远东控股国际(00036) - 2025 - 中期业绩
2025-08-28 10:36
I. [Interim Results Announcement Summary](index=1&type=section&id=I.%20Interim%20Results%20Announcement%20Summary) This section provides an overview of Far East Holdings International Limited's unaudited interim results for the six months ended June 30, 2025 1.1 [Performance Overview](index=1&type=section&id=1.1%20Performance%20Overview) Far East Holdings International Limited announced its unaudited condensed consolidated interim results for the six months ended June 30, 2025, with comparative data for 2024 - This announcement presents the unaudited condensed consolidated interim results of Far East Holdings International Limited and its subsidiaries for the six months ended June 30, 2025[2](index=2&type=chunk) 1.2 [Going Concern Assumption](index=5&type=section&id=1.2%20Going%20Concern%20Assumption) The Group faces net current liabilities and plans measures like loan extensions, asset sales, and market strategy optimization to ensure going concern for at least 12 months - As of June 30, 2025, the Group had **net current liabilities of HKD 632.994 million**, primarily comprising bank borrowings of **HKD 351.76 million** repayable on demand and a non-controlling interests loan of **HKD 152.7 million** due on April 30, 2026[8](index=8&type=chunk) - The Board has prepared cash flow forecasts for the next 12 months and plans measures including negotiating loan extensions with non-controlling interests, disposing of investments held for trading, re-evaluating market strategies to reduce investment property vacancy rates, and considering the disposal of investment properties to enhance liquidity if needed[8](index=8&type=chunk)[11](index=11&type=chunk) - The Directors believe that, assuming the successful implementation of these measures, the Group will be able to fund its operations and meet its financial obligations for at least the next twelve months[11](index=11&type=chunk) II. [Condensed Consolidated Financial Statements](index=2&type=section&id=II.%20Condensed%20Consolidated%20Financial%20Statements) This section presents the Group's condensed consolidated financial statements, including profit or loss, other comprehensive income, and financial position 2.1 [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=2&type=section&id=2.1%20Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the six months ended June 30, 2025, the Group reported increased net revenue but a significant loss before tax due to fair value losses on investment properties Key Data from Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (For the six months ended June 30, 2025) | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | Change | | :--- | :--- | :--- | :--- | | Revenue | 6,746 | 5,515 | Increase | | Operating costs of leases | (719) | (1,006) | Decrease | | Net rental income | 6,027 | 4,509 | Increase | | Other income | 15 | 183 | Decrease | | Net other losses | (487,540) | (180) | Significant Increase | | Administrative expenses | (1,901) | (1,762) | Increase | | Finance costs | (23,511) | (20,622) | Increase | | Loss before income tax | (506,910) | (17,872) | Significant Increase | | Income tax expense | (37) | – | Increase | | Loss and total comprehensive loss for the period | (506,910) | (17,909) | Significant Increase | | Loss attributable to owners of the Company | (272,868) | (15,302) | Significant Increase | | Loss attributable to non-controlling interests | (234,042) | (2,607) | Significant Increase | | Basic loss per share (HK cents) | (224.75) | (5.51) | Significant Increase | 2.2 [Condensed Consolidated Statement of Financial Position](index=3&type=section&id=2.2%20Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, the Group's total net assets increased, with higher bank balances and cash, despite persistent net current liabilities Key Data from Condensed Consolidated Statement of Financial Position (As of June 30, 2025) | Indicator | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | Change | | :--- | :--- | :--- | :--- | | **Non-current assets** | | | | | Investment properties | 768,300 | 768,300 | Stable | | Property, plant and equipment | 981 | 928 | Increase | | **Current assets** | | | | | Investments held for trading | 840 | 1,020 | Decrease | | Rental receivables and other receivables | 2,096 | 1,016 | Increase | | Bank balances and cash | 8,285 | 628 | Significant Increase | | **Current liabilities** | | | | | Other payables | 54,903 | 46,107 | Increase | | Amounts due to non-controlling interests | 84,649 | 60,933 | Increase | | Bank borrowings | 351,760 | 390,024 | Decrease | | Non-controlling interests loan | 152,700 | – | Significant Increase | | **Non-current liabilities** | | | | | Other loans | 13,103 | 51,385 | Decrease | | Non-controlling interests loan | – | 152,700 | Decrease | | **Net assets** | 122,889 | 70,170 | Increase | | **Equity attributable to owners of the Company** | 57,692 | 2,366 | Significant Increase | | **Non-controlling interests** | 65,197 | 67,804 | Decrease | | **Total equity** | 122,889 | 70,170 | Increase | III. [Notes to the Condensed Consolidated Financial Statements](index=5&type=section&id=III.