大唐新能源(01798) - 2025 - 中期业绩
2025-08-28 13:39
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 不對因本公告全部或任何部份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。 截 至2025年6月30日止六個月之 中期業績公告 中 國 大 唐 集 團 新 能 源 股 份 有 限 公 司(「本公司」)之 董 事 會(「董事會」)謹 此 宣佈本公司及其附屬公司截至2025年6月30日止六個月之未經審計中期 業 績。本 公 告 載 列 本 公 司2025年 中 期 報 告 全 文,並 符 合《香 港 聯 合 交 易 所 有 限 公 司 證 券 上 市 規 則》(「《上市規則》」)中有關中期業績初步公告附載 的 資 料 的 要 求。 刊發中期業績公告及中期報告 本中期業績公告分別於香港交易及結算所有限公司披露易網站 (www.hkexnews.hk)及 本 公 司 網 站(www.cdt-re.com)刊 發。 本 公 司 載 有《上 市 規 則》規 定 的 所 有 資 料 的2025年中期報告將於適當時候 分 別 ...
南山铝业国际(02610) - 2025 - 中期业绩
2025-08-28 13:38
[Financial Highlights](index=1&type=section&id=Financial%20Highlights) The company reported unaudited consolidated results for the six months ended June 30, 2025, showing a 41.0% revenue increase to 596.8 million USD and a 124.2% profit increase to 248.2 million USD, with significant asset growth and an interim dividend of HKD 0.65 per share | Metric | Six Months Ended June 30, 2025 (Thousand USD) | Six Months Ended June 30, 2024 (Thousand USD) | Year-over-Year Growth (%) | | :--- | :--- | :--- | :--- | | Revenue | 596,800 | 423,300 | 41.0% | | Profit Attributable to Shareholders | 248,200 | 110,700 | 124.2% | | Total Assets (Period-end) | 2,075,100 | 1,720,600 (December 31, 2024) | 20.6% (vs. December 31, 2024) | | Total Shareholders' Equity (Period-end) | 1,803,600 | 1,264,200 (December 31, 2024) | 42.7% (vs. December 31, 2024) | | Interim Dividend Per Share | 0.65 HKD | Zero | N/A | [Consolidated Financial Statements](index=2&type=section&id=Consolidated%20Financial%20Statements) This section presents the unaudited consolidated financial statements of Nanshan Aluminum International Holdings Limited for the six months ended June 30, 2025, including the income statement, statement of profit or loss and other comprehensive income, and statement of financial position, providing an overview of the company's profitability, comprehensive income, and financial health during the reporting period [Consolidated Income Statement](index=2&type=section&id=Consolidated%20Income%20Statement) For the six months ended June 30, 2025, the company achieved revenue of 596.8 million USD, gross profit of 303.9 million USD, profit for the period of 254.2 million USD, with 248.2 million USD attributable to equity holders, and basic and diluted earnings per share of 0.46 USD | Metric | Six Months Ended June 30, 2025 (Thousand USD) | Six Months Ended June 30, 2024 (Thousand USD) | | :--- | :--- | :--- | | Revenue | 596,814 | 423,260 | | Cost of Sales | (292,885) | (244,560) | | Gross Profit | 303,929 | 178,700 | | Operating Profit | 297,658 | 174,258 | | Profit Before Tax | 297,655 | 174,255 | | Income Tax | (43,460) | (15,371) | | Profit for the Period | 254,195 | 158,884 | | Profit Attributable to Equity Holders of the Company | 248,246 | 110,728 | | Basic and Diluted Earnings Per Share (USD) | 0.46 | 0.30 | [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=3&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the six months ended June 30, 2025, the company reported a profit for the period of 254.2 million USD, with other comprehensive income of negative 6.403 million USD, resulting in total comprehensive income of 247.8 million USD, of which 241.9 million USD was attributable to equity holders | Metric | Six Months Ended June 30, 2025 (Thousand USD) | Six Months Ended June 30, 2024 (Thousand USD) | | :--- | :--- | :--- | | Profit for the Period | 254,195 | 158,884 | | Other Comprehensive Income for the Period | (6,403) | (82,656) | | Total Comprehensive Income for the Period | 247,792 | 76,228 | | Total Comprehensive Income Attributable to Equity Holders of the Company | 241,892 | 50,779 | [Consolidated Statement of Financial Position](index=4&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, total assets were approximately 2,075.1 million USD, a 20.6% increase from December 31, 2024, with non-current assets primarily comprising property, plant, and equipment, and net current assets significantly growing to 603.0 million USD, bringing total shareholders' equity to 1,839.6 million USD | Metric | June 30, 2025 (Thousand USD) | December 31, 2024 (Thousand USD) | Change (%) | | :--- | :--- | :--- | :--- | | Non-current Assets | 1,309,110 | 1,075,300 | 21.7% | | Current Assets | 766,029 | 645,339 | 18.7% | | Current Liabilities | 163,048 | 397,155 | -59.0% | | Net Current Assets | 602,981 | 248,184 | 143.0% | | Total Assets Less Current Liabilities | 1,912,091 | 1,323,484 | 44.5% | | Non-current Liabilities | 72,494 | 29,124 | 149.0% | | Net Assets (Total Equity) | 1,839,597 | 1,294,360 | 42.1% | | Total Equity Attributable to Equity Holders of the Company | 1,803,562 | 1,264,225 | 42.7% | [Notes to the Interim Financial Statements](index=6&type=section&id=Notes%20to%20the%20Interim%20Financial%20Statements) This section provides detailed notes to the interim financial statements, explaining the basis of preparation, changes in accounting policies, composition and reasons for changes in financial data, and significant operating and financial information, offering deeper context for understanding the company's financial performance and position [1 Basis of Preparation](index=6&type=section&id=1%20Basis%20of%20Preparation) This interim financial report is prepared in accordance with the Listing Rules of The Stock Exchange of Hong Kong Limited and Hong Kong Accounting Standard 34, authorized for issue on August 28, 2025, and, while unaudited, has been reviewed by KPMG, with the company's functional currency being HKD and financial statements presented in USD - The company was incorporated in the Cayman Islands on June 28, 2023, primarily engaged in the production and sale of alumina, and listed on the Main Board of the Hong Kong Stock Exchange on March 25, 2025[8](index=8&type=chunk)[9](index=9&type=chunk) - This interim financial report is prepared in accordance with Hong Kong Accounting Standard 34, unaudited but reviewed by KPMG[9](index=9&type=chunk)[10](index=10&type=chunk) - The company's functional currency is HKD, and financial statements are presented in USD[10](index=10&type=chunk) [2 Changes in Accounting Policies](index=7&type=section&id=2%20Changes%20in%20Accounting%20Policies) The Group applied HKAS 21 (Amendment) 'The Effects of Changes in Foreign Exchange Rates — Lack of Exchangeability' during the current accounting period, but this amendment had no material impact on the interim report as the Group had no transactions involving non-exchangeable foreign currencies - The Group applied HKAS 21 (Amendment), but it had no material impact on the interim report due to the absence of non-exchangeable foreign currency transactions[11](index=11&type=chunk) - No new standards or interpretations not yet effective were applied in this accounting period[12](index=12&type=chunk) [3 Revenue and Segment Reporting](index=8&type=section&id=3%20Revenue%20and%20Segment%20Reporting) The Group primarily engages in alumina production and sales, with revenue recognized at a point in time, totaling 596.8 million USD from alumina sales for the six months ended June 30, 2025, operating as a single segment, with Malaysia, Hong Kong, and India as key markets based on customer location - The Group's principal business is the production and sale of alumina (including aluminum hydroxide), with revenue recognized at a point in time[13](index=13&type=chunk) - The Group has only one operating segment, which is the production and sale of metallurgical grade alumina[15](index=15&type=chunk) [3(a) Revenue](index=8&type=section&id=3(a)%20Revenue) For the six months ended June 30, 2025, the Group's alumina sales revenue significantly increased to 596.8 million USD from 423.3 million USD in the prior year, with key customers including Customer A, Customer B, and Customer C | Revenue Source | Six Months Ended June 30, 2025 (Thousand USD) | Six Months Ended June 30, 2024 (Thousand USD) | | :--- | :--- | :--- | | Sales of alumina | 596,814 | 423,260 | | Major Customers | Six Months Ended June 30, 2025 (Thousand USD) | Six Months Ended June 30, 2024 (Thousand USD) | | :--- | :--- | :--- | | Customer A | 240,487 | 210,612 | | Customer B | 202,010 | 152,524 | | Customer C | 96,954 | * | *Transactions with this customer did not exceed 10% of the Group's revenue. [3(b) Segment Reporting](index=9&type=section&id=3(b)%20Segment%20Reporting) The Group is considered a single operating segment, as the CEO comprehensively reviews overall performance and financial position for resource allocation and performance assessment, thus no further segment analysis is presented - The Group has only a single operating segment, the production and sale of alumina, thus no further segment analysis is presented[15](index=15&type=chunk) [Geographical Information](index=9&type=section&id=Geographical%20Information) Revenue primarily originates from Malaysia, Hong Kong, and India, with significant growth in the Indian market during the first half of 2025, while the majority of the Group's non-current assets are located in Indonesia | Geographical Region | Six Months Ended June 30, 2025 (Thousand USD) | Six Months Ended June 30, 2024 (Thousand USD) | | :--- | :--- | :--- | | Malaysia | 240,487 | 210,612 | | Hong Kong | 228,098 | 152,524 | | India | 99,897 | — | | Singapore | 28,332 | 57,380 | | South Korea | — | 2,744 | | **Total** | **596,814** | **423,260** | - The majority of the Group's non-current assets are located in Indonesia[17](index=17&type=chunk) [4 Profit Before Tax](index=9&type=section&id=4%20Profit%20Before%20Tax) Profit before tax is derived after deducting finance costs, staff costs, and other items; for the six months ended June 30, 2025, finance costs remained stable, while staff costs and depreciation expenses significantly increased - Profit before tax is derived after deducting finance costs, staff costs, and other items[18](index=18&type=chunk) [4(a) Finance Costs](index=9&type=section&id=4(a)%20Finance%20Costs) For the six months ended June 30, 2025, total finance costs were 3 thousand USD, consistent with the prior year, primarily comprising interest on lease liabilities | Finance Costs | Six Months Ended June 30, 2025 (Thousand USD) | Six Months Ended June 30, 2024 (Thousand USD) | | :--- | :--- | :--- | | Interest on lease liabilities | 3 | — | | Interest on defined benefit obligations | — | 3 | | **Total** | **3** | **3** | [4(b) Staff Costs](index=10&type=section&id=4(b)%20Staff%20Costs) For the six months ended June 30, 2025, total staff costs significantly increased to 26.753 million USD from 16.351 million USD in the prior year, primarily due to growth in salaries, wages, and other benefits | Staff Costs | Six Months Ended June 30, 2025 (Thousand USD) | Six Months Ended June 30, 2024 (Thousand USD) | | :--- | :--- | :--- | | Salaries, wages and other benefits | 25,107 | 15,666 | | Contributions to defined contribution retirement plans | 1,646 | 660 | | Expenses recognised in respect of defined benefit obligations | — | 25 | | **Total** | **26,753** | **16,351** | [4(c) Other Items](index=10&type=section&id=4(c)%20Other%20Items) For the six months ended June 30, 2025, total depreciation expenses increased to 28.94 million USD from the prior year, primarily due to depreciation of property, plant, and equipment, while listing expenses decreased | Other Items | Six Months Ended June 30, 2025 (Thousand USD) | Six Months Ended June 30, 2024 (Thousand USD) | | :--- | :--- | :--- | | Amortisation | 369 | 333 | | Depreciation expenses | 28,940 | 25,967 | | Listing expenses | 903 | 1,227 | | Cost of inventories | 292,885 | 244,560 | [5 Income Tax](index=11&type=section&id=5%20Income%20Tax) For the six months ended June 30, 2025, income tax expense significantly increased to 43.46 million USD, primarily due to the recognition of Pillar Two income tax, with the company subject to corporate income tax in jurisdictions like Singapore and Indonesia, where a key operating subsidiary enjoys tax exemption - Income tax expense significantly increased, primarily due to Pillar Two income tax arising from the Global Anti-Base Erosion Model Rules ('Pillar Two Model Rules')[20](index=20&type=chunk)[21](index=21&type=chunk) - BAI, a key operating subsidiary in Indonesia, enjoys a 20-year exemption from Indonesian corporate income tax from 2021 to 2040, and a 50% reduction in the normal tax rate from 2041 to 2042[20](index=20&type=chunk) [5(a) Tax in the Consolidated Income Statement](index=11&type=section&id=5(a)%20Tax%20in%20the%20Consolidated%20Income%20Statement) For the six months ended June 30, 2025, current tax primarily consisted of 39.031 million USD in Pillar Two income tax, with deferred tax amounting to 4.407 million USD | Tax Type | Six Months Ended June 30, 2025 (Thousand USD) | Six Months Ended June 30, 2024 (Thousand USD) | | :--- | :--- | :--- | | Current tax - Pillar Two income tax | 39,031 | — | | Current tax - Corporate income tax | 22 | 24 | | Current tax - Withholding tax | — | 7,371 | | Deferred tax | 4,407 | 7,976 | | **Total** | **43,460** | **15,371** | [5(b) Pillar Two Income Tax](index=12&type=section&id=5(b)%20Pillar%20Two%20Income%20Tax) Effective January 1, 2025, the Group's profits in Indonesia are subject to domestic minimum top-up tax, with corresponding Pillar Two income tax expenses recognized, and profits in Hong Kong and other jurisdictions will also be subject to Pillar Two income tax under relevant regulations - Effective January 1, 2025, the Group's profits in Indonesia are subject to domestic minimum top-up tax, and corresponding Pillar Two income tax expenses have been recognized[21](index=21&type=chunk) - The Group is also subject to Pillar Two income tax on its profits in Hong Kong SAR and certain other jurisdictions that have not yet implemented domestic minimum top-up tax[21](index=21&type=chunk) [6 Earnings Per Share](index=13&type=section&id=6%20Earnings%20Per%20Share) For the six months ended June 30, 2025, basic earnings per share increased to 0.46 USD from 0.30 USD in the prior year, with diluted earnings per share remaining the same as basic earnings per share due to the anti-dilutive effect of the over-allotment option - For the six months ended June 30, 2025, basic earnings per share increased to **0.46 USD** from **0.30 USD** in the prior year[22](index=22&type=chunk) - Diluted earnings per share are the same as basic earnings per share because the over-allotment option has an anti-dilutive effect[24](index=24&type=chunk) [6(a) Basic Earnings Per Share](index=13&type=section&id=6(a)%20Basic%20Earnings%20Per%20Share) Basic earnings per share are calculated based on profit attributable to ordinary equity holders of the company of 248.2 million USD and a weighted average of 544.5 million ordinary shares outstanding during the interim period | Metric | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Profit attributable to ordinary equity holders of the Company (Thousand USD) | 248,246 | 110,728 | | Weighted average number of ordinary shares (Thousand shares) | 544,518 | 372,055 | | Basic earnings per share (USD) | 0.46 | 0.30 | [6(b) Diluted Earnings Per Share](index=13&type=section&id=6(b)%20Diluted%20Earnings%20Per%20Share) The over-allotment option was not included in the diluted earnings per share calculation because its effect would be anti-dilutive, thus diluted earnings per share are the same as basic earnings per share - The over-allotment option was not included in the diluted earnings per share calculation due to its anti-dilutive effect, resulting in diluted earnings per share being the same as basic earnings per share[24](index=24&type=chunk) [7 Property, Plant and Equipment](index=14&type=section&id=7%20Property%20Plant%20and%20Equipment) As of June 30, 2025, the carrying amount of property, plant, and equipment was 1,207.9 million USD, a significant increase from the beginning of the year, primarily due to additions to facilities for the new alumina production project under construction | Metric | June 30, 2025 (Thousand USD) | June 30, 2024 (Thousand USD) | | :--- | :--- | :--- | | At January 1 | 969,020 | 869,594 | | Additions | 268,685 | 39,508 | | Depreciation | (27,736) | (27,423) | | At June 30 | 1,207,898 | 828,075 | - Additions to property, plant, and equipment primarily relate to facilities for the new alumina production project under construction, totaling **268.7 million USD** for the six months ended June 30, 2025[25](index=25&type=chunk) [8 Right-of-use Assets](index=14&type=section&id=8%20Right-of-use%20Assets) As of June 30, 2025, the carrying amount of right-of-use assets was 49.491 million USD, primarily comprising leased land, and the company's directors believe that despite pending formal certificates for some leased land, there will be no material adverse impact on operations | Right-of-use Assets | June 30, 2025 (Thousand USD) | December 31, 2024 (Thousand USD) | | :--- | :--- | :--- | | At January 1 | 50,932 | N/A | | Depreciation for the period | (1,204) | N/A | | At June 30 | 49,491 | 50,932 | - As of June 30, 2025, formal certificates for several leased land plots are still pending, but the directors believe this will not have a material adverse impact on the Group's operations[26](index=26&type=chunk) [9 Inventories](index=15&type=section&id=9%20Inventories) As of June 30, 2025, total inventories amounted to 126.9 million USD, an increase from December 31, 2024, primarily driven by a significant rise in raw materials inventory | Inventory Category | June 30, 2025 (Thousand USD) | December 31, 2024 (Thousand USD) | | :--- | :--- | :--- | | Raw materials | 92,778 | 54,357 | | Work in progress | 32,089 | 35,823 | | Finished goods | 2,035 | 9,439 | | **Total** | **126,902** | **99,619** | | Inventories Recognized as Expense | Six Months Ended June 30, 2025 (Thousand USD) | Six Months Ended June 30, 2024 (Thousand USD) | | :--- | :--- | :--- | | Carrying amount of inventories sold | 292,885 | 244,560 | [10 Trade Receivables](index=15&type=section&id=10%20Trade%20Receivables) As of June 30, 2025, total trade receivables were 63.212 million USD, an increase from December 31, 2024, with all trade receivables expected to be recovered within one year and most aged within three months | Metric | June 30, 2025 (Thousand USD) | December 31, 2024 (Thousand USD) | | :--- | :--- | :--- | | Trade receivables | 63,787 | 41,380 | | Less: Loss allowance | (575) | (374) | | **Net** | **63,212** | **41,006** | - All trade receivables are expected to be recovered within one year, with the majority aged within three months[27](index=27&type=chunk)[28](index=28&type=chunk) [11 Prepayments and Other Receivables](index=16&type=section&id=11%20Prepayments%20and%20Other%20Receivables) As of June 30, 2025, current prepayments and other receivables totaled 34.608 million USD, with non-current portions amounting to 47.089 million USD, primarily for the purchase of property, plant, and equipment | Category | June 30, 2025 (Thousand USD) | December 31, 2024 (Thousand USD) | | :--- | :--- | :--- | | **Current portion** | | | | Prepayments — purchase of inventories | 15,691 | 29,059 | | Recoverable VAT | 13,042 | 15,476 | | Other recoverable taxes | 3,766 | — | | Amounts due from related parties | 4 | 1 | | Capitalised listing expenses | — | 693 | | Others | 2,105 | 1,017 | | **Total current** | **34,608** | **46,246** | | **Non-current portion** | | | | Prepayments — purchase of leasehold land | 1,749 | 1,757 | | Prepayments — purchase of property, plant and equipment | 45,340 | 48,985 | | **Total non-current** | **47,089** | **50,742** | - The balance of capitalized listing expenses was transferred to the share premium account within equity upon the company's shares being listed on the Stock Exchange[30](index=30&type=chunk) [12 Cash and Cash Equivalents / Restricted Deposits / Time Deposits](index=17&type=section&id=12%20Cash%20and%20Cash%20Equivalents%20%2F%20Restricted%20Deposits%20%2F%20Time%20Deposits) As of June 30, 2025, total cash and cash equivalents increased to 527.2 million USD from December 31, 2024, with restricted deposits primarily for forward foreign exchange contracts and letter of credit margins, and the company also holding current and non-current time deposits - As of June 30, 2025, total cash and cash equivalents amounted to **527.2 million USD**, primarily denominated in Indonesian Rupiah, Hong Kong Dollars, and US Dollars[31](index=31&type=chunk) - Restricted deposits include margins for forward foreign exchange contracts and letters of credit[31](index=31&type=chunk) [12(a) Cash and Cash Equivalents](index=17&type=section&id=12(a)%20Cash%20and%20Cash%20Equivalents) As of June 30, 2025, cash and cash equivalents totaled 527.2 million USD, comprising bank balances, cash on hand, and time deposits with original maturities of less than three months | Category | June 30, 2025 (Thousand USD) | December 31, 2024 (Thousand USD) | | :--- | :--- | :--- | | Bank balances | 393,395 | 454,137 | | Cash on hand | 24 | 15 | | Time deposits — original maturity of less than 3 months | 133,794 | — | | **Total** | **527,213** | **454,152** | [12(b) Restricted Deposits](index=17&type=section&id=12(b)%20Restricted%20Deposits) As of June 30, 2025, restricted deposits decreased to 1.355 million USD from 4.316 million USD on December 31, 2024, primarily used as margins for forward foreign exchange contracts and letters of credit | Category | June 30, 2025 (Thousand USD) | December 31, 2024 (Thousand USD) | | :--- | :--- | :--- | | Restricted deposits | 1,355 | 4,316 | - Restricted deposits primarily include margins for forward foreign exchange contracts and letters of credit[31](index=31&type=chunk) [12(c) Time Deposits](index=18&type=section&id=12(c)%20Time%20Deposits) As of June 30, 2025, the company held 12.739 million USD in current time deposits (original maturities of 3 to 12 months) and 0.419 million USD in non-current time deposits (original maturities of over 12 months) | Category | June 30, 2025 (Thousand USD) | December 31, 2024 (Thousand USD) | | :--- | :--- | :--- | | Current time deposits (3-12 months original maturity) | 12,739 | — | | Non-current time deposits (over 12 months original maturity) | 419 | — | [13 Trade Payables](index=18&type=section&id=13%20Trade%20Payables) As of June 30, 2025, trade payables significantly increased to 45.428 million USD from 17.891 million USD on December 31, 2024, with all trade payables expected to be settled within one year | Trade Payables | June 30, 2025 (Thousand USD) | December 31, 2024 (Thousand USD) | | :--- | :--- | :--- | | Within 1 year | 45,428 | 17,891 | - All trade payables are expected to be settled within one year or repayable on demand[33](index=33&type=chunk) [14 Other Payables and Accruals](index=19&type=section&id=14%20Other%20Payables%20and%20Accruals) As of June 30, 2025, total other payables and accruals significantly decreased to 116.9 million USD from 362.1 million USD on December 31, 2024, primarily due to a reduction in dividends payable | Category | June 30, 2025 (Thousand USD) | December 31, 2024 (Thousand USD) | | :--- | :--- | :--- | | Dividends payable | — | 267,058 | | Amounts payable for purchase of property, plant and equipment | 103,670 | 83,302 | | Accrued salaries and other benefits | 4,118 | 6,601 | | Taxes and surcharges payable | 1,343 | 1,203 | | Others | 7,786 | 3,898 | | **Total** | **116,917** | **362,062** | - All balances are expected to be settled within one year[34](index=34&type=chunk) [15 Capital, Reserves and Dividends](index=20&type=section&id=15%20Capital%2C%20Reserves%20and%20Dividends) This section details changes in the company's share capital, the formation of share premium, and dividend policy, noting an increase in issued shares due to a share split, Stock Exchange listing, and over-allotment option exercise during the reporting period, with an interim dividend declared by the Board - The company completed a share split on March 10, 2025, where each share with a par value of **0.000001 USD** was split into five shares with a par value of **0.0000002 USD**[35](index=35&type=chunk) - On March 25, 2025, the company's shares were listed on the Main Board of the Stock Exchange, with **88,235,300** new shares issued[35](index=35&type=chunk) - The Board declared an interim dividend of **HKD 0.65** per share for the six months ended June 30, 2025[39](index=39&type=chunk)[40](index=40&type=chunk) [15(a) Share Capital](index=20&type=section&id=15(a)%20Share%20Capital) On March 10, 2025, the company completed a share split, increasing issued shares to 500 million, followed by a Stock Exchange listing and partial exercise of the over-allotment option, further increasing the number of issued shares - On March 10, 2025, the company completed a share split, dividing each share with a par value of **0.000001 USD** into five shares with a par value of **0.0000002 USD**, increasing issued shares to **500,000,000**[35](index=35&type=chunk) - On March 25, 2025, the company's shares were listed on the Main Board of the Stock Exchange, with **88,235,300** new shares issued[35](index=35&type=chunk) - On April 24, 2025, over-allotment shares were listed on the Main Board of the Stock Exchange, with **1,199,900** new shares issued[35](index=35&type=chunk) [15(b) Share Premium](index=20&type=section&id=15(b)%20Share%20Premium) Share premium represents the difference between consideration received and the par value of the company's issued shares, with 297.4 million USD in share premium generated after the initial public offering and partial exercise of the over-allotment option - Following the completion of the initial public offering and partial exercise of the over-allotment option, **89,435,200** new ordinary shares were issued, generating a share premium of **297.4 million USD**[37](index=37&type=chunk) [15(c) Dividends](index=21&type=section&id=15(c)%20Dividends) The Board declared an interim dividend of HKD 0.65 per share (equivalent to 0.08 USD) for the six months ended June 30, 2025, compared to zero in the prior year, with the company having paid 260 million USD in dividends during the reporting period | Dividend Type | Six Months Ended June 30, 2025 (Thousand USD) | Six Months Ended June 30, 2024 (Thousand USD) | | :--- | :--- | :--- | | Dividends attributable to the interim period payable to equity holders of the Company (HKD 0.65 per share) | 49,649 | — | | Dividends attributable to the previous financial year paid during the interim period payable to equity holders | 260,000 | — | [16 Commitments](index=22&type=section&id=16%20Commitments) As of June 30, 2025, the Group's contracted capital commitments for property, plant, and equipment were 174 million USD, a decrease from 269.2 million USD on December 31, 2024 | Commitment Type | June 30, 2025 (Thousand USD) | December 31, 2024 (Thousand USD) | | :--- | :--- | :--- | | Commitments for property, plant and equipment — contracted | 174,001 | 269,211 | [17 Events After the Reporting Period](index=22&type=section&id=17%20Events%20After%20the%20Reporting%20Period) On July 24, 2025, the company proposed granting a total of 26,170,000 share options under the share option scheme to directors, selected employees, and relevant entity participants, to be fulfilled through the issuance of new shares - On July 24, 2025, the company proposed granting a total of **26,170,000** share options, to be fulfilled through the issuance of new shares and vested in tranches over a nine-year period[42](index=42&type=chunk) [Business Overview](index=23&type=section&id=Business%20Overview) Nanshan Aluminum International Holdings Limited primarily produces and sells metallurgical-grade alumina, with robust demand and superior product quality, having completed its Stock Exchange listing and become a Hang Seng Composite Index constituent, while actively expanding capacity, optimizing raw material procurement, and exploring upstream opportunities to solidify its leading position in Southeast Asia - The Group primarily engages in the production and sale of metallurgical-grade alumina, with product quality exceeding the AO-1 grade of GB/T 24487–2022 standard[43](index=43&type=chunk) - The company completed its initial public offering on the Main Board of the Stock Exchange on March 25, 2025, and will become a constituent of the Hang Seng Composite Index effective September 8, 2025[43](index=43&type=chunk) - The first **one million tonnes** per annum capacity of the new alumina production project has commenced operations, and the construction of the second **one million tonnes** per annum capacity is progressing ahead of schedule, expected to be completed in Q4 2025 or Q1 2026[44](index=44&type=chunk) - The company is further increasing its designed annual alumina production capacity to **four million tonnes** through the new alumina production project and expanding its deep-water port to enhance logistics efficiency[46](index=46&type=chunk) - The company continues to focus on securing stable and competitive suppliers for raw materials such as bauxite, caustic soda, and coal, optimizing its strategy through diversified procurement sources[45](index=45&type=chunk) [Financial Review](index=26&type=section&id=Financial%20Review) This section provides a detailed review of the company's financial performance during the reporting period, covering revenue, gross profit, other income, administrative expenses, income tax expense, profit for the period, and earnings per share, along with the interim dividend declaration, noting significant revenue and profit growth driven by higher average selling prices and improved gross margins, despite a substantial increase in income tax expense due to Pillar Two tax - For the six months ended June 30, 2025, revenue was approximately **596.8 million USD**, a **41.0%** increase from the prior year, primarily driven by higher average selling prices[47](index=47&type=chunk) - Gross profit was approximately **303.9 million USD**, with a gross margin of approximately **50.9%**, representing a **70.1%** year-over-year increase, mainly due to the average selling price of alumina rising more than the increase in cost of sales[48](index=48&type=chunk) - Profit attributable to shareholders was approximately **248.2 million USD**, an increase of approximately **124.2%** from the prior year, primarily due to increased sales volume and improved gross margin[45](index=45&type=chunk)[52](index=52&type=chunk) - Income tax expense increased by approximately **182.7%** to **43.5 million USD**, primarily due to an increase of approximately **39.0 million USD** in top-up tax risk under the Pillar Two Model Rules[51](index=51&type=chunk) [Revenue](index=26&type=section&id=Revenue) For the six months ended June 30, 2025, revenue was approximately 596.8 million USD, a 41.0% year-over-year increase, primarily driven by a 36.9% rise in average selling price to 529 USD per tonne, despite only a 3.0% increase in sales volume | Metric | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | Change | | :--- | :--- | :--- | :--- | | Revenue | 596.8 Million USD | 423.3 Million USD | 41.0% Increase | | Alumina Sales Volume | 1,127,000 tonnes | 1,094,000 tonnes | 3.0% Increase | | Average Selling Price | 529 USD/tonne | 387 USD/tonne | 36.9% Increase | [Gross Profit and Gross Margin](index=26&type=section&id=Gross%20Profit%20and%20Gross%20Margin) For the six months ended June 30, 2025, gross profit was approximately 303.9 million USD, with a gross margin of approximately 50.9%, representing a 70.1% increase from 178.7 million USD in the prior year, primarily due to the average selling price of alumina rising more than the increase in cost of sales | Metric | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | Change | | :--- | :--- | :--- | :--- | | Gross Profit | 303.9 Million USD | 178.7 Million USD | 70.1% Increase | | Gross Margin | 50.9% | 42.2% | 8.7 Percentage Points Increase | [Net Other Income](index=27&type=section&id=Net%20Other%20Income) For the six months ended June 30, 2025, net other income was approximately 8.2 million USD, a 26.8% decrease from 11.1 million USD in the prior year, primarily due to lower net foreign exchange gains, partially offset by reduced losses on forward foreign exchange contracts | Metric | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | Change | | :--- | :--- | :--- | :--- | | Net Other Income | 8.2 Million USD | 11.1 Million USD | 26.8% Decrease | - The decrease in net other income was primarily due to lower net foreign exchange gains, partially offset by reduced losses on forward foreign exchange contracts measured at fair value through profit or loss[49](index=49&type=chunk) [Administrative Expenses](index=27&type=section&id=Administrative%20Expenses) For the six months ended June 30, 2025, administrative expenses were approximately 13.4 million USD, a 5.6% increase from the prior year, primarily attributable to listing-related activities, while administrative expenses excluding listing expenses as a percentage of total revenue decreased | Metric | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | Change | | :--- | :--- | :--- | :--- | | Administrative Expenses | 13.4 Million USD | 12.7 Million USD | 5.6% Increase | | Administrative Expenses (excluding listing expenses) as a percentage of total revenue | 2.1% | 2.7% | 0.6 Percentage Points Decrease | - The increase in administrative expenses was primarily attributable to listing-related activities[50](index=50&type=chunk) [Income Tax Expense](index=27&type=section&id=Income%20Tax%20Expense) For the six months ended June 30, 2025, income tax expense was approximately 43.5 million USD, a substantial 182.7% increase from the prior year, primarily due to approximately 39.0 million USD in top-up tax risk arising from the Pillar Two Model Rules | Metric | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | Change | | :--- | :--- | :--- | :--- | | Income Tax Expense | 43.5 Million USD | 15.4 Million USD | 182.7% Increase | - The increase in income tax expense was primarily due to an increase of approximately **39.0 million USD** in top-up tax risk arising from the Pillar Two Model Rules[51](index=51&type=chunk) [Profit for the Period and Earnings Per Share](index=28&type=section&id=Profit%20for%20the%20Period%20and%20Earnings%20Per%20Share) For the six months ended June 30, 2025, profit attributable to shareholders was approximately 248.2 million USD, a 124.2% year-over-year increase, with basic earnings per share growing from 0.30 USD to 0.46 USD, primarily benefiting from increased sales volume and improved gross margin | Metric | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | Change | | :--- | :--- | :--- | :--- | | Profit Attributable to Shareholders | 248.2 Million USD | 110.7 Million USD | 124.2% Increase | | Basic Earnings Per Share | 0.46 USD | 0.30 USD | 53.3% Increase | - The increase in net profit was primarily due to increased sales volume and improved gross margin[52](index=52&type=chunk) [Interim Dividend](index=28&type=section&id=Interim%20Dividend) The Board declared an interim dividend of HKD 0.65 per share for the six months ended June 30, 2025, compared to zero in the prior year - The Board declared an interim dividend of **HKD 0.65** per share for the six months ended June 30, 2025 (2024: zero)[53](index=53&type=chunk) [Closure of Register of Members](index=28&type=section&id=Closure%20of%20Register%20of%20Members) To qualify for the interim dividend, the company's register of members will be closed from September 22 to September 26, 2025, with dividends expected to be paid around October 17, 2025 - The register of members will be closed from September 22 to September 26, 2025, to determine eligibility for the interim dividend[54](index=54&type=chunk) - Dividends will be paid on or about Friday, October 17, 2025, to shareholders whose names appear on the register of members on September 26, 2025[54](index=54&type=chunk) [Liquidity, Financial Resources and Capital Structure](index=28&type=section&id=Liquidity%2C%20Financial%20Resources%20and%20Capital%20Structure) The Group maintains strong liquidity with significantly increased cash and cash equivalents and substantially improved net current assets, holding no borrowings and a zero gearing ratio, with this section also covering employee and remuneration policies, asset pledges, and treasury policies - As of June 30, 2025, the Group's cash and cash equivalents were approximately **527.2 million USD**, an increase from December 31, 2024[55](index=55&type=chunk) - As of June 30, 2025, net current assets were approximately **603.0 million USD**, a substantial **143%** increase from December 31, 2024[55](index=55&type=chunk) - As of June 30, 2025, the Group had no borrowings, resulting in a **zero** gearing ratio[55](index=55&type=chunk)[59](index=59&type=chunk) [Liquidity and Financial Resources](index=28&type=section&id=Liquidity%20and%20Financial%20Resources) As of June 30, 2025, the Group's cash and cash equivalents were approximately 527.2 million USD, net current assets approximately 603.0 million USD, total equity approximately 1,839.6 million USD, and no borrowings | Metric | June 30, 2025 (Million USD) | December 31, 2024 (Million USD) | Change (%) | | :--- | :--- | :--- | :--- | | Cash and Cash Equivalents | 527.2 | 454.2 | 16.1% | | Net Current Assets | 603.0 | 248.2 | 143.0% | | Total Equity | 1,839.6 | 1,294.4 | 42.1% | | Borrowings | 0 | 0 | N/A | [Employees and Remuneration Policy](index=29&type=section&id=Employees%20and%20Remuneration%20Policy) As of June 30, 2025, the Group employed 3,774 full-time employees, with employee benefit expenses of approximately 26.8 million USD, offering competitive remuneration, performance incentives, diverse training, and a share option scheme to retain high-caliber talent | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Number of Full-time Employees | 3,774 | 3,282 | | Employee Benefit Expenses (for the six months ended June 30) | 26.8 Million USD | 16.4 Million USD | - The company provides remuneration packages, performance incentives (such as monthly performance bonuses), induction training, language training, and specialized training, and has a share option scheme in place[56](index=56&type=chunk) [Pledge of Assets](index=29&type=section&id=Pledge%20of%20Assets) As of June 30, 2025, the Group had no pledge of assets - As of June 30, 2025, the Group had no pledge of assets[57](index=57&type=chunk) [Treasury Policy](index=29&type=section&id=Treasury%20Policy) The Board closely monitors the Group's liquidity position to ensure that the liquidity structure of assets, liabilities, and other commitments can meet funding requirements - The Board closely monitors the Group's liquidity position to manage liquidity risk and ensure funding requirements are met[58](index=58&type=chunk) [Gearing Ratio](index=29&type=section&id=Gearing%20Ratio) As the Group had no borrowings or other debt financing obligations at the end of the reporting period, its gearing ratio was zero - As of June 30, 2025, the Group had no borrowings or other debt financing obligations, thus its gearing ratio was **zero**[59](index=59&type=chunk) [Investments and Future Plans](index=29&type=section&id=Investments%20and%20Future%20Plans) The Group made no significant investments, acquisitions, or disposals of subsidiaries, associates, or joint ventures during the reporting period, with future plans primarily focused on the development and construction of the new alumina production project, funded by internal resources, net proceeds from the global offering, and operating cash inflows - During the reporting period, the