, with most due within one year, representing a significant increase from RMB 82,825 thousand at the end of 2024 Trade Payables Aging Analysis | Aging | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Within 1 year | 165,469 | 79,826 | | Over 1 year | 6,659 | 2,999 | | **Total** | **172,128** | **82,825** | - Due to their short-term nature, the carrying amounts approximate their fair values[108](index=108&type=chunk)