%20Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed notes on the basis of preparation, accounting policies, segment information, and other financial statement items 3.1 [Basis of Preparation and Accounting Policies](index=5&type=section&id=3.1%20Basis%20of%20Preparation%20and%20Accounting%20Policies) The condensed consolidated financial statements are prepared under HKAS 34 and Appendix 16 of the Listing Rules, primarily on a historical cost basis - The condensed consolidated financial statements are prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" issued by the Hong Kong Institute of Certified Public Accountants and the applicable disclosure requirements of Appendix 16 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited[6](index=6&type=chunk) - The financial statements are prepared on the **historical cost basis**, except for investment properties and certain financial instruments which are measured at fair value[9](index=9&type=chunk) - The adoption of all new and revised Hong Kong Financial Reporting Standards during the period had no significant impact on the Group's unaudited condensed consolidated financial statements[9](index=9&type=chunk) 3.2 [Segment Information](index=6&type=section&id=3.2%20Segment%20Information) The Group operates in two reportable segments: property investment and securities investment, with segment results calculated after deducting direct expenses - The Group has two reportable segments: **property investment** and **securities investment**[10](index=10&type=chunk) - Segment results represent the loss of each segment after deducting operating costs of leases and administrative expenses directly attributable to each segment, excluding unallocated other operating income and corporate expenses[12](index=12&type=chunk) 3.2.1 [Segment Revenue and Results](index=7&type=section&id=3.2.1%20Segment%20Revenue%20and%20Results) For the six months ended June 30, 2025, property investment revenue decreased, while both segments recorded losses, with property investment loss significantly narrowed Segment Revenue and Results (For the six months ended June 30, 2025) | Segment | 2025 Revenue (HKD thousands) | 2025 Results (HKD thousands) | 2024 Revenue (HKD thousands) | 2024 Results (HKD thousands) | | :--- | :--- | :--- | :--- | :--- | | Property investment | 5,515 | (4,809) | 6,746 | (491,568) | | Securities investment | – | (180) | – | (2,340) | | Other operating income | 183 | – | 15 | – | | Unallocated expenses | – | (13,066) | – | (13,017) | | Loss before income tax | – | (17,872) | – | (506,910) | 3.3 [Net Other Losses](index=8&type=section&id=3.3%20Net%20Other%20Losses) For the six months ended June 30, 2025, the Group recorded significant net other losses primarily from fair value losses on investment properties Net Other Losses (For the six months ended June 30, 2025) | Item | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Fair value loss on investment properties | (485,200) | – | | Unrealised fair value loss on investments held for trading | (2,340) | (180) | | **Total** | **(487,540)** | **(180)** | 3.4 [Finance Costs](index=8&type=section&id=3.4%20Finance%20Costs) For the six months ended June 30, 2025, finance costs increased, mainly driven by interest on bank borrowings and non-controlling interests loans Finance Costs (For the six months ended June 30, 2025) | Item | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Interest on bank borrowings | 12,199 | 9,298 | | Interest on a non-controlling interests loan | 8,721 | 10,581 | | Interest on other loans | 2,591 | 743 | | **Total** | **23,511** | **20,622** | 3.5 [Income Tax Expense](index=8&type=section&id=3.5%20Income%20Tax%20Expense) For the six months ended June 30, 2025, income tax expense was HKD 37 thousand, calculated based on Hong Kong profits tax rates Income Tax Expense (For the six months ended June 30, 2025) | Item | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Hong Kong profits tax | 37 | – | | **Total** | **37** | **–** | - Hong Kong profits tax is calculated at a two-tiered rate, with the first **HKD 2,000,000** of assessable profits taxed at **8.25%** and the remainder at **16.5%**[16](index=16&type=chunk) 3.6 [Loss for the Period](index=9&type=section&id=3.6%20Loss%20for%20the%20Period) The loss for the period primarily comprises expenses such as depreciation, right-of-use assets, and staff and professional fees Components of Loss for the Period (For the six months ended June 30, 2025) | Item | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Directors' remuneration | 178 | – | | Depreciation | 197 | – | | Right-of-use assets | 951 | – | | Staff and professional fees | 983 | – | | Others | 28 | 34 | 3.7 [Dividends](index=9&type=section&id=3.7%20Dividends) No dividends were paid, declared, or proposed for the period, as the Board decided against any distribution - For the six months ended June 30, 2025, no dividends were paid, declared, or proposed, and the Board decided not to pay any dividends[18](index=18&type=chunk) 3.8 [Loss Per Share](index=9&type=section&id=3.8%20Loss%20Per%20Share) Basic loss per share attributable to owners of the Company significantly increased to 224.75 HK cents for the six months