Group had no significant investments (including those representing **5%** or more of the Group's total assets)[60](index=60&type=chunk) - Capital expenditures and commitments for the construction of the new alumina production project will be funded by a combination of internal resources, net proceeds from the global offering, and cash inflows from operating activities[61](index=61&type=chunk) - During the review period, there were no significant acquisitions or disposals of subsidiaries, associates, or joint ventures[62](index=62&type=chunk) [Significant Investments](index=29&type=section&id=Significant%20Investments) During the reporting period, the Group had no significant investments, including those representing 5% or more of the Group's total assets - During the reporting period, the Group had no significant investments[60](index=60&type=chunk) [Future Plans for Material Investments or Capital Assets](index=30&type=section&id=Future%20Plans%20for%20Material%20Investments%20or%20Capital%20Assets) Capital expenditures and commitments for the new alumina production project will be jointly funded by internal resources, net proceeds from the global offering, and operating cash inflows, with no other future plans for material investments or capital assets beyond those disclosed during the reporting period - Capital expenditures and capital commitments for the new alumina production project will be funded by a combination of internal resources, net proceeds from the global offering, and cash inflows from operating activities[61](index=61&type=chunk) [Material Acquisitions and Disposals of Subsidiaries, Associates and Joint Ventures](index=30&type=section&id=Material%20Acquisitions%20and%20Disposals%20of%20Subsidiaries%2C%20Associates%20and%20Joint%20Ventures) During the review period, the Group did not undertake any material acquisitions or disposals of subsidiaries, associates, or joint ventures - During the review period, there were no material acquisitions or disposals of subsidiaries, associates, or joint ventures[62](index=62&type=chunk) [Risk Management](index=30&type=section&id=Risk%20Management) The Group faces foreign exchange risk primarily related to IDR, USD, HKD, and RMB, which is hedged through forward foreign exchange contracts; during the reporting period, exchange results shifted from gain to loss, mainly due to USD depreciation against IDR, and the company had no material contingent liabilities at period-end - The Group is exposed to foreign exchange risk arising from currency fluctuations, primarily related to Indonesian Rupiah, US Dollars, Hong Kong Dollars, and Renminbi[63](index=63&type=chunk) - The Group uses forward foreign exchange contracts where appropriate to hedge foreign exchange risk arising from assets or liabilities, such as cash and cash equivalents that may be denominated in Indonesian Rupiah or other currencies[63](index=63&type=chunk) - Net exchange results decreased from a gain of approximately **10.9 million USD** in the prior year to a loss of approximately **0.9 million USD** for the six months ended June 30, 2025, primarily due to the depreciation of the US Dollar against the Indonesian Rupiah[63](index=63&type=chunk) [Foreign Exchange Risk](index=30&type=section&id=Foreign%20Exchange%20Risk) The Group is exposed to foreign exchange risk related to IDR, USD, HKD, and RMB, utilizing forward foreign exchange contracts for hedging, with a net exchange loss incurred during the reporting period due to USD depreciation against IDR - Most of the Group's receipts from customers are denominated in US Dollars, while most costs are denominated in Indonesian Rupiah and Renminbi, exposing it to foreign exchange risk[63](index=63&type=chunk) - Net exchange results decreased from a gain of approximately **10.9 million USD** in the prior year to a loss of approximately **0.9 million USD** for the six months ended June 30, 2025, primarily due to the depreciation of the US Dollar against the Indonesian Rupiah[63](index=63&type=chunk) [Contingent Liabilities](index=31&type=section&id=Contingent%20Liabilities) As of June 30, 2025, the Group had no material contingent liabilities - As of June 30, 2025, the Group had no material contingent liabilities[64](index=64&type=chunk) [Share Capital and Global Offering](index=31&type=section&id=Share%20Capital%20and%20Global%20Offering) This section details changes in the company's share capital structure during the reporting period, including a share split, Stock Exchange listing, and global offering, along with the specific use of global offering proceeds, noting that a portion of the proceeds has been utilized for the new alumina production project, and the company has maintained sufficient public float - The company completed a share split on March 10, 2025, increasing the number of issued shares to **500,000,000**[65](index=65&type=chunk) - On March 25, 2025, the company was listed on the Main Board of the Stock Exchange, with **88,235,300** shares offered globally at an offer price of **HKD 26.60** per share[65](index=65&type=chunk) - Net proceeds from the global offering were approximately **2,261.8 million HKD**, primarily allocated to the development and construction of the new alumina production project (**90%**) and general working capital (**10%**)[67](index=67&type=chunk)[69](index=69&type=chunk) - As of June 30, 2025, the company had utilized approximately **567.3 million HKD** of the net proceeds from the global offering[68](index=68&type=chunk)[69](index=69&type=chunk) [Share Capital Structure and Global Offering](index=31&type=section&id=Share%20Capital%20Structure%20and%20Global%20Offering) The company completed a share split on March 10, 2025, followed by its listing on the Main Board of the Stock Exchange on March 25, 2025, and through the global offering and partial exercise of the over-allotment option, the total number of issued shares increased to 589,435,200 - The company completed a share split on March 10, 2025, increasing the number of issued shares to **500,000,000**[65](index=65&type=chunk) - On March 25, 2025, the company was listed on the Main Board of the Stock Exchange, with **88,235,300** shares offered globally[65](index=65&type=chunk) - On April 22, 2025, the over-allotment option was partially exercised, involving **1,199,900** shares, increasing the total number of issued shares to **589,435,200**[65](index=65&type=chunk) [Use of Proceeds from Global Offering](index=31&type=section&id=Use%20of%20Proceeds%20from%20Global%20Offering) Net proceeds from the global offering were approximately 2,261.8 million HKD, with 90% allocated to the development and construction of the new alumina production project, including a second million-tonne capacity facility, deep-water port expansion, coal-to-gas plant, and ancillary facilities, and the remaining 10% for general working capital; as of June 30, 2025, approximately 567.3 million HKD had been utilized | Use of Net Proceeds | Percentage of Net Proceeds | Actual Allocation (Million HKD) | Net Proceeds Utilized (As of June 30, 2025, Million HKD) | Remaining Net Proceeds (As of June 30, 2025, Million HKD) | Expected Timeline for Full Utilization of Net Proceeds | | :--- | :--- | :--- | :--- | :--- | :--- | | Development and construction of the new alumina production project | 90.0% | 2,035.6 | 552.2 | 1,483.4 | By December 31, 2028 | | (i) Construction of related alumina production facilities with a designed capacity of the second one million tonnes | 53.4% | 1,207.8 | 292.2 | 915.6 | By December 31, 2028 | | (ii) Construction of an additional 70,000-tonne berth within the deep-water port and ancillary facilities | 14.7% | 332.4 | 160.2 | 172.2 | By December 31, 2028 | | (iii) Expansion of an additional 700 million cubic meters coal-to-gas plant | 12.9% | 291.8 | 62.0 | 229.8 | By December 31, 2028 | | (iv) Construction and upgrade of ancillary facilities | 9.0% | 203.6 | 37.8 | 165.8 | By December 31, 2028 | | General working capital | 10.0% | 226.2 | 15.1 | 211.1 | By December 31, 2028 | | **Total** | **100.0%** | **2,261.8** | **567.3** | **1,694.5** | | - The majority of the net proceeds are expected to be utilized in **2025** and **2026**, corresponding to the accelerated completion timeline of the new alumina production project[70](index=70&type=chunk) [Public Float](index=33&type=section&id=Public%20Float) Based on publicly available information and the directors' knowledge, the company has maintained a sufficient public float of its issued shares as required by the Listing Rules since the listing date - The company has maintained a sufficient public float of its issued shares as required by the Listing Rules[71](index=71&type=chunk) [Corporate Governance and Other Information](index=33&type=section&id=Corporate%20Governance%20and%20Other%20Information) This section covers the company's corporate governance practices, including compliance with the Corporate Governance Code (notably the deviation regarding the combined roles of Chairman and CEO), the Securities Dealing Code, the Audit Committee's functions, trading of listed securities, and the publication of interim results, also detailing post-reporting period share option grants - Subsequent to the reporting period, on July 24, 2025, the company granted a total of **26,170,000** share options to **155** eligible participants at an exercise price of **HKD 39.60** per share[72](index=72&type=chunk) - Mr. Hao Weisong, the company's Chief Executive Officer, also serves as the Chairman of the Board, which deviates from Code Provision C.2.1 of the Corporate Governance Code, but the Board believes this arrangement facilitates continuous and strong leadership for the Group[74](index=74&type=chunk)[75](index=75&type=chunk) - The Audit Committee has reviewed the Group's interim results and interim financial statements for the reporting period and deemed them compliant with relevant accounting standards and Listing Rules requirements[77](index=77&type=chunk) [Events After the Reporting Period](index=33&type=section&id=Events%20After%20the%20Reporting%20Period) Subsequent to the reporting period, on July 24, 2025, the company granted a total of 26,170,000 share options under the share option scheme to directors, selected employees, and relevant entity participants, with an exercise price of HKD 39.60 per share - Subsequent to the reporting period, on July 24, 2025, the company granted a total of **26,170,000** share options to **155** eligible participants at an exercise price of **HKD 39.60** per share[72](index=72&type=chunk) [Compliance with the Corporate Governance Code](index=33&type=section&id=Compliance%20with%20the%20Corporate%20Governance%20Code) From the listing date to June 30, 2025, the company complied with the Corporate Governance Code provisions, except for Mr. Hao Weisong serving as both CEO and Chairman, a deviation from Code Provision C.2.1, which the Board believes benefits the Group's continuous and strong leadership - Mr. Hao Weisong, the company's Chief Executive Officer, also serves as the Chairman of the Board, which deviates from Code Provision C.2.1 of the Corporate Governance Code[74](index=74&type=chunk) - The Board believes that Mr. Hao's dual role strengthens the Group's continuous and strong leadership, enabling effective business planning and decision-making in the Group's best overall interests[74](index=74&type=chunk)[75](index=75&type=chunk) [Securities Dealing Code](index=34&type=section&id=Securities%20Dealing%20Code) The company has adopted a Securities Dealing Code for directors and employees, with terms no less exacting than the Model Code in Appendix C3 of the Listing Rules, and all directors confirmed compliance with the Model Code from the listing date to the end of the reporting period - The company has adopted a Securities Dealing Code with terms no less exacting than the Model Code in Appendix C3 of the Listing Rules[76](index=76&type=chunk) - All directors confirmed compliance with the Model Code from the listing date to the end of the reporting period[76](index=76&type=chunk) [Audit Committee](index=34&type=section&id=Audit%20Committee) The Audit Committee comprises three members, including two independent non-executive directors and one non-executive director, and has reviewed the Group's interim results and financial statements for the reporting period, deeming them compliant with relevant accounting standards and Listing Rules requirements - The Audit Committee consists of three members: two independent non-executive directors (Mr. Zhang Guangda, Ms. Dong Meihua) and one non-executive director (Ms. Wang Yanli)[77](index=77&type=chunk) - The Audit Committee has reviewed the Group's interim results and interim financial statements for the reporting period and deemed them compliant with relevant accounting standards, Listing Rules requirements, and other rules and regulations[77](index=77&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=34&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%27s%20Listed%20Securities) From the listing date to June 30, 2025, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities - From the listing date to June 30, 2025, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities[78](index=78&type=chunk) [Publication of Interim Results Announcement and Interim Report](index=35&type=section&id=Publication%20of%20Interim%20Results%20Announcement%20and%20Interim%20Report) This announcement will be published on the Stock Exchange website and the company's website, and the company's interim report for the six months ended June 30, 2025, will be published on both websites in due course - This announcement and the interim report will be published on the Stock Exchange website (http://www.hkexnews.hk) and the company's website (http://www.nanshanintl.com)[79](index=79&type=chunk) [Definitions](index=35&type=section&id=Definitions) This section provides definitions for key terms and abbreviations used in this announcement to ensure consistent understanding of the report's content - This section provides definitions for key terms and abbreviations used in this announcement, such as 'Alumina', 'BAI', 'Board', 'Corporate Governance Code', 'Global Offering', 'Group', 'Listing Date', 'New Alumina Production Project', 'Prospectus', 'Reporting Period', 'Share Option Scheme', and others[80](index=80&type=chunk)[81](index=81&type=chunk)[82](index=82&type=chunk) [Board Information](index=38&type=section&id=Board%20Information) This section lists the company's Board of Directors, including executive, non-executive, and independent non-executive directors, and is signed by Mr. Hao Weisong, the Chairman of the Board - The company's Board of Directors includes executive directors Mr. Hao Weisong and Mr. Wang Shisan; non-executive directors Ms. Wang Yanli, Mr. Loo Tai Choong, and Mr. George Santos; and independent non-executive directors Mr. Wen Xianjun, Mr. Zhang Guangda, and Ms. Dong Meihua[83](index=83&type=chunk) - This announcement was signed by Mr. Hao Weisong, the Chairman of the Board, on August 28, 2025[83](index=83&type=chunk)
中泽丰(01282) - 2025 - 中期业绩
2025-08-28 13:37
[Company Information and Financial Summary](index=1&type=section&id=%E5%85%AC%E5%8F%B8%E4%BF%A1%E6%81%AF%E4%B8%8E%E8%B4%A2%E5%8A%A1%E6%91%98%E8%A6%81) This section presents the company's unaudited condensed interim consolidated financial results and position for the six months ended June 30, 2025, along with key financial highlights [Interim Results Announcement](index=1&type=section&id=%E4%B8%AD%E6%9C%9F%E6%A5%AD%E7%B8%BE%E5%85%AC%E5%91%8A) The Board of Directors of Zhong Zefeng International Limited (the Company) announced the unaudited condensed interim consolidated results for the six months ended June 30, 2025, which have been reviewed by the Company's audit committee - The unaudited condensed interim consolidated results of the Company and its subsidiaries (collectively, the "Group") for the six months ended June 30, 2025, have been reviewed by the Company's audit committee[3](index=3&type=chunk) [Condensed Consolidated Statement of Comprehensive Income](index=1&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E5%85%A8%E9%9D%A2%E6%94%B6%E7%9B%8A%E8%A1%A8) For the six months ended June 30, 2025, the Group's revenue increased by 20.3% to HK$456,539 thousand, while loss for the period narrowed to HK$48,693 thousand, with loss attributable to owners of the Company at HK$47,714 thousand, and total comprehensive income for the period turned positive due to significant improvement in other comprehensive income Key Data from Condensed Consolidated Statement of Comprehensive Income | Indicator | June 30, 2025 (HK$ thousand) | June 30, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Revenue | 456,539 | 379,435 | | Cost of sales | (333,672) | (256,621) | | Gross profit | 122,867 | 122,814 | | Other income/(loss) — net | 160 | (60,107) | | Fair value gain on investment properties | 19,746 | 32,228 | | Impairment loss on financial assets — net | (60,488) | (68,995) | | Write-off of property inventories | (7,208) | (67,952) | | Finance costs — net | (38,931) | (11,101) | | Loss before income tax | (37,656) | (162,657) | | Loss for the period | (48,693) | (143,219) | | Loss attributable to owners of the Company | (47,714) | (79,768) | | Other comprehensive income/(expense) for the period | 94,965 | (60,308) | | Total comprehensive income/(expense) for the period | 46,272 | (203,527) | | Basic loss per share (HK cents) | (1.78) | (2.98) | [Condensed Consolidated Statement of Financial Position](index=4&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E7%8B%80%E6%B3%81%E8%A1%A8) As of June 30, 2025, the Group's total assets increased to HK$10,169,465 thousand, with net current assets significantly rising to HK$1,196,549 thousand, reflecting improved liquidity, while total liabilities slightly increased, and net assets maintained robust growth Key Data from Condensed Consolidated Statement of Financial Position | Indicator | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | **Assets** | | | | Non-current assets | 5,557,004 | 5,447,390 | | Current assets | 4,612,461 | 4,482,395 | | **Total assets** | **10,169,465** | **9,929,785** | | **Liabilities** | | | | Current liabilities | 3,415,912 | 3,607,914 | | Non-current liabilities | 1,116,992 | 731,582 | | **Total liabilities** | **4,532,904** | **4,339,496** | | **Net assets** | **5,636,561** | **5,590,289** | | Net current assets | 1,196,549 | 874,481 | [Notes to the Condensed Interim Consolidated Financial Statements](index=6&type=section&id=%E4%B8%AD%E6%9C%9F%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E5%A0%B1%E8%A1%A8%E9%99%84%E8%A8%BB) This section details the basis of preparation, significant accounting policies, estimates, and segment information for the Group's interim financial statements [General Information](index=6&type=section&id=%E4%B8%80%E8%88%AC%E8%B3%87%E6%96%99) Zhong Zefeng International Limited is incorporated in the Cayman Islands, with its principal place of business in Hong Kong, and its shares are listed on the Main Board of The Stock Exchange of Hong Kong Limited, with these interim financial statements presented in HK$ thousand and reviewed by the audit committee - The Company is incorporated in the Cayman Islands as an exempted company with its shares listed on the Main Board of The Stock Exchange of Hong Kong Limited[10](index=10&type=chunk)[11](index=11&type=chunk) - These condensed interim consolidated financial statements are presented in HK$ thousand and have been reviewed by the Company's audit committee[12](index=12&type=chunk)[13](index=13&type=chunk) [Basis of Preparation](index=6&type=section&id=%E7%B7%A8%E8%A3%BD%E5%9F%BA%E6%BA%96) These condensed interim consolidated financial statements are prepared in accordance with HKAS 34 "Interim Financial Reporting" and applicable disclosure provisions of the Listing Rules, and should be read in conjunction with the annual financial statements for the year ended December 31, 2024 - These condensed interim consolidated financial statements are prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" and the applicable disclosure provisions of the Listing Rules of the Stock Exchange[14](index=14&type=chunk) - These statements should be read in conjunction with the Group's annual financial statements for the year ended December 31, 2024[14](index=14&type=chunk) [Accounting Policies](index=7&type=section&id=%E6%9C%83%E8%A8%88%E6%94%BF%E7%AD%96) The Group has adopted all new and revised Hong Kong Financial Reporting Standards effective from January 1, 2025, which had no significant impact on the condensed interim consolidated financial statements, and new standards not yet effective are currently being evaluated - The Group has adopted all new and revised Hong Kong Financial Reporting Standards effective for accounting periods beginning on or after January 1, 2025[15](index=15&type=chunk) - The adoption of new and revised Hong Kong Financial Reporting Standards had no significant impact on the Group's condensed interim consolidated financial statements[15](index=15&type=chunk) [Significant Accounting Estimates and Judgments](index=7&type=section&id=%E9%87%8D%E8%A6%81%E6%9C%83%E8%A8%88%E4%BC%B0%E8%A8%88%E5%8F%8A%E5%88%A4%E6%96%B7) The significant judgments, estimates, and assumptions made by management in preparing the condensed interim consolidated financial statements are consistent with those used in the annual consolidated financial statements for the year ended December 31, 2024, though actual results may differ - The significant judgments made by management in applying the Group's accounting policies and the key sources of estimation uncertainty are consistent with those applied in the consolidated financial statements for the year ended December 31, 2024[16](index=16&type=chunk) [Segment Information](index=7&type=section&id=%E5%88%86%E9%83%A8%E8%B3%87%E6%96%99) The Group's operating segments include automation, financial services, property investment and development, and securities investment, with the automation segment showing significant revenue growth of 54.4% in the first half of 2025, becoming the primary revenue source, while property investment and development revenue decreased but operating loss significantly narrowed - The Group's reportable segments include: automation, financial services, property investment and development, and securities investment[18](index=18&type=chunk) [Segment Revenue and Results Analysis](index=8&type=section&id=%E5%88%86%E9%83%A8%E6%94%B6%E7%9B%8A%E5%8F%8A%E6%A5%AD%E7%B8%BE%E5%88%86%E6%9E%90) In the first half of 2025, the automation segment's revenue surged by 54.4% to HK$352,705 thousand, accounting for 77.3% of total revenue, while the property investment and development segment's revenue decreased by 32.2% to HK$84,111 thousand but its operating performance turned profitable, and both financial services and securities investment segments experienced revenue declines Segment Revenue and Results (For the six months ended June 30) | Segment | 2025 Revenue (HK$ thousand) | 2024 Revenue (HK$ thousand) | 2025 Segment Results (HK$ thousand) | 2024 Segment Results (HK$ thousand) | | :--- | :--- | :--- | :--- | :--- | | Automation | 352,705 | 228,409 | 19,696 | 16,825 | | Financial Services | 22,929 | 24,829 | 10,516 | 19,150 | | Property Investment and Development | 84,111 | 124,146 | 26,859 | (54,504) | | Securities Investment | (3,206) | 2,051 | 2,023 | (2,965) | | **Total** | **456,539** | **379,435** | **59,094** | **(21,494)** | - In the first half of 2025, the automation segment's revenue grew by **54.4%**, accounting for **77.3%** of the Group's total revenue[19](index=19&type=chunk) - The operating results of the property investment and development segment turned from a loss of **HK$54,504 thousand** in the same period of 2024 to a profit of **HK$26,859 thousand** in the same period of 2025[19](index=19&type=chunk)[20](index=20&type=chunk) [Revenue Breakdown by Major Product or Service Line](index=10&type=section&id=%E4%B8%BB%E8%A6%81%E7%94%A2%E5%93%81%E6%88%96%E6%9C%8D%E5%8B%99%E7%B7%9A%E6%94%B6%E7%9B%8A%E6%98%8E%E7%B4%B0) Sales of goods remained the Group's largest revenue source, increasing by 53.4% year-on-year to HK$335,059 thousand in the first half of 2025, while securities investment income turned from profit to loss, and rental income slightly decreased Revenue Breakdown by Major Product or Service Line (For the six months ended June 30) | Revenue Source | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Sales of goods | 335,059 | 218,445 | | Property sales | 16,425 | 43,464 | | Installation and maintenance income | 3,302 | 3,072 | | Commission and brokerage income | 7,245 | 2,803 | | Management and performance fee income | 1,985 | 1,493 | | Others (revenue from contracts with customers) | 928 | 3,359 | | Securities investment (loss)/income | (8,269) | 17,215 | | Interest income | 19,356 | 5,663 | | Rental income | 80,508 | 83,921 | | **Total** | **456,539** | **379,435** | - Sales of goods revenue increased by **53.4%** from **HK$218,445 thousand** in 2024 to **HK$335,059 thousand** in 2025[22](index=22&type=chunk) - Securities investment income turned from a profit of **HK$17,215 thousand** in 2024 to a loss of **HK$8,269 thousand** in 2025[22](index=22&type=chunk) [Timing of Revenue Recognition](index=11&type=section&id=%E6%94%B6%E7%9B%8A%E7%A2%BA%E8%AA%8D%E6%99%82%E9%96%93) The majority of the Group's revenue is recognized at a point in time, amounting to HK$359,657 thousand in the first half of 2025, with revenue recognized over time totaling HK$5,287 thousand Timing of Revenue Recognition (For the six months ended June 30) | Timing of Recognition | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | At a point in time | 359,657 | 268,071 | | Over time | 5,287 | 4,565 | | **Total** | **364,944** | **272,636** | [Loss for the Period](index=11&type=section&id=%E6%9C%9F%E5%85%A7%E8%99%A7%E6%90%8D) The loss for the period was primarily influenced by factors such as the cost of inventories and property inventories, impairment loss provisions for financial assets, and depreciation of property, plant, and equipment, with both recognized cost of inventories and property inventories and impairment loss provisions for financial assets increasing in the first half of 2025 Components of Loss for the Period (For the six months ended June 30) | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Cost of inventories and property inventories recognized | 304,083 | 232,466 | | Depreciation of property, plant and equipment | 7,892 | 9,965 | | Directors' and chief executive's emoluments | 1,666 | 2,060 | | Employee benefit expenses | 33,215 | 34,693 | | Net foreign exchange gain | (6,573) | (4,453) | | Impairment loss provision for financial assets — net | 60,488 | 68,995 | - Cost of inventories and property inventories recognized increased from **HK$232,466 thousand** in 2024 to **HK$304,083 thousand** in 2025[24](index=24&type=chunk) - Net impairment loss provision for financial assets decreased from **HK$68,995 thousand** in 2024 to **HK$60,488 thousand** in 2025[24](index=24&type=chunk) [Finance Costs — Net](index=12&type=section&id=%E8%B2%A1%E5%8B%99%E6%88%90%E6%9C%AC%20%E2%80%94%20%E6%B7%A8%E9%A1%8D) In the first half of 2025, the Group's net finance costs significantly increased to HK$38,931 thousand, primarily due to a substantial decrease in interest income from financial assets measured at amortized cost, coupled with increased finance costs for bank loans and corporate bonds Finance Costs — Net (For the six months ended June 30) | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Total finance income | 15,645 | 53,946 | | Interest income from bank deposits | 11,263 | 17,383 | | Interest income from financial assets measured at amortized cost | 4,382 | 36,563 | | Total finance costs | (54,576) | (65,047) | | Finance costs on bank loans | (6,880) | (8,676) | | Finance costs on corporate bonds | (15,055) | (9,384) | | Finance costs on other loans | (32,258) | (46,706) | | **Finance costs — net** | **(38,931)** | **(11,101)** | - Interest income from financial assets measured at amortized cost significantly decreased from **HK$36,563 thousand** in 2024 to **HK$4,382 thousand** in 2025[25](index=25&type=chunk) - Finance costs on corporate bonds increased from **HK$9,384 thousand** in 2024 to **HK$15,055 thousand** in 2025[25](index=25&type=chunk) [Income Tax Expense/(Credit)](index=13&type=section&id=%E6%89%80%E5%BE%97%E7%A8%85%E9%96%8B%E6%94%AF%E2%95%B1%EF%BC%88%E6%8A%B5%E5%85%8D%EF%BC%89) In the first half of 2025, the Group incurred an income tax expense of HK$11,037 thousand, compared to an income tax credit of HK$19,438 thousand in the same period of 2024, primarily due to temporary differences arising from fair value losses on investment properties and write-off of inventories Income Tax Expense/(Credit) (For the six months ended June 30) | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Current tax | 3,915 | 4,265 | | Over-provision in prior year | 6,790 | 1,605 | | Deferred tax | 332 | (25,308) | | **Total** | **11,037** | **(19,438)** | - Hong Kong profits tax provision is calculated at a rate of **16.5%** on the estimated assessable profits, with some qualifying corporations subject to a two-tiered tax rate of **8.25%** and **16.5%**[26](index=26&type=chunk) - The statutory income tax rate for PRC operating entities is **25%**[27](index=27&type=chunk) [Loss Per Share](index=14&type=section&id=%E6%AF%8F%E8%82%A1%E8%99%A7%E6%90%8D) For the six months ended June 30, 2025, the basic loss per share attributable to owners of the Company narrowed to 1.78 HK cents, compared to 2.98 HK cents in the prior year, with diluted loss per share being the same as basic loss per share due to the absence of potential dilutive ordinary shares during the period Loss Per Share (For the six months ended June 30) | Indicator | 2025 (HK cents) | 2024 (HK cents) | | :--- | :--- | :--- | | Basic loss per share | (1.78) | (2.98) | | Diluted loss per share | (1.78) | (2.98) | - Loss attributable to owners of the Company decreased from **HK$79,768 thousand** in 2024 to **HK$47,714 thousand** in 2025[32](index=32&type=chunk) - The weighted average number of ordinary shares in issue was **2,680,000,000** for both periods, thus diluted loss per share is the same as basic loss per share[28](index=28&type=chunk)[30](index=30&type=chunk) [Dividends](index=14&type=section&id=%E8%82%A1%E6%81%AF) The Board does not recommend the declaration of an interim dividend for the six months ended June 30, 2025 and 2024, and no final dividends for any prior financial year were approved or paid during these periods - The Board does not recommend the declaration of an interim dividend for the six months ended June 30, 2025 and 2024[33](index=33&type=chunk) - No final dividends for any prior financial year were approved or paid by the Board during the six months ended June 30, 2025 and 2024[33](index=33&type=chunk) [Financial Assets at Fair Value Through Other Comprehensive Income](index=15&type=section&id=%E6%8C%89%E5%85%AC%E5%B9%B3%E5%80%BC%E8%A8%88%E5%85%A5%E5%85%B6%E4%BB%96%E5%85%A8%E9%9D%A2%E6%94%B6%E7%9B%8A%E7%9A%84%E9%87%91%E8%9E%8D%E8%B3%87%E7%94%A2) As of June 30, 2025, the Group's total financial assets at fair value through other comprehensive income amounted to HK$17,854 thousand, a decrease from HK$23,312 thousand as of December 31, 2024, primarily due to changes in the fair value of Hong Kong listed equity securities Financial Assets at Fair Value Through Other Comprehensive Income (HK$ thousand) | Asset Class | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Listed shares — US | 64 | 110 | | Listed shares — Hong Kong | 3,932 | 18,996 | | Unlisted shares | 13,858 | 4,206 | | **Total** | **17,854** | **23,312** | - The fair value of Hong Kong listed equity securities decreased from **HK$18,996 thousand** as of December 31, 2024, to **HK$3,932 thousand** as of June 30, 2025[34](index=34&type=chunk) - The fair value of unlisted shares increased from **HK$4,206 thousand** as of December 31, 2024, to **HK$13,858 thousand** as of June 30, 2025[34](index=34&type=chunk) [Loans and Advances](index=16&type=section&id=%E8%B2%B8%E6%AC%BE%E5%8F%8A%E5%A2%8A%E6%AC%BE) As of June 30, 2025, the Group's net loans and advances decreased to HK$85,644 thousand from HK$147,301 thousand as of December 31, 2024, primarily due to increased impairment provisions, while margin loans receivable are secured by pledged securities, and the market value of collateral has increased Loans and Advances (HK$ thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Loans and advances | 761,934 | 768,050 | | Margin loans receivable | 75,281 | 78,234 | | **Total** | **837,215** | **846,284** | | Less: Impairment provision | (751,571) | (698,983) | | **Net** | **85,644** | **147,301** | - Impairment provision increased from **HK$698,983 thousand** as of December 31, 2024, to **HK$751,571 thousand** as of June 30, 2025[36](index=36&type=chunk) - Margin loans receivable are secured by securities pledged by customers to the Group, with the undiscounted market value increasing from **HK$231,008,800** as of December 31, 2024, to **HK$266,837,400** as of June 30, 2025[36](index=36&type=chunk) [Trade Receivables](index=17&type=section&id=%E6%87%89%E6%94%B6%E8%B2%BF%E6%98%93%E8%B3%B4%E6%AC%BE) As of June 30, 2025, the Group's net trade receivables increased to HK$333,589 thousand from HK$268,160 thousand as of December 31, 2024, with a significant increase in trade receivables aged over 120 days Trade Receivables (HK$ thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Gross trade receivables | 347,180 | 282,795 | | Less: Impairment provision | (13,591) | (14,635) | | **Net** | **333,589** | **268,160** | Ageing Analysis of Trade Receivables (HK$ thousand) | Ageing | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | 0 to 30 days | 84,157 | 79,560 | | 31 to 60 days | 21,631 | 25,087 | | 61 to 90 days | 19,298 | 12,792 | | 91 to 120 days | 15,474 | 125,348 | | Over 120 days | 206,620 | 40,008 | | **Total** | **347,180** | **282,795** | - Trade receivables aged over **120 days** significantly increased from **HK$40,008 thousand** as of December 31, 2024, to **HK$206,620 thousand** as of June 30, 2025[38](index=38&type=chunk) [Financial Assets at Fair Value Through Profit or Loss](index=17&type=section&id=%E6%8C%89%E5%85%AC%E5%B9%B3%E5%80%BC%E8%A8%88%E5%85%A5%E6%90%8D%E7%9B%8A%E7%9A%84%E9%87%91%E8%9E%8D%E8%B3%87%E7%94%A2) As of June 30, 2025, the Group's total financial assets at fair value through profit or loss increased to HK$209,867 thousand from HK$198,353 thousand as of December 31, 2024, primarily driven by the growth in debt investments at fair value through profit or loss Financial Assets at Fair Value Through Profit or Loss (HK$ thousand) | Asset Class | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Listed securities — Hong Kong equity securities | 13,087 | 20,585 | | Debt investments at fair value through profit or loss | 196,780 | 177,768 | | **Total** | **209,867** | **198,353** | - Debt investments at fair value through profit or loss increased from **HK$177,768 thousand** as of December 31, 2024, to **HK$196,780 thousand** as of June 30, 2025[39](index=39&type=chunk) [Trade and Bills Payables](index=18&type=section&id=%E6%87%89%E4%BB%98%E8%B2%BF%E6%98%93%E8%B3%B4%E6%AC%BE%E5%8F%8A%E6%87%89%E4%BB%98%E7%A5%A8%E6%93%9A) As of June 30, 2025, the Group's total trade and bills payables slightly increased to HK$1,075,985 thousand from HK$1,066,430 thousand as of December 31, 2024, with payables aged over 120 days still constituting a significant proportion Trade and Bills Payables (HK$ thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Trade payables | 1,040,776 | 1,053,031 | | Bills payable | 35,209 | 13,399 | | **Total** | **1,075,985** | **1,066,430** | Ageing Analysis of Trade and Bills Payables (HK$ thousand) | Ageing | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | 0 to 30 days | 221,489 | 212,588 | | 31 to 60 days | 6,110 | 10,266 | | 61 to 90 days | 5,440 | 3,731 | | 91 to 120 days | 2,659 | 5,440 | | Over 120 days | 840,287 | 834,405 | | **Total** | **1,075,985** | **1,066,430** | - Bills payable increased from **HK$13,399 thousand** as of December 31, 2024, to **HK$35,209 thousand** as of June 30, 2025[40](index=40&type=chunk) [Management Discussion and Analysis](index=19&type=section&id=%E7%AE%A1%E7%90%86%E5%B1%A4%E8%A8%8E%E8%AB%96%E8%88%87%E5%88%86%E6%9E%90) This section provides an overview of the global and Hong Kong economic environment, a detailed review of the Group's business segments, future outlook, and a comprehensive financial review [Global and Hong Kong Economic Review](index=19&type=section&id=%E5%85%A8%E7%90%83%E5%8F%8A%E9%A6%99%E6%B8%AF%E7%B6%93%E6%BF%9F%E5%9B%9E%E9%A1%A7) In the first half of 2025, the global economy faced challenges including slowing growth, inflation, geopolitical conflicts, and supply chain restructuring, while Hong Kong's stock market performed strongly with a significant increase in IPO fundraising, but the real economy and property market remained weak, against which the Group made significant progress - The International Monetary Fund (IMF) forecasts global GDP growth of **3.2%** for 2025, while the United Nations Conference on Trade and Development (UNCTAD) projects **2.7%**, indicating a slowdown in global economic growth[41](index=41&type=chunk) - In the first half of 2025, Hong Kong saw **42** new listings, a **40%** year-on-year increase, with total IPO fundraising exceeding **HK$107 billion**, surpassing the total for the entire previous year[42](index=42&type=chunk) - The total value of property sales and purchase agreements in Hong Kong decreased by **1.4%** year-on-year in the first half, indicating a generally weak property market[42](index=42&type=chunk) [Business Review](index=20&type=section&id=%E6%A5%AD%E5%8B%99%E5%9B%9E%E9%A1%A7) The Group achieved significant progress across its business operations in the first half of 2025, with automation business showing encouraging growth, property investment and development significantly narrowing operating losses, financial services maintaining stability amidst challenges, and securities investment turning from profit to loss - The Group achieved significant progress in its various business operations in the first half of 2025, evidenced by encouraging growth in the automation business and important financial support for property investment projects[43](index=43&type=chunk) [Automation Business Review](index=20&type=section&id=%E8%87%AA%E5%8B%95%E5%8C%96%E6%A5%AD%E5%8B%99%E5%9B%9E%E9%A1%A7) The automation segment achieved strong revenue growth of 54.4% to HK$352.7 million in the first half of 2025, accounting for 77.3% of the Group's total revenue, primarily driven by overseas market revenue growth exceeding 100% and product structure optimization, with operating profit increasing by 17.1% to HK$19.7 million, as the company actively expanded overseas markets and benefited from China's thriving electronic manufacturing industry and large-scale equipment renewal policies Automation Segment Performance (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | Year-on-year growth | | :--- | :--- | :--- | :--- | | Revenue | 352.7 | 228.4 | 54.4% | | % of Group's total revenue | 77.3% | 60.2% | - | | Operating profit | 19.7 | 16.8 | 17.1% | - Overseas market revenue showed strong growth, increasing by **over 100%** compared to the same period last year[44](index=44&type=chunk) - Jiali Technology has proactively expanded into overseas markets, establishing sales and service networks in Southeast Asia[45](index=45&type=chunk) - The Chinese government is promoting large-scale equipment renewal in the industrial sector, providing significant demand support for high-end, intelligent, and green manufacturing equipment[45](index=45&type=chunk) [Property Investment and Business Development Review](index=22&type=section&id=%E7%89%A9%E6%A5%AD%E6%8A%95%E8%B3%87%E5%8F%8A%E6%A5%AD%E5%8B%99%E7%99%BC%E5%B1%95%E5%9B%9E%E9%A1%A7) In the first half of 2025, the property investment and development segment's revenue decreased by 32.2% to HK$84.1 million, but its operating performance turned profitable to HK$26.9 million, primarily due to reduced losses from the disposal of property, plant, and equipment, while the Shenzhen Bangkai Science Park's occupancy rate declined due to apartment renovations and office market competition, but it secured bank credit support and accelerated Phase III construction, and the Ganzhou project recouped funds through auction, with the Shantou project maintaining stable leasing but poor sales Property Investment and Development Segment Performance (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | Year-on-year change | | :--- | :--- | :--- | :--- | | Revenue | 84.1 | 124.1 | (32.2)% | | % of Group's total revenue | 18.4% | 32.7% | - | | Operating profit/(loss) | 26.9 | (54.5) | Turned profitable | | Reason for reduction in operating loss | Loss on disposal of property, plant and equipment reduced by approximately HK$63.0 million | - | - | [Shenzhen Bangkai Science Park Project](index=23&type=section&id=%E6%B7%B1%E5%9C%B3%E9%82%A6%E5%87%B1%E7%A7%91%E6%8A%80%E5%9B%AD%E9%A0%85%E7%9B%AE) Bangkai Science Park's occupancy rate was approximately 81.6% in the first half, affected by apartment renovations and office market competition, but it secured credit support of up to RMB625 million from Bank of China Shenzhen Guangming Branch and is accelerating Phase III construction, with talent apartments expected to be operational by the end of 2026 - Bangkai Science Park's occupancy rate was approximately **81.6%** in the first half, affected by apartment renovations and office market competition[49](index=49&type=chunk) - Secured credit support of up to **RMB625 million** from Bank of China Shenzhen Guangming Branch[49](index=49&type=chunk) - Phase III construction of the industrial park is accelerating, with over **60,000 square meters** of talent apartments expected to be operational as early as the end of **2026**[49](index=49&type=chunk) [Ganzhou Project](index=23&type=section&id=%E8%B3%BA%E5%B7%9E%E9%A0%85%E7%9B%AE) The Group has sold two hotel properties and office buildings in Ganzhou through public auction to recoup cash, currently still holds and operates two commercial plazas, Ganzhou Century City and Ganzhou Taikoo City, with stable leasing, and plans to publicly auction Ganzhou Taikoo City Huanlehui Shopping Mall to further improve its financial position - Two hotel properties and office buildings in Ganzhou have been successfully sold through public auction to expedite cash recovery[50](index=50&type=chunk) - Currently still holds and operates two large commercial plazas, Ganzhou Century City and Ganzhou Taikoo City, with an operating area exceeding **60,000 square meters**, and leasing conditions remain stable year-on-year[50](index=50&type=chunk) - The Group has publicly listed Ganzhou Taikoo City Huanlehui Shopping Mall for auction on Alibaba Asset Platform, expecting further improvement in funds upon successful auction[51](index=51&type=chunk) [Shantou Project](index=24&type=section&id=%E6%B1%95%E9%A0%AD%E9%A0%85%E7%9B%AE) In the first half of 2025, leasing at the Shantou Taisheng project remained stable with an occupancy rate above 70%, but other property sales were dismal due to the sluggish real estate market, and the project is currently focused on settlement with the general contractor, China Construction Second Engineering Bureau Third Company - Leasing at the Shantou Taisheng project remained stable, with an occupancy rate maintained at **over 70%**[52](index=52&type=chunk) - Other property sales were dismal due to the sluggish real estate market in Shantou[52](index=52&type=chunk) [Financial Services Business Review](index=24&type=section&id=%E9%87%91%E8%9E%8D%E6%9C%8D%E5%8B%99%E6%A5%AD%E5%8B%99%E5%9B%9E%E9%A1%A7) In the first half of 2025, the financial services segment's net income was approximately HK$22.9 million, a 7.7% year-on-year decrease, with operating profit of approximately HK$10.5 million, a 45.2% year-on-year decrease, as securities brokerage services faced pressure on commission income and margin financing interest spreads amidst market volatility and high interest rates, asset management business had approximately HK$3.9 billion in assets under management, and lending business adopted strict credit controls, with the overall weighted average loan-to-value ratio of the loan portfolio rising to 96.6% Financial Services Segment Performance (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | Year-on-year change | | :--- | :--- | :--- | :--- | | Net income | 22.9 | 24.8 | (7.7)% | | % of Group's total revenue | 5.0% | 6.5% | - | | Operating profit | 10.5 | 19.2 | (45.2)% | [Securities Brokerage Services](index=24&type=section&id=%E8%AD%89%E5%88%B8%E7%B6%93%E7%B4%80%E6%9C%8D%E5%8B%99) The securities brokerage team continued to serve listed issuers, institutional, and high-net-worth clients, facing pressure on commission income due to Hong Kong's volatile Hang Seng Index, low trading volume, and squeezed margin financing interest spreads from high interest rates, leading to reduced retail investment participation, while the asset management team managed approximately HK$3.9 billion in assets - The Hong Kong Hang Seng Index fluctuated between **18,670** and **24,800** points, with trading volume remaining sluggish[54](index=54&type=chunk) - High interest rates led to squeezed margin financing interest spreads, and decreased retail investment participation resulted in sustained pressure on commission income[54](index=54&type=chunk) - As of June 30, 2025, the asset management team managed approximately **HK$3.9 billion** in total assets[55](index=55&type=chunk) [Lending Business](index=25&type=section&id=%E6%94%BE%E8%B2%B8%E6%A5%AD%E5%8B%99) Baoxin Credit Limited primarily provides share mortgage loans, property mortgage loans, and secured loans, and in response to economic and property market challenges, the company implemented strict credit controls, resulting in the overall weighted average loan-to-value ratio of its loan portfolio increasing from 65.4% in 2024 to 96.6% in 2025, with a significant reduction in active accounts and loan customers - Baoxin Credit adopted strict credit controls, with the overall weighted average loan-to-value ratio of its loan portfolio increasing from **65.4%** in 2024 to **96.6%** in 2025[56](index=56&type=chunk) - As of June 30, 2025, Baoxin Credit had **1** active account, compared to **5** in 2024[60](index=60&type=chunk) - Total share mortgage loans receivable accounted for approximately **zero** of Baoxin Credit's total loans receivable (2024: **59.8%**), and total property mortgage loans receivable accounted for approximately **zero** (2024: **20.9%**)[59](index=59&type=chunk) [Compliance with Ordinances and Regulations](index=25&type=section&id=%E9%81%B5%E5%AE%88%E6%A2%9D%E4%BE%8B%E5%8F%8A%E8%A6%8F%E4%BE%8B) Baoxin Credit strictly complies with the Money Lenders Ordinance and the Anti-Money Laundering and Counter-Terrorist Financing Ordinance, and during this period, no objections were raised against its license renewal, and policies and procedures have been established to mitigate money laundering and terrorist financing risks - Baoxin Credit strictly complies with the Money Lenders Ordinance and the Anti-Money Laundering and Counter-Terrorist Financing Ordinance[57](index=57&type=chunk) - During this period, no objections were raised by the Registrar of Money Lenders or the Commissioner of Police regarding the renewal of its money lender's license[57](index=57&type=chunk) [Business Model and Loan Portfolio](index=26&type=section&id=%E6%A5%AD%E5%8B%99%E6%A8%A1%E5%BC%8F%E5%8F%8A%E8%B2%B8%E6%AC%BE%E7%B5%84%E5%90%88) Baoxin Credit primarily offers share mortgage loans, property mortgage loans, and secured loans, but as of June 30, 2025, the proportion of share mortgage loans and property mortgage loans in the total loan portfolio significantly decreased, along with a substantial reduction in active accounts and customer numbers - As of June 30, 2025, total share mortgage loans receivable accounted for approximately **zero** of Baoxin Credit's total loans receivable (2024: **59.8%**)[59](index=59&type=chunk) - As of June 30, 2025, total property mortgage loans receivable accounted for approximately **zero** of Baoxin Credit's total loans receivable (2024: **20.9%**)[59](index=59&type=chunk) - As of June 30, 2025, Baoxin Credit had **1** active account (2024: **5**), including **1** corporate client (2024: **4**)[60](index=60&type=chunk) [Credit Approval Procedures and Credit Risk Assessment Policy](index=27&type=section&id=%E4%BF%A1%E8%B2%B8%E5%AF%A9%E6%89%B9%E7%A8%8B%E5%BA%8F%E5%8F%8A%E4%BF%A1%E8%B2%B8%E9%A2%A8%E9%9A%AA%E8%A9%95%E4%BC%B0%E6%94%BF%E7%AD%96) Before accepting loan applications, Baoxin Credit conducts Know-Your-Client procedures to verify identity and assess credit and money laundering risks, with the credit team recommending proposed loan terms to management based on application materials and KYC results, primarily considering collateral quality, loan-to-value ratio, loan amount, tenor, and client net worth - Baoxin Credit will perform Know-Your-Client procedures to verify client identity and assess relevant credit and money laundering risks[62](index=62&type=chunk) - Key factors for loan approval include collateral quality, loan-to-value ratio, loan amount, tenor, and client net worth[63](index=63&type=chunk)[67](index=67&type=chunk) [Loan Impairment Assessment](index=28&type=section&id=%E8%B2%B8%E6%AC%BE%E6%B8%9B%E5%80%BC%E8%A9%95%E4%BC%B0) The Group has established policies and procedures to appropriately assess and measure expected credit losses in accordance with the impairment requirements of HKFRS 9, with changes in impairment provisions and write-offs for loans and interest receivables disclosed in Note 12 - The Group has established policies and procedures to assess and measure expected credit losses in accordance with the impairment requirements of Hong Kong Financial Reporting Standard 9[64](index=64&type=chunk) [Securities Investment](index=28&type=section&id=%E8%AD%89%E5%88%B8%E6%8A%95%E8%B3%87) In the first half of 2025, the Group's securities investment business incurred a loss of approximately HK$3.2 million, compared to a profit of approximately HK$2.1 million in the same period last year, with the segment's operating profit at HK$2.0 million, compared to an operating loss of approximately HK$3.0 million in the prior year Securities Investment Performance (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | | :--- | :--- | :--- | | Business income/(loss) | (3.2) | 2.1 | | Operating profit/(loss) | 2.0 | (3.0) | - The Group continues to adjust its investment strategy, adopting a cautious approach to address uncertainties in the financial markets[65](index=65&type=chunk) [Other Investments](index=28&type=section&id=%E5%85%B6%E4%BB%96%E6%8A%95%E8%B3%87) As of June 30, 2025, the Company held a 32% equity interest in Yunnan International Holdings Group Limited, which primarily engages in clean energy, health, investment management, new energy, and financial services, aiming to participate in the "Belt and Road" strategic initiative - The Company holds a **32%** equity interest in Yunnan International Holdings Group Limited, which primarily engages in clean energy, health, investment management, new energy, and financial services[66](index=66&type=chunk) - The establishment of the associate company aims to participate in the "Belt and Road" strategic initiative[66](index=66&type=chunk) [Business Outlook](index=29&type=section&id=%E6%A5%AD%E5%8B%99%E5%B1%95%E6%9C%9B) The Group remains optimistic about the automation business outlook, continuing to deepen its presence in high-end electronic intelligent manufacturing, expand overseas markets, and explore new business opportunities, while property investment projects will focus on leasing promotion, efficient cash collection, and accelerated construction, and financial services will deepen client relationships, expand product capabilities, and seek cross-border business opportunities [Automation Business Outlook](index=29&type=section&id=%E8%87%AA%E5%8B%95%E5%8C%96%E6%A5%AD%E5%8B%99%E5%B1%95%E6%9C%9B) The Group remains optimistic about the automation segment's prospects and growth potential, anticipating significant market development space driven by national initiatives for new quality productive forces, recovery in the consumer electronics market, and increased demand for AI application terminals, while accelerating overseas expansion with the Vietnam subsidiary expected to be operational in the second half, and continuously monitoring development opportunities in semiconductor and AI-related fields - The nation encourages the development of new quality productive forces, new and emerging electronic manufacturing will continue to grow, and increasingly widespread AI application scenarios will foster more AI application terminals[68](index=68&type=chunk) - The company will accelerate its pace with clients to provide more comprehensive intelligent manufacturing and service solutions overseas, with the Vietnam subsidiary expected to complete establishment and commence operations in the second half of the year[68](index=68&type=chunk) - The company will continue to monitor development opportunities in semiconductor and artificial intelligence-related fields, including but not limited to seeking distribution and investment opportunities across the industry value chain[69](index=69&type=chunk) [Property Investment Project Outlook](index=30&type=section&id=%E7%89%A9%E6%A5%AD%E6%8A%95%E8%B3%87%E9%A0%85%E7%9B%AE%E5%B1%95%E6%9C%9B) The Group will continue to focus on leasing promotion, efficient rent collection, and Phase III construction of Shenzhen Bangkai Science Park to enhance brand value, while the Ganzhou project will aim to enhance the unique appeal of Global Plaza, attract large children's entertainment and F&B businesses, and offer parking space sales incentives, and the Shantou project will streamline sales and leasing strategies, promote sales, deliver completed buildings on time, and seek contract renewals with major and government clients - Shenzhen Bangkai Science Park aims to enhance occupancy rates and collection rates for receivables, while accelerating Phase III project construction and striving to attract high-quality national high-tech enterprises and specialized, sophisticated, distinctive, and innovative enterprises to the park[71](index=71&type=chunk) - Ganzhou Global Plaza will renovate its ancient tree plaza, create unique features to attract customers, and draw in large children's entertainment and F&B businesses, while also launching parking space sales promotions[72](index=72&type=chunk) - The Shantou development project will streamline sales and leasing strategies to promote sales and ensure timely delivery of completed buildings, while also seeking contract renewals with major and government clients[73](index=73&type=chunk) [Shenzhen Development Project](index=30&type=section&id=%E6%B7%B1%E5%9C%B3%E7%99%BC%E5%B1%95%E9%A0%85%E7%9B%AE) Shenzhen Bangkai Science Park will focus on leasing promotion and efficient rent collection to improve occupancy and collection rates, while accelerating Phase III project construction and striving to attract high-quality national high-tech and specialized, sophisticated, distinctive, and innovative enterprises to enhance the park's brand value - Shenzhen Bangkai Science Park focuses on leasing promotion and efficient rent collection, aiming to enhance occupancy rates and collection rates for receivables[71](index=71&type=chunk) - The Group will continue to enhance the park's brand value, striving to attract high-quality national high-tech enterprises and specialized, sophisticated, distinctive, and innovative enterprises to the park[71](index=71&type=chunk) [Ganzhou Development Project](index=30&type=section&id=%E8%B3%BA%E5%B7%9E%E7%99%BC%E5%B1%95%E9%A0%85%E7%9B%AE) The Group is committed to enhancing the unique appeal of Ganzhou Global Plaza by renovating the ancient tree plaza and creating distinctive features to attract customers, while also conducting business planning and tenant recruitment based on market demand to draw in large children's entertainment and F&B businesses, and offering parking space sales incentives to boost sales rates - The Group is committed to enhancing the unique appeal of Ganzhou Global Plaza by renovating its ancient tree plaza and creating distinctive features to attract customers[72](index=72&type=chunk) - Will combine market demand with tenant recruitment and business planning to attract large children's entertainment and F&B businesses[72](index=72&type=chunk) [Shantou Development Project](index=30&type=section&id=%E6%B1%95%E9%A0%AD%E7%99%BC%E5%B1%95%E9%A0%85%E7%9B%AE) The Group is streamlining the sales and leasing strategies for the Shantou development project to meet market demand, focusing on promoting sales and ensuring timely delivery of completed buildings, while leveraging its existing tenant network to explore new sales opportunities, seeking contract renewals with major and government clients, and closely monitoring market trends to adjust promotion strategies - The Group is streamlining the sales and leasing strategies for the Shantou development project to meet market demand, focusing on promoting sales and ensuring timely delivery of completed buildings[73](index=73&type=chunk) - The Group also strives to renew contracts with major and government clients, maintaining important partnerships, and attracting new clients by promoting project details and policy advantages[73](index=73&type=chunk) [Financial Services Business Outlook](index=31&type=section&id=%E9%87%91%E8%9E%8D%E6%9C%8D%E5%8B%99%E6%A5%AD%E5%8B%99%E5%B1%95%E6%9C%9B) Despite challenging market conditions, the Group's securities brokerage business recorded solid performance with significantly improved commission income and profitability, and will continue to focus on deepening client relationships, expanding product capabilities, and seeking cross-border business opportunities to navigate complex markets and deliver sustainable value to clients and stakeholders - Increased trading activity in the Hong Kong and US stock markets led to a significant improvement in commission income and overall profitability[74](index=74&type=chunk) - The brokerage business will continue to focus on deepening client relationships, expanding product capabilities, and seeking cross-border business opportunities[74](index=74&type=chunk) [Financial Review](index=31&type=section&id=%E8%B2%A1%E5%8B%99%E5%9B%9E%E9%A1%A7) The Group's revenue increased by 20.3% to HK$456.5 million in the first half of 2025, primarily driven by the automation segment, while gross profit margin decreased to 26.9%, and loss for the period narrowed to HK$47.7 million, mainly due to reduced other losses and decreased write-off of property inventories [Revenue](index=31&type=section&id=%E6%94%B6%E7%9B%8A) The Group's revenue for the six months ended June 30, 2025, increased by 20.3% to approximately HK$456.5 million, with the automation segment being the primary revenue source, accounting for 77.3% of total revenue and growing by 54.4% year-on-year, while property investment and development segment revenue decreased by 32.2% Segment Revenue Analysis (For the six months ended June 30) | Segment | 2025 (HK$ million) | % of total revenue | 2024 (HK$ million) | % of total revenue | Percentage change | | :--- | :--- | :--- | :--- | :--- | :--- | | Automation | 352.7 | 77.3% | 228.4 | 60.2% | 54.4% | | Financial Services | 22.9 | 5.0% | 24.8 | 6.5% | (7.7)% | | Property Investment and Development | 84.1 | 18.4% | 124.1 | 32.7% | (32.2)% | | Securities Investment | (3.2) | (0.7)% | 2.1 | 0.6% | (256.3)% | | **Total** | **456.5** | **100%** | **379.4** | **100.0%** | **20.3%** | - The automation segment and the property investment and development segment are the Group's primary revenue sources, accounting for **77.3%** and **18.4%** of total revenue, respectively[77](index=77&type=chunk) [Gross Profit and Gross Profit Margin](index=32&type=section&id=%E6%AF%9B%E5%88%A9%E5%8F%8A%E6%AF%9B%E5%88%A9%E7%8E%87) Gross profit slightly increased by 0.04% to HK$122.9 million, but the gross profit margin decreased to 26.9% (2024: 32.4%), primarily due to reduced rental income from investment properties and gross loss from securities investment Gross Profit and Gross Profit Margin (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | Change | | :--- | :--- | :--- | :--- | | Gross profit | 122.9 | 122.8 | 0.04% | | Gross profit margin | 26.9% | 32.4% | (5.5) percentage points | - The decrease in gross profit margin was mainly due to reduced rental income from investment properties and gross loss from securities investment[78](index=78&type=chunk) [Other Income/(Loss) — Net](index=32&type=section&id=%E5%85%B6%E4%BB%96%E6%94%B6%E7%9B%8A%E2%95%B1%EF%BC%88%E8%99%A7%E6%90%8D%EF%BC%89%E2%80%94%20%E6%B7%A8%E9%A1%8D) Net other income for the period was approximately HK$0.2 million, compared to a net other loss of approximately HK$60.1 million in the prior year, primarily due to the disposal of property, plant, and equipment turning from a loss to a gain Other Income/(Loss) — Net (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | | :--- | :--- | :--- | | Other income/(loss) — net | 0.2 | (60.1) | | Gain/(loss) on disposal of property, plant and equipment | 0.007 | (60.6) | [Other Income](index=32&type=section&id=%E5%85%B6%E4%BB%96%E6%94%B6%E5%85%A5) Other income increased by 66.5% to approximately HK$5.4 million, primarily due to an increase in handling fee income of approximately HK$2.5 million Other Income (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | Growth rate | | :--- | :--- | :--- | :--- | | Other income | 5.4 | 3.2 | 66.5% | | Increase in handling fee income | 2.5 | - | - | [Distribution Costs](index=32&type=section&id=%E5%88%86%E9%8A%B7%E6%88%90%E6%9C%AC) Distribution costs increased by 18.0% to approximately HK$10.5 million, representing 2.3% of total revenue, mainly due to an increase in commission expenses of approximately HK$3.1 million Distribution Costs (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | Growth rate | | :--- | :--- | :--- | :--- | | Distribution costs | 10.5 | 8.9 | 18.0% | | % of total revenue | 2.3% | 2.3% | - | | Increase in commission expenses | 3.1 | - | - | [Administrative Expenses](index=32&type=section&id=%E8%A1%8C%E6%94%BF%E8%B2%BB%E7%94%A8) Administrative expenses decreased by 5.3% to approximately HK$68.7 million, primarily due to a reduction in depreciation of property, plant, and equipment of approximately HK$2.0 million and an increase in net foreign exchange gain of approximately HK$2.1 million Administrative Expenses (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | Change | | :--- | :--- | :--- | :--- | | Administrative expenses | 68.7 | 72.5 | (5.3)% | | Decrease in depreciation of property, plant and equipment | 2.0 | - | - | | Increase in net foreign exchange gain | 2.1 | - | - | [Finance Costs — Net](index=33&type=section&id=%E8%B2%A1%E5%8B%99%E6%88%90%E6%9C%AC%20%E2%80%94%20%E6%B7%A8%E9%A1%8D) Net finance costs increased to approximately HK$38.9 million (2024: HK$11.1 million), primarily due to a decrease in interest income from financial assets measured at amortized cost of approximately HK$32.2 million Finance Costs — Net (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | | :--- | :--- | :--- | | Net finance costs | 38.9 | 11.1 | | Decrease in interest income from financial assets measured at amortized cost | 32.2 | - | [Income Tax (Expense)/Credit](index=33&type=section&id=%E6%89%80%E5%BE%97%E7%A8%85%EF%BC%88%E9%96%8B%E6%94%AF%EF%BC%89%E2%95%B1%E6%8A%B5%E5%85%8D) Income tax expense was approximately HK$11.0 million (2024: income tax credit of approximately HK$19.4 million), mainly attributable to temporary differences arising from fair value losses on investment properties and write-off of inventories Income Tax (Expense)/Credit (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | | :--- | :--- | :--- | | Income tax expense/credit | 11.0 | (19.4) | [Loss Attributable to Owners of the Company](index=33&type=section&id=%E6%9C%AC%E5%85%AC%E5%8F%B8%E6%93%81%E6%9C%89%E4%BA%BA%E6%87%89%E5%8D%A0%E8%99%A7%E6%90%8D) Loss attributable to owners of the Company narrowed to approximately HK$47.7 million (2024: HK$79.8 million), primarily due to reduced other losses and decreased write-off of property inventories Loss Attributable to Owners of the Company (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | | :--- | :--- | :--- | | Loss attributable to owners of the Company | 47.7 | 79.8 | | Other losses (2024) | 60.1 | - | | Write-off of property inventories (2025) | 7.2 | 68.0 | - The reduction in loss was mainly due to a loss of approximately **HK$60.1 million** from the disposal of property, plant and equipment in the same period of 2024, compared to other income of approximately **HK$0.2 million** in the current period[85](index=85&type=chunk) - Write-off of property inventories amounted to approximately **HK$7.2 million** in the current period (2024: approximately **HK$68.0 million**)[85](index=85&type=chunk) [Financial Resources Review](index=33&type=section&id=%E8%B2%A1%E5%8B%99%E8%B3%87%E6%BA%90%E5%9B%9E%E9%A1%A7) The Group maintained a healthy financial position with increased cash and cash equivalents, improved net current assets and current ratio, while the gearing ratio slightly increased, and the borrowing structure includes corporate bonds, bank loans, and other loans, with certain assets pledged [Liquidity and Financial Resources](index=33&type=section&id=%E6%B5%81%E5%8B%95%E8%B3%87%E9%87%91%E5%8F%8A%E8%B2%A1%E5%8B%99%E8%B3%87%E6%BA%90) As of June 30, 2025, the Group's cash and cash equivalents increased to HK$981.3 million, net current assets rose to HK$1,196.5 million, and the current ratio improved to 1.4, with a gearing ratio of 31.6%, and total borrowings comprising corporate bonds, bank loans, and other loans Liquidity and Financial Resources (HK$ thousand) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Cash and cash equivalents | 981.3 | 777.7 | | Net current assets | 1,196.5 | 874.5 | | Current ratio | 1.4 | 1.2 | | Gearing ratio | 31.6% | 28.8% | | Corporate bonds | 402 | 290 | | Bank loans | 749.9 | 195.9 | | Other loans | 631.8 | 1,124.0 | - Bank loans significantly increased from **HK$195.9 million** as of December 31, 2024, to **HK$749.9 million** as of June 30, 2025[86](index=86&type=chunk) - Other loans decreased from **HK$1,124.0 million** as of December 31, 2024, to **HK$631.8 million** as of June 30, 2025[86](index=86&type=chunk) [Pledged Assets](index=34&type=section&id=%E8%B3%87%E7%94%A2%E6%8A%B5%E6%8A%BC) As of June 30, 2025, the Group's borrowings were secured by guarantees from the Company, its shareholders, certain subsidiaries, and associates, as well as by property, plant, and equipment, investment properties, and pledged bank deposits, with certain properties under development also pledged as collateral for bank borrowings of associates - Borrowings are secured by guarantees provided by the Company, its shareholders, certain subsidiaries, and associates[87](index=87&type=chunk) Value of Pledged Assets (HK$ thousand) | Pledged Assets | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Property, plant and equipment | 149.5 | 149.9 | | Investment properties | 1,774.9 | 1,740.4 | | Pledged bank deposits | 237.8 | 237.8 | | Properties under development (as collateral for associate borrowings) | 244.0 | 240.3 | [Capital and Other Commitments](index=34&type=section&id=%E8%B3%87%E6%9C%AC%E5%8F%8A%E5%85%B6%E4%BB%96%E6%89%BF%E6%93%94) As of June 30, 2025, the Group's contracted but unprovided capital and other commitments amounted to approximately HK$4,286.9 million, primarily related to investment properties and property development expenditures Capital and Other Commitments (HK$ thousand) | Type of Commitment | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Investment properties and property development expenditures | 4,286.9 | 3,389.4 | | Investments in associates | - | 215.2 | [Currency Risk and Management](index=34&type=section&id=%E8%B2%A8%E5%B9%A3%E9%A2%A8%E9%9A%AA%E5%8F%8A%E7%AE%A1%E7%90%86) The Group's receipts and payments are primarily denominated in HKD, RMB, and USD, and due to the automation and property investment and development businesses mainly operating in mainland China, RMB exchange rate fluctuations will impact profitability, thus the Group will closely monitor RMB trends and consider entering into foreign exchange forward contracts to mitigate risks when necessary, though no such contracts were entered into during this period - The Group's receipts are primarily denominated in HKD, RMB, and USD, and payments are mainly made in HKD, RMB, and USD[89](index=89&type=chunk) - RMB exchange rate fluctuations will affect the Group's profitability, and the Group will closely monitor RMB trends[89](index=89&type=chunk) - The Group did not enter into any foreign exchange forward contracts during this period[89](index=89&type=chunk) [Future Capital Investment Plans and Expected Funding Sources](index=35&type=section&id=%E6%9C%AA%E4%BE%86%E8%B3%87%E6%9C%AC%E6%8A%95%E8%B3%87%E8%A8%88%E5%8A%83%E5%8F%8A%E9%A0%90%E6%9C%9F%E8%B3%87%E9%87%91%E4%BE%86%E6%BA%90) The Group's operating and capital expenditures are primarily funded through internal resources such as operating cash flow and owners' equity, as well as bank financing, and it expects to have ample resources and bank financing to meet its capital expenditures and working capital needs - The Group's operating and capital expenditures are primarily funded through internal resources such as operating cash flow and owners' equity, as well as bank financing[90](index=90&type=chunk) - The Group expects to have ample resources and bank financing to meet its capital expenditures and working capital needs[90](index=90&type=chunk) [Fundraising for Future Business Development](index=35&type=section&id=%E7%82%BA%E6%9C%AA%E4%BE%86%E6%A5%AD%E5%8B%99%E7%99%BC%E5%B1%95%E7%B1%8C%E9%9B%86%E8%B3%87%E9%87%91) When the Group identifies funding needs for expanding existing businesses and developing new ones, it will explore potential financing methods such as debt financing, placing new shares, or issuing corporate bonds - The Group will explore potential financing methods, such as debt financing, placing new shares, or issuing corporate bonds, to meet future business development funding needs[91](index=91&type=chunk) [Employees and Remuneration Policy](index=35&type=section&id=%E5%83%B1%E5%93%A1%E5%8F%8A%E8%96%AA%E9%85%AC%E6%94%BF%E7%AD%96) As of June 30, 2025, the Group employed 270 full-time employees in Hong Kong and China, with remuneration determined based on individual responsibility, talent, experience, and performance, as well as market compensation levels, offering benefits such as medical insurance and provident funds, and adopted a share option scheme in 2020 to encourage and reward employees - As of June 30, 2025, the Group employed **270** full-time employees in Hong Kong and China[92](index=92&type=chunk) - Employee remuneration is determined based on individual responsibility, talent, skills, experience, performance, and market compensation levels[92](index=92&type=chunk) - The Company adopted a share option scheme on June 2, 2020, to grant share options to eligible employees[92](index=92&type=chunk) [Events After Reporting Period](index=35&type=section&id=%E5%A0%B1%E5%91%8A%E6%9C%9F%E5%BE%8C%E4%BA%8B%E9%A0%85) On August 26, 2025, the Company entered into a placing agreement with its wholly-owned subsidiary, Baoxin Securities Limited, to place a maximum of 2,320,000,000 placing shares at HK$0.128 per share to no less than six placees, representing approximately 86.6% of the existing issued share capital - On August 26, 2025, the Company entered into a placing agreement with Baoxin Securities Limited to place a maximum of **2,320,000,000** placing shares at a price of **HK$0.128** per share[93](index=93&type=chunk) - The placing shares represent approximately **86.6%** of the Company's existing issued share capital as of the announcement date, and approximately **46.4%** of the issued share capital as enlarged by the placing[93](index=93&type=chunk) [Risks and Corporate Governance](index=36&type=section&id=%E9%A3%8E%E9%99%A9%E4%B8%8E%E5%85%AC%E5%8F%B8%E6%B2%BB%E7%90%86) This section outlines the Group's principal risks and uncertainties, including operational, industry, financial, human resources, and business risks, along with details on corporate governance practices and compliance [Principal Risks and Uncertainties](index=36&type=section&id=%E4%B8%BB%E8%A6%81%E9%A2%A8%E9%9A%AA%E5%8F%8A%E4%B8%8D%E7%A2%BA%E5%AE%9A%E5%9B%A0%E7%B4%A0) The Group faces operational, industry (financial services regulation, real estate market volatility, pandemic impact, securities market fluctuations), financial (market, liquidity, credit risks), human resources, and business risks, which the Group has identified and taken measures to manage, though risks cannot be entirely eliminated - The Group has identified principal risks and uncertainties including operational risk, industry risk, financial risk, human resources and retained risk, and business risk[95](index=95&type=chunk) [Operational Risk](index=36&type=section&id=%E6%93%8D%E4%BD%9C%E9%A2%A8%E9%9A%AA) Operational risk stems from financial or reputational losses due to inadequate or failed internal processes, systems, and people performance, which the Group manages through standard operating procedures, authorization limits, and reporting frameworks, while identifying, assessing, and reporting key operational risk issues - Operational risk is the risk of financial or reputational loss resulting from inadequate or failed internal processes, systems, and people performance[96](index=96&type=chunk) - The Group manages operational risk through standard operating procedures, authorization limits, and reporting frameworks guiding key functions, and identifies and assesses key operational risks[96](index=96&type=chunk) [Industry Risk](index=36&type=section&id=%E8%A1%8C%E6%A5%AD%E9%A2%A8%E9%9A%AA) The financial services business is subject to regulatory requirements and market changes, with non-compliance potentially leading to fines or business restrictions, while the property investment and development business is affected by real estate market conditions and government policies, the automation business by the pandemic, and the securities investment business is sensitive to market conditions and price fluctuations of held securities - The financial services business is subject to various regulatory requirements, and failure to comply with applicable rules and regulations may result in fines or business restrictions[97](index=97&type=chunk) - The property investment and development business is constrained by market fluctuations, economic performance, and government policies, with poor real estate market performance having a direct negative impact[98](index=98&type=chunk) - The automation business was inevitably affected by the COVID-19 pandemic[98](index=98&type=chunk) - The securities investment business is highly sensitive to market conditions and price fluctuations of securities held by the Group[98](index=98&type=chunk) [Financial Risk](index=37&type=section&id=%E8%B2%A1%E5%8B%99%E9%A2%A8%E9%9A%AA) The Group faces market, liquidity, and credit risks, where changes in exchange rates, interest rates, and stock prices could adversely affect its financial position and operating results, and it manages liquidity risk by monitoring cash flows and maintaining sufficient cash and credit lines, while strengthening credit assessments for new clients to mitigate credit risk - The Group is exposed to various financial risks, including market, liquidity, and credit risks[99](index=99&type=chunk) - The Group closely monitors the foreign exchange positions of its assets and liabilities to minimize foreign exchange risk[99](index=99&type=chunk) - The Group manages liquidity risk by monitoring cash flows and maintaining adequate levels of cash and credit facilities[99](index=99&type=chunk) - To mitigate credit risk, credit assessments for new clients are strengthened, and existing clients are continuously monitored[99](index=99&type=chunk) [Human Resources and Retained Risk](index=38&type=section&id=%E4%BA%BA%E5%8A%9B%E5%8F%8A%E8%87%AA%E7%95%99%E9%A2%A8%E9%9A%AA) Competition for human resources may prevent the Group from attracting and retaining key talent with the required skills, experience, and capabilities, thus the Group will continue to offer competitive remuneration packages and incentive programs to attract, retain, and motivate suitable candidates and personnel - Competition for human resources may prevent the Group from attracting and retaining key talent with the skills, experience, and capabilities required to meet its demands[100](index=100&type=chunk) - The Group will continue to offer remuneration packages and incentive programs to attract, retain, and motivate suitable personnel[100](index=100&type=chunk) [Business Risk](index=38&type=section&id=%E6%A5%AD%E5%8B%99%E9%A2%A8%E9%9A%AA) The Group constantly faces challenges in measuring and responding to market changes within the industries it operates, and failure to correctly interpret market trends and adjust strategies accordingly could have a significant adverse impact on its business, financial condition, operating results, and prospects - The Group constantly faces challenges in measuring and responding to market changes within the industries it operates[101](index=101&type=chunk) - Failure to correctly interpret market trends and adjust strategies accordingly could have a significant adverse impact on the Group's business, financial condition, operating results, and prospects[101](index=101&type=chunk) [Interim Dividend](index=38&type=section&id=%E4%B8%AD%E6%9C%9F%E8%82%A1%E6%81%AF) The Board does not recommend the payment of an interim dividend for the current period (2024 interim dividend: HK$nil) - The Board does not recommend the payment of an interim dividend for the current period (2024 interim dividend: **HK$nil**)[102](index=102&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=38&type=section&id=%E8%B3%BC%E8%B2%B7%E3%80%81%E5%87%BA%E5%94%AE%E6%
再鼎医药(09688) - 2025 - 中期财报

2025-08-28 13:36
於開曼群島註冊成立的有限公司 香港聯交所:9688 納斯達克:ZLAB 公司資料 董事會 執行董事 杜瑩博士 (董事長兼首席執行官) 2025 中期報告 獨立董事 John Diekman博士 (首席獨立董事) Richard Gaynor博士 梁頴宇女士 William Lis先生 Scott W. Morrison先生 Leon O. Moulder, Jr.先生 Michel Vounatsos先生 Peter Wirth先生 中國內地總部及主要營業地點 目錄 | 公司資料 | 2 | | --- | --- | | 前瞻性陳述 | 4 | | 管理層討論及分析 | 7 | | 其他資料 | 26 | | 未經審計簡明合併資產負債表 | 58 | | 未經審計簡明合併經營表 | 60 | | 未經審計簡明合併綜合虧損表 | 61 | | 未經審計簡明合併股東權益表 | 62 | | 未經審計簡明合併現金流量表 | 63 | | 未經審計簡明合併財務報表附註 | 65 | | 詞彙表 | 83 | 中國 上海市浦東新區 金科路4560號 金創大廈 1號樓4樓 郵編:201210 (直至2025年6月30日 ...