ended June 30, 2025 Loss Per Share (For the six months ended June 30, 2025) | Indicator | 2025 (HKD thousands/share) | 2024 (HKD thousands/share) | | :--- | :--- | :--- | | Loss for the period attributable to owners of the Company | (272,868) | (15,302) | | Weighted average number of ordinary shares | 121,411,621 | 277,956,958 | | Basic loss per share (HK cents) | (224.75) | (5.51) | - The weighted average number of ordinary shares used to calculate basic loss per share has been adjusted for the share consolidation on December 17, 2024, and the rights issue on February 5, 2025, with comparative data for 2024 restated[20](index=20&type=chunk) - Diluted loss per share is equal to basic loss per share as there were no potential dilutive ordinary shares during the period[20](index=20&type=chunk) 3.9 [Changes in Property, Plant and Equipment and Investment Properties](index=10&type=section&id=3.9%20Changes%20in%20Property,%20Plant%20and%20Equipment%20and%20Investment%20Properties) The Group acquired HKD 159 thousand in property, plant and equipment, with investment properties fair value determined by directors using market approach - During the period, the Group acquired property, plant and equipment of approximately **HKD 159,000**, but there were no additions or disposals of investment properties[21](index=21&type=chunk) - The fair value of investment properties is determined by the Directors using the market approach and is classified as Level 3 in the fair value hierarchy as of June 30, 2025, and December 31, 2024[21](index=21&type=chunk)[22](index=22&type=chunk) - The fair value loss on investment properties of **HKD 485,200,000** was recognised in profit or loss for the period, compared to nil in the prior period[22](index=22&type=chunk) 3.10 [Investments Held for Trading](index=10&type=section&id=3.10%20Investments%20Held%20for%20Trading) As of June 30, 2025, investments held for trading in Hong Kong listed equity securities decreased to HKD 840 thousand, valued by market quotes Investments Held for Trading (Listed Equity Securities) | Location | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Hong Kong | 840 | 1,020 | - The fair value of investments held for trading is determined by reference to market quotations available on the Stock Exchange[23](index=23&type=chunk) 3.11 [Rental Receivables and Other Receivables](index=11&type=section&id=3.11%20Rental%20Receivables%20and%20Other%20Receivables) As of June 30, 2025, total rental receivables and other receivables increased to HKD 2,096 thousand, with no credit period granted to tenants Rental Receivables and Other Receivables (As of June 30, 2025) | Item | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Rental receivables | 94 | 224 | | Prepayments, deposits and other receivables | 2,002 | 792 | | **Total** | **2,096** | **1,016** | Ageing Analysis of Rental Receivables (By invoice date) | Ageing | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | 1 to 30 days | – | – | | 31 to 60 days | – | 31 | | 61 to 90 days | – | 64 | | 91 to 180 days | – | 129 | | Over 180 days | 94 | – | | **Total** | **94** | **224** | - The Group does not grant any credit period to tenants[24](index=24&type=chunk) 3.12 [Other Payables](index=11&type=section&id=3.12%20Other%20Payables) As of June 30, 2025, other payables increased to HKD 54,903 thousand, mainly including rental deposits, other payables and accrued charges, and interest payable on loans Other Payables (As of June 30, 2025) | Item | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Rental deposits received | 4,608 | 4,070 | | Other payables and accrued charges | 1,868 | 2,471 | | Interest payable on non-controlling interests loan and other loans | 48,427 | 39,566 | | **Total** | **54,903** | **46,107** | 3.13 [Non-Controlling Interests Loan](index=12&type=section&id=3.13%20Non-Controlling%20Interests%20Loan) As of June 30, 2025, the Group had an unsecured non-controlling interests loan of HKD 152.7 million, bearing 10% interest and due April 30, 2026 - As of June 30, 2025, the Group had an unsecured non-controlling interests loan of **HKD 152,700,000**, bearing a fixed annual interest rate of **10%** and due on April 30, 2026[26](index=26&type=chunk) 3.14 [Other Loans](index=12&type=section&id=3.14%20Other%20Loans) As of June 30, 2025, unsecured other loans significantly decreased to HKD 13.103 million, bearing 15% interest and due July 9, 2026 - As of June 30, 2025, the Group's unsecured other loans totaled **HKD 13,103,000**, bearing a fixed annual interest rate of **15%** and due on July 9, 2026[27](index=27&type=chunk) - Other loans decreased from **HKD 51,385,000** as of December 31, 2024, to **HKD 13,103,000** as of June 30, 2025[27](index=27&type=chunk) 3.15 [Bank Borrowings](index=12&type=section&id=3.15%20Bank%20Borrowings) As of June 30, 2025, bank borrowings decreased to HKD 351.76 million, secured by investment properties and classified as current liabilities due to demand clauses Bank Borrowings (As of June 30, 2025) | Item | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Current bank borrowings | 351,760 | 390,024 | - Bank borrowings are secured by the Group's investment properties of **HKD 