脑动极光(06681) - 2025 - 中期业绩
2025-08-28 13:36
[Financial Summary and Operational Highlights](index=1&type=section&id=%E8%B4%A2%E5%8A%A1%E6%91%98%E8%A6%81%E4%B8%8E%E8%BF%90%E8%90%A5%E4%BA%AE%E7%82%B9) The Group reported significant progress in its product pipeline, AI innovation, and operations, with revenue growing 92.82% year-over-year, though losses also widened Financial Summary for the Six Months Ended June 30, 2025 | Metric | 2025 (RMB in thousands) | 2024 (RMB in thousands) | Period-over-Period Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 100,051 | 51,887 | 92.82% | | Loss and Total Comprehensive Expense for the Period | (126,881) | (114,389) | -10.92% | | Adjusted Net Loss for the Period* | (88,022) | (78,842) | -11.64% | *Adjusted net loss for the period refers to the loss for the period after excluding the effects of fair value changes of convertible redeemable preferred shares and expenses of the employee long-term incentive plan. - The core pipeline product, "Dyslexia Auxiliary Rehabilitation Training Software," has completed R&D and is set to enter registration clinical trials, with data collection and submission expected by early 2026[5](index=5&type=chunk)[6](index=6&type=chunk) - A randomized controlled trial of cognitive digital therapy for patients with hypertension, coronary heart disease, and atrial fibrillation combined with cognitive impairment has completed follow-up and data analysis, with a medical device registration application planned for 2026[5](index=5&type=chunk) - The depression treatment software has completed development and pre-testing, with clinical trials scheduled to begin in 2026[5](index=5&type=chunk) - A breakthrough was achieved in the digital-pharma combination therapy for pediatric ADHD, with research published in *BMC Medicine* validating its significant efficacy on core symptoms and filling a gap in domestic evidence-based digital therapy research[5](index=5&type=chunk)[7](index=7&type=chunk) - In AI innovation, the company's cross-layer entropy-enhanced decoding method was accepted by NAACL 2025 to mitigate large language model hallucinations; its proprietary medical large model, BrainAuGPT, received a national invention patent and the BrainAu Onebox M1 intelligent medical large model all-in-one machine was released[9](index=9&type=chunk) [Company Overview](index=4&type=section&id=I.%20%E6%A6%82%E8%A6%BD) The company is a leading player in China's cognitive impairment digital therapy market, pioneering the integration of brain science and AI to develop medical-grade products - The company is an established participant in China's cognitive impairment digital therapy market and the first to combine brain science with AI to develop medical-grade digital therapy products[10](index=10&type=chunk) - Its core product, the "Brain Function Information Management Platform Software System," is the first approved cognitive impairment digital therapy product in China and is included in provincial medical insurance reimbursement lists across 30 provinces[10](index=10&type=chunk) - As of the announcement date, the company has assisted over 200 hospitals in China, including leading national medical centers, in establishing cognitive centers[10](index=10&type=chunk) - The company has built an extensive digital therapy product pipeline, with its core product commercialized for eight indications across four major types of cognitive disorders, three other products approved in China, one in the EU, and six candidates in development[11](index=11&type=chunk) [Operational Review and Product Pipeline](index=5&type=section&id=II.%20%E6%A5%AD%E5%8B%99%E5%9B%9E%E9%A1%A7) The Group advanced the commercialization and indication expansion of its core "System" while developing other key products, strengthening R&D, and defining a clear future strategy [Core Product: Brain Function Information Management Platform Software System](index=5&type=section&id=A.%20%E6%88%91%E5%80%91%E7%9A%84%E6%A0%B8%E5%BF%83%E7%94%A2%E5%93%81%EF%BC%8D%E8%85%A6%E5%8A%9F%E8%83%BD%E4%BF%A1%E6%81%AF%E7%AE%A1%E7%90%86%E5%B9%B3%E5%8F%B0%E8%BB%9F%E4%BB%B6%E7%B3%BB%E7%B5%B1%EF%BC%88%E3%80%8C%E7%B3%BB%E7%B5%B1%E3%80%8D%EF%BC%89) The "System" is the Group's core evidence-based, medical-grade digital therapy product and the first of its kind approved for cognitive impairment in China - The "System" is China's first approved digital therapy product for cognitive impairment, receiving its initial Class II medical device registration in September 2018 and renewing it in May 2023 for eight specific indications[12](index=12&type=chunk) - The "System" integrates virtual human and AI technologies, with its DNN algorithm trained on extensive patient data to dynamically select the most suitable training protocols from over 300 modules[13](index=13&type=chunk) - Clinical trials have demonstrated the "System's" safety and effectiveness in improving patients' cognitive functions such as speed, attention, memory, and calculation[14](index=14&type=chunk) [Other Key Products and Product Candidates](index=6&type=section&id=B.%20%E6%88%91%E5%80%91%E7%9A%84%E5%85%B6%E4%BB%96%E9%97%9C%E9%8D%B5%E7%94%A2%E5%93%81%E5%92%8C%E5%80%99%E9%81%B8%E7%94%A2%E5%93%81) The Group possesses multiple approved or in-development products, with several slated for commercialization or clinical trials in 2025 and 2026 across China, the EU, and the US - The Basic Cognitive Aptitude Test (BCAT) software, approved in October 2022 to assess basic cognitive abilities, began commercialization in 2025[16](index=16&type=chunk)[17](index=17&type=chunk) - The Screening and Assessment Software (SAS), approved in December 2022 for aiding cognitive ability assessment, commenced commercialization in 2025[16](index=16&type=chunk)[18](index=18&type=chunk) - The Dyslexia Screening Software (DSS), approved in September 2023 to improve risk assessment for developmental dyslexia in children, was commercialized in 2025[16](index=16&type=chunk)[19](index=19&type=chunk) - The Depression Cognitive Quantitative Assessment Software is expected to complete clinical trials in Q3 2025, submit for registration in Q4, and be commercialized in 2026[21](index=21&type=chunk) - The depression treatment software ("Mind Island") is in preclinical development, with clinical trials expected to start in Q1 2026[22](index=22&type=chunk) - The cognitive impairment treatment software received EU CE marking in July 2022 and is expected to be commercialized in the EU in 2026, with 510(k) submissions being prepared for the US market[23](index=23&type=chunk) [R&D Capabilities](index=7&type=section&id=%E7%A0%94%E7%99%BC%E8%83%BD%E5%8A%9B) The Group has a 128-member multidisciplinary R&D team with extensive industry experience, structured into specialized centers and collaborating with clinical experts - As of the announcement date, the company has a multidisciplinary in-house R&D team of **128 professionals**, including 29 with master's degrees and 3 with doctoral degrees[25](index=25&type=chunk) - Key R&D personnel have an average of **over six years of experience** in the digital therapy industry[25](index=25&type=chunk) - The R&D team is organized into the Brain Research Institute, Product Innovation Center, and Technology Research Center, maintaining long-term collaborations with renowned medical professionals in China[25](index=25&type=chunk) [Future Development and Outlook](index=8&type=section&id=%E6%9C%AA%E4%BE%86%E7%99%BC%E5%B1%95%E5%8F%8A%E5%B1%95%E6%9C%9B) The Group's future growth will be driven by five key strategies, including product development, market penetration, R&D enhancement, international expansion, and strategic M&A - Strategic plans include continuing to expand indications for the System and developing other product candidates to solidify market position[26](index=26&type=chunk) - Accelerate the commercialization of the System and other products to increase market penetration[26](index=26&type=chunk) - Further enhance R&D capabilities[26](index=26&type=chunk) - Expand into international markets to establish a global presence[26](index=26&type=chunk) - Strategically pursue merger and acquisition opportunities[26](index=26&type=chunk) [Financial Review](index=9&type=section&id=III.%20%E8%B2%A1%E5%8B%99%E5%9B%9E%E9%A1%A7) The Group achieved significant revenue growth driven by increased sales and customer base, but rising costs and expenses led to a wider loss for the period [Revenue](index=9&type=section&id=%E6%94%B6%E5%85%A5) Revenue grew 92.81% year-over-year to RMB 100.05 million, driven by an increase in hospital clients, patient usage, and a substantial rise in out-of-hospital users Revenue Comparison | Metric | H1 2025 (RMB in millions) | H1 2024 (RMB in millions) | YoY Growth (%) | | :--- | :--- | :--- | :--- | | Revenue | 100.05 | 51.89 | 92.81% | - Revenue growth was primarily driven by an increase in the number of hospitals purchasing the System, from 186 in 2024 to **205 in H1 2025**[28](index=28&type=chunk) - The number of patient sessions using the System increased from approximately 1,800,000 in 2024 to **2,595,554 in H1 2025**[28](index=28&type=chunk) - The number of patients opting for out-of-hospital use surged from approximately 7,397 to **12,915 in H1 2025**[28](index=28&type=chunk) [Cost of Sales](index=9&type=section&id=%E9%8A%B7%E5%94%AE%E6%88%90%E6%9C%AC) Cost of sales increased by 116.30% to RMB 59.20 million, mainly due to higher third-party support costs, cognitive center expenses, and new hardware procurement costs Cost of Sales Comparison | Metric | H1 2025 (RMB in millions) | H1 2024 (RMB in millions) | YoY Growth (%) | | :--- | :--- | :--- | :--- | | Cost of Sales | 59.20 | 27.37 | 116.30% | - Operational support costs from third-party service providers increased by **RMB 12.85 million**[29](index=29&type=chunk) - An increase in the number of cognitive centers (from 107 to 138) led to higher construction and depreciation costs[29](index=29&type=chunk) - Hardware procurement costs for the new medical AI large language model solutions business amounted to **RMB 23.01 million**[29](index=29&type=chunk) [Gross Profit](index=9&type=section&id=%E6%AF%9B%E5%88%A9) Gross profit rose by 66.60% to RMB 40.85 million, primarily benefiting from a significant increase in the sales volume of the System and a growing user base Gross Profit Comparison | Metric | H1 2025 (RMB in millions) | H1 2024 (RMB in millions) | YoY Growth (%) | | :--- | :--- | :--- | :--- | | Gross Profit | 40.85 | 24.52 | 66.60% | - The increase in gross profit was mainly due to a significant rise in the sales volume of the System and the growing number of hospitals and patients using it[30](index=30&type=chunk) [Other Income](index=10&type=section&id=%E5%85%B6%E4%BB%96%E6%94%B6%E5%85%A5) Other income surged by 1,155.17% to RMB 7.28 million, primarily due to increased interest income from bank balances following the receipt of IPO proceeds Other Income Comparison | Metric | H1 2025 (RMB in millions) | H1 2024 (RMB in millions) | YoY Growth (%) | | :--- | :--- | :--- | :--- | | Other Income | 7.28 | 0.58 | 1,155.17% | - The increase was mainly due to a **RMB 5.94 million** rise in interest income from bank balances and restricted bank deposits after receiving IPO proceeds in 2025[31](index=31&type=chunk) [Other Expenses and Other Net Gains and Losses](index=10&type=section&id=%E5%85%B6%E4%BB%96%E9%96%8B%E6%94%AF%E5%8F%8A%E5%85%B6%E4%BB%96%E6%90%8D%E7%9B%8A%E6%B7%A8%E9%A1%8D) This item shifted from a RMB 2.14 million gain to a RMB 4.42 million loss, a 306.54% decrease, mainly due to losses on early bond repayment and higher net exchange losses Other Expenses and Other Net Gains and Losses Comparison | Metric | H1 2025 (RMB in millions) | H1 2024 (RMB in millions) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Other Expenses and Other Net Gains and Losses | -4.42 | 2.14 | -306.54% | - Loss on early repayment of long-term bonds increased by **RMB 3.26 million**[32](index=32&type=chunk) - Net foreign exchange loss increased by **RMB 1.26 million**[32](index=32&type=chunk) [Fair Value Changes of Financial Liabilities at Fair Value Through Profit or Loss](index=10&type=section&id=%E6%8C%89%E5%85%AC%E5%B9%B3%E5%80%BC%E8%A8%88%E5%85%A5%E6%90%8D%E7%9B%8A%E7%9A%84%E9%87%91%E8%9E%8D%E8%B2%A0%E5%82%B5%E7%9A%84%E5%85%AC%E5%B9%B3%E5%80%BC%E8%AE%8A%E5%8B%95) The fair value loss on financial liabilities decreased to zero as redeemable preferred shares were automatically converted to ordinary shares upon listing Fair Value Changes of Financial Liabilities Comparison | Metric | H1 2025 (RMB in millions) | H1 2024 (RMB in millions) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Fair Value Changes of Financial Liabilities | 0 | (0.24) | -100% | - The reduction in loss was due to the automatic conversion of redeemable preferred shares into ordinary shares upon listing, eliminating this item[33](index=33&type=chunk) [Selling and Distribution Expenses](index=10&type=section&id=%E9%8A%B7%E5%94%AE%E5%8F%8A%E5%88%86%E9%8A%B7%E9%96%8B%E6%94%AF) Selling and distribution expenses grew by 19.98% to RMB 30.45 million, reflecting increased efforts in market development to expand customer reach and product awareness Selling and Distribution Expenses Comparison | Metric | H1 2025 (RMB in millions) | H1 2024 (RMB in millions) | YoY Growth (%) | | :--- | :--- | :--- | :--- | | Selling and Distribution Expenses | 30.45 | 25.38 | 19.98% | - The increase was driven by intensified efforts to explore business cooperation opportunities, reach more hospitals and other clients, and enhance product recognition and awareness[34](index=34&type=chunk) [Administrative Expenses](index=11&type=section&id=%E8%A1%8C%E6%94%BF%E9%96%8B%E6%94%AF) Administrative expenses rose by 63.50% to RMB 46.01 million, primarily driven by higher service fees, rental and property fees, and share-based payments Administrative Expenses Comparison | Metric | H1 2025 (RMB in millions) | H1 2024 (RMB in millions) | YoY Growth (%) | | :--- | :--- | :--- | :--- | | Administrative Expenses | 46.01 | 28.14 | 63.50% | - Service fees increased by **RMB 6.45 million** year-over-year, mainly for other expenses related to listing activities not capitalized as listing expenses[35](index=35&type=chunk) - Rental and property management fees increased by **RMB 3.46 million** year-over-year[35](index=35&type=chunk) - Share-based payments increased by **RMB 1.63 million** during the reporting period due to the continuous amortization of granted share awards[35](index=35&type=chunk) [R&D Expenses](index=11&type=section&id=%E7%A0%94%E7%99%BC%E9%96%8B%E6%94%AF) R&D expenses increased by 6.10% to RMB 68.15 million, mainly due to rises in staff costs, share-based payments, miscellaneous purchases, and service and cloud fees R&D Expenses Comparison | Metric | H1 2025 (RMB in millions) | H1 2024 (RMB in millions) | YoY Growth (%) | | :--- | :--- | :--- | :--- | | R&D Expenses | 68.15 | 64.23 | 6.10% | - R&D expenses increased by **RMB 2.23 million** due to higher staff costs[36](index=36&type=chunk) - Share-based payments grew by **RMB 1.20 million** during the reporting period[36](index=36&type=chunk) - Service and cloud service fees rose by **RMB 2.25 million**, a 49.40% increase year-over-year[36](index=36&type=chunk) [Condensed Consolidated Financial Statements](index=12&type=section&id=%E7%AE%80%E6%98%8E%E7%BB%BC%E5%90%88%E6%8D%9F%E7%9B%8A%E5%8F%8A%E5%85%B6%E4%BB%96%E5%85%A8%E9%9D%A2%E6%94%B6%E7%9B%8A%E8%A1%A8) This section presents the Group's condensed consolidated financial statements, detailing its financial performance and position for the period ended June 30, 2025 [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=12&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E6%90%8D%E7%9B%8A%E5%8F%8A%E5%85%B6%E4%BB%96%E5%85%A8%E9%9D%A2%E6%94%B6%E7%9B%8A%E8%A1%A8) This statement details the Group's revenues, costs, expenses, and net loss for the six months ended June 30, 2025, compared to the same period in 2024 Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (For the six months ended June 30) | Metric | 2025 (RMB in thousands) | 2024 (RMB in thousands) | | :--- | :--- | :--- | | Revenue | 100,051 | 51,887 | | Cost of sales | (59,200) | (27,367) | | Gross profit | 40,851 | 24,520 | | Other income | 7,281 | 582 | | Other expenses and other net gains and losses | (4,415) | 2,135 | | Fair value loss on financial liabilities at FVTPL | – | (243) | | Impairment losses under ECL model | (9,684) | (4,142) | | Selling and distribution expenses | (30,445) | (25,376) | | Administrative expenses | (46,008) | (28,138) | | R&D expenses | (68,149) | (64,231) | | Finance costs | (11,975) | (10,904) | | Listing expenses | (2,670) | (8,592) | | Loss before tax | (125,214) | (114,389) | | Income tax expense | (1,667) | – | | Loss and total comprehensive expense for the period | (126,881) | (114,389) | | Loss for the period attributable to owners of the Company | (126,365) | (114,328) | | Non-controlling interests | (516) | (61) | | Basic loss per share (RMB Yuan) | (0.11) | (0.13) | | Diluted loss per share (RMB Yuan) | (0.11) | (0.13) | [Condensed Consolidated Statement of Financial Position](index=13&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E7%8B%80%E6%B3%81%E8%A1%A8) This statement presents the Group's assets, liabilities, and equity as of June 30, 2025, compared to December 31, 2024, reflecting changes in its financial structure Condensed Consolidated Statement of Financial Position (As of June 30, 2025) | Metric | June 30, 2025 (RMB in thousands) | December 31, 2024 (RMB in thousands) | | :--- | :--- | :--- | | **Non-current assets** | | | | Property, plant and equipment | 23,599 | 23,386 | | Right-of-use assets | 12,127 | 21,039 | | Intangible assets | 11,794 | 2,909 | | Prepayments and other receivables | 4,860 | 4,029 | | **Current assets** | | | | Contract costs | 630 | 534 | | Trade and other receivables and prepayments | 171,831 | 134,221 | | Financial assets at FVTPL | 109,002 | – | | Restricted bank deposits | 100,755 | 69,495 | | Bank balances and cash | 287,922 | 343,882 | | **Current liabilities** | | | | Trade and other payables | 34,467 | 56,090 | | Contract liabilities | 13,606 | 10,075 | | Amounts received from cornerstone investors | – | 320,971 | | Bank and other borrowings | 143,102 | 21,261 | | Long-term bonds – due within one year | 74,336 | 74,663 | | Financial liabilities at FVTPL | – | 285,428 | | **Non-current liabilities** | | | | Long-term bonds | 196,128 | 271,617 | | **Total equity (deficiency)** | 246,602 | (464,024) | [Notes to the Condensed Consolidated Financial Statements](index=15&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E5%A0%B1%E8%A1%A8%E9%99%84%E8%A8%BB) This section provides detailed notes on the financial statements, covering accounting policies, specific account breakdowns, and other key disclosures [1. General Information](index=15&type=section&id=1.%20%E4%B8%80%E8%88%AC%E8%B3%87%E6%96%99) The Company was incorporated in the Cayman Islands on April 25, 2023, and listed on the Hong Kong Stock Exchange on January 8, 2025, focusing on cognitive impairment digital therapy solutions - The Company was incorporated in the Cayman Islands on April 25, 2023, and was listed on the Main Board of The Stock Exchange of Hong Kong Limited on January 8, 2025[40](index=40&type=chunk)[41](index=41&type=chunk) - The Company's principal business is providing integrated software solutions for cognitive impairment digital therapy in China[41](index=41&type=chunk) [2. Basis of Preparation](index=15&type=section&id=2.%20%E7%B7%A8%E8%A3%BD%E5%9F%BA%E6%BA%96) The condensed consolidated financial statements have been prepared in accordance with IAS 34 "Interim Financial Reporting" and the applicable disclosure requirements of the Listing Rules - The condensed consolidated financial statements have been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting" and the Listing Rules of the Stock Exchange[43](index=43&type=chunk) [3. Accounting Policies](index=15&type=section&id=3.%20%E6%9C%83%E8%A8%88%E6%94%BF%E7%AD%96) The financial statements are prepared on a historical cost basis, except for certain financial instruments measured at fair value, with accounting policies consistent with the prior year - The condensed consolidated financial statements are prepared on the historical cost basis, except for certain financial instruments which are measured at fair values[44](index=44&type=chunk) - The accounting policies adopted in the current interim period are the same as those presented in the annual consolidated financial statements for the year ended December 31, 2024[44](index=44&type=chunk) - The application of amended IFRSs has not had a material impact on the Group's financial position and performance for the current and prior periods[45](index=45&type=chunk) [4. Revenue and Segment Information](index=16&type=section&id=4.%20%E6%94%B6%E5%85%A5%E5%8F%8A%E5%88%86%E9%83%A8%E8%B3%87%E6%96%99) The Group's revenue is primarily derived from software system solutions, research projects, and AI large language model solutions, operating as a single segment in Mainland China Revenue Breakdown (For the six months ended June 30) | Revenue Source | 2025 (RMB in thousands) | 2024 (RMB in thousands) | | :--- | :--- | :--- | | Provision of integrated solutions of Brain Function Information Management Platform Software System - In-hospital | 51,780 | 35,282 | | Provision of integrated solutions of Brain Function Information Management Platform Software System - Out-of-hospital | 23,097 | 10,544 | | Research projects | 344 | 5,914 | | Medical Artificial Intelligence (AI) large language model solutions | 24,779 | – | | Others | 51 | 147 | | **Total** | **100,051** | **51,887** | | Timing of recognition - At a point in time | 76,903 | 41,249 | | Timing of recognition - Over time | 23,148 | 10,638 | - All of the Group's operations are considered as a single operating segment, primarily providing integrated software solutions for cognitive impairment digital therapy[48](index=48&type=chunk) - The Group's operations are mainly located in Mainland China[49](index=49&type=chunk) [5. Other Income](index=17&type=section&id=5.%20%E5%85%B6%E4%BB%96%E6%94%B6%E5%85%A5) Other income primarily consists of interest from bank deposits, government grants for R&D activities, and interest from short-term loans receivable Other Income Composition (For the six months ended June 30) | Revenue Source | 2025 (RMB in thousands) | 2024 (RMB in thousands) | | :--- | :--- | :--- | | Interest income from bank balances and restricted bank deposits | 6,317 | 378 | | Interest income from rental deposits | 59 | 54 | | Government grants related to R&D activities | 556 | 150 | | Interest income from short-term loans receivable | 349 | – | | **Total** | **7,281** | **582** | [6. Other Expenses and Other Net Gains and Losses](index=17&type=section&id=6.%20%E5%85%B6%E4%BB%96%E9%96%8B%E6%94%AF%E5%8F%8A%E5%85%B6%E4%BB%96%E6%90%8D%E7%9B%8A%E6%B7%A8%E9%A1%8D) This category includes fair value gains on financial assets, losses on early bond repayment, lease termination losses, and net foreign exchange losses Other Expenses and Other Net Gains and Losses Composition (For the six months ended June 30) | Item | 2025 (RMB in thousands) | 2024 (RMB in thousands) | | :--- | :--- | :--- | | Fair value gain on financial assets at FVTPL | 1,012 | – | | Loss on early repayment of long-term bonds | (3,263) | – | | Gain on re-estimation of long-term bonds repayment | – | 2,151 | | Loss on lease termination and lease modification | (876) | (7) | | Net foreign exchange loss | (1,270) | (9) | | Others | (18) | – | | **Total** | **(4,415)** | **2,135** | [7. Finance Costs](index=18&type=section&id=7.%20%E8%B2%A1%E5%8B%99%E6%88%90%E6%9C%AC) Finance costs are primarily composed of interest expenses on long-term bonds, bank borrowings, and lease liabilities Finance Costs Composition (For the six months ended June 30) | Item | 2025 (RMB in thousands) | 2024 (RMB in thousands) | | :--- | :--- | :--- | | Interest expense on long-term bonds | 10,921 | 10,353 | | Interest on bank borrowings | 759 | 365 | | Interest on lease liabilities | 295 | 186 | | **Total** | **11,975** | **10,904** | [8. Income Tax Expense](index=18&type=section&id=8.%20%E6%89%80%E5%BE%97%E7%A8%85%E9%96%8B%E6%94%AF) Income tax expense relates to China Enterprise Income Tax, with a key subsidiary enjoying a preferential 15% rate as a High and New Technology Enterprise Income Tax Expense (For the six months ended June 30) | Item | 2025 (RMB in thousands) | 2024 (RMB in thousands) | | :--- | :--- | :--- | | Current tax: China Enterprise Income Tax | 1,577 | – | | Under-provision in prior periods: China Enterprise Income Tax | 90 | – | | **Total** | **1,667** | **–** | - The Company is incorporated in the Cayman Islands and is exempt from income tax[52](index=52&type=chunk) - Beijing Zhijingling, as a High and New Technology Enterprise, is entitled to a preferential income tax rate of **15%** and can carry forward unused tax losses for 10 years[53](index=53&type=chunk) [9. Loss for the Period Has Been Arrived at After Charging](index=19&type=section&id=9.%20%E6%9C%9F%E5%85%A7%E8%99%A7%E6%90%8D%E5%B7%B2%E6%89%A3%E9%99%A4%E4%B8%8B%E5%88%97%E5%90%84%E9%A0%85) This note details major expenses deducted in arriving at the loss for the period, including staff costs, listing expenses, and total depreciation and amortization Items Charged to Loss for the Period (For the six months ended June 30) | Item | 2025 (RMB in thousands) | 2024 (RMB in thousands) | | :--- | :--- | :--- | | Total staff costs | 81,652 | 71,781 | | Listing expenses | 2,670 | 8,592 | | Depreciation of property, plant and equipment | 6,607 | 8,642 | | Depreciation of right-of-use assets | 5,495 | 3,938 | | Amortisation of intangible assets | 549 | 869 | | Total depreciation and amortisation | 12,651 | 13,449 | | Short-term lease expenses | 59 | 65 | [10. Dividends](index=19&type=section&id=10.%20%E8%82%A1%E6%81%AF) The Board of Directors has resolved not to declare any interim dividend for the current interim period - The Directors of the Company have resolved not to declare any dividend for the current interim period[55](index=55&type=chunk) [11. Loss Per Share](index=20&type=section&id=11.%20%E6%AF%8F%E8%82%A1%E8%99%A7%E6%90%8D) This note presents the calculation of basic and diluted loss per share attributable to the owners of the Company Loss Per Share (For the six months ended June 30) | Metric | 2025 (RMB in thousands) | 2024 (RMB in thousands) | | :--- | :--- | :--- | | Loss for the period attributable to owners of the Company | (126,365) | (114,328) | | Weighted average number of ordinary shares for basic and diluted LPS (in thousands) | 1,170,400 | 904,122 | | Basic loss per share (RMB Yuan) | (0.11) | (0.13) | | Diluted loss per share (RMB Yuan) | (0.11) | (0.13) | - For calculating diluted loss per share, the effect of the Company's share awards was not included as their assumed vesting would result in a decrease in loss per share[57](index=57&type=chunk) [12. Right-of-Use Assets](index=20&type=section&id=12.%20%E4%BD%BF%E7%94%A8%E6%AC%8A%E8%B3%87%E7%94%A2) During the period, the Group recognized new right-of-use assets of RMB 5,273,000 and derecognized assets of RMB 8,690,000 due to early lease termination - During the interim period, the Group entered into several new lease agreements, recognizing right-of-use assets of **RMB 5,273,000**[58](index=58&type=chunk) - In April 2025, the Group terminated a lease early, derecognizing a right-of-use asset of **RMB 8,690,000** and recording a loss of **RMB 876,000** in profit or loss[58](index=58&type=chunk) [13. Intangible Assets](index=21&type=section&id=13.%20%E7%84%A1%E5%BD%A2%E8%B3%87%E7%94%A2) The Group's intangible assets increased by RMB 9,434,000 during the interim period due to the acquisition of IoT data packages and software under development - During the interim period, the Group's intangible assets increased by **RMB 5,189,000** from the acquisition of IoT data packages and **RMB 4,245,000** from the acquisition of software under development[59](index=59&type=chunk) [14. Trade and Other Receivables and Prepayments](index=21&type=section&id=14.%20%E8%B2%BF%E6%98%93%E5%8F%8A%E5%85%B6%E4%BB%96%E6%87%89%E6%94%B6%E6%AC%BE%E9%A0%85%E4%BB%A5%E5%8F%8A%E9%A0%90%E4%BB%98%E6%AC%BE%E9%A0%85) This note details the composition of receivables and prepayments, with total trade receivables of RMB 113,866 thousand as of June 30, 2025 Trade and Other Receivables and Prepayments (As of June 30, 2025) | Item | 2025 (RMB in thousands) | 2024 (RMB in thousands) | | :--- | :--- | :--- | | Trade receivables (net of allowance for credit losses) | 113,866 | 92,941 | | Prepayments to suppliers and service providers | 26,463 | 19,453 | | Short-term loans receivable | 23,717 | 4,400 | | Rental deposits | 3,479 | 4,117 | | VAT recoverable | 2,356 | 1,541 | | Prepayments for purchase of intangible assets | 1,939 | 101 | | Receivables from third-party payment platforms | 1,677 | 2,879 | | Prepayments for purchase of property, plant and equipment | 757 | 1,146 | | Other deposits | 506 | 616 | | **Total** | **176,691** | **138,250** | Aging Analysis of Trade Receivables (As of June 30, 2025) | Aging | 2025 (RMB in thousands) | 2024 (RMB in thousands) | | :--- | :--- | :--- | | 0 to 90 days | 35,752 | 33,425 | | 91 to 180 days | 22,169 | 18,545 | | 181 to 270 days | 26,240 | 14,654 | | 271 to 360 days | 6,423 | 10,546 | | 361 to 720 days | 22,495 | 15,771 | | Over 720 days | 787 | – | | **Total** | **113,866** | **92,941** | - As of June 30, 2025, **RMB 65,978,000** of the past due balance was overdue for 90 days or more but not considered in default, as these amounts are from state-owned hospitals or public universities with high credit ratings and are deemed recoverable[61](index=61&type=chunk) [15. Financial Assets at Fair Value Through Profit or Loss](index=22&type=section&id=15.%20%E6%8C%89%E5%85%AC%E5%B9%B3%E5%80%BC%E8%A8%88%E5%85%A5%E6%90%8D%E7%9B%8A%E7%9A%84%E9%87%91%E8%9E%8D%E8%B3%87%E7%94%A2) The Group invests in redeemable financial products managed by a Hong Kong bank, which are classified as financial assets at fair value through profit or loss Financial Assets at Fair Value Through Profit or Loss (As of June 30, 2025) | Item | 2025 (RMB in thousands) | 2024 (RMB in thousands) | | :--- | :--- | :--- | | Financial assets at FVTPL | 109,002 | – | - The Group invests in financial products managed by a Hong Kong bank that are redeemable at any time or upon maturity, with no predetermined or guaranteed returns[63](index=63&type=chunk) [16. Restricted Bank Deposits](index=22&type=section&id=16.%20%E5%8F%97%E9%99%90%E5%88%B6%E9%8A%80%E8%A1%8C%E5%AD%98%E6%AC%BE) As of June 30, 2025, restricted bank deposits totaled RMB 100,755 thousand, with USD 14,000,000 pledged to secure a bank borrowing of RMB 90,000,000 Restricted Bank Deposits (As of June 30, 2025) | Item | 2025 (RMB in thousands) | 2024 (RMB in thousands) | | :--- | :--- | :--- | | Restricted bank deposits | 100,755 | 69,495 | - As of June 30, 2025, the restricted bank deposits carried interest at an annual rate of **4.23%**[66](index=66&type=chunk) - Restricted bank deposits of **USD 14,000,000** (approximately RMB 100,220,000) were pledged to secure a bank borrowing of **RMB 90,000,000**[66](index=66&type=chunk) [17. Trade and Other Payables](index=23&type=section&id=17.%20%E8%B2%BF%E6%98%93%E5%8F%8A%E5%85%B6%E4%BB%96%E6%87%89%E4%BB%98%E6%AC%BE%E9%A0%85) This note details the composition of trade and other payables, with total trade payables amounting to RMB 6,914 thousand as of June 30, 2025 Trade and Other Payables (As of June 30, 2025) | Item | 2025 (RMB in thousands) | 2024 (RMB in thousands) | | :--- | :--- | :--- | | Trade payables | 6,914 | 3,419 | | Accrued salaries and other allowances | 5,046 | 10,259 | | Refund payables | 1,435 | 3,242 | | Deposits for out-of-hospital cognitive training hardware | 10,016 | 7,043 | | Payables for purchase of intangible assets | 3,500 | – | | **Total** | **34,467** | **56,090** | [18. Long-term Bonds](index=24&type=section&id=18.%20%E9%95%B7%E6%9C%9F%E5%82%B5%E5%88%B8) This note details the long-term bond agreement with Shaoxing Fund, including amendments to conversion rights and an early principal repayment of RMB 90,000,000 in June 2025 Carrying Amount of Long-term Bonds Payable (As of June 30, 2025) | Repayment Term | 2025 (RMB in thousands) | 2024 (RMB in thousands) | | :--- | :--- | :--- | | Within one year | 74,336 | 74,663 | | Two to five years | 196,128 | – | | Over five years | – | 271,617 | | **Total** | **270,464** | **346,280** | - The total subscription amount for the long-term bonds is **RMB 300 million**, with a nominal interest rate of 6% per annum, maturing on the fifth anniversary of the Group's qualified IPO[70](index=70&type=chunk) - In June 2023, the Group signed a supplemental agreement with Shaoxing Fund to remove the conversion rights, call provisions, and original guarantee liabilities[71](index=71&type=chunk) - On June 27, 2025, Zhejiang Brain Aurora repaid **RMB 90,000,000** of the principal to Shaoxing Fund[71](index=71&type=chunk) [19. Bank and Other Borrowings](index=25&type=section&id=19.%20%E9%8A%80%E8%A1%8C%E5%8F%8A%E5%85%B6%E4%BB%96%E5%80%9F%E6%AC%BE) This note provides details on bank and other borrowings, including amounts, interest rates, and collateral, with annual interest rates ranging from 2.08% to 3.40% Bank and Other Borrowings (As of June 30, 2025) | Item | 2025 (RMB in thousands) | 2024 (RMB in thousands) | | :--- | :--- | :--- | | Other borrowings | 7,158 | 7,189 | | Bank borrowings | 135,944 | 14,072 | | **Total** | **143,102** | **21,261** | - As of June 30, 2025, the annual interest rates on bank borrowings ranged from **2.08% to 3.40%**[76](index=76&type=chunk) - A bank borrowing of **RMB 90,000,000** is secured by bank deposits of **USD 14,000,000** (approximately RMB 100,220,000)[76](index=76&type=chunk) [20. Financial Liabilities at Fair Value Through Profit or Loss](index=25&type=section&id=20.%20%E6%8C%89%E5%85%AC%E5%B9%B3%E5%80%BC%E8%A8%88%E5%85%A5%E6%90%8D%E7%9B%8A%E7%9A%84%E9%87%91%E8%9E%8D%E8%B2%A0%E5%82%B5) This note explains that Series A-1 preferred shares were automatically converted into ordinary shares upon the Company's listing and reclassified from financial liabilities to equity Financial Liabilities at Fair Value Through Profit or Loss (As of June 30, 2025) | Item | 2025 (RMB in thousands) | 2024 (RMB in thousands) | | :--- | :--- | :--- | | Series A-1 preferred shares | – | 285,428 | - The Series A-1 preferred shares were automatically converted into **95,878,000 ordinary shares** upon listing on January 8, 2025, and reclassified from financial liabilities to equity at their fair value of **RMB 285,428,000**[75](index=75&type=chunk) [21. Share Capital](index=26&type=section&id=21.%20%E8%82%A1%E6%9C%AC) This note details the changes in share capital, including a share subdivision and the issuance of shares during the initial public offering Share Capital Changes (As of June 30, 2025) | Item | Number of Shares | Share Capital (USD) | | :--- | :--- | :--- | | As at Jan 1, 2024, Jun 30, 2024 and Jan 1, 2025 | 499,904,122 | 49,990 | | Reclassification of Series A-1 preferred shares | 95,878 | 10 | | Share subdivision | 499,500,000,000 | – | | Authorised share capital as at Jun 30, 2025 | 500,000,000,000 | 50,000 | | Issued and fully paid as at Jan 1, 2024, Jun 30, 2024 and Jan 1, 2025 | 989,288 | 99 | | Reclassification of Series A-1 preferred shares | 95,878 | 10 | | Share subdivision | 1,084,080,834 | – | | Issue of shares upon IPO | 181,112,000 | 18 | | Issued and fully paid as at Jun 30, 2025 | 1,266,278,000 | 127 | - Pursuant to a resolution passed on December 24, 2024, each share with a par value of USD 0.0001 was subdivided into 1,000 shares of the corresponding class with a par value of USD 0.0000001 each upon listing[77](index=77&type=chunk) - On January 8, 2025, the Company issued **181,112,000 ordinary shares** through a public offering, increasing share capital by USD 18.1 (approximately RMB 130)[77](index=77&type=chunk) [22. Share-based Payment Transactions](index=27&type=section&id=22.%20%E4%BB%A5%E8%82%A1%E4%BB%BD%E7%82%BA%E5%9F%BA%E7%A4%8E%E7%9A%84%E4%BB%98%E6%AC%BE%E4%BA%A4%E6%98%93) This note discloses the Pre-IPO Share Award Scheme adopted to incentivize eligible employees, with 85,166 awarded shares vesting over three years post-listing - The Company adopted a Pre-IPO Share Award Scheme on July 30, 2023, to recognize and reward the contributions of certain eligible employees of the Group[78](index=78&type=chunk) - A total of **85,166 awarded shares** were granted to 46 grantees, including directors, senior management members, and other employees[79](index=79&type=chunk) - The awarded shares will vest at rates of **30%** (first anniversary of listing), **30%** (second anniversary), and **40%** (third anniversary)[79](index=79&type=chunk) - For the six months ended June 30, 2025, the Group recognized share award expenses of **RMB 38,859,000** for the Pre-IPO Share Award Scheme[80](index=80&type=chunk) [23. Fair Value Measurement of Financial Instruments](index=28&type=section&id=23.%20%E9%87%91%E8%9E%8D%E5%B7%A5%E5%85%B7%E7%9A%84%E5%85%AC%E5%B9%B3%E5%80%BC%E8%A8%88%E9%87%8F) This note explains the fair value measurement of financial instruments, which are primarily based on observable market data and measured at Level 2 of the fair value hierarchy Fair Value of Financial Instruments (As of June 30, 2025) | Item | 2025 (RMB in thousands) | 2024 (RMB in thousands) | Fair Value Hierarchy | Valuation Technique | | :--- | :--- | :--- | :--- | :--- | | Financial assets at FVTPL | 109,002 | – | Level 2 | Redemption value reported by the bank | | Series A-1 preferred shares | – | 285,428 | Level 2 | Market approach, based on recent transaction prices | - The Group's management uses observable market data whenever possible and works closely with qualified valuers to estimate fair values[81](index=81&type=chunk) [24. Related Party Balances and Transactions](index=29&type=section&id=24.%20%E9%97%9C%E8%81%AF%E6%96%B9%E7%B5%90%E9%A4%98%E5%8F%8A%E4%BA%A4%E6%98%93) This note discloses non-trade advances with a related party, Mr. Tan Zheng, and the compensation structure for key management personnel Advances to a Related Party (As of June 30, 2025) | Related Party | 2025 (RMB in thousands) | 2024 (RMB in thousands) | | :--- | :--- | :--- | | Mr. Tan Zheng | – | 2,059 | - The advances to the related party were unsecured, interest-free, and repayable on demand[86](index=86&type=chunk) Compensation of Key Management Personnel (For the six months ended June 30) | Item | 2025 (RMB in thousands) | 2024 (RMB in thousands) | | :--- | :--- | :--- | | Short-term employee benefits | 7,378 | 2,123 | | Retirement benefits | 156 | 160 | | Equity-settled share-based payments | 32,470 | 30,503 | | **Total** | **40,004** | **32,786** | [25. Capital Commitments](index=29&type=section&id=25.%20%E8%B3%87%E6%9C%AC%E6%89%BF%E6%93%94) This note discloses capital expenditures contracted for but not yet provided for, relating to the acquisition of equipment, machinery, and leasehold improvements Capital Commitments (As of June 30, 2025) | Item | 2025 (RMB in thousands) | 2024 (RMB in thousands) | | :--- | :--- | :--- | | Capital expenditure contracted for but not provided for in respect of the acquisition of equipment, machinery and leasehold improvements | 506 | 860 | [Corporate Governance and Other Information](index=30&type=section&id=IV.%20%E4%BC%81%E6%A5%AD%E7%AE%A1%E6%B2%BB%E5%8F%8A%E5%85%B6%E4%BB%96%E8%B3%87%E6%96%99) This section covers the Group's corporate governance practices, dividend policy, use of IPO proceeds, and other key compliance and forward-looking information [Interim Dividend](index=30&type=section&id=%E4%B8%AD%E6%9C%9F%E8%82%A1%E6%81%AF) The Board has resolved not to declare any interim dividend for the reporting period - The Board has resolved not to declare any interim dividend for the reporting period[88](index=88&type=chunk) [Purchase, Sale, or Redemption of the Company's Listed Securities](index=30&type=section&id=%E8%B3%BC%E8%B2%B7%E3%80%81%E5%87%BA%E5%94%AE%E6%88%96%E8%B4%96%E5%9B%9E%E6%9C%AC%E5%85%AC%E5%8F%B8%E4%B8%8A%E5%B8%82%E8%AD%89%E5%88%B8) The Company and its subsidiaries did not purchase, redeem, or sell any of the Company's listed securities from the listing date to June 30, 2025 - From the Listing Date (January 8, 2025) to June 30, 2025, neither the Company nor any of its subsidiaries purchased, redeemed, or sold any of the Company's listed securities[89](index=89&type=chunk) - As of June 30, 2025, the Company did not hold any treasury shares[89](index=89&type=chunk) [Model Code for Securities Transactions](index=30&type=section&id=%E9%80%B2%E8%A1%8C%E8%AD%89%E5%88%B8%E4%BA%A4%E6%98%93%E7%9A%84%E6%A8%99%E6%BA%96%E5%AE%88%E5%89%87) The Company has adopted the Model Code for Securities Transactions by Directors and confirmed compliance by all directors 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 to the Listing Rules as its code of conduct for its Directors[90](index=90&type=chunk) - Upon specific enquiry to all Directors, they have all confirmed their compliance with the Model Code from the Listing Date to June 30, 2025[90](index=90&type=chunk) - The Company is not aware of any incidents of non-compliance with the Model Code by its employees[90](index=90&type=chunk) [Compliance with the Corporate Governance Code](index=30&type=section&id=%E9%81%B5%E5%AE%88%E4%BC%81%E6%A5%AD%E7%AE%A1%E6%B2%BB%E5%AE%88%E5%89%87) The Company has adopted and complied with all applicable code provisions of the Corporate Governance Code as set out in the Listing Rules during the reporting period - The Company has adopted and applied the principles and code provisions as set out in the Corporate Governance Code in Appendix C1 to the Listing Rules[91](index=91&type=chunk) - From the Listing Date to June 30, 2025, the Company has complied with all applicable code provisions set out in the Corporate Governance Code[91](index=91&type=chunk) [Events After the Reporting Period](index=30&type=section&id=%E6%9C%9F%E5%BE%8C%E4%BA%8B%E9%A0%85) As of the announcement date, there were no significant events after the reporting period that would require additional disclosure or adjustment - As of the date of this announcement, the Group had no significant events after the reporting period that would require additional disclosure or adjustment[92](index=92&type=chunk) [Legal Proceedings](index=30&type=section&id=%E6%B3%95%E5%BE%8B%E8%A8%B4%E8%A8%9F) As of June 30, 2025, the Company and its subsidiaries were not involved in any material litigation or arbitration, nor were there any pending or threatened material claims - As of June 30, 2025, neither the Company nor its subsidiaries were involved in any material litigation or arbitration[93](index=93&type=chunk) - The Company is not aware of any pending or threatened material litigation or claims[93](index=93&type=chunk) [Use of Proceeds from the Global Offering](index=31&type=section&id=%E5%85%A8%E7%90%83%E7%99%BC%E5%94%AE%E7%9A%84%E6%89%80%E5%BE%97%E6%AC%BE%E9%A0%85%E7%94%A8%E9%80%94) The net proceeds from the Global Offering amounted to approximately HK$501.3 million and are being utilized in accordance with the plans disclosed in the prospectus - The net proceeds from the Global Offering of the Company's listing on the Stock Exchange amounted to approximately **HK$501.3 million**[94](index=94&type=chunk) - The net proceeds are being utilized in the same manner, proportion, and expected timeline as disclosed in the prospectus[94](index=94&type=chunk) Use and Timeline of Net Proceeds from the Global Offering (HK$ in millions) | Use | Amount as per Prospectus | Unused as of Listing Date | Actual Use during Reporting Period | Actual Use at End of Reporting Period | Unused at End of Reporting Period | Expected Timeline for Remaining Unused Net Proceeds | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Further R&D, clinical trials, and sales/distribution of core products | 200.5 | 200.5 | 80.8 | 80.8 | 119.7 | Expected to be fully utilized by the end of 2027 | | Assisting more domestic hospitals to establish new cognitive centers | 82.7 | 82.7 | 42.4 | 42.4 | 40.3 | Expected to be fully utilized by the end of 2027 | | Strengthening AI and related technology capabilities | 75.2 | 75.2 | 20.0 | 20.0 | 55.2 | Expected to be fully utilized by the end of 2026 | | Accelerating R&D and commercialization of other product candidates | 25.1 | 25.1 | 3.6 | 3.6 | 21.5 | Expected to be fully utilized by the end of 2026 | | Brain science and digital therapy research centers with academic institutions | 75.2 | 75.2 | 15.4 | 15.4 | 59.8 | Expected to be fully utilized by the end of 2027 | | Working capital and other general corporate purposes | 42.6 | 42.6 | 12.6 | 12.6 | 30.0 | Expected to be fully utilized by the end of 2026 | | **Total** | **501.3** | **501.3** | **174.8** | **174.8** | **326.5** | | [Audit Committee](index=32&type=section&id=%E5%AF%A9%E8%A8%88%E5%A7%94%E5%93%A1%E6%9C%83) The Audit Committee has reviewed the Group's accounting principles and practices and found the interim financial results to be in compliance with relevant standards - The Audit Committee consists of three members, including Mr. Lin Xiaobo (Chairman), Mr. Li Yuezhong, and Dr. Duan Tao[97](index=97&type=chunk) - The Audit Committee has reviewed and agreed with the accounting principles and practices adopted by the Group and has discussed matters concerning internal control and financial reporting with management[97](index=97&type=chunk) - The Audit Committee believes that the interim financial results for the six months ended June 30, 2025, comply with relevant accounting standards, rules, and regulations and have been appropriately disclosed[97](index=97&type=chunk) [Publication of Interim Results Announcement and Interim Report](index=32&type=section&id=%E5%88%8A%E7%99%BC%E4%B8%AD%E6%9C%9F%E6%A5%AD%E7%B8%BE%E5%85%AC%E5%91%8A%E5%8F%8A%E4%B8%AD%E6%9C%9F%E5%A0%B1%E5%91%8A) This announcement is available on the websites of the Stock Exchange and the Company, with the interim report to be dispatched to shareholders in due course - This announcement is published on the website of the Stock Exchange (www.hkexnews.hk) and the Company's website (66nao.cn)[98](index=98&type=chunk) - The interim report for the period will be published on the websites of the Stock Exchange and the Company and dispatched to shareholders in due course[98](index=98&type=chunk) [Cautionary Statement Regarding Forward-Looking Statements](index=32&type=section&id=%E6%9C%89%E9%97%9C%E5%89%8D%E7%9E%BB%E6%80%A7%E9%99%B3%E8%BF%B0%E4%B9%8B%E8%AC%B9%E6%85%EE%E7%94%A8%E8%AA%9E) This announcement contains forward-looking statements based on the Group's current views and assumptions, which are subject to risks and uncertainties - All statements in this announcement that are not historical facts or do not relate to current facts or conditions are forward-looking statements[99](index=99&type=chunk) - Such forward-looking statements are based on a number of assumptions and factors beyond the Group's control, and actual events or results may differ materially[99](index=99&type=chunk) - The Company makes no representation or warranty as to the achievement or reasonableness of any projections, targets, estimates, or forecasts in this announcement and they should not be relied upon[99](index=99&type=chunk)
嘉文世纪投资公司(00612) - 2025 - 中期业绩
2025-08-28 13:36
[Company Information and Announcements](index=1&type=section&id=I.%20Company%20Information%20and%20Announcements) This section provides an overview of the company's basic information, name change, and the scope of the unaudited interim results announcement [Announcement Statement](index=1&type=section&id=1.1%20Announcement%20Statement) The Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited disclaim responsibility for the content of this announcement - Hong Kong Exchange is not responsible for the content of this announcement, does not guarantee its accuracy or completeness, and assumes no liability for any loss[1](index=1&type=chunk) [Company Basic Information](index=1&type=section&id=1.2%20Company%20Basic%20Information) Carmen Century Investment Limited, formerly Ding Yi Feng Holdings Group International Limited, is a Cayman Islands-incorporated company listed on HKEX, primarily investing in securities - The company name has changed from "Ding Yi Feng Holdings Group International Limited" to "**Carmen Century Investment Limited**"[10](index=10&type=chunk) - The company's principal business is **investing in listed and unlisted securities**[11](index=11&type=chunk) [Unaudited Interim Results Announcement](index=1&type=section&id=1.3%20Unaudited%20Interim%20Results%20Announcement) This announcement presents the unaudited condensed consolidated interim results of Carmen Century Investment Limited and its subsidiaries for the six months ended June 30, 2025 - The announcement covers the **unaudited condensed consolidated interim results for the six months ended June 30, 2025**[3](index=3&type=chunk)[4](index=4&type=chunk) [Condensed Consolidated Financial Statements](index=2&type=section&id=II.%20Condensed%20Consolidated%20Financial%20Statements) This section presents the company's condensed consolidated financial statements, including the income statement, comprehensive income statement, statement of financial position, and statement of changes in equity [Condensed Consolidated Statement of Profit or Loss](index=2&type=section&id=2.1%20Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss) For the six months ended June 30, 2025, the company's loss significantly narrowed to HKD 10,501 thousand, primarily due to improved other income, gains, and net losses Condensed Consolidated Statement of Profit or Loss Key Data | Indicator | June 30, 2025 (HKD Thousand) | June 30, 2024 (HKD Thousand) | Change (HKD Thousand) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Revenue | 208 | 877 | (669) | -76.28% | | Other income, gains and (losses) – net | 3,246 | (76,160) | 79,406 | 104.26% | | Net realized (loss) gain on disposal of financial assets at fair value through profit or loss | (2,679) | 1,638 | (4,317) | -263.55% | | Net unrealized gains (losses) on financial assets at fair value through profit or loss | 38,688 | (248,638) | 287,326 | 115.56% | | Administrative expenses | (49,486) | (55,153) | 5,667 | -10.27% | | Finance costs | (476) | (3,107) | 2,631 | -84.68% | | Loss before tax | (10,501) | (370,837) | 360,336 | -97.17% | | Loss for the period attributable to owners of the Company | (10,501) | (368,847) | 358,346 | -97.15% | | Basic loss per share (HK cents per share) | (0.67) | (23.62) | 22.95 | -97.16% | [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=3&type=section&id=2.2%20Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the six months ended June 30, 2025, the company reported total comprehensive income of HKD 1,676 thousand, a significant improvement from the prior year's total comprehensive expense Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income Key Data | Indicator | June 30, 2025 (HKD Thousand) | June 30, 2024 (HKD Thousand) | Change (HKD Thousand) | | :--- | :--- | :--- | :--- | | Loss for the period attributable to owners of the Company | (10,501) | (368,847) | 358,346 | | Exchange differences arising from translation of foreign operations | 12,177 | (12,410) | 24,587 | | Other comprehensive income (expense) for the period | 12,177 | (12,511) | 24,688 | | Total comprehensive income (expense) for the period attributable to owners of the Company | 1,676 | (381,358) | 383,034 | [Condensed Consolidated Statement of Financial Position](index=4&type=section&id=2.3%20Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, the company's total assets less current liabilities slightly decreased, while total equity slightly increased, with notable changes in prepayments and cash balances Condensed Consolidated Statement of Financial Position Key Data | Indicator | June 30, 2025 (HKD Thousand) | December 31, 2024 (HKD Thousand) | Change (HKD Thousand) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | **Non-current assets** | | | | | | Property, plant and equipment | 310,956 | 303,399 | 7,557 | 2.49% | | Intangible assets | – | 2,156 | (2,156) | -100.00% | | Right-of-use assets | 5,009 | 9,161 | (4,152) | -45.32% | | Financial assets at fair value through profit or loss | 48,880 | 37,609 | 11,271 | 29.97% | | **Current assets** | | | | | | Prepayments, deposits and other receivables | 76,584 | 18,360 | 58,224 | 317.12% | | Bank balances and cash | 44,802 | 66,253 | (21,451) | -32.38% | | **Current liabilities** | | | | | | Lease liabilities | – | 8,300 | (8,300) | -100.00% | | **Total equity** | 502,810 | 501,134 | 1,676 | 0.33% | | Net asset value per share (HKD) | 0.32 | 0.32 | 0 | 0.00% | [Condensed Consolidated Statement of Changes in Equity](index=6&type=section&id=2.4%20Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) For the six months ended June 30, 2025, total equity slightly increased, driven by a narrowed loss and a positive shift in exchange differences from foreign operations Condensed Consolidated Statement of Changes in Equity Key Data (H1 2025) | Indicator | January 1, 2025 (HKD Thousand) | Loss for the period (HKD Thousand) | Exchange differences (HKD Thousand) | Lapsed share options (HKD Thousand) | June 30, 2025 (HKD Thousand) | | :--- | :--- | :--- | :--- | :--- | :--- | | Share capital | 78,072 | – | – | – | 78,072 | | Share premium | 1,249,655 | – | – | – | 1,249,655 | | Exchange reserve | (20,760) | – | 12,177 | – | (8,583) | | Reserve | 3,821 | – | – | (3,001) | 820 | | Capital reserve | 485,318 | – | – | – | 485,318 | | Accumulated losses | (1,294,972) | (10,501) | – | 3,001 | (1,302,472) | | **Total** | **501,134** | **(10,501)** | **12,177** | **–** | **502,810** | Condensed Consolidated Statement of Changes in Equity Key Data (H1 2024) | Indicator | January 1, 2024 (HKD Thousand) | Loss for the period (HKD Thousand) | Other comprehensive expense (HKD Thousand) | Share-based payment/Lapsed share options (HKD Thousand) | June 30, 2024 (HKD Thousand) | | :--- | :--- | :--- | :--- | :--- | :--- | | Share capital | 78,072 | – | – | – | 78,072 | | Share premium | 1,249,655 | – | – | – | 1,249,655 | | Exchange reserve | (4,893) | – | (12,410) | – | (17,303) | | Reserve | 4,880 | – | – | (1,059) | 3,821 | | Capital reserve | 485,318 | – | – | – | 485,318 | | Reserve for financial assets at fair value through other comprehensive income | – | – | (101) | – | (101) | | Accumulated losses | (823,787) | (368,847) | – | 545 | (1,192,089) | | **Total** | **989,245** | **(368,847)** | **(12,511)** | **(514)** | **607,373** | [Notes to the Condensed Consolidated Financial Statements](index=7&type=section&id=III.%20Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed notes explaining the basis of preparation, significant accounting policies, and specific financial statement line items [General Information](index=7&type=section&id=3.1%20General%20Information) Carmen Century Investment Limited, a Cayman Islands-incorporated company, changed its name in July 2025 and primarily engages in investing in listed and unlisted securities - The company name was officially changed to "**Carmen Century Investment Limited**" by the Cayman Islands and Hong Kong Companies Registries on July 3 and July 18, 2025, respectively[10](index=10&type=chunk) - The Group's principal business is **investing in listed and unlisted securities**[11](index=11&type=chunk) [Basis of Preparation](index=7&type=section&id=3.2%20Basis%20of%20Preparation) The condensed consolidated financial statements are prepared in accordance with HKAS 34 "Interim Financial Reporting" and the Listing Rules, primarily on a historical cost basis - The financial statements are prepared in accordance with **HKAS 34 "Interim Financial Reporting" and the Listing Rules**[13](index=13&type=chunk) - The financial statements are unaudited but have been **reviewed by the company's audit committee** and approved for publication by the Board on August 28, 2025[13](index=13&type=chunk) [Significant Accounting Policies](index=8&type=section&id=3.3%20Significant%20Accounting%20Policies) Accounting policies are consistent with the 2024 annual financial statements, with the first-time application of HKAS 21 (Amendment) "Lack of Exchangeability" having no material impact - Accounting policies are consistent with the 2024 annual consolidated financial statements, with the first-time application of **HKAS 21 (Amendment) "Lack of Exchangeability"**[14](index=14&type=chunk)[15](index=15&type=chunk) - HKAS 21 (Amendment) has **no impact on the interim condensed consolidated financial information** as the Group's transaction and functional currencies are exchangeable[16](index=16&type=chunk) [Revenue](index=8&type=section&id=3.4%20Revenue) The Group's revenue for the period primarily consists of interest income from banks and financial institutions and dividend income from listed investments, showing a significant decrease from the prior year Revenue Analysis | Revenue Source | June 30, 2025 (HKD Thousand) | June 30, 2024 (HKD Thousand) | Change (HKD Thousand) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Interest income from banks and financial institutions | 208 | 760 | (552) | -72.63% | | Dividend income from listed investments | – | 117 | (117) | -100.00% | | **Total Revenue** | **208** | **877** | **(669)** | **-76.28%** | [Other Income, Gains and (Losses) – Net](index=9&type=section&id=3.5%20Other%20Income%2C%20Gains%20and%20%28Losses%29%20%E2%80%93%20Net) For the six months ended June 30, 2025, other income, gains, and net losses turned into a gain of HKD 3,246 thousand, primarily due to the reversal of impairment loss on property, plant, and equipment Other Income, Gains and (Losses) – Net Analysis | Item | June 30, 2025 (HKD Thousand) | June 30, 2024 (HKD Thousand) | Change (HKD Thousand) | | :--- | :--- | :--- | :--- | | Imputed interest income on lease deposits | 133 | 172 | (39) | | Impairment loss on intangible assets | – | (908) | 908 | | Reversal of (impairment loss) on property, plant and equipment | 5,065 | (74,862) | 79,927 | | Net exchange gains (losses) | 238 | (183) | 421 | | Loss on disposal of property, plant and equipment | (905) | (4) | (901) | | Loss on disposal of intangible assets | (1,252) | – | (1,252) | | Loss on write-off of property, plant and equipment | (33) | – | (33) | | Loss on write-off of other deposits | – | (375) | 375 | | **Total** | **3,246** | **(76,160)** | **79,406** | [Segment Information](index=9&type=section&id=3.6%20Segment%20Information) The Group operates as an investment holding company with a single business segment, deriving revenue from interest and dividends, with assets concentrated in China - The Group's business nature is **investment holding**, with all revenue-generating activities constituting a single business segment[20](index=20&type=chunk) Segment Revenue (by Region) | Revenue Source | June 30, 2025 (Hong Kong, HKD Thousand) | June 30, 2024 (Hong Kong, HKD Thousand) | June 30, 2025 (China, HKD Thousand) | June 30, 2024 (China, HKD Thousand) | June 30, 2025 (Consolidated, HKD Thousand) | June 30, 2024 (Consolidated, HKD Thousand) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Interest income from banks and financial institutions | 184 | 742 | 24 | 18 | 208 | 760 | | Dividend income from listed investments | – | 117 | – | – | – | 117 | | **Total** | **184** | **859** | **24** | **18** | **208** | **877** | Segment Assets and Liabilities (by Region) | Indicator | June 30, 2025 (Hong Kong, HKD Thousand) | December 31, 2024 (Hong Kong, HKD Thousand) | June 30, 2025 (China, HKD Thousand) | December 31, 2024 (China, HKD Thousand) | June 30, 2025 (Consolidated, HKD Thousand) | December 31, 2024 (Consolidated, HKD Thousand) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Non-current assets | 53,889 | 50,620 | 332,892 | 322,988 | 386,781 | 373,608 | | Total assets | 97,705 | 120,314 | 410,483 | 396,781 | 508,188 | 517,095 | | Total liabilities | 5,314 | 14,029 | 64 | 1,932 | 5,378 | 15,961 | [Finance Costs](index=10&type=section&id=3.7%20Finance%20Costs) For the six months ended June 30, 2025, finance costs significantly decreased to HKD 476 thousand, primarily due to zero interest expense on interest-bearing bonds Finance Costs Analysis | Item | June 30, 2025 (HKD Thousand) | June 30, 2024 (HKD Thousand) | Change (HKD Thousand) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Interest-bearing bonds | – | 2,393 | (2,393) | -100.00% | | Lease liabilities | 476 | 714 | (238) | -33.33% | | **Total** | **476** | **3,107** | **(2,631)** | **-84.68%** | [Loss Before Tax](index=10&type=section&id=3.8%20Loss%20Before%20Tax) For the six months ended June 30, 2025, loss before tax significantly narrowed to HKD 10,501 thousand, mainly due to reduced staff welfare expenses, depreciation, and impairment loss on property, plant, and equipment Components of Loss Before Tax | Item | June 30, 2025 (HKD Thousand) | June 30, 2024 (HKD Thousand) | Change (HKD Thousand) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Total staff welfare expenses | 7,185 | 20,179 | (12,994) | -64.40% | | Auditor's remuneration | 250 | 400 | (150) | -37.50% | | Depreciation of property, plant and equipment | 4,093 | 6,176 | (2,083) | -33.73% | | Depreciation of right-of-use assets | 4,161 | 6,221 | (2,060) | -33.11% | | (Reversal of) impairment loss on property, plant and equipment | (5,065) | 74,862 | (79,927) | -106.77% | - In the first half of 2024, approximately **HKD 2,884 thousand in severance costs** were recognized due to staff redundancies, with no such expenses in the first half of 2025[22](index=22&type=chunk) [Income Tax Credit](index=11&type=section&id=3.9%20Income%20Tax%20Credit) For the six months ended June 30, 2025, the Group had no income tax credit, compared to a deferred tax credit of HKD 1,990 thousand in the prior period, with no provision for profits tax due to absence of assessable profits Income Tax Credit | Item | June 30, 2025 (HKD Thousand) | June 30, 2024 (HKD Thousand) | | :--- | :--- | :--- | | Deferred tax credit | – | 1,990 | - The Group had **no assessable profits** in both periods, thus no provision for Hong Kong profits tax or tax liabilities in other jurisdictions was made[23](index=23&type=chunk) [Dividends](index=11&type=section&id=3.10%20Dividends) The Board does not recommend paying an interim dividend for the six months ended June 30, 2025, consistent with the prior year - The Board does not recommend paying an interim dividend for the six months ended June 30, 2025[24](index=24&type=chunk) [Net Asset Value Per Share and Loss Per Share](index=11&type=section&id=3.11%20Net%20Asset%20Value%20Per%20Share%20and%20Loss%20Per%20Share) As of June 30, 2025, net asset value per share remained at HKD 0.32, while basic and diluted loss per share significantly narrowed to HKD 0.67 cents from HKD 23.62 cents Net Asset Value Per Share | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Net asset value per share | HKD 0.32 | HKD 0.32 | Loss Per Share | Indicator | June 30, 2025 (HKD Thousand/Thousand Shares) | June 30, 2024 (HKD Thousand/Thousand Shares) | | :--- | :--- | :--- | | Loss attributable to owners of the Company | (10,501) | (368,847) | | Weighted average number of ordinary shares | 1,561,434 | 1,561,434 | | Basic and diluted loss per share (HK cents per share) | (0.67) | (23.62) | - Diluted loss per share is the same as basic loss per share due to the **anti-dilutive effect of outstanding share options** on basic loss per share[26](index=26&type=chunk) [Prepayments, Deposits and Other Receivables](index=12&type=section&id=3.12%20Prepayments%2C%20Deposits%20and%20Other%20Receivables) As of June 30, 2025, total prepayments, deposits, and other receivables significantly increased to HKD 76,605 thousand, primarily due to a substantial rise in amounts due from securities brokers Prepayments, Deposits and Other Receivables Analysis | Item | June 30, 2025 (HKD Thousand) | December 31, 2024 (HKD Thousand) | Change (HKD Thousand) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Lease and utilities deposits | 4,499 | 6,365 | (1,866) | -29.32% | | Amounts due from securities brokers | 67,235 | 14,536 | 52,699 | 362.54% | | Other prepayments | 4,695 | 806 | 3,889 | 482.51% | | Other utilities deposits and receivables | 176 | 329 | (153) | -46.50% | | Interest receivable from bank deposits | – | 50 | (50) | -100.00% | | **Total** | **76,605** | **22,086** | **54,449** | **246.54%** | - Amounts due from securities brokers represent **cash account balances for securities trading**, with management regularly reviewing credit risk[27](index=27&type=chunk) - None of the above assets are overdue or impaired, and there have been **no recent defaults**[28](index=28&type=chunk) [Equity Instruments at Fair Value Through Other Comprehensive Income](index=12&type=section&id=3.13%20Equity%20Instruments%20at%20Fair%20Value%20Through%20Other%20Comprehensive%20Income) As of June 30, 2025, unlisted equity investments measured at fair value were HKD 21,936 thousand, slightly higher than December 31, 2024, primarily representing an investment in Shanghai Hongpeng Energy Technology Co. Ltd Equity Instruments at Fair Value Through Other Comprehensive Income | Item | June 30, 2025 (HKD Thousand) | December 31, 2024 (HKD Thousand) | Change (HKD Thousand) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Unlisted equity investments, at fair value | 21,936 | 21,283 | 653 | 3.07% | Investment Details of Shanghai Hongpeng Energy Technology Co. Ltd. | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Percentage of capital held in investee company | 10% | 10% | | Cost (HKD Thousand) | 21,891 | 21,891 | | Fair value (HKD Thousand) | 21,936 | 21,283 | | Cumulative unrealized gains (losses) (HKD Thousand) | 45 | (608) | | Percentage of total assets of the Group | 4.32% | 4.12% | - The Board chose to designate this investment as **FVTOCI to avoid short-term fair value fluctuations impacting profit or loss**, aligning with a long-term holding strategy[30](index=30&type=chunk) [Financial Assets at Fair Value Through Profit or Loss](index=13&type=section&id=3.14%20Financial%20Assets%20at%20Fair%20Value%20Through%20Profit%20or%20Loss) As of June 30, 2025, total financial assets at fair value through profit or loss significantly decreased to HKD 48,880 thousand, mainly due to the derecognition of China-listed equity securities and changes in the market value of Hong Kong-listed equity securities Financial Assets at Fair Value Through Profit or Loss Analysis | Item | June 30, 2025 (HKD Thousand) | December 31, 2024 (HKD Thousand) | Change (HKD Thousand) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Hong Kong listed equity securities | 48,880 | 37,609 | 11,271 | 29.97% | | China listed equity securities | – | 55,148 | (55,148) | -100.00% | | **Total** | **48,880** | **92,757** | **(43,877)** | **-47.30%** | Investment Details of Hong Kong Listed Equity Securities (Huayin International Holdings Limited) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Number of shares held | 52,000,000 | 1,042,000,000 | | Equity interest | 14.44% | 14.46% | | Cost (HKD Thousand) | 69,472 | 79,192 | | Market value (HKD Thousand) | 48,880 | 19,798 | | Cumulative unrealized gains (losses) recognized (HKD Thousand) | (20,592) | (59,394) | | Percentage of total assets of the Group | 9.62% | 3.83% | | Percentage of net assets of the Group | 9.72% | 3.95% | - As of December 31, 2024, the company also held Hong Kong-listed equity securities in **Genesis Group (Holdings) Limited and Grand Capital International Group Holdings Limited**, and China-listed equity securities in **Rainbow Display Devices Co., Ltd. and Huizhou Intelligent Technology Group Co., Ltd.