680,000,000** and bear interest at an annual rate of **HIBOR plus 1.4%**[28](index=28&type=chunk) - All bank borrowings are classified as current liabilities due to terms in the relevant loan agreements granting the lenders an unconditional right to demand repayment at any time at their discretion[28](index=28&type=chunk) Bank Borrowings Repayment Schedule (Without considering demand repayment clauses) | Repayment Period | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | On demand or within one year | 20,528 | 20,528 | | More than one year but not exceeding two years | 20,528 | 20,528 | | More than two years but not exceeding five years | 61,583 | 61,583 | | After five years | 249,121 | 287,385 | | **Total** | **351,760** | **390,024** | 3.16 [Share Capital](index=13&type=section&id=3.16%20Share%20Capital) As of June 30, 2025, the Company's share capital was HKD 705,363 thousand, reflecting a share consolidation and rights issue Share Capital Movement (As of June 30, 2025) | Item | Number of Shares | Share Capital (HKD thousands) | | :--- | :--- | :--- | | January 1, 2023, December 31, 2023, and January 1, 2024 | 1,089,118,593 | 632,610 | | Less: Share consolidation | (980,206,734) | – | | December 31, 2024, and January 1, 2025 | 108,911,859 | 632,610 | | Add: Shares issued under rights issue | 217,823,718 | 72,753 | | **June 30, 2025** | **326,735,577** | **705,363** | - The share consolidation became effective on **December 17, 2024**, consolidating every ten ordinary shares of **HKD 0.01** each into one consolidated share of **HKD 0.1** each[31](index=31&type=chunk) - The rights issue was completed on **February 5, 2025**, involving the issue of up to **217,823,718** rights shares at a subscription price of **HKD 0.334** per rights share on the basis of two rights shares for every one consolidated share[31](index=31&type=chunk) 3.17 [Fair Value Measurement of Financial Instruments](index=14&type=section&id=3.17%20Fair%20Value%20Measurement%20of%20Financial%20Instruments) Certain financial instruments, like Hong Kong listed equity securities, are measured at fair value using active market quotes (Level 1) Fair Value Measurement of Financial Assets (As of June 30, 2025) | Financial Asset | June 30, 2025 Fair Value (HKD thousands) | December 31, 2024 Fair Value (HKD thousands) | Fair Value Level | Valuation Techniques and Key Inputs | | :--- | :--- | :--- | :--- | :--- | | Hong Kong listed equity securities (Investments held for trading) | 840 | 1,020 | Level 1 | Quoted prices in active markets | - There were no transfers between Level 1, Level 2, and Level 3 during the current and prior periods[34](index=34&type=chunk) - The Directors believe that the carrying amounts of financial assets and financial liabilities recorded at amortised cost approximate their fair values[34](index=34&type=chunk) - The Group is exposed to equity price risk from its investments in listed equity securities, and a decrease in Hong Kong stock prices during the period resulted in the recognition of unrealised losses[34](index=34&type=chunk) 3.18 [Related Party Transactions](index=15&type=section&id=3.18%20Related%20Party%20Transactions) Key management personnel remuneration totaled HKD 665 thousand for the period, with no rental income transactions with common executive director companies Key Management Personnel Remuneration (For the six months ended June 30, 2025) | Item | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Short-term benefits | 654 | 684 | | Post-employment benefits costs | 11 | 12 | | **Total** | **665** | **696** | Significant Related Party Transactions (Rental Income) | Relationship with Related Party | Nature of Transaction | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | :--- | | Company with common executive director | Rental income | – | 180 | 3.19 [Review of Interim Accounts](index=15&type=section&id=3.19%20Review%20of%20Interim%20Accounts) The condensed consolidated interim financial statements are unaudited but have been reviewed by the Company's Audit Committee - The condensed consolidated interim financial statements are unaudited but have been reviewed by the Company's Audit Committee[38](index=38&type=chunk) IV. [Management Discussion and Analysis](index=16&type=section&id=IV.%20Management%20Discussion%20and%20Analysis) This section provides management's perspective on the Group's financial performance, business operations, capital structure, and future outlook 4.1 [Company Performance](index=16&type=section&id=4.1%20Company%20Performance) For the six months ended June 30, 2025, the Group's revenue decreased, but loss attributable to owners and total comprehensive loss significantly narrowed Company Performance Overview (For the six months ended June 30, 2025) | Indicator | 2025 (Approx. HKD millions) | 2024 (Approx. HKD millions) | Year-on-year Change | | :--- | :--- | :--- | :--- | | Revenue | 5.5 | 6.7 | Decrease 18% | | Loss attributable to owners of the Company | 15.3 | 272.9 | Significant Narrowing | | Total comprehensive loss | 17.9 | 506.9 | Significant Narrowing | | Basic loss per share (HK cents) | 5.51 | 224.75 (Restated) | Significant Narrowing | 4.2 [Business Review and