**, which were no longer held or had zero value as of June 30, 2025[32](index=32&type=chunk) [Share Capital](index=15&type=section&id=3.15%20Share%20Capital) As of June 30, 2025, the company's authorized and issued and fully paid share capital remained unchanged at 4,000,000 thousand shares (HKD 200,000 thousand par value) and 1,561,434 thousand shares (HKD 78,072 thousand par value), respectively Share Capital Structure | Item | Number of Shares (Thousand Shares) | Par Value (HKD Thousand) | | :--- | :--- | :--- | | Authorized share capital (HKD 0.05 par value per share) | 4,000,000 | 200,000 | | Issued and fully paid share capital (HKD 0.05 par value per share) | 1,561,434 | 78,072 | [Fair Value Measurement of Financial Instruments](index=15&type=section&id=3.16%20Fair%20Value%20Measurement%20of%20Financial%20Instruments) The Group's financial instruments are measured at fair value using a three-level hierarchy based on observable inputs, with listed equity securities classified as Level 1 and unlisted equity securities as Level 3 Fair Value Hierarchy of Financial Instruments (June 30, 2025) | Item | Level 1 (HKD Thousand) | Level 2 (HKD Thousand) | Level 3 (HKD Thousand) | Total (HKD Thousand) | | :--- | :--- | :--- | :--- | :--- | | Financial assets at fair value through profit or loss (listed equity securities) | 48,880 | – | – | 48,880 | | Equity instruments at fair value through other comprehensive income (unlisted equity securities) | – | – | 21,936 | 21,936 | | **Total** | **48,880** | **–** | **21,936** | **70,816** | Fair Value Hierarchy of Financial Instruments (December 31, 2024) | Item | Level 1 (HKD Thousand) | Level 2 (HKD Thousand) | Level 3 (HKD Thousand) | Total (HKD Thousand) | | :--- | :--- | :--- | :--- | :--- | | Financial assets at fair value through profit or loss (listed equity securities) | 92,757 | – | – | 92,757 | | Equity instruments at fair value through other comprehensive income (unlisted equity securities) | – | – | 21,283 | 21,283 | | **Total** | **92,757** | **–** | **21,283** | **114,040** | - Level 1 fair value listed equity securities are determined by **quoted prices in active markets**, while Level 3 unlisted equity securities are determined by **management's valuation**, with no transfers between levels during the period[38](index=38&type=chunk)[40](index=40&type=chunk) [Net (Loss) Gain on Disposal of Subsidiaries](index=16&type=section&id=3.17%20Net%20%28Loss%29%20Gain%20on%20Disposal%20of%20Subsidiaries) In H1 2025, the Group disposed of Only Reliable Group Limited for HKD 20 thousand, resulting in a loss of HKD 2 thousand, while in H1 2024, it disposed of 82% of Cheer Top Development Limited for HKD 6,200 thousand, resulting in a gain of HKD 9,706 thousand - In June 2025, **100% equity of Only Reliable Group Limited was disposed of for HKD 20 thousand**, resulting in a **disposal loss of HKD 2 thousand**[41](index=41&type=chunk)[42](index=42&type=chunk) - In February 2024, **82% equity of Cheer Top Development Limited was disposed of for HKD 6,200 thousand**, resulting in a **disposal gain of HKD 9,706 thousand**, with the remaining 18% classified as FVTOCI[44](index=44&type=chunk)[45](index=45&type=chunk) [Capital Commitments](index=18&type=section&id=3.18%20Capital%20Commitments) As of June 30, 2025, the Group's contracted but unprovided capital expenditure for the acquisition of property, plant, and equipment was approximately HKD 15,708 thousand, a slight increase from December 31, 2024 Capital Commitments | Item | June 30, 2025 (HKD Thousand) | December 31, 2024 (HKD Thousand) | | :--- | :--- | :--- | | Capital expenditure contracted but not provided for in the condensed consolidated financial statements (acquisition of property, plant and equipment) | 15,708 | 15,238 | [Management Discussion and Analysis](index=19&type=section&id=IV.%20Management%20Discussion%20and%20Analysis) This section provides management's perspective on the Group's financial performance, investment strategies, capital structure, liquidity, and future outlook [Financial Review](index=19&type=section&id=4.1%20Financial%20Review) The Group's loss for the period significantly narrowed by 97.2% to HKD 10,501 thousand, primarily due to the reversal of impairment loss on property, plant, and equipment and increased unrealized gains from financial assets at FVTPL - Loss for the period was approximately **HKD 10,501 thousand**, a decrease of approximately **HKD 358,346 thousand or 97.2%** compared to the same period in 2024[49](index=49&type=chunk) - The reduction in loss was mainly due to the **reversal of impairment loss on property, plant, and equipment** from HKD 74,862 thousand to a reversal of HKD 5,065 thousand[49](index=49&type=chunk) - The loss reduction was also attributed to the **net unrealized gains from financial assets at fair value through profit or loss** increasing by HKD 287,326 thousand from a loss of HKD 248,638 thousand to a gain of HKD 38,688 thousand[49](index=49&type=chunk) [Securities Investments](index=19&type=section&id=4.2%20Securities%20Investments) The Board oversees the investment portfolio, focusing on long-term holdings in property development and management, clean energy, and innovation and technology - The Board prudently supervises the investment portfolio, prioritizing the **best interests of shareholders**[50](index=50&type=chunk) - The investment strategy focuses on **long-term holdings**, with the portfolio primarily comprising investments in **property development and management, clean energy, and innovation and technology**[53](index=53&type=chunk) [Listed Securities Investments](index=19&type=section&id=4.2.1%20Listed%20Securities%20Investments) The Group's listed securities investments at FVTPL decreased to HKD 48,880 thousand as of June 30, 2025 Listed Securities Investments (FVTPL) | Item | June 30, 2025 (HKD Thousand) | December 31, 2024 (HKD Thousand) | Change (HKD Thousand) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Listed securities (FVTPL) | 48,880 | 92,757 | (43,877) | -47.30% | [Unlisted Securities Investments](index=19&type=section&id=4.2.2%20Unlisted%20Securities%20Investments) The Group's unlisted securities investment in Shanghai Hongpeng Energy Technology Co. Ltd. at FVTOCI slightly increased to HKD 21,936 thousand Unlisted Securities Investments (FVTOCI) | Item | June 30, 2025 (HKD Thousand) | December 31, 2024 (HKD Thousand) | Change (HKD Thousand) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Shanghai Hongpeng Energy Technology Co. Ltd. (FVTOCI) | 21,936 | 21,283 | 653 | 3.07% | - Shanghai Hongpeng Energy Technology Co. Ltd. primarily engages in **nuclear fusion technology research and development** and the development and commercial application of fusion neutron source products[52](index=52&type=chunk) [Investment Portfolio Strategy](index=20&type=section&id=4.2.3%20Investment%20Portfolio%20Strategy) The investment strategy emphasizes long-term holdings across property development, clean energy, and innovation and technology sectors - The investment strategy focuses on **long-term holdings**[53](index=53&type=chunk) - The investment portfolio primarily includes **property development and management, clean energy, and innovation and technology investments**[53](index=53&type=chunk) Investment Portfolio Performance (H1 2025) | Investee Company Name | Market Value as of June 30, 2025 (HKD Thousand) | Unrealized Gains Recognized for the Period (HKD Thousand) | Realized (Losses) Gains Recognized for the Period (HKD Thousand) | | :--- | :--- | :--- | :--- | | Huayin International Holdings Limited | 48,880 | 38,688 | (132) | | Genesis Group (Holdings) Limited | – | – | (12,364) | | Grand Capital International Group Holdings Limited | – | – | (8,577) | | Rainbow Display Devices Co., Ltd. | – | – | 4 | | Huizhou Intelligent Technology Group Co., Ltd. | – | – | 18,390 | | **Total** | **48,880** | **38,688** | **(2,679)** | [Significant Investments](index=20&type=section&id=4.2.4%20Significant%20Investments) As of June 30, 2025, the Group's investment in Huayin International Holdings Limited exceeded 5% of its total assets - As of June 30, 2025, the Group's securities investment in **Huayin International Holdings Limited exceeded 5% of its total assets**[55](index=55&type=chunk) - Management will closely monitor the **Group's investment portfolio risk**[56](index=56&type=chunk) [Capital Structure](index=20&type=section&id=4.3%20Capital%20Structure) The Group's capital structure comprises issued share capital and reserves, with no changes to share capital during the period - The company's shares are **listed on The Stock Exchange of Hong Kong Limited**[57](index=57&type=chunk) - There were **no changes in the company's share capital** during the period[57](index=57&type=chunk) [Liquidity and Financial Resources](index=20&type=section&id=4.4%20Liquidity%20and%20Financial%20Resources) As of June 30, 2025, the Group's bank balances and cash were HKD 44,802 thousand, representing 8.8% of total assets, a decrease from December 31, 2024, with no long-term or short-term borrowings Bank Balances and Cash | Item | June 30, 2025 (HKD Thousand) | December 31, 2024 (HKD Thousand) | Change (HKD Thousand) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Bank balances and cash | 44,802 | 66,253 | (21,451) | -32.38% | | Percentage of total assets | 8.8% | 12.8% | | | - The Group had **no long-term or short-term borrowings** during the period, thus the debt-to-equity ratio is not applicable[59](index=59&type=chunk) [Foreign Currency Risk](index=21&type=section&id=4.5%20Foreign%20Currency%20Risk) Most of the Group's business transactions are denominated in HKD and RMB, with approximately HKD 98,692 thousand of major financial assets denominated in RMB as of June 30, 2025, and no current hedging policy - Most of the Group's business transactions are denominated in **Hong Kong Dollars and Renminbi**[60](index=60&type=chunk) - As of June 30, 2025, approximately **HKD 98,692 thousand of major financial assets were denominated in Renminbi**[60](index=60&type=chunk) - The Group currently has **no foreign currency hedging policy** but will closely monitor and consider hedging when necessary[60](index=60&type=chunk) [Capital Commitments](index=21&type=section&id=4.6%20Capital%20Commitments) As of June 30, 2025, the Group's contracted but unprovided capital commitments for the acquisition of property, plant, and equipment amounted to approximately HKD 15,708 thousand Capital Commitments | Item | June 30, 2025 (HKD Thousand) | December 31, 2024 (HKD Thousand) | | :--- | :--- | :--- | | Capital commitments contracted but not provided for | 15,708 | 15,238 | [Pledge of Assets and Contingent Liabilities](index=21&type=section&id=4.7%20Pledge%20of%20Assets%20and%20Contingent%20Liabilities) As of June 30, 2025, the Group had not pledged any assets and had no significant contingent liabilities - The Group had **not pledged its assets** as of June 30, 2025, and had **no significant contingent liabilities**[62](index=62&type=chunk) [Employees and Remuneration Policy](index=21&type=section&id=4.8%20Employees%20and%20Remuneration%20Policy) As of June 30, 2025, the Group had 3 employees and 3 directors, with a remuneration policy aligned with market practices and individual performance - As of June 30, 2025, the Group had **3 employees and 3 directors**[63](index=63&type=chunk) - The remuneration policy is in line with market practices and determined based on **individual employee performance and experience**[63](index=63&type=chunk) [Significant Acquisitions and Disposals of Subsidiaries](index=21&type=section&id=4.9%20Significant%20Acquisitions%20and%20Disposals%20of%20Subsidiaries) Apart from the disposal of Only Reliable Group Limited as disclosed in Note 17, the Group had no other significant acquisitions or disposals of subsidiaries during the period - There were **no other significant acquisitions or disposals of subsidiaries** during the period, except for the disposal of Only Reliable Group Limited as disclosed in Note 17[64](index=64&type=chunk) [Interim Dividends](index=21&type=section&id=4.10%20Interim%20Dividends) The Board does not recommend the payment of any interim dividend for the current period - The Board does not recommend the payment of any interim dividend for the current period[65](index=65&type=chunk) [Outlook](index=21&type=section&id=4.11%20Outlook) Macroeconomic uncertainties persist, including tariff policies, AI impact, and geopolitical environment, leading the company to adopt a very conservative investment approach due to the retirement of two executive directors, with trading suspended since June 30, 2025 - Macroeconomic uncertainties persist, including **US government tariff policies, the growing impact of artificial intelligence, and an increasingly complex geopolitical environment**[67](index=67&type=chunk) - Due to the retirement of two executive directors, the company has adopted a **very conservative approach to its investment portfolio**, which is expected to continue until the executive director situation is resolved[67](index=67&type=chunk) - The company's shares have been **suspended from trading since June 30, 2025**, until the executive director situation is resolved[67](index=67&type=chunk) [Directors' and Chief Executive's Interests and Short Positions in Shares and Underlying Shares of the Company and any Associated Corporations](index=22&type=section&id=4.12%20Directors'%20and%20Chief%20Executive's%20Interests%20and%20Short%20Positions%20in%20Shares%20and%20Underlying%20Shares%20of%20the%20Company%20and%20any%20Associated%20Corporations) As of June 30, 2025, no directors or chief executives of the company were required to disclose interests or short positions in shares or underlying shares under the SFO or the Model Code - As of June 30, 2025, no directors or chief executives of the company were required to disclose interests or short positions in shares or underlying shares[68](index=68&type=chunk) [Major Shareholders](index=22&type=section&id=4.13%20Major%20Shareholders) As of June 30, 2025, Hong Kong Ding Yi Feng International Holdings Group Limited, Ding Yi Feng International Holdings Limited, Ms. Ma Xiaoqiu, and Mr. Sui Guangyi held 5% or more of the company's share interests Major Shareholders' Shareholding (June 30, 2025) | Name/Designation | Number of Shares | Type of Interest | Approximate Percentage of Total Issued Share Capital of the Company | | :--- | :--- | :--- | :--- | | Hong Kong Ding Yi Feng International Holdings Group Limited | 198,030,400 | Beneficial owner | 12.68% | | Ding Yi Feng International Holdings Limited | 198,030,400 | Interest of controlled corporation | 12.68% | | Ma Xiaoqiu | 208,550,400 | Beneficial owner and interest of controlled corporation | 13.36% | | Sui Guangyi | 347,612,800 | Beneficial owner and interest of controlled corporation | 22.26% | - Ms. Ma Xiaoqiu and Mr. Sui Guangyi are deemed to have interests in the shares held by Hong Kong Ding Yi Feng International Holdings Group Limited through their interests in Ding Yi Feng International Holdings Limited[68](index=68&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=23&type=section&id=4.14%20Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company's%20Listed%20Securities) 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 during the period[70](index=70&type=chunk) [Standard Code for Securities Transactions by Directors](index=23&type=section&id=4.15%20Standard%20Code%20for%20Securities%20Transactions%20by%20Directors) The company has adopted the Model Code in Appendix C3 of the Listing Rules, and all directors, except Mr. Zhang Aimin, confirmed compliance during the period - The company has adopted the **Model Code as set out in Appendix C3 of the Listing Rules**[71](index=71&type=chunk) - All directors, except Mr. Zhang Aimin, confirmed their compliance with the required standards of the Model Code during the period[71](index=71&type=chunk) [Corporate Governance Practices](index=23&type=section&id=4.16%20Corporate%20Governance%20Practices) The company complied with all applicable provisions of the Corporate Governance Code in Appendix C1 of the Listing Rules during the period, with deviations regarding the separation of Chairman and CEO roles and the Chairman's attendance at the AGM - The company has complied with all applicable provisions of the Corporate Governance Code as set out in Appendix C1 of the Listing Rules, except for the deviations noted below[72](index=72&type=chunk) [Code Provision C.2.1 (Chairman and Chief Executive Officer Roles)](index=23&type=section&id=4.16.1%20Code%20Provision%20C.2.1%20%28Chairman%20and%20Chief%20Executive%20Officer%20Roles%29) The CEO position was held by one person until their retirement on June 27, 2025, while the Chairman position has been vacant since February 2023, with the Board actively seeking suitable candidates - The position of Chief Executive Officer was held by one person until their **retirement as an executive director on June 27, 2025**[73](index=73&type=chunk) - The position of Chairman has been **vacant since February 2023**[73](index=73&type=chunk) - The Board is actively seeking suitable candidates to join the Board to meet the requirements of the Code Provision and other applicable regulations[73](index=73&type=chunk) [Code Provision F.2.2 (Chairman's Attendance at Annual General Meeting)](index=23&type=section&id=4.16.2%20Code%20Provision%20F.2.2%20%28Chairman's%20Attendance%20at%20Annual%20General%20Meeting%29) The Board Chairman was unable to attend the Annual General Meeting on June 27, 2025, due to the vacancy of the Chairman position, with an executive director presiding over the meeting - The Board Chairman was **unable to attend the Annual General Meeting held on June 27, 2025**, due to the vacancy of the Chairman position[74](index=74&type=chunk) - The Annual General Meeting was **chaired by an executive director**[74](index=74&type=chunk) [Audit Committee](index=24&type=section&id=4.17%20Audit%20Committee) The Audit Committee, composed of independent non-executive directors, reviews and oversees the Group's financial reporting and internal control systems, having reviewed and approved the interim results - The Audit Committee comprises independent non-executive directors Ms. Jing Siyuan (Chairperson), Mr. Zhang Aimin, and Mr. Zhang Qiang[75](index=75&type=chunk) - The Audit Committee is primarily responsible for **reviewing and overseeing the Group's financial reporting process and internal control systems**[75](index=75&type=chunk) - The interim results for the current period have been **reviewed by the Audit Committee** and approved by the Board on August 28, 2025[75](index=75&type=chunk) [Publication of Interim Results Announcement and Interim Report](index=24&type=section&id=4.18%20Publication%20of%20Interim%20Results%20Announcement%20and%20Interim%20Report) This interim results announcement has been published on the HKEX and company websites, and the interim report will also be published and dispatched to shareholders - This interim results announcement has been published on the **HKEX website (www.hkexnews.hk) and the company's website (www.carmencentury.com.hk)**[76](index=76&type=chunk) - The interim report will be published on the aforementioned websites and dispatched to the company's shareholders in due course[76](index=76&type=chunk) [Board Statement](index=24&type=section&id=4.19%20Board%20Statement) This announcement was issued by the Board of Carmen Century Investment Limited on August 28, 2025, listing the names of the independent non-executive directors - This announcement was issued by the Board of Carmen Century Investment Limited on **August 28, 2025**[77](index=77&type=chunk) - The independent non-executive directors are **Ms. Jing Siyuan, Mr. Zhang Aimin, and Mr. Zhang Qiang**[77](index=77&type=chunk)
中基长寿科学(00767) - 2025 - 中期业绩
2025-08-28 13:35
Company Overview and Financial Summary This section provides an overview of the company's identity and a concise summary of its financial performance for the reporting period [Company Information](index=1&type=section&id=1.1%20Company%20Information) Zhong Ji Longevity Science Group Limited (stock code: 767) is a Bermuda-incorporated company listed on the Hong Kong Stock Exchange, presenting its unaudited condensed consolidated interim results for the six months ended June 30, 2025 - Company Name: **Zhong Ji Longevity Science Group Limited**[2](index=2&type=chunk) - Stock Code: **767**[2](index=2&type=chunk) - Place of Incorporation: **Bermuda**[2](index=2&type=chunk) - Reporting Period: Six months ended **June 30, 2025** (interim results)[2](index=2&type=chunk)[3](index=3&type=chunk) [Financial Highlights](index=1&type=section&id=1.2%20Financial%20Highlights) The Group's revenue grew 13.1% to HK$48.0 million in H1 2025, but gross profit significantly decreased by 51.8% to HK$16.00 million, turning a pre-tax profit into a HK$11.5 million loss, while net assets increased by 7.9% with no interim dividend proposed H1 2025 Financial Highlights | Metric | H1 2025 (HK$ million) | H1 2024 (HK$ million) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 48.0 | 42.4 | +13.1% | | Gross Profit | 16.00 | 33.3 | -51.8% | | Pre-tax (Loss) Profit | (11.5) | 0.7 | Turned from Profit to Loss | | Net Assets (Period-end) | 431.5 | 400.1 (Dec 31, 2024) | +7.9% | | Interim Dividend | None | None | - | Condensed Consolidated Financial Statements This section presents the Group's unaudited interim financial statements, including profit or loss, comprehensive income, and financial position [Condensed Consolidated Statement of Profit or Loss](index=2&type=section&id=2.1%20Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss) The Group recorded total revenue of HK$47,973 thousand in H1 2025, an increase from the prior year, but gross profit significantly declined due to a substantial rise in cost of sales and services, resulting in a loss of HK$12,922 thousand for the period, with basic and diluted loss per share attributable to owners of the Company at HK$2.29 cents Key Data from Condensed Consolidated Statement of Profit or Loss | Metric | H1 2025 (HK$ thousand) | H1 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 47,973 | 42,403 | +13.1% | | Cost of Sales and Services | (31,945) | (9,127) | +250.0% | | Gross Profit | 16,028 | 33,276 | -51.8% | | Pre-tax (Loss) Profit | (11,532) | 748 | Turned from Profit to Loss | | Loss for the Period | (12,922) | (917) | Loss Widened | | Loss per Share Attributable to Owners of the Company (HK cents) | (2.29) | (0.2) | Loss Widened | [Condensed Consolidated Statement of Comprehensive Income](index=3&type=section&id=2.2%20Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income) Despite a loss for the period, the Group's total comprehensive income for the period turned into a profit of HK$759 thousand from a loss in the prior year, primarily due to a significant positive exchange difference arising from the translation of foreign operations Key Data from Condensed Consolidated Statement of Comprehensive Income | Metric | H1 2025 (HK$ thousand) | H1 2024 (HK$ thousand) | | :--- | :--- | :--- | | Loss for the Period | (12,922) | (917) | | Exchange Differences Arising from Translation of Foreign Operations | 13,561 | (17,286) | | Total Comprehensive Income (Expense) for the Period | 759 | (17,937) | [Condensed Consolidated Statement of Financial Position](index=4&type=section&id=2.3%20Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, the Group's net assets increased to HK$431,540 thousand, with net current assets rising primarily due to significant growth in inventories and loans and interest receivables, alongside a substantial reduction in trade payables Key Data from Condensed Consolidated Statement of Financial Position | Metric | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Total Non-current Assets | 26,387 | 31,836 | -17.1% | | Total Current Assets | 483,003 | 493,795 | -2.2% | | Total Current Liabilities | 77,141 | 121,748 | -36.6% | | Net Current Assets | 405,862 | 372,047 | +9.1% | | Net Assets | 431,540 | 400,139 | +7.9% | | Share Capital | 6,366 | 5,465 | +16.5% | - Inventories significantly increased from **HK$1,296 thousand** to **HK$17,660 thousand**[10](index=10&type=chunk) - Loans and interest receivables increased from **HK$185,568 thousand** to **HK$228,801 thousand**[10](index=10&type=chunk) - Trade receivables significantly decreased from **HK$72,200 thousand** to **HK$13,654 thousand**[10](index=10&type=chunk) Notes to the Condensed Consolidated Financial Statements This section details the Group's general information, accounting policies, revenue breakdown, segment performance, and specific financial statement items [General Information](index=6&type=section&id=3.1%20General%20Information) The Group primarily engages in longevity science business, money lending and financial advisory, securities and other investments, and property investment - The Company is a limited liability company incorporated in **Bermuda**, with its shares listed on The Stock Exchange of Hong Kong Limited[14](index=14&type=chunk) - Principal activities include: **longevity science business, money lending and financial advisory, securities and other investments, and property investment**[17](index=17&type=chunk) [Basis of Preparation and Principal Accounting Policies](index=6&type=section&id=3.2%20Basis%20of%20Preparation%20and%20Principal%20Accounting%20Policies) The condensed consolidated financial statements are presented in HK dollars, prepared in accordance with HKAS 34 'Interim Financial Reporting' and Appendix D2 of the Listing Rules, with accounting policies consistent with the prior year, except for the application of revised HKFRSs which had no significant impact on financial position or performance - Financial statements are presented in **HK dollars** and comply with **HKAS 34** and **Appendix D2 of the Listing Rules** issued by the Hong Kong Institute of Certified Public Accountants[15](index=15&type=chunk) - Accounting policies are consistent with the prior year, except for the application of revised HKFRSs, which had **no significant impact**[16](index=16&type=chunk)[18](index=18&type=chunk) [Revenue and Segment Information](index=7&type=section&id=3.3%20Revenue%20and%20Segment%20Information) The Group's total revenue increased by 13.1%, primarily driven by health and medical product sales in the longevity science business, while money lending and financial advisory revenue decreased, with significant growth in Hong Kong market revenue offsetting a decline in Mainland China [Disaggregation of Revenue](index=7&type=section&id=3.3.1%20Disaggregation%20of%20Revenue) Sales of health and medical products under the longevity science business significantly increased, while diagnostic and medical testing services revenue and loan interest income both decreased Disaggregation of Revenue from Contracts with Customers | Revenue Source | H1 2025 (HK$ thousand) | H1 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Sales of Health and Medical Products | 32,555 | 3,480 | +835.5% | | Provision of Diagnostic and Medical Testing Services | 1,698 | 21,700 | -92.2% | | Loan Interest Income | 13,720 | 17,223 | -20.3% | | **Total Revenue Recognized for the Period** | **47,973** | **42,403** | **+13.1%** | [Operating Segments](index=7&type=section&id=3.3.2%20Operating%20Segments) Longevity science business revenue significantly increased but recorded an expanded segment loss, while money lending and financial advisory revenue decreased but still generated segment profit, and securities and other investments and property investment businesses reported zero revenue Segment Revenue and Profit/(Loss) | Segment | H1 2025 Revenue (HK$ thousand) | H1 2024 Revenue (HK$ thousand) | Revenue Change (%) | H1 2025 Segment (Loss)/Profit (HK$ thousand) | H1 2024 Segment (Loss)/Profit (HK$ thousand) | | :--- | :--- | :--- | :--- | :--- | :--- | | Longevity Science Business | 34,253 | 25,180 | +35.0% | (10,945) | (4,342) | | Money Lending and Financial Advisory Business | 13,720 | 17,223 | -20.3% | 12,306 | 16,233 | | Securities and Other Investments | — | — | - | (20) | (30) | | Property Investment | — | — | - | — | — | | **Total** | **47,973** | **42,403** | **+13.1%** | **1,341** | **11,861** | - The longevity science business expanded its scope, commencing sales and distribution of **longevity wine**[20](index=20&type=chunk)[24](index=24&type=chunk) [Geographical Information](index=10&type=section&id=3.3.3%20Geographical%20Information) Revenue from the Hong Kong market significantly increased, while revenue from Mainland China substantially decreased Revenue from External Customers (by Geographical Market) | Geographical Market | H1 2025 (HK$ thousand) | H1 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Hong Kong | 35,190 | 9,817 | +258.5% | | Mainland China | 12,783 | 32,586 | -60.8% | | **Total** | **47,973** | **42,403** | **+13.1%** | [Other Income and Gains or Losses](index=10&type=section&id=3.4%20Other%20Income%20and%20Gains%20or%20Losses) Total other income and gains or losses for the period amounted to HK$75 thousand, a decrease from the prior year, primarily due to reduced other income and a net exchange loss