Outlook](index=16&type=section&id=4.2%20Business%20Review%20and%20Outlook) This section reviews the Group's property and securities investment performance and outlines expectations for improved rental income and asset fair values - The Group continues to engage in its core businesses in Hong Kong, primarily **property investment** and **securities investment**[41](index=41&type=chunk) 4.2.1 [Business Review](index=16&type=section&id=4.2.1%20Business%20Review) The Group's core businesses, property and securities investment in Hong Kong, experienced decreased rental income and unrealized losses due to market volatility 4.2.1.1 [Property Investment](index=16&type=section&id=4.2.1.1%20Property%20Investment) As of June 30, 2025, the investment property portfolio was valued at HKD 768.3 million, with rental income decreasing by 18% for the period - As of June 30, 2025, the carrying amount of the investment property portfolio was approximately **HKD 768.3 million**[42](index=42&type=chunk) Rental Income (For the six months ended June 30, 2025) | Property Location | 2025 (HKD thousands) | 2024 (HKD thousands) | Percentage Change | | :--- | :--- | :--- | :--- | | 9/F, Wing Hang Commercial Building, Queen's Road Central, Hong Kong | – | 720 | (100%) | | 10/F, Wing Hang Commercial Building, Queen's Road Central, Hong Kong | 743 | 743 | 0% | | Workshop 5, 4/F, Fu Kar Industrial Building, 234 Aberdeen Main Road, Hong Kong | 126 | 126 | 0% | | Commercial Podium, Jing Wei Plaza, 1 Wellington Street, Hong Kong | 4,646 | 5,157 | (10%) | | **Total** | **5,515** | **6,746** | **(18%)** | - Management will continue to review the investment property portfolio, seek potential acquisition and/or disposal opportunities, and re-evaluate market promotion strategies to reduce the vacancy rate of investment properties[42](index=42&type=chunk)[11](index=11&type=chunk) - The property on 9/F, Wing Hang Commercial Building was vacant during the period, but an offer to lease agreement has been entered into with a potential tenant, with the lease expiring in October 2028[46](index=46&type=chunk) 4.2.1.2 [Securities Investment](index=18&type=section&id=4.2.1.2%20Securities%20Investment) The Group recorded unrealized losses of approximately HKD 200 thousand on investments held for trading due to Hong Kong stock market volatility - During the period, due to the volatile Hong Kong stock market, the Group recorded an unrealised loss of approximately **HKD 200,000** on investments held for trading, a significant narrowing from **HKD 2,300,000** in the prior period[48](index=48&type=chunk) - As of June 30, 2025, investments held for trading amounted to approximately **HKD 800,000**, comprising one listed equity security on the Main Board of the Stock Exchange[48](index=48&type=chunk) Investments Held for Trading Portfolio (As of June 30, 2025) | Stock Code | Stock Name | Shares Held as of Dec 31, 2024 | Fair Value as of Dec 31, 2024 (HKD thousands) | Fair Value Change for the Period (HKD thousands) | Shares Held as of Jun 30, 2025 | Fair Value as of Jun 30, 2025 (HKD thousands) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | 1557 | Jianhong Group Holdings | 6,000,000 | 1,020 | (180) | 6,000,000 | 840 | 4.2.2 [Outlook](index=19&type=section&id=4.2.2%20Outlook) The Group anticipates positive impacts from economic reopening, expecting increased rental income and fair values for investment properties and trading investments - Looking ahead, the full reopening of the regional economy is expected to have a positive impact on the Group's property investments, with anticipated increases in rental income and the fair values of investment properties and investments held for trading[49](index=49&type=chunk) - The Group is committed to improving property occupancy rates and seeking potential property acquisition and/or disposal opportunities to generate stable income and capital appreciation from properties[49](index=49&type=chunk) - Demand for office space, particularly from retail, entertainment, financial institutions, and professional services companies, is expected to increase, potentially leading to better future financial performance[49](index=49&type=chunk) 4.3 [Capital Reorganisation](index=19&type=section&id=4.3%20Capital%20Reorganisation) The Group completed a share consolidation, change in board lot size, and rights issue, raising net proceeds for loan repayment and working capital 4.3.1 [Share Consolidation](index=19&type=section&id=4.3.1%20Share%20Consolidation) The Company completed a share consolidation on December 17, 2024, merging ten existing shares into one consolidated share - The Company completed a share consolidation on **December 17, 2024**, consolidating every ten (10) existing shares into one (1) consolidated share[50](index=50&type=chunk) 4.3.2 [Change in Board Lot Size](index=19&type=section&id=4.3.2%20Change%20in%20Board%20Lot%20Size) The board lot size for the Company's shares traded on the Stock Exchange changed from 3,000 existing shares to 6,000 consolidated shares, effective December 17, 2024 - The board lot size for the Company's shares traded on the Stock Exchange changed from **3,000 existing shares** to **6,000 consolidated shares**, effective **December 17, 2024**[51](index=51&type=chunk) 4.3.3 [Rights Issue](index=20&type=section&id=4.3.3%20Rights%20Issue) The Company completed a rights issue on January 15, 2025, issuing up to 217,823,718 rights shares at HKD 0.334 per share, raising HKD 69.55 million net proceeds - The Company completed a rights issue on **January 15, 2025**, issuing up to **217,823,718** rights shares at a subscription price of **HKD 0.334** per rights share on the basis of two rights shares for every one consolidated share[52](index=52&type=chunk) - The rights issue was undersubscribed by **82,204,791** rights shares, representing approximately **37.74%** of the total, but these unsubscribed shares were successfully placed by the placing agent to no fewer than six independent placees[53](index=53&type=chunk) - The net proceeds from the rights issue were approximately **HKD 69.55 million**, of which approximately **HKD 44 million** was used for partial repayment of a loan due to a major shareholder, and the remaining **HKD 25.55 million** for the Group's general working capital[54](index=54&type=chunk) 4.4 [Financial Review](index=21&type=section&id=4.4%20Financial%20Review) This section reviews the Group's improved liquidity, reduced gearing ratio, changes in capital structure, and absence of significant risks or transactions 4.4.1 [Liquidity and Financial Resources](index=21&type=section&id=4.4.1%20Liquidity%20and%20Financial%20Resources) As of June 30, 2025, the Group's bank balances and cash significantly increased, funding operations through internal resources and various borrowings - As of June 30, 2025, the Group's bank balances and cash were approximately **HKD 8.3 million**, a significant increase from approximately **HKD 0.6 million** as of December 31, 2024[55](index=55&type=chunk) Interest-Bearing Borrowings (As of June 30, 2025) | Borrowing Type | June 30, 2025 (Approx. HKD millions) | December 31, 2024 (Approx. HKD millions) | | :--- | :--- | :--- | | Bank borrowings | 351.8 | 390.0 | | Non-controlling interests loan | 152.7 | 152.7 | | Other loans | 13.1 | 51.4 | 4.4.2 [Gearing Ratio](index=21&type=section&id=4.4.2%20Gearing%20Ratio) As of June 30, 2025, the gearing ratio significantly decreased to 897% from 25,110%, primarily due to an increase in equity attributable to owners - As of June 30, 2025, the gearing ratio was **897%**, a significant decrease from **25,110%** as of December 31, 2024[56](index=56&type=chunk) - The decrease in the gearing ratio was primarily due to an increase in equity attributable to owners of the Company during the period[56](index=56&type=chunk) 4.4.3 [Capital Structure](index=21&type=section&id=4.4.3%20Capital%20Structure) As of June 30, 2025, the total number of issued ordinary shares increased due to the rights issue, with net proceeds used for loan repayment and working capital - As of June 30, 2025, the total number of issued ordinary shares of the Company increased from **108,911,859** as of December 31, 2024, to **326,735,577**[57](index=57&type=chunk) - The net proceeds from the rights issue, approximately **HKD 69.55 million**, were used to partially repay a loan due to a major shareholder (**HKD 44 million**) and for the Group's general working capital (**HKD 25.55 million**)[58](index=58&type=chunk) 4.4.4 [Foreign Exchange Fluctuation Risk](index=22&type=section&id=4.4.4%20Foreign%20Exchange%20Fluctuation%20Risk) The Group did not have any significant foreign exchange fluctuation risk during the period - The Group did not have any significant foreign exchange fluctuation risk during the period[60](index=60&type=chunk) 4.4.5 [Pledge of Group Assets](index=22&type=section&id=4.4.5%20Pledge%20of%20Group%20Assets) As of June 30, 2025, investment properties totaling approximately HKD 680 million were pledged as security for the Group's bank borrowings - As of June 30, 2025, investment properties of approximately **HKD 680 million** were pledged as security for the Group's bank borrowings of approximately **HKD 351.8 million**[61](index=61&type=chunk) 4.4.6 [Contingent Liabilities and Capital Commitments](index=22&type=section&id=4.4.6%20Contingent%20Liabilities%20and%20Capital%20Commitments) As of June 30, 2025, the Company had no contingent liabilities, and the Group had no significant capital commitments - As of June 30, 2025, the Company had no contingent liabilities[62](index=62&type=chunk) - As of June 30, 2025, the Group had no significant capital commitments[63](index=63&type=chunk) 4.4.7 [Significant Acquisitions and Disposals](index=22&type=section&id=4.4.7%20Significant%20Acquisitions%20and%20Disposals) The Group did not undertake any significant acquisitions or disposals during the period - The Group did not undertake any significant acquisitions or disposals during the period[64](index=64&type=chunk) 4.4.8 [Employees and Remuneration Policy](index=22&type=section&id=4.4.8%20Employees%20and%20Remuneration%20Policy) As of June 30, 2025, the Group employed 8 staff in Hong Kong, offering competitive remuneration and potential discretionary year-end bonuses - As of June 30, 2025, the Group employed **8 staff** in Hong Kong[65](index=65&type=chunk) - The Group offers competitive remuneration packages based on industry practice and individual employee performance, and may grant discretionary year-end bonuses to well-performing employees[65](index=65&type=chunk) 4.4.9 [Interim Dividends](index=22&type=section&id=4.4.9%20Interim%20Dividends) No dividends were paid, declared, or proposed for the period, as the Board decided against any distribution - No dividends were paid, declared, or proposed for the period, and the Board has decided not to pay any dividends for the period[66](index=66&type=chunk) V. [Other Information and Corporate Governance](index=23&type=section&id=V.%20Other%20Information%20and%20Corporate%20Governance) This section covers disclosures regarding directors' and substantial shareholders' interests, securities transactions, and compliance with corporate governance codes 5.1 [Directors' and Chief Executive's Interests](index=23&type=section&id=5.1%20Directors'%20and%20Chief%20Executive's%20Interests) As of June 30, 2025, no directors or chief executive had registrable interests or short positions in the Company's or its associated corporations' securities - As of June 30, 2025, no Directors or chief executive of the Company and their associates had any registrable interests or short positions in the shares, underlying shares, or debentures of the Company or any of its associated corporations[67](index=67&type=chunk) 5.2 [Substantial Shareholders' Interests](index=23&type=section&id=5.2%20Substantial%20Shareholders'%20Interests) As of June 30, 2025, the Company's register of substantial shareholders showed no direct or indirect interests of 5% or more in the issued share capital - As of June 30, 2025, the Company's register of substantial shareholders showed no shareholders who had notified the Company of direct or indirect interests or short positions of **5% or more** in the Company's issued share capital[68](index=68&type=chunk) 5.3 [Purchase, Sale or Redemption of the Company's Listed Securities](index=23&type=section&id=5.3%20Purchase,%20Sale%20or%20Redemption%20of%20the%20Company's%20Listed%20Securities) Neither the Company nor its subsidiaries entered into arrangements for directors to subscribe for securities, nor did they purchase, sell, or redeem any listed securities - Neither the Company, any of its subsidiaries, nor any fellow subsidiaries entered into any arrangements during the period and up to the date of this announcement that would grant Directors or the Company's chief executive or their respective associates any right to subscribe for securities of the Company or any of its associated corporations[69](index=69&type=chunk) - 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) 5.4 [Compliance with the Model Code for Securities Transactions by Directors](index=24&type=section&id=5.4%20Compliance%20with%20the%20Model%20Code%20for%20Securities%20Transactions%20by%20Directors) The Company adopted the Model Code for securities transactions by directors, and all directors confirmed compliance during the period - The Company has adopted the Model Code as its code of conduct for Directors' securities transactions, and all Directors confirmed compliance with the standards set out in the Model Code during the period[71](index=71&type=chunk) 5.5 [Compliance with the Corporate Governance Code](index=24&type=section&id=5.5%20Compliance%20with%20the%20Corporate%20Governance%20Code) The Company complied with the Corporate Governance Code, with a deviation from C.2.1 regarding the separation of Chairman and CEO functions - The Company has complied with all code provisions of the Corporate Governance Code set out in Part 2 of Appendix 14 to the Listing Rules during the period, except for a deviation from code provision C.2.1, which stipulates that the roles of chairman and chief executive should be separate[72](index=72&type=chunk) - The Company does not have a formal chief executive, and the responsibilities of the chief executive and the day-to-day operations of the Group are handled collectively by the executive Directors[73](index=73&type=chunk) - The Board believes that a balance of power and authority is ensured through the operation of the Board, which comprises individuals with extensive experience, and through regular Board meetings to discuss matters affecting the Group's operations[73](index=73&type=chunk) 5.6 [Disclosure of Directors' Information](index=24&type=section&id=5.6%20Disclosure%20of%20Directors'%20Information) No changes in directors' information have occurred since the publication of the Company's 2024 annual report, as per Listing Rule 13.51.B - No changes in Directors' information have occurred since the disclosure in the Company's 2024 annual report or announcements regarding Directors' appointments and/or resignations, as per Listing Rule 13.51.B[74](index=74&type=chunk) 5.7 [Audit Committee](index=25&type=section&id=5.7%20Audit%20Committee) The Audit Committee, comprising three independent non-executive directors, reviewed the Group's accounting principles, audit, internal controls, and interim financial statements - The Board has established an Audit Committee, comprising three independent non-executive Directors (Mr. Lam