Other Income and Other Gains or Losses | Item | H1 2025 (HK$ thousand) | H1 2024 (HK$ thousand) | | :--- | :--- | :--- | | Bank Interest Income | 123 | 42 | | Net Exchange Loss | (63) | — | | Gain on Early Termination of Right-of-Use Assets and Lease Liabilities | 12 | — | | Others | 3 | 349 | | **Total** | **75** | **391** | [Finance Costs](index=11&type=section&id=3.5%20Finance%20Costs) Total finance costs for the period increased to HK$663 thousand from the prior year, primarily due to a significant rise in interest on bank and other borrowings Finance Costs | Item | H1 2025 (HK$ thousand) | H1 2024 (HK$ thousand) | | :--- | :--- | :--- | | Interest on Bank and Other Borrowings | 372 | 44 | | Interest on Lease Liabilities | 291 | 479 | | **Total** | **663** | **523** | [Profit (Loss) Before Tax](index=11&type=section&id=3.6%20Profit%20%28Loss%29%20Before%20Tax) The Group's loss before tax was HK$11,532 thousand, primarily impacted by increased staff costs, depreciation of property, plant and equipment, and depreciation of right-of-use assets Components of Profit (Loss) Before Tax | Item | H1 2025 (HK$ thousand) | H1 2024 (HK$ thousand) | | :--- | :--- | :--- | | Depreciation of Property, Plant and Equipment | 179 | 88 | | Depreciation of Right-of-Use Assets | 3,301 | 3,200 | | Staff Costs (Including Directors' Emoluments) | 10,429 | 8,536 | [Income Tax Expense](index=11&type=section&id=3.7%20Income%20Tax%20Expense) Income tax expense for the period was HK$1,390 thousand, primarily comprising PRC enterprise income tax, with Hong Kong profits tax applying a two-tiered rate and PRC subsidiaries subject to a 25% tax rate Income Tax Expense | Item | H1 2025 (HK$ thousand) | H1 2024 (HK$ thousand) | | :--- | :--- | :--- | | Current Tax — PRC Enterprise Income Tax | 1,390 | 1,665 | - Hong Kong profits tax applies a two-tiered rate of **8.25%** (for the first HK$2 million) and **16.5%** (for amounts exceeding HK$2 million) to the Group[32](index=32&type=chunk)[33](index=33&type=chunk) - PRC subsidiaries are subject to a tax rate of **25%**[34](index=34&type=chunk) [Loss Per Share](index=12&type=section&id=3.8%20Loss%20Per%20Share) Basic and diluted loss per share attributable to owners of the Company was HK$2.29 cents, an increase from the prior year, with share options not assumed to be exercised as their exercise price was higher than the average market price during the period Loss Per Share Calculation Data | Metric | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Loss for the Period Attributable to Owners of the Company (HK$ thousand) | (12,571) | (1,021) | | Basic and Diluted Loss Per Share (HK cents) | (2.29) | (0.2) | - Share options were not assumed to be exercised as their exercise price was **higher than the average market price** during the period[38](index=38&type=chunk) [Dividends](index=13&type=section&id=3.9%20Dividends) The Board does not recommend the payment of any interim dividend for the six months ended June 30, 2025, consistent with the prior year - The Directors do not recommend the payment of any dividend for H1 2025 (H1 2024: **nil**)[40](index=40&type=chunk) [Movements in Property, Plant and Equipment](index=13&type=section&id=3.10%20Movements%20in%20Property,%20Plant%20and%20Equipment) Approximately HK$10,000 of furniture and fixtures were added during the period, with no additions in the prior year - Additions of furniture and fixtures amounted to approximately **HK$10,000** in H1 2025[41](index=41&type=chunk) - No additions to property, plant and equipment were made in H1 2024, but disposals amounted to approximately **HK$721,000**[41](index=41&type=chunk) [Movements in Right-of-Use Assets](index=13&type=section&id=3.11%20Movements%20in%20Right-of-Use%20Assets) Additions to right-of-use assets of approximately HK$4,731,000 were recognized during the period due to new lease agreements - Additions to right-of-use assets amounted to approximately **HK$4,731,000** in H1 2025, primarily for leased land and building items[42](index=42&type=chunk) [Financial Assets at Fair Value Through Other Comprehensive Income](index=13&type=section&id=3.12%20Financial%20Assets%20at%20Fair%20Value%20Through%20Other%20Comprehensive%20Income) The Group disposed of all its listed equity investments in H1 2025, thus holding no such financial assets at period-end Financial Assets at Fair Value Through Other Comprehensive Income | Item | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Listed Equity Investments at Fair Value | — | 2,158 | - All listed equity investments were **disposed of** during H1 2025[46](index=46&type=chunk) [Loans and Interest Receivables](index=14&type=section&id=3.13%20Loans%20and%20Interest%20Receivables) Net loans and interest receivables increased to HK$228,801 thousand, primarily from corporate and individual loans, with most being secured at annual interest rates between 6% and 18%, and overdue amounts over 365 days constituting the largest portion Loans and Interest Receivables | Item | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Loans and Interest Receivables Due from Related Parties — Corporate Loans | 30,000 | — | | Loans and Interest Receivables — Corporate Loans | 596,042 | 582,934 | | Loans and Interest Receivables — Individual Loans | 239,470 | 239,345 | | Less: Impairment | (636,711) | (636,711) | | **Net** | **228,801** | **185,568** | - Loan terms are typically **four years**, with annual interest rates ranging from **6% to 18%**[48](index=48&type=chunk) - Most loans and interest receivables are secured by collateral, but **HK$658,560 thousand** are unsecured[49](index=49&type=chunk) Aging Analysis of Loans and Interest Receivables | Aging | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Within 30 days | 947 | 933 | | 31 to 90 days | 32,840 | 2,799 | | 91 to 180 days | 2,826 | 2,800 | | 181 to 365 days | 2,800 | 2,799 | | Over 365 days | 189,388 | 176,237 | | **Total** | **228,801** | **185,568** | [Trade Receivables](index=15&type=section&id=3.14%20Trade%20Receivables) Net trade receivables significantly decreased to HK$13,654 thousand, with credit terms generally ranging from 30 to 90 days, and longevity science business typically requiring upfront deposits, while current to 30-day receivables constitute the largest portion Trade Receivables | Item | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Trade Receivables | 13,666 | 72,212 | | Less: Impairment | (12) | (12) | | **Net** | **13,654** | **72,200** | - Trade receivables credit terms generally range from **30 to 90 days**, with the longevity science business typically requiring **upfront deposits**[52](index=52&type=chunk) Aging Analysis of Trade Receivables | Aging | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Current to 30 days | 12,901 | 71,138 | | 31 to 90 days | — | — | | 91 to 180 days | — | 9 | | 181 to 365 days | 9 | 364 | | Over 365 days | 744 | 689 | | **Total** | **13,654** | **72,200** | [Deposits, Prepayments and Other Receivables](index=16&type=section&id=3.15%20Deposits,%20Prepayments%20and%20Other%20Receivables) Net deposits, prepayments, and other receivables increased to HK$185,958 thousand, primarily driven by an increase in individual loans funded through strategic partners Deposits, Prepayments and Other Receivables | Item | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Prepayments | 15,218 | 12,443 | | Deposits | 3,522 | 3,524 | | Other Receivables — Individual Loans 100% Funded by Strategic Partners | 134,301 | 126,750 | | Other Receivables — Individual Loans 10% Funded by Strategic Partners | 43,703 | 46,168 | | Other Receivables — Others | 87,132 | 89,860 | | Less: Impairment | (97,918) | (97,918) | | **Net** | **185,958** | **180,827** | - Other receivables — others include refundable receivables of **HK$19,738 thousand** related to consulting fees under the longevity science business[55](index=55&type=chunk) [Liabilities](index=17&type=section&id=3.16%20Liabilities) The Group's total current liabilities significantly decreased, primarily due to a substantial reduction in trade payables, while total bank and other borrowings also declined, despite a slight increase in bank borrowings [Trade Payables](index=17&type=section&id=3.16.1%20Trade%20Payables) Trade payables significantly decreased to HK$29,702 thousand, primarily concentrated within current to 30 days Aging Analysis of Trade Payables | Aging | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Current to 30 days | 27,245 | 70,575 | | 31 to 60 days | 2,252 | — | | 61 to 90 days | — | — | | Over 90 days | 205 | 205 | | **Total** | **29,702** | **70,780** | [Other Payables and Accruals](index=17&type=section&id=3.16.2%20Other%20Payables%20and%20Accruals) Total other payables and accruals slightly decreased to HK$8,781 thousand Other Payables and Accruals | Item | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Other Payables | 3,128 | 3,457 | | Accruals | 5,653 | 6,746 | | **Total** | **8,781** | **10,203** | [Bank and Other Borrowings](index=17&type=section&id=3.16.3%20Bank%20and%20Other%20Borrowings) Total bank and other borrowings decreased to HK$9,105 thousand, with short-term other borrowings fully repaid, but bank borrowings slightly increased Bank and Other Borrowings | Item | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Bank Borrowings, Unsecured | 2,192 | 2,128 | | Other Borrowings, Unsecured | 6,913 | 9,413 | | **Total** | **9,105** | **11,541** | - Short-term other borrowings of **HK$2,700 thousand** were fully repaid in H1 2025[58](index=58&type=chunk) - A Bank of China loan of **HK$2,192 thousand** (approximately RMB2,000,000) is unsecured, bears an annual interest rate of **4.25%**, and is repayable within one year[58](index=58&type=chunk) [Amounts Due from/to Related Companies](index=18&type=section&id=3.17%20Amounts%20Due%20from/to%20Related%20Companies) Amounts due from/to related companies are unsecured, interest-free, and repayable on demand - Amounts due from/to related companies are **unsecured, interest-free, and repayable on demand**[60](index=60&type=chunk) [Share Capital](index=18&type=section&id=3.18%20Share%20Capital) The Company's issued share capital increased, with a total of 636,654,300 ordinary shares issued as of June 30, 2025, primarily due to new share issuance Movements in Share Capital | Item | June 30, 2025 (thousand shares) | December 31, 2024 (thousand shares) | | :--- | :--- | :--- | | Number of Issued Shares | 636,654 | 546,530 | | Share Capital (HK$ thousand) | 6,366 | 5,465 | - On June 25, 2025, a total of **90,124,751 new shares** were issued at a subscription price of **HK$0.34 per share**[65](index=65&type=chunk) [Contingent Liabilities and Capital Commitments](index=18&type=section&id=3.19%20Contingent%20Liabilities%20and%20Capital%20Commitments) As of June 30, 2025, the Group had no significant contingent liabilities or capital commitments - As of June 30, 2025, the Group had **no significant contingent liabilities**[63](index=63&type=chunk) - As of June 30, 2025, the Group had **no capital commitments**[64](index=64&type=chunk) [Related Party Transactions](index=19&type=section&id=3.20%20Related%20Party%20Transactions) The Group engaged in several significant related party transactions during the period, including loan interest income from joint ventures and related companies, and amounts due from/to related companies, while key management personnel compensation remained stable - Loan interest income from joint ventures Chongqing Juquan and Wuxi Juquan amounted to **HK$960 thousand** and **HK$483 thousand**, respectively[68](index=68&type=chunk) - Loan interest income of **HK$1,500 thousand** was recognized for revolving loans due from related companies, including Hong Kong Zhong Ji No. 1 International Medical Group Limited[68](index=68&type=chunk) - The Group's outstanding balance due from Hong Kong Zhong Ji No. 1 International Medical Group Limited was approximately **HK$1,980 thousand**[68](index=68&type=chunk) Key Management Personnel Compensation | Item | H1 2025 (HK$ thousand) | H1 2024 (HK$ thousand) | | :--- | :--- | :--- | | Salaries, Allowances and Benefits in Kind | 2,160 | 2,160 | | Pension Scheme Contributions | 36 | 36 | | **Total** | **2,196** | **2,196** | Business Review and Management Discussion This section provides an overview of the Group's business segments, including money lending, longevity science, securities investment, and property investment, along with management's insights [Introduction](index=20&type=section&id=4.1%20Introduction) Zhong Ji Longevity Science Group Limited is actively expanding its longevity science business, aiming to become Asia's first one-stop health and longevity center, in addition to its existing money lending, financial advisory, securities and other investments, and property investment businesses - The Group is focused on expanding its longevity science business and has become **Asia's first one-stop health and longevity center**[69](index=69&type=chunk) [Money Lending and Financial Advisory Business](index=20&type=section&id=4.2%20Money%20Lending%20and%20Financial%20Advisory%20Business) The money lending and financial advisory business performed modestly amidst the downturn in China's real estate market and policy changes, with the Group actively pursuing overdue loans through legal channels and negotiating with strategic partners, operating under 'Strategic Partner Business Model' and 'Corporate and Individual Borrower Business Model' [Business Transformation and Challenges](index=20&type=section&id=4.2.1%20Business%20Transformation%20and%20Challenges) Tianxing Jiyuan (Beijing) Financial Advisory Co., Ltd.'s lending and financial advisory business is recovering from its P2P loan transformation, but overdue loan recovery is hindered by China's real estate market downturn and government mortgage repayment relief policies, leading to increased costs - Tianxing Jiyuan (Beijing) Financial Advisory Co., Ltd., a key PRC subsidiary, is steadily recovering its lending and financial advisory business from a **P2P loan transformation**[70](index=70&type=chunk) - Overdue loan recovery is hindered by the **downturn in PRC real estate transactions** and **government mortgage repayment relief policies**, increasing associated costs and uncertainties[70](index=70&type=chunk)[71](index=71&type=chunk) - The Company has engaged a legal team (Dongwei Law Firm) to execute legal recovery actions for overdue loans, successfully recovering **some amounts**[73](index=73&type=chunk)[80](index=80&type=chunk) - The Independent Recovery Committee successfully recovered proceeds from **two borrower entities** for **four out of 36 impaired loans**[82](index=82&type=chunk)[84](index=84&type=chunk) [Strategic Partner Business Model](index=24&type=section&id=4.2.2%20Strategic%20Partner%20Business%20Model) Under this model, the Group collaborates with licensed strategic partners in China to provide financial management and advisory services without acting as a direct lender, with agreements involving two arrangements with partners like Sinotrust, Shaanxi Guoxin, Fanhua, and Haier Cloud Loan, generating revenue through funding, management services, and risk provision funds - Under the 'Strategic Partner Business Model', the Company does not act as a direct lender but provides financial management and advisory services through collaboration with **licensed strategic partners in China**[86](index=86&type=chunk) - Strategic partners include China Foreign Economy and Trade Trust Co., Ltd., Shenzhen Fanhua United Investment Group Co., Ltd., Chongqing Huikenuo Enterprise Management Co., Ltd. (via Chongqing Haier Microfinance Co., Ltd.), and Shaanxi International Trust and Investment Co., Ltd.[88](index=88&type=chunk) - Arrangement One (Sinotrust, Shaanxi Guoxin): The Company invests funds to establish trusts, co-manages them, collects management service fees, and ultimately receives proceeds from all remaining collateralized assets after redemption[89](index=89&type=chunk)[90](index=90&type=chunk) - Arrangement Two (Fanhua, Haier Cloud Loan): The Group recruits and refers potential borrowers, collects loan origination/referral/agency fees, and maintains a **20% to 30% 'risk provision subsidy'**[91](index=91&type=chunk)[93](index=93&type=chunk) - The top five borrowers under the strategic partner business model account for approximately **20.13%** of total other receivables, with loan-to-collateral ratios ranging from **26.74% to 54.05%**[97](index=97&type=chunk) [Corporate and Individual Borrower Business Model](index=28&type=section&id=4.2.3%20Corporate%20and%20Individual%20Borrower%20Business%20Model) Under this model, the Group acts as a direct lender, providing mostly collateralized loans to corporate entities and high-net-worth individual borrowers, and despite some loans being impaired, the Group is actively pursuing debt collection actions - Under the 'Corporate and Individual Borrower Business Model', the Group acts as a direct lender, providing loans to **corporate entities and high-net-worth individual borrowers** in Mainland China and/or Hong Kong[98](index=98&type=chunk) - Loan principal amounts range from approximately **HK$47,900 thousand to HK$64,400 thousand**, with interest rates between **6% and 18%**, and most loans are **secured**[100](index=100&type=chunk) - The top five borrowers under the corporate and individual borrower business model account for approximately **79.38%** of total loans and interest receivables[101](index=101&type=chunk) - Despite some loans being impaired, the Group has recently initiated **debt collection actions** for some or all of these impaired loans[101](index=101&type=chunk) [Longevity Science Business](index=30&type=section&id=4.3%20Longevity%20Science%20Business) The Group's longevity science business revenue grew but recorded a segment loss due to restructuring costs and new product development investments, focusing on anti-cancer, anti-aging, and knee joint health products while actively expanding marketing channels - Longevity science business revenue was approximately **HK$34,253 thousand**, with sales of longevity bioproducts contributing **HK$32,555 thousand**[103](index=103&type=chunk) - A segment loss of approximately **HK$10,945 thousand** was recorded, primarily due to significant restructuring costs incurred by the Shenzhen Longevity Science subsidiary and initial setup costs for developing the 'Wild American Ginseng Wine' health bioproduct trading business[103](index=103&type=chunk)[104](index=104&type=chunk) - The Group's management is **optimistic** about the development of the longevity science business, believing it will be a future driver of revenue growth[103](index=103&type=chunk) [Securities Investment](index=31&type=section&id=4.4%20Securities%20Investment) The Group has disposed of all remaining listed equity investments, recording a net gain, and holds no long-term listed equity securities investments at period-end - The Group has disposed of all remaining listed equity investments, recording a **net gain of approximately HK$120 thousand**[105](index=105&type=chunk) - As of June 30, 2025, the Group held **no long-term investments in equity securities** listed on the Stock Exchange[105](index=105&type=chunk) [Property Investment Business](index=31&type=section&id=4.5%20Property%20Investment%20Business) The Group is pursuing legal action regarding the illegal transfer of its Saipan leasehold interest, achieving a preliminary success with the court denying the defendant's motion to dismiss, and future discussions will address the reinstatement of the leasehold interest registration - The Company authorized a Saipan law firm to initiate legal action to **invalidate the forged lease assignment** and **recover ownership of the leasehold interest**[106](index=106&type=chunk) - The Commonwealth of the Northern Mariana Islands Superior Court issued a final ruling on July 7, 2025, **denying the defendant's motion to dismiss** and requiring all parties to attend a status conference on October 20, 2025[106](index=106&type=chunk) - The Group retains **ownership of the Saipan investment property**, and its possession of the investment property remains effective[107](index=107&type=chunk) Financial Resources and Other Information This section outlines the Group's liquidity, capital structure, significant investments, issued securities, employee policies, asset pledges, and financial risk management [Liquidity and Financial Resources](index=32&type=section&id=5.1%20Liquidity%20and%20Financial%20Resources) The Group primarily funds its operations and capital requirements through equity, retained earnings, and bank and other borrowings, with net current assets increasing but cash and bank balances decreasing Liquidity and Financial Resources | Metric | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Net Current Assets | 405,862 | 372,047 | | Cash and Bank Balances | 30,036 | 47,842 | | Bank and Other Borrowings | 9,105 | 11,541 | - The Group has **not entered into any financial instruments for hedging purposes**[109](index=109&type=chunk) [Capital Structure](index=32&type=section&id=5.2%20Capital%20Structure) The Company's issued share capital increased, with a total of 636,654,300 ordinary shares issued as of June 30, 2025 - As of June 30, 2025, the total number of issued ordinary shares with a par value of HK$0.01 each was **636,654,300**[110](index=110&type=chunk) [Material Investments, Acquisitions or Disposals](index=32&type=section&id=5.3%20Material%20Investments,%20Acquisitions%20or%20Disposals) There were no material assets, acquisitions, or disposals of subsidiaries and associates during the period, though the Company intends to acquire 100% equity interest in Asia Integrated Cell Bank Limited, for which no legally binding agreement has yet been entered into - In H1 2025, there were **no material assets held, nor material acquisitions or disposals** of subsidiaries and associates[111](index=111&type=chunk) - The Company intends to acquire **100% equity interest in Asia Integrated Cell Bank Limited**, having entered into a non-legally binding memorandum of understanding[111](index=111&type=chunk) [Issued Securities](index=33&type=section&id=5.4%20Issued%20Securities) As of June 30, 2025, 636,654,300 ordinary shares were issued, with an additional 90,124,751 shares allotted and issued during the period - As of June 30, 2025, there were **636,654,300 issued ordinary shares**[113](index=113&type=chunk) - In H1 2025, the Company allotted and issued an additional **90,124,751 shares**[113](index=113&type=chunk) [Employees and Remuneration Policy](index=33&type=section&id=5.5%20Employees%20and%20Remuneration%20Policy) The Group's employees are primarily based in Hong Kong and China, receiving internal training, with a competitive remuneration policy based on market levels, responsibilities, and company performance, complemented by a share option scheme to incentivize staff - The Group's employees are primarily based in **Hong Kong and Mainland China**, with internal training programs provided[115](index=115&type=chunk) - The remuneration policy is competitive, referencing market norms, individual employee performance, qualifications, and experience, with **bonus awards** also possible[115](index=115&type=chunk) - The Company grants share options to relevant grantees under a share option scheme to **align employee and shareholder interests**[116](index=116&type=chunk) [Pledge of Assets and Treasury Policy](index=34&type=section&id=5.6%20Pledge%20of%20Assets%20and%20Treasury%20Policy) At period-end, the Group had no assets pledged to banks or other financial institutions, nor did it provide any corporate guarantees, and it has adopted a treasury policy for securities investment - As of June 30, 2025, the Group had **no assets pledged to banks or other financial institutions**, nor did it provide any **corporate guarantees** to any entity[118](index=118&type=chunk) - The Group adopted a treasury policy on May 24, 2011, regarding investments in securities of other listed companies on the Stock Exchange[119](index=119&type=chunk) [Financial Ratios and Risks](index=34&type=section&id=5.7%20Financial%20Ratios%20and%20Risks) The Group's gearing ratio decreased, with foreign exchange risk primarily arising from HKD and RMB denominated operations, which management continuously monitors and considers hedging Gearing Ratio | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Gearing Ratio | 2.1% | 2.9% | - The Group's business transactions are primarily denominated in **HK dollars and RMB**, with management continuously monitoring foreign exchange risk and considering hedging when there is a significant impact[121](index=121&type=chunk) - As of June 30, 2025, the Group had **no capital commitments or significant contingent liabilities**[122](index=122&type=chunk)[123](index=123&type=chunk) Events After the Reporting Period Subsequent to the reporting period, the Group terminated a joint venture agreement and dissolved the joint venture company, entered into a technology promotion agreement with Beijing Sanyouli Heze Biotechnology Co., Ltd., and signed memoranda of cooperation with Haoshiduo (Shenzhen) Biotechnology Co., Ltd. and Shenzhen Zhonghang Health Fashion Group Co., Ltd. to expand its longevity science business; additionally, the Company faces a lawsuit regarding convertible notes and intends to acquire 100% equity in Asia Integrated Cell Bank Limited - The Group reached an agreement and amicably resolved to **voluntarily terminate a joint venture agreement and dissolve the joint venture company**, with no expected cash gains or significant cash outflows[124](index=124&type=chunk)[125](index=125&type=chunk) - Zhongli (Hainan) Life Science and Technology Co., Ltd., an indirect non-wholly owned subsidiary of the Company, entered into a **technology promotion agreement** with Beijing Sanyouli Heze Biotechnology Co., Ltd.[126](index=126&type=chunk) - Hongfeng Development Limited, a wholly-owned subsidiary of the Company, entered into a **memorandum of cooperation** with Haoshiduo (Shenzhen) Biotechnology Co., Ltd. and Shenzhen Zhonghang Health Fashion Group Co., Ltd. to collaborate on longevity testing, longevity management, and other related businesses[126](index=126&type=chunk)[128](index=128&type=chunk) - The Company faces a lawsuit where the claimant, Yuhe, demands specific performance of convertible notes with a total principal amount of **HK$220,000,000**, or an equivalent sum in lieu thereof[126](index=126&type=chunk) - The Company entered into a non-legally binding memorandum of understanding with China International Bone and Joint Medical Group Limited, intending to acquire **100% equity interest in Asia Integrated Cell Bank Limited**[128](index=128&type=chunk) Corporate Governance and Board Information This section covers the Company's adherence to corporate governance standards, directors' securities transactions, share activities, dividend policy, and board composition [Corporate Governance](index=36&type=section&id=7.1%20Corporate%20Governance) The Company complied with the code provisions of the Corporate Governance Code set out in Appendix C1 of the Listing Rules during H1 2025 - The Company complied with the code provisions of the Corporate Governance Code set out in **Appendix C1 of the Listing Rules** during H1 2025[129](index=129&type=chunk) [Directors' Securities Transactions](index=36&type=section&id=7.2%20Directors%27%20Securities%20Transactions) All Directors confirmed compliance with the Model Code for Securities Transactions by Directors of Listed Issuers in Appendix C3 of the Listing Rules during H1 2025 - All Directors confirmed compliance with the **Model Code for Securities Transactions by Directors of Listed Issuers** in Appendix C3 of the Listing Rules during H1 2025[130](index=130&type=chunk) [Purchase, Sale or Redemption of Shares](index=37&type=section&id=7.3%20Purchase,%20Sale%20or%20Redemption%20of%20Shares) Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed shares during H1 2025 - Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed shares during H1 2025[132](index=132&type=chunk) [Interim Dividend](index=37&type=section&id=7.4%20Interim%20Dividend) The Directors do not recommend the payment of any interim dividend for H1 2025, consistent with the prior year - The Directors do not recommend the payment of any interim dividend for H1 2025 (H1 2024: **nil**)[133](index=133&type=chunk) [Subscription of New Shares Under General Mandate](index=37&type=section&id=7.5%20Subscription%20of%20New%20Shares%20Under%20General%20Mandate) On June 25, 2025, the Company successfully issued 90,124,751 new shares under a general mandate, raising net proceeds of approximately HK$30,442,416, which will be allocated to the longevity science business, legal fees for money lending and financial advisory, and general working capital - On June 25, 2025, the Company successfully issued a total of **90,124,751 new shares** at a subscription price of **HK$0.34 per share**[134](index=134&type=chunk)[135](index=135&type=chunk) - Net proceeds amounted to approximately **HK$30,442,416**[135](index=135&type=chunk) - Net proceeds are intended for the longevity science business at the Hong Kong center (**36.3%**), Shenzhen longevity science sales channels (**13.2%**), legal professional fees and related service costs for recovering strategic partners' mortgaged housing loans under the money lending and financial advisory business (**17.5%**), and the Group's general working capital (**33.0%**)[135](index=135&type=chunk) [Audit Committee Review](index=37&type=section&id=7.6%20Audit%20Committee%20Review) The Audit Committee reviewed and approved the Group's condensed consolidated financial statements for H1 2025 interim results, deeming them compliant with applicable accounting standards, Listing Rules, and all other relevant legal requirements - The Audit Committee, comprising three non-executive Directors, is responsible for assisting the Board in providing independent opinions and overseeing the audit process[137](index=137&type=chunk) - The Audit Committee reviewed and approved the Group's condensed consolidated financial statements for H1 2025 interim results and recommended them for Board approval[137](index=137&type=chunk) [Publication of Interim Results Announcement and Interim Report](index=38&type=section&id=7.7%20Publication%20of%20Interim%20Results%20Announcement%20and%20Interim%20Report) This interim results announcement has been published on the Stock Exchange and Company websites, with the full interim report containing all required information to be dispatched to shareholders and published in due course - This interim results announcement has been published on the **Stock Exchange website (www.hkexnews.hk)** and the **Company website (www.irasia.com/listco/hk/zhongjilongevity)**[138](index=138&type=chunk) - The Company's interim report for H1 2025, containing all information required by the Listing Rules, will be dispatched to shareholders and published on the Stock Exchange and Company websites **in due course**[138](index=138&type=chunk) [Board of Directors](index=39&type=section&id=7.8%20Board%20of%20Directors) As of this announcement date, the Board comprises Executive Directors Mr. Yan Li (Chairman), Mr. Yan Yifan (CEO), Mr. Li Xiaoshuang, Ms. Cao Zhong; Non-executive Directors Dr. He Yiwu, Mr. Lu Changsheng; and Independent Non-executive Directors Mr. Li Si, Mr. Huang Jiang, and Professor Huang Cibo - Executive Directors: **Mr. Yan Li (Chairman), Mr. Yan Yifan (Chief Executive Officer), Mr. Li Xiaoshuang, Ms. Cao Zhong**[140](index=140&type=chunk) - Non-executive Directors: **Dr. He Yiwu, Mr. Lu Changsheng**[140](index=140&type=chunk) - Independent Non-executive Directors: **Mr. Li Si, Mr. Huang Jiang, Professor Huang Cibo**[140](index=140&type=chunk)
迈越科技(02501) - 2025 - 中期业绩
2025-08-28 13:34
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,概不對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。 邁越科技股份有限公司 ( 於 開 曼 群 島 註 冊 成 立 之 有 限 公 司 ) (股份代號:2501) 截至二零二五年六月三十日止六個月的中期業績公告 邁越科技股份有限公司(「本公司」)之董事(「董事」)會(「董事會」)欣然宣佈本公司及其附 屬公司(「本集團」)截至二零二五年六月三十日止六個月(「期間」)之未經審核綜合中期業 績連同截至二零二四年六月三十日止六個月(「同期」)之未經審核比較數字。 財務摘要 — 1 — • 本集團錄得未經審核的收益約人民幣24.1百萬元,較同期約為人民幣22.0百萬元增 長約9.3%; • 期間的毛利約為人民幣6.7百萬元,較同期約人民幣7.8百萬元減少約14.6%; • 本集團於期間內錄得虧損約人民幣10.7百萬元,較同期約人民幣15.0百萬元減少約 29.0%; • 本集團於期間內錄得未經審核的本公司權益股東應佔每股虧損約人民幣2.0分,較 同期約人民幣3.0分 ...