Wai Hung, Mr. Mak Ka Wing, and Mr. Lam Cheung Shing)[75](index=75&type=chunk) - The Audit Committee is primarily responsible for reviewing the accounting principles and practices adopted by the Group and discussing audit, internal control, and financial reporting matters, including the review of the Group's unaudited interim financial statements for the six months ended June 30, 2025[75](index=75&type=chunk) 5.8 [Board of Directors](index=25&type=section&id=5.8%20Board%20of%20Directors) As of the announcement date, the Board of Directors includes executive, non-executive, and independent non-executive directors - As of the date of this announcement, the Board of Directors comprises Mr. Cheung Sze Man and Ms. Li Ka Lai as executive Directors; Mr. Chu Wai Man as non-executive Director; and Mr. Mak Ka Wing, Mr. Lam Wai Hung, and Mr. Lam Cheung Shing as independent non-executive Directors[76](index=76&type=chunk)
中国科创产业投资(00339) - 2025 - 中期业绩
2025-08-28 10:35
Company Information and Report Overview [Company Basic Information](index=1&type=section&id=Company%20Basic%20Information) China Sci-Tech Industrial Investment Group Limited (Stock Code: 339) announced its interim results for the six months ended June 30, 2025, with the company incorporated in Bermuda, listed on the Main Board of the HKEX, and primarily engaged in investing and trading listed and unlisted securities - Company Name: China Sci-Tech Industrial Investment Group Limited (Stock Code: **339**)[2](index=2&type=chunk) - The company is incorporated in Bermuda, with its principal place of business in Hong Kong, and its shares are listed on the Main Board of the Hong Kong Stock Exchange[5](index=5&type=chunk) - The company's principal business involves investing in and trading listed and unlisted securities[5](index=5&type=chunk) [Report Statement and Basis of Preparation](index=1&type=section&id=Report%20Statement%20and%20Basis%20of%20Preparation) This interim results announcement is unaudited, prepared in accordance with HKAS 34 and the HKEX Listing Rules, using the same accounting policies as the 2024 annual consolidated financial statements, without early adoption of new standards - The condensed consolidated financial statements are **unaudited**[7](index=7&type=chunk) - Prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" issued by the Hong Kong Institute of Certified Public Accountants and the applicable disclosure provisions of the HKEX Listing Rules[8](index=8&type=chunk) - Accounting policies are consistent with the 2024 annual consolidated financial statements, with no early adoption of new and revised Hong Kong Financial Reporting Standards[8](index=8&type=chunk) Condensed Consolidated Financial Statements [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=1&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the six months ended June 30, 2025, the Group achieved a profit of **HKD 5,107,044**, a significant turnaround from a loss of HKD 3,757,925 in the prior period, primarily due to a substantial increase in other income (directors' waived remuneration and loans) and net fair value changes of financial assets Summary of Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (For the six months ended June 30) | Indicator | 2025 (HKD) | 2024 (HKD) | Change | | :--- | :--- | :--- | :--- | | Revenue | 69,163 | 82,643 | ↓16.3% | | Other Income | 5,572,694 | – | Significant increase | | Net fair value changes of financial assets at fair value through profit or loss | 1,516,360 | 504,420 | ↑200.6% | | Gain on disposal of subsidiaries | 681,555 | – | New item | | Administrative and other operating expenses | (2,691,713) | (4,282,395) | ↓37.1% | | Finance costs | (41,015) | (62,593) | ↓34.5% | | Profit/(Loss) before income tax expense | 5,107,044 | (3,757,925) | Turnaround to profit | | Profit/(Loss) for the period attributable to owners of the Company | 5,107,044 | (3,757,925) | Turnaround to profit | | Basic and diluted earnings/(loss) per share | 0.018 | (0.013) | Turnaround to profit | [Condensed Consolidated Statement of Financial Position](index=2&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, the Group's net assets turned from a net liability of HKD 742,061 at the end of 2024 to net assets of **HKD 4,363,829**, primarily due to a substantial increase in financial assets at fair value through profit or loss and a significant reduction in current liabilities Summary of Condensed Consolidated Statement of Financial Position (As of June 30) | Indicator | 2025 June 30 (HKD) | 2024 Dec 31 (HKD) | Change | | :--- | :--- | :--- | :--- | | Non-current assets | 2,022,558 | 2,571,102 | ↓21.4% | | Current assets | 9,706,155 | 5,964,680 | ↑62.7% | | Financial assets at fair value through profit or loss | 6,687,060 | 5,170,700 | ↑29.3% | | Cash and cash equivalents | 2,690,945 | 354,521 | ↑658.9% | | Current liabilities | 4,468,989 | 7,819,343 | ↓42.9% | | Accruals and other payables | 775,502 | 3,127,679 | ↓75.2% | | Directors' loans (current) | – | 3,600,000 | ↓100% | | Net current assets/(liabilities) | 5,237,166 | (1,854,663) | Turnaround to profit | | Non-current liabilities | 2,895,895 | 1,458,500 | ↑98.5% | | Net assets/(liabilities) | 4,