阳光100中国(02608) - 2025 - 中期业绩
2025-08-28 13:33
[Interim Results Announcement](index=1&type=section&id=Interim%20Results%20Announcement) [Disclaimer](index=1&type=section&id=Disclaimer) The Hong Kong Stock Exchange and SEHK disclaim responsibility for the announcement's content, accuracy, completeness, and any resulting losses - The Hong Kong Stock Exchange and SEHK are not responsible for the content of this announcement, nor do they declare its accuracy or completeness[1](index=1&type=chunk) - They expressly disclaim any liability for losses arising from or in reliance upon the whole or any part of this announcement[1](index=1&type=chunk) [Company Information](index=1&type=section&id=Company%20Information) This announcement is issued by Sunshine 100 China Holdings Ltd., disclosing unaudited condensed consolidated results for the six months ended June 30, 2025 - The company name is Sunshine 100 China Holdings Ltd., stock code 2608[2](index=2&type=chunk) - The announcement covers unaudited interim results for the six months ended June 30, 2025[2](index=2&type=chunk)[3](index=3&type=chunk) - The interim results have been reviewed by the company's audit committee and approved by the board of directors on August 28, 2025[3](index=3&type=chunk) [Interim Results Summary](index=1&type=section&id=Interim%20Results%20Summary) For the six months ended June 30, 2025, the company reported RMB 1,376.3 million in revenue, a gross margin of 0.5%, and a loss for the period of RMB 1,146.6 million, with total assets of RMB 39,376.6 million and total loss attributable to equity holders of RMB 7,095.9 million; contract sales amounted to RMB 339.5 million, and total land reserve was approximately 3.4 million square meters, with no interim dividend recommended | Indicator | Amount (RMB million) | | :--- | :--- | | Revenue | 1,376.3 | | Gross Profit | 6.2 | | Gross Margin | 0.5% | | Loss for the Period | 1,146.6 | | Total Assets | 39,376.6 | | Total Loss Attributable to Equity Holders of the Company | 7,095.9 | | Contract Sales Amount | 339.5 | | Contract Sales Area | 31,839 square meters | | Total Land Reserve Gross Floor Area | Approximately 3.4 million square meters | - The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025[4](index=4&type=chunk) [Condensed Consolidated Financial Statements](index=2&type=section&id=Condensed%20Consolidated%20Financial%20Statements) [Condensed Consolidated Statement of Comprehensive Income](index=2&type=section&id=Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income) For the six months ended June 30, 2025, the company's revenue decreased by 14.8% year-on-year to RMB 1,376.3 million, gross profit turned from loss to a profit of RMB 6.2 million, loss for the period narrowed to RMB 1,146.6 million, loss attributable to equity holders of the company was RMB 1,086.2 million, and basic and diluted loss per share was RMB 0.43 | Indicator | 2025 (RMB thousand) | 2024 (RMB thousand) | Change Rate | | :--- | :--- | :--- | :--- | | Revenue | 1,376,322 | 1,614,585 | -14.8% | | Cost of Sales/Services | (1,370,103) | (1,860,152) | -26.3% | | Gross Profit (Loss) | 6,219 | (245,567) | Turned to profit | | Operating Loss | (130,529) | (653,889) | -80.0% | | Loss Before Tax | (1,137,109) | (1,351,758) | -15.9% | | Loss for the Period | (1,146,644) | (1,676,575) | -31.6% | | Loss Attributable to Equity Holders of the Company | (1,086,159) | (1,660,708) | -34.6% | | Basic Loss Per Share (RMB) | (0.43) | (0.65) | -33.8% | - Total other comprehensive income (loss) for the period was RMB (1,146,138) thousand, a narrowing from RMB (1,678,104) thousand in the prior year period[7](index=7&type=chunk) [Condensed Consolidated Statement of Financial Position](index=4&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, the company's total assets were RMB 39,376.6 million, a decrease from December 31, 2024; net current liabilities expanded to RMB (14,385.8) million, total liabilities exceeded total assets by approximately RMB 6,144.6 million, and total deficit attributable to equity holders of the company was RMB (7,095.9) million | Indicator | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | Change Rate | | :--- | :--- | :--- | :--- | | Total Non-current Assets | 11,178,796 | 11,832,259 | -5.5% | | Total Current Assets | 28,197,766 | 34,265,149 | -17.6% | | Total Assets | 39,376,562 | 46,097,408 | -14.6% | | Total Current Liabilities | 42,583,564 | 44,658,211 | -4.7% | | Net Current Liabilities | (14,385,798) | (10,393,062) | Expanded by 38.4% | | Total Non-current Liabilities | 2,937,643 | 6,430,074 | -54.3% | | Total Liabilities | 45,521,207 | 51,088,285 | -10.9% | | Net Liabilities | (6,144,645) | (4,990,877) | Expanded by 23.1% | | Total Deficit Attributable to Equity Holders of the Company | (7,095,886) | (6,010,233) | Expanded by 18.1% | - The carrying amount of investment properties decreased from RMB 9,639,188 thousand as of December 31, 2024, to RMB 9,015,258 thousand as of June 30, 2025[8](index=8&type=chunk) - Completed properties and properties under development decreased from RMB 22,459,930 thousand as of December 31, 2024, to RMB 16,146,442 thousand as of June 30, 2025[8](index=8&type=chunk) [Notes to the Unaudited Interim Financial Report](index=6&type=section&id=Notes%20to%20the%20Unaudited%20Interim%20Financial%20Report) [1. Basis of Preparation](index=6&type=section&id=1.%20Basis%20of%20Preparation) This interim financial report is prepared in accordance with the HKEX Listing Rules and IAS 34, reviewed by the Audit Committee, and highlights significant going concern uncertainties while the Board deems preparation on a going concern basis appropriate, outlining plans to mitigate liquidity pressure - This interim financial report is prepared in accordance with the HKEX Listing Rules and International Accounting Standard 34, and was authorized for issue on August 28, 2025[10](index=10&type=chunk) - These interim financial statements have been prepared in accordance with the same accounting policies adopted in the 2024 annual consolidated financial statements, except for changes in accounting policies expected to be reflected in the 2025 annual consolidated financial statements[10](index=10&type=chunk) - This interim financial report is unaudited but has been reviewed by the company's Audit Committee, which believes it is prepared in accordance with applicable accounting standards and Listing Rules and provides adequate disclosure[12](index=12&type=chunk) [1(a) Material Uncertainty Related to Going Concern](index=7&type=section&id=1(a)%20Material%20Uncertainty%20Related%20to%20Going%20Concern) The company faces significant uncertainties, including a net loss of RMB 1,146.6 million, current liabilities exceeding current assets by RMB 14,385.8 million, total liabilities exceeding total assets by RMB 6,144.6 million, overdue borrowings of approximately RMB 12,891.4 million, potential land appreciation tax liabilities, and legal proceedings; while the company has plans to mitigate liquidity pressure, the ability of management to implement these plans remains uncertain | Indicator | Amount (RMB million) | | :--- | :--- | | Net Loss (for the six months ended June 30, 2025) | 1,146.6 | | Current Liabilities Exceeding Current Assets | 14,385.8 | | Total Liabilities Exceeding Total Assets | 6,144.6 | | Overdue Loans and Borrowings | 12,891.4 | | Overdue Convertible Bonds (USD) | 50.866 (approximately RMB 364.13) | | Overdue Senior Notes (USD) | 258.1 (approximately RMB 1,847.64) | | Overdue Senior Green Notes (USD) | 219.6 (approximately RMB 1,572.03) | | Overdue Corporate Bonds | 2,202.0 | | Cash and Cash Equivalents | 551.3 | - The company has not yet settled land appreciation tax with tax authorities for certain real estate development projects that meet settlement requirements, and potential liabilities could significantly impact liquidity[14](index=14&type=chunk) - The company is involved in several legal proceedings, primarily related to construction contract disputes and loan defaults, but management expects no significant impact on the interim financial report[15](index=15&type=chunk) - To alleviate liquidity pressure, the company plans to negotiate renewals and extensions of borrowings with creditors, undertake debt restructuring, identify financing options, dispose of investment properties, accelerate property pre-sales and sales, expedite collection of unpaid amounts, and strengthen cost control[16](index=16&type=chunk) - There is significant uncertainty regarding the successful implementation of these plans and measures by the company's management, and the ability to continue as a going concern depends on generating sufficient financial and operating cash flows[17](index=17&type=chunk) [2. Changes in Accounting Policies](index=10&type=section&id=2.%20Changes%20in%20Accounting%20Policies) During this reporting period, the company adopted the amendment to IAS 21, "Lack of Exchangeability," which had no significant impact on the Group's results or financial position - The amendment to International Accounting Standard 21, "Lack of Exchangeability," became effective for the first time in this reporting period[20](index=20&type=chunk) - These amendments did not have a significant impact on the Group's results or financial position for the current or prior periods[20](index=20&type=chunk) [3. Revenue and Segment Reporting](index=11&type=section&id=3.%20Revenue%20and%20Segment%20Reporting) The Group's principal activities include property and land development, property investment, property management and hotel operations, and asset-light operations; as of June 30, 2025, total revenue was RMB 1,376.3 million, with property sales being the largest contributor, and the company manages and reports its business across five segments: multi-purpose commercial complexes, composite communities, investment properties, property management and hotel operations, and asset-light operations - The Group's principal activities are property and land development, property investment, property management and hotel operations, and asset-light operations[22](index=22&type=chunk) | Revenue Source | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Property Sales | 1,118,039 | 1,345,198 | | Revenue from Property Management and Hotel Operations | 201,317 | 205,176 | | Revenue from Asset-Light Operations | – | 693 | | Other Sources of Income | 56,966 | 63,518 | | **Total Revenue** | **1,376,322** | **1,614,585** | - The Group manages its business across five reportable segments: multi-purpose commercial complexes, composite communities, investment properties, property management and hotel operations, and asset-light operations[27](index=27&type=chunk)[28](index=28&type=chunk) [3(a) Disaggregation of Revenue](index=11&type=section&id=3(a)%20Disaggregation%20of%20Revenue) The Group's revenue from contracts with customers primarily derives from property sales, followed by property management and hotel operations, with both revenue recognized at a point in time and over time decreasing | Revenue Recognition Timing | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | At a point in time | 1,096,860 | 1,239,067 | | Over time | 222,496 | 312,000 | | **Total Revenue from Contracts with Customers** | **1,319,356** | **1,551,067** | - The Group has a diversified customer base, with no single customer accounting for more than 10% of the Group's revenue[25](index=25&type=chunk) [3(b) Segment Reporting](index=12&type=section&id=3(b)%20Segment%20Reporting) The Composite Communities segment is the Group's largest contributor to revenue and assets but also incurs the largest losses, while the Multi-purpose Commercial Complexes segment experienced a significant revenue decline, and the Investment Properties segment provided stable other income, with all segments generally facing losses and substantial liabilities | Segment | 2025 Revenue (RMB thousand) | 2024 Revenue (RMB thousand) | 2025 Segment Loss (RMB thousand) | 2024 Segment Loss (RMB thousand) | | :--- | :--- | :--- | :--- | :--- | | Multi-purpose Commercial Complexes | 13,628 | 192,602 | (413,415) | (102,649) | | Composite Communities | 1,104,411 | 1,152,596 | (566,902) | (1,037,466) | | Investment Properties | 56,966 | 63,518 | (146,126) | (138,218) | | Property Management and Hotel Operations | 201,317 | 205,176 | (48,236) | (17,519) | | Asset-Light Operations | – | 693 | (3,412) | (23,452) | | **Total** | **1,376,322** | **1,614,585** | **(1,178,091)** | **(1,319,304)** | | Segment | June 30, 2025 Loans and Borrowings (RMB thousand) | December 31, 2024 Loans and Borrowings (RMB thousand) | June 30, 2025 Reported Segment Assets (RMB thousand) | December 31, 2024 Reported Segment Assets (RMB thousand) | | :--- | :--- | :--- | :--- | :--- | | Multi-purpose Commercial Complexes | 4,937,460 | 9,043,699 | 14,452,639 | 18,315,497 | | Composite Communities | 10,149,643 | 12,206,245 | 12,036,169 | 14,870,269 | | Investment Properties | – | – | 9,306,377 | 9,943,315 | | Property Management and Hotel Operations | 710,666 | 586,946 | 95,847 | 153,254 | | Asset-Light Operations | – | – | 100,439 | 97,311 | | **Total** | **15,797,769** | **21,836,890** | **35,991,471** | **43,379,646** | - After reconciliation of reported segment losses, the consolidated loss for the period was RMB (1,146,644) thousand, a narrowing from RMB (1,676,575) thousand in the prior year period[30](index=30&type=chunk) [4. Finance Income and Finance Costs](index=14&type=section&id=4.%20Finance%20Income%20and%20Finance%20Costs) For the six months ended June 30, 2025, the company's finance income significantly increased to RMB 229.5 million, primarily due to interest income from structured notes provided, while finance costs also rose substantially to RMB 1,235.8 million, mainly due to increased capitalization of interest expenses from completed projects and the suspension of some real estate development projects | Indicator | 2025 (RMB thousand) | 2024 (RMB thousand) | Change Rate | | :--- | :--- | :--- | :--- | | Finance Income | 229,543 | 135,998 | +68.8% | | Finance Costs | 1,235,778 | 825,930 | +49.6% | - The increase in finance income was mainly due to increased interest income generated from structured notes provided[30](index=30&type=chunk) - The increase in finance costs was mainly due to increased capitalization of interest expenses from completed projects and the suspension of some real estate development projects[30](index=30&type=chunk) [5. Income Tax](index=15&type=section&id=5.%20Income%20Tax) For the six months ended June 30, 2025, the company's income tax expense significantly decreased to RMB 9.5 million, primarily due to a reduction in land appreciation tax provisions; entities in the Cayman Islands and British Virgin Islands are exempt from income tax, while Chinese subsidiaries are subject to a 25% income tax rate and land appreciation tax at progressive rates from 30% to 60% | Indicator | 2025 (RMB thousand) | 2024 (RMB thousand) | Change Rate | | :--- | :--- | :--- | :--- | | Income Tax Expense | 9,535 | 324,817 | -97.1% | | Of which: Land Appreciation Tax | 53,954 | 425,114 | -87.3% | - The significant decrease in income tax expense was mainly due to a reduction in land appreciation tax provisions[31](index=31&type=chunk) - Chinese subsidiaries are subject to an income tax rate of 25%, and land appreciation tax is levied at progressive rates ranging from 30% to 60%[32](index=32&type=chunk) [6. Loss Per Share](index=16&type=section&id=6.%20Loss%20Per%20Share) For the six months ended June 30, 2025, the company's basic and diluted loss per share both narrowed to RMB 0.43, from RMB 0.65 in the prior year period, with no difference between basic and diluted loss due to the anti-dilutive effect of potential ordinary shares | Indicator | 2025 (RMB) | 2024 (RMB) | Change Rate | | :--- | :--- | :--- | :--- | | Basic Loss Per Share | (0.43) | (0.65) | -33.8% | | Diluted Loss Per Share | (0.43) | (0.65) | -33.8% | - Basic loss per share is calculated based on the loss attributable to equity holders of the company of RMB 1,086,159,000 and the weighted average number of issued shares of 2,550,811,477[33](index=33&type=chunk) - There is no difference between basic and diluted loss per share due to the anti-dilutive effect of potential ordinary shares[34](index=34&type=chunk) [7. Investment Properties](index=16&type=section&id=7.%20Investment%20Properties) As of June 30, 2025, the company's valuation loss on investment properties was RMB 149.4 million, a decrease from RMB 199.3 million in the prior year period, primarily reflecting the impact of a sluggish real estate market, with no new lease agreements entered into or new right-of-use assets recognized during the period | Indicator | 2025 (RMB thousand) | 2024 (RMB thousand) | Change Rate | | :--- | :--- | :--- | :--- | | Valuation Loss on Investment Properties | (149,366) | (199,273) | -25.0% | | Deferred Tax Credit | 37,342 | 49,818 | -25.0% | - The valuation loss on investment properties was mainly due to a decrease in valuation caused by the sluggish real estate market[35](index=35&type=chunk) - No new lease agreements were entered into, nor were new right-of-use assets recognized during the period[35](index=35&type=chunk) [8. Trade and Other Receivables](index=17&type=section&id=8.%20Trade%20and%20Other%20Receivables) As of June 30, 2025, total trade and other receivables amounted to RMB 7,469.4 million, an increase from December 31, 2024, with loans to third parties (net of loss allowance) being the largest component at RMB 3,443.9 million; the company has limited assessment of credit risk for trade receivables and did not make further provisions for expected credit losses during the period | Indicator | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | Change Rate | | :--- | :--- | :--- | :--- | | Trade Receivables (net of loss allowance) | 419,710 | 450,660 | -6.8% | | Loans to Third Parties (net of loss allowance) | 3,443,938 | 3,325,458 | +3.6% | | Loans to Associates (net of loss allowance) | 519,126 | 39,807 | +1204.1% | | Other Receivables (net of loss allowance) | 1,598,781 | 1,333,068 | +19.9% | | Deposits and Prepayments | 1,156,082 | 1,566,120 | -26.2% | | **Total Trade and Other Receivables** | **7,469,402** | **7,120,260** | **+4.9%** | - As of June 30, 2025, trade receivables with an aging over one year mainly included approximately RMB 581,089,000 for land development revenue for sale[37](index=37&type=chunk) - The company has engaged independent lawyers to assist in the recovery of receivables and has initiated legal proceedings against debtors, which were accepted by the court on July 10, 2025[37](index=37&type=chunk) [8(i) Trade Receivables](index=18&type=section&id=8(i)%20Trade%20Receivables) As of June 30, 2025, trade receivables with an aging over one year primarily relate to land development revenue for sale; the company believes the credit risk for property receivables is limited and no further provision for expected credit losses was made during the period - Receivables with an aging over one year mainly include approximately RMB 581,089,000 for land development revenue for sale[37](index=37&type=chunk) - The company holds ownership of property units as collateral for trade receivable balances, and management believes the credit risk for property receivables is limited[38](index=38&type=chunk) - For unsecured trade receivables, the Group measures loss allowances at an amount equal to the lifetime expected credit losses, but as of June 30, 2025, credit risk and expected credit losses were not significant[38](index=38&type=chunk) [8(ii) Loans to Third Parties](index=18&type=section&id=8(ii)%20Loans%20to%20Third%20Parties) Loans to third parties primarily bear interest at a weighted average annual rate of 12%; for the six months ended June 30, 2025, management considered the expected credit losses for these loans not significant, thus no further loss allowance was made - This balance primarily represents loans provided to third parties, bearing interest at a weighted average annual rate of 12%[39](index=39&type=chunk) - Management measures loss allowances at an amount equal to 12-month expected credit losses, unless credit risk has increased significantly[39](index=39&type=chunk) - For the six months ended June 30, 2025, management considered the expected credit losses for loans to third parties not significant, thus no further loss allowance was made[40](index=40&type=chunk) [9. Trade and Other Payables](index=19&type=section&id=9.%20Trade%20and%20Other%20Payables) As of June 30, 2025, total trade and other payables amounted to RMB 16,913.9 million, an increase from December 31, 2024, with financial liabilities measured at amortized cost being the largest component, and amounts due to related parties significantly increasing | Indicator | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | Change Rate | | :--- | :--- | :--- | :--- | | Trade Payables | 2,756,363 | 3,432,583 | -19.7% | | Receipts in Advance from Third Parties | 290,147 | 358,657 | -19.1% | | Amounts Due to Related Parties | 1,434,889 | 281,750 | +409.3% | | Other Payables | 11,361,192 | 11,226,317 | +1.2% | | Financial Liabilities Measured at Amortized Cost | 16,530,473 | 15,987,189 | +3.4% | | Other Tax Payables | 712,981 | 923,738 | -22.8% | | **Total Trade and Other Payables** | **16,913,941** | **16,504,458** | **+2.5%** | - Amounts due to related parties are primarily interest-free, unsecured, and have no fixed repayment terms, with amounts due to associates significantly increasing from RMB 248,285 thousand to RMB 1,433,447 thousand[42](index=42&type=chunk) [10. Capital, Reserves and Dividends](index=20&type=section&id=10.%20Capital,%20Reserves%20and%20Dividends) For the six months ended June 30, 2025, the company did not declare any dividends, share capital remained unchanged, but the deficit in reserves further expanded - The company did not declare any dividends for the six months ended June 30, 2025 and 2024[43](index=43&type=chunk) | Indicator | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Share Capital | 20,174 | 20,174 | | Reserves | (7,116,060) | (6,030,407) | | Total Deficit Attributable to Equity Holders of the Company | (7,095,886) | (6,010,233) | [Management Discussion and Analysis](index=21&type=section&id=Management%20Discussion%20and%20Analysis) [Performance Review and Outlook](index=21&type=section&id=Performance%20Review%20and%20Outlook) In the first half of 2025, the real estate market recovery was slow, and while the company's contract sales increased year-on-year, overall sales were still affected by market downturns and tight funding; revenue decreased by 14.8% year-on-year, and loss for the period narrowed to RMB 1,146.6 million; looking ahead, the company will focus on "enhancing operations, business transformation, and debt resolution," promoting health and wellness and cultural tourism businesses, and actively advancing domestic and international debt restructuring - In the first half of 2025, the real estate market recovery was slow, with declines in commercial housing sales area and sales value year-on-year, and sustained pressure on market demand[44](index=44&type=chunk) - The company's contract sales amounted to approximately RMB 339.5 million, with a contract sales area of approximately 31,839 square meters, showing year-on-year growth, but overall sales were still affected by the sluggish market and tight funding environment[44](index=44&type=chunk) | Indicator | 2025 (RMB million) | 2024 (RMB million) | Change Rate | | :--- | :--- | :--- | :--- | | Revenue | 1,376.3 | 1,614.6 | -14.8% | | Gross Profit | 6.2 | (245.6) | Turned to profit | | Loss for the Period | 1,146.6 | 1,676.6 | -31.6% | - The company will continue to focus on "enhancing operations, business transformation, and debt resolution" to overcome challenges and promote steady progress[46](index=46&type=chunk) - In the future, the company will deepen its existing asset management strategy, upgrade commercial streets, hotels, and property sectors to increase operating income; accelerate business transformation, focusing on "health and wellness + cultural tourism" as dual main lines; and actively promote domestic and international debt restructuring to optimize debt structure and alleviate liquidity pressure[46](index=46&type=chunk)[47](index=47&type=chunk) [Contract Sales](index=22&type=section&id=Contract%20Sales) During this reporting period, the company's contract sales amounted to RMB 339.5 million, a year-on-year increase of 189.4%; contract sales area was 31,839 square meters, a year-on-year increase of 529.2%; the Central and Western regions contributed approximately 83.6% of contract sales, with commercial properties and parking spaces being the main sales categories, accounting for 84% of contract sales | Indicator | 2025 | 2024 | Change Rate | | :--- | :--- | :--- | :--- | | Contract Sales Amount (RMB million) | 339.5 | 117.3 | +189.4% | | Contract Sales Area (square meters) | 31,839 | 5,060 | +529.2% | | Average Contract Sales Price (RMB/square meter) | 7,950 | 14,778 | -46.2% | - Approximately **83.6%** of contract sales amount came from the Central and Western regions[48](index=48&type=chunk) [Contract Sales by Region](index=23&type=section&id=Contract%20Sales%20by%20Region) The Central and Western regions were the primary contributors to contract sales in this reporting period, achieving sales of RMB 283.7 million, while the Bohai Rim region recorded sales of RMB 54.4 million; the Yangtze River Delta and Pearl River Delta regions had smaller sales contributions, with some projects showing negative sales | Economic Region | 2025 Contract Sales Amount (RMB million) | 2024 Contract Sales Amount (RMB million) | | :--- | :--- | :--- | | Bohai Rim | 54.4 | 27.8 | | Yangtze River Delta | 1.4 | 106.5 | | Pearl River Delta | – | 0.2 | | Central and Western | 283.7 | -17.2 | | **Total** | **339.5** | **117.3** | - Contract sales in the Central and Western regions significantly increased, turning from a negative value in the prior year period to **RMB 283.7 million**[50](index=50&type=chunk) - Contract sales in the Yangtze River Delta region significantly decreased from RMB 106.5 million to **RMB 1.4 million**[49](index=49&type=chunk) [Contract Sales by Property Type](index=25&type=section&id=Contract%20Sales%20by%20Property%20Type) Commercial properties and parking spaces were the main sales categories in this reporting period, accounting for 84% of contract sales with an amount of RMB 285.8 million, while residential sales amounted to RMB 53.7 million, accounting for 16% | Type | 2025 Contract Sales Amount (RMB million) | 2024 Contract Sales Amount (RMB million) | 2025 Proportion | 2024 Proportion | | :--- | :--- | :--- | :--- | :--- | | Residential | 53.7 | 2.7 | 16% | 2% | | Commercial Properties and Parking Spaces | 285.8 | 114.6 | 84% | 98% | | **Total** | **339.5** | **117.3** | **100%** | **100%** | - The average sales price for commercial properties and parking spaces was **RMB 7,346/square meter**, and for residential properties was **RMB 12,480/square meter**[51](index=51&type=chunk) [Construction Progress](index=26&type=section&id=Construction%20Progress) During this reporting period, the company had 0 square meters of new construction started and 0 square meters of completed construction, with total construction in progress at period-end being 1,000,874 square meters, primarily concentrated in the Bohai Rim region - During this reporting period, total new construction started was **0 square meters**, and total completed construction was **0 square meters**[52](index=52&type=chunk) | Economic Region | Total Construction in Progress at Period-End (square meters) | | :--- | :--- | | Bohai Rim | 516,158 | | Yangtze River Delta | 259,382 | | Pearl River Delta | 43,808 | | Central and Western | 181,526 | | **Total** | **1,000,874** | [Investment Properties Performance](index=27&type=section&id=Investment%20Properties%20Performance) During this reporting period, the company had no new investment property gross floor area, holding 535,930 square meters of investment properties; rental income was RMB 57.0 million, a year-on-year decrease of 10.2%, mainly due to a reduction in leased property area - During this reporting period, there was no new investment property gross floor area[54](index=54&type=chunk) - As of June 30, 2025, the company held **535,930 square meters** of investment properties[54](index=54&type=chunk) | Indicator | 2025 (RMB million) | 2024 (RMB million) | Change Rate | | :--- | :--- | :--- | :--- | | Rental Income | 57.0 | 63.5 | -10.2% | [Land Reserve](index=27&type=section&id=Land%20Reserve) As of the end of this reporting period, the company's total land reserve gross floor area was 3,327,883 square meters, with the Bohai Rim region accounting for 46% and the Central and Western regions for 28%; the company's attributable gross floor area was 2,933,836 square meters | Economic Region | Total Gross Floor Area (square meters) | Proportion | Attributable Gross Floor Area (square meters) | Proportion | | :--- | :--- | :--- | :--- | :--- | | Bohai Rim | 1,517,089 | 46% | 1,419,355 | 48% | | Central and Western | 948,028 | 28% | 856,498 | 30% | | Yangtze River Delta | 415,642 | 13% | 412,065 | 14% | | Pearl River Delta | 447,124 | 13% | 245,918 | 8% | | **Total** | **3,327,883** | **100%** | **2,933,836** | **100%** | - Transfer/change of registration procedures for some land use rights in Guilin have not yet been completed[56](index=56&type=chunk) [Revenue Analysis](index=29&type=section&id=Revenue%20Analysis) During this reporting period, the company's total revenue decreased by 14.8% year-on-year to RMB 1,376.3 million, primarily due to reduced property sales revenue; property management and hotel operations revenue remained largely stable, while investment property rental income decreased by 10.2% | Revenue Type | 2025 (RMB million) | 2024 (RMB million) | Change Rate | | :--- | :--- | :--- | :--- | | Total Revenue | 1,376.3 | 1,614.6 | -14.8% | | Property Sales Revenue | 1,118.0 | 1,345.2 | -16.9% | | Property Management and Hotel Operations Revenue | 201.3 | 205.2 | -1.9% | | Investment Property Rental Income | 57.0 | 63.5 | -10.2% | - The decrease in property sales revenue was mainly due to a lower average selling price of properties delivered compared to 2024[58](index=58&type=chunk) - The decrease in investment property rental income was mainly due to a reduction in the company's leased property area compared to the prior year period[60](index=60&type=chunk) [Cost and Profitability Analysis](index=29&type=section&id=Cost%20and%20Profitability%20Analysis) During this reporting period, the company's cost of sales/services decreased by 26.3% year-on-year, and gross profit turned from loss to a profit of RMB 6.2 million; valuation losses on investment properties decreased, but other income significantly increased due to net gains recognized from the derecognition of a subsidiary due to bankruptcy liquidation; other operating expenses rose significantly due to increased impairment losses on other receivables, and finance costs also substantially increased due to higher capitalization of interest expenses; income tax expense significantly decreased, ultimately narrowing the loss for the period | Indicator | 2025 (RMB million) | 2024 (RMB million) | Change Rate | | :--- | :--- | :--- | :--- | | Cost of Sales/Services | 1,370.1 | 1,860.2 | -26.3% | | Gross Profit | 6.2 | (245.6) | Turned to profit | | Valuation Loss on Investment Properties | 149.4 | 199.3 | -25.0% | | Other Income | 539.5 | 31.3 | +1623.6% | | Selling Expenses | 28.7 | 41.8 | -31.3% | | Administrative Expenses | 87.5 | 86.6 | +1.0% | | Other Operating Expenses | 410.7 | 111.9 | +267.0% | | Finance Income | 229.5 | 136.0 | +68.8% | | Finance Costs | 1,235.8 | 825.9 | +49.6% | | Income Tax Expense | 9.5 | 324.8 | -97.1% | | Loss for the Period | 1,146.6 | 1,676.6 | -31.6% | | Loss Attributable to Equity Holders of the Company | 1,086.2 | 1,660.7 | -34.6% | - The significant increase in other income was mainly due to net gains recognized from the derecognition of a subsidiary due to bankruptcy liquidation[64](index=64&type=chunk) - The significant increase in other operating expenses was mainly due to increased impairment losses on other receivables compared to the prior year[67](index=67&type=chunk) [Liquidity, Financial and Capital Resources](index=31&type=section&id=Liquidity,%20Financial%20and%20Capital%20Resources) As of June 30, 2025, the company's cash and cash equivalents decreased to RMB 551.3 million; the current ratio decreased to 66.2%, the capital gearing ratio increased to 58.9%, and the asset-liability ratio increased to 115.6%; the company faces substantial loans and borrowings, most of which are due within one year, with no unused bank credit facilities, capital commitments remain high, and there is exposure to foreign exchange risk | Indicator | June 30, 2025 | December 31, 2024 | Change Rate | | :--- | :--- | :--- | :--- | | Cash and Cash Equivalents (RMB million) | 551.3 | 631.1 | -12.7% | | Current Ratio | 66.2% | (Decreased) | | | Capital Gearing Ratio | 58.9% | 58.0% | +0.9 percentage points | | Asset-Liability Ratio | 115.6% | 110.8% | +4.8 percentage points | | Total Loans and Borrowings (RMB million) | 23,186.0 | (Not provided) | | | Carrying Amount of Pledged Properties (RMB million) | 12,142.2 | 14,060.9 | -13.7% | | Contracted Capital Commitments (RMB million) | 4,271.8 | 4,797.5 | -11.0% | | Approved but Not Contracted Capital Commitments (RMB million) | 2,490.1 | 4,408.1 | -43.5% | - The decrease in cash and cash equivalents was mainly due to payments for operating activities and repayment of borrowings and interest[73](index=73&type=chunk) - The company provided guarantees for property buyers' mortgage loans amounting to **RMB 1,364.8 million**[75](index=75&type=chunk) - The company has no unused comprehensive credit facilities from banks and other financial institutions, and currently has no interest rate hedging policy[76](index=76&type=chunk) - The Group's vast majority of income and expenses are denominated in RMB, with certain bank deposits and loans denominated in HKD and USD, but operating cash flows and liquidity have not been significantly affected by exchange rate fluctuations[78](index=78&type=chunk) [Other Information](index=34&type=section&id=Other%20Information) [Major Investments, Acquisitions and Disposals](index=34&type=section&id=Major%20Investments,%20Acquisitions%20and%20Disposals) The company was involved in several significant asset disposals and debt restructurings, including the court-ordered auction of certain land use rights in Guilin to repay defaulted loans, which were ultimately acquired by a creditor at a discount; the Zhuoxing disposal has largely completed its closings, with RMB 4,466.4 million in cash received; the sale of 70% equity in Chongqing Sunshine 100 involved complex debt restructuring, where Sunshine 100 Group will subscribe for junior limited partnership interests by waiving dividends; additionally, subsidiary Wuxi Suyuan has entered bankruptcy liquidation proceedings - Part of the land use rights of Guilin Sunshine 100, a subsidiary of the company, were ordered by the court for judicial public auction to repay defaulted loans provided by China Huarong[79](index=79&type=chunk)[80](index=80&type=chunk) - China Huarong ultimately acquired the land at an auction reserve price of approximately **RMB 328.0 million** (a discount of approximately 44% to the valuation) to offset part of its claims[80](index=80&type=chunk) - The Zhuoxing disposal has completed its first, second, third, and fourth closings, and the Group has received a total of **RMB 4,466.4 million** in cash[81](index=81&type=chunk) - The sale of 70% equity in Chongqing Sunshine 100 involved complex restructuring measures, including the signing of a limited partnership agreement, to address the target company's debt repayment issues and funding needs for development projects[82](index=82&type=chunk)[83](index=83&type=chunk) - Sunshine 100 Group will subscribe for junior limited partnership interests by waiving a total of **RMB 1.7 billion** in Sunshine 100 dividends, with an expected minimal impact on the financial statements[84](index=84&type=chunk) - Subsidiary Wuxi Suyuan Real Estate Co., Ltd. entered bankruptcy liquidation proceedings, with its application for bankruptcy liquidation accepted by the Wuxi court in May 2025[85](index=85&type=chunk) [Human Resources](index=37&type=section&id=Human%20Resources) As of June 30, 2025, the company had a total of 1,613 employees, with staff costs of RMB 92.7 million; the company implements a performance-linked incentive system, provides employee training, and contributes to mandatory social security funds for employees in accordance with Chinese regulations | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Total Number of Employees | 1,613 | 1,524 | | Staff Costs (RMB million) | 92.7 | 102.7 | | Retirement Scheme Contributions (RMB million) | 7.8 | (Not provided) | - The company adopts a performance-linked incentive system and provides various employee training courses[86](index=86&type=chunk) - The company contributes to mandatory social security funds for its Chinese employees, including endowment insurance, medical insurance, unemployment insurance, work injury insurance, maternity insurance, and housing provident fund, in accordance with Chinese regulations[86](index=86&type=chunk) [Dividends](index=38&type=section&id=Dividends) The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025 - The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025[87](index=87&type=chunk) [Corporate Governance](index=38&type=section&id=Corporate%20Governance) The company is committed to maintaining high standards of corporate governance, but there are deviations, including the chairman and CEO being the same person and management not providing monthly updates to the Board; the SEHK has issued a disciplinary action statement against the company and its relevant directors for failing to timely publish results and comply with disclosure requirements, and for directors' failure to discharge their duties - The company has adopted and complied with all applicable code provisions set out in Appendix C1 of the Listing Rules, but with some deviations[88](index=88&type=chunk) - The chairman and chief executive officer are held by Mr. Yi Xiaodi, which deviates from code provision C.2.1, but the Board believes it does not impair the balance of power and responsibilities[88](index=88&type=chunk) - Management does not provide monthly updates to the Board, but consolidated financial statements are prepared quarterly for Board review, and updates are provided when appropriate[89](index=89&type=chunk) - The SEHK issued a disciplinary action statement against the company and its seven current directors and one former director on November 26, 2024[90](index=90&type=chunk) - The company was found to have failed to timely publish annual and interim results, dispatch annual and interim reports, and comply with announcement, circular, and/or shareholder approval requirements regarding loans and/or undisclosed transactions[90](index=90&type=chunk) - The relevant directors failed to act with due skill, care, and diligence, and failed to use their best endeavors to procure the company's compliance with the Listing Rules[90](index=90&type=chunk) [Audit Committee](index=40&type=section&id=Audit%20Committee) The company has established an Audit Committee in compliance with the Listing Rules, comprising three independent non-executive directors, responsible for reviewing and overseeing the company's financial reporting and internal controls; the Audit Committee has reviewed the Group's accounting policies, internal controls, risk management, and financial reporting matters, including these interim results - The Audit Committee comprises three independent non-executive directors: Mr. Wong Po Oi (Chairman), Mr. Gu Yunchang, and Mr. Li Chunping[92](index=92&type=chunk) - Its primary responsibilities include handling the relationship with external auditors, reviewing financial information, overseeing the financial reporting system, risk management and internal control procedures, and performing corporate governance functions[92](index=92&type=chunk) - The Audit Committee has reviewed the accounting policies and practices adopted by the Group and discussed internal controls, risk management, and financial reporting matters, including these interim results[92](index=92&type=chunk) [Standard Code for Securities Transactions by Directors](index=40&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; all directors have confirmed compliance with the Standard Code for the six months ended June 30, 2025 - The company has adopted a code of conduct for directors' securities transactions, the terms of which are no less exacting than the Standard Code set out in Appendix C3 of the Listing Rules[93](index=93&type=chunk) - The company reminds directors twice a year not to deal in the company's securities before the announcement of results[93](index=93&type=chunk) - All directors have confirmed compliance with the Standard Code for the six months ended June 30, 2025[93](index=93&type=chunk) [Purchase, Sale and Redemption of the Company's Listed Securities](index=41&type=section&id=Purchase,%20Sale%20and%20Redemption%20of%20the%20Company's%20Listed%20Securities) The company has experienced multiple default events on bonds and notes, including convertible bonds due in 2021, senior notes, senior green notes due in 2022, senior notes due in 2023, and several corporate bonds; these defaults have triggered cross-default clauses, and the company is actively communicating with creditors and striving to raise funds to repay outstanding principal and interest and terminate the default events - Default events have occurred on the 6.50% convertible bonds due in 2021, the 10.5% senior notes due in 2021, the 13.0% senior green notes due in 2022, and the 12% senior notes due in 2023[94](index=94&type=chunk)[95](index=95&type=chunk)[96](index=96&type=chunk) - As of June 30, 2025, accrued and unpaid interest under the aforementioned notes totaled approximately **USD 239,866,889**[97](index=97&type=chunk) - Default events have occurred on the 8.50% corporate bonds due in 2022, the 9.0% corporate bonds due in 2022, and the 8.4% corporate bonds due in 2023[97](index=97&type=chunk)[98](index=98&type=chunk) - As of June 30, 2025, accrued and unpaid interest under the corporate bonds totaled **RMB 760,795,000**[99](index=99&type=chunk) - The default events will trigger cross-default clauses in certain other debt instruments entered into by the Group[96](index=96&type=chunk) - The company is actively communicating with relevant creditors and striving to accelerate fundraising to repay outstanding funds and terminate the default events as soon as possible[97](index=97&type=chunk)[99](index=99&type=chunk) [Public Float](index=43&type=section&id=Public%20Float) For the six months ended June 30, 2025, the company maintained a sufficient public float in accordance with the Listing Rules - For the six months ended June 30, 2025, the company maintained a sufficient public float in accordance with the Listing Rules[100](index=100&type=chunk) [Termination of Le Sheng as Controlling Shareholder](index=43&type=section&id=Termination%20of%20Le%20Sheng%20as%20Controlling%20Shareholder) Haitong International Securities Group Limited sold 521,153,000 pledged shares of the company, representing approximately 20.43% of the issued share capital, in May 2025; following the sale, Le Sheng is no longer the controlling shareholder and does not control or hold 30% or more of the company's voting rights - Haitong International Securities Group Limited sold a total of **521,153,000** pledged shares of the company by Le Sheng on May 21, 2025, and May 22, 2025, representing approximately **20.43%** of the issued share capital[101](index=101&type=chunk) - After the sale, Le Sheng still holds **563,379,439** shares of the company (approximately **22.09%** of the issued share capital)[101](index=101&type=chunk) - Following the sale of the disposed shares, Le Sheng is no longer the controlling shareholder of the company, nor does it control or hold 30% or more of the voting rights in the company[101](index=101&type=chunk) [Winding-up Petition Against the Company](index=43&type=section&id=Winding-up%20Petition%20Against%20the%20Company) Pason (Hong Kong) Limited filed a winding-up petition against the company on June 18, 2024, concerning unpaid redemption price and default interest; the High Court ordered the petition withdrawn on March 12, 2025, by mutual consent - Pason (Hong Kong) Limited filed a winding-up petition against the company on June 18, 2024, concerning unpaid redemption price of **USD 50,467,500** and default interest of **USD 2,385,000**[102](index=102&type=chunk) - The High Court ordered on March 12, 2025, by mutual consent, that the re-amended petition be withdrawn[102](index=102&type=chunk) [Events After Reporting Period](index=43&type=section&id=Events%20After%20Reporting%20Period) Subsequent to the reporting period, Haitong International Financial Services Limited and Haitong International Financial Products Limited filed claims against the company for unpaid principal of USD 158,101,000 and accrued interest of USD 42,920,344.24; the Hong Kong High Court issued a consent order, with the company agreeing to pay the principal, but no agreement has been reached on the repayment schedule or accrued interest, and despite the consent order, the plaintiffs retain the right to and have issued statutory demands - Haitong International Financial Services Limited and Haitong International Financial Products Limited filed claims against the company for unpaid principal of **USD 63,101,000** and **USD 95,000,000**, and accrued interest of **USD 12,520,344.24** and **USD 30,400,000**[103](index=103&type=chunk) - The Hong Kong High Court issued a consent order, with the company agreeing to pay the aforementioned unpaid principal, but no agreement has been reached on the repayment schedule, nor have any arrangements been made for accrued interest[104](index=104&type=chunk) - The company also agreed to pay the plaintiffs' legal costs totaling **HKD 940,000** under a Tomlin order and has been making payments according to the agreed schedule[104](index=104&type=chunk) - Despite the consent order, the plaintiffs retain the right to and have issued statutory demands against the company[104](index=104&type=chunk) [Publication Information](index=44&type=section&id=Publication%20Information) This results announcement has been published on the websites of the SEHK, Singapore Exchange Securities Trading Limited, and the company; the interim report for the six months ended June 30, 2025, containing all required information, will be published in due course - This results announcement has been published on the websites of the SEHK (www.hkexnews.hk), Singapore Exchange Securities Trading Limited (www.sgx.com), and the company (www.ss100.com.cn)[105](index=105&type=chunk) - The company's interim report for the six months ended June 30, 2025, containing all information required by the Listing Rules, will be published on the websites of the SEHK and the company in due course[105](index=105&type=chunk)
国联民生(01456) - 2025 - 中期业绩

2025-08-28 13:32
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,概不就因本公告全部或任何 部分內容所產生或因依賴該等內容而引致的任何損失承擔任何責任。 (股份代號:01456) (於中華人民共和國成立的股份有限公司) 中期業績公告 截至2025年6月30日止六個月 國聯民生證券股份有限公司(「本公司」)董事會(「董事會」)謹此公佈本公司及其附 屬公司截至2025年6月30日止六個月未經審核中期業績。本公告列載本公司2025年中 期報告全文,並符合香港聯合交易所有限公司證券上市規則有關中期業績初步公告 的相關規定。本公司2025年中期報告將適時刊載於香港聯合交易所有限公司的網站 www.hkexnews.hk及本公司的網站www.glsc.com.cn,並按本公司H股股東選擇收取公 司通訊的方式寄發予本公司H股股東。 承董事會命 國聯民生證券股份有限公司 董事長 顧偉 中國江蘇省無錫市 2025年8月28日 截至本公告日期,本公司執行董事為葛小波先生;本公司非執行董事為顧偉先生、 周衛平先生、吳衛華先生、楊振興先生及劉海林先生;及本公司獨立非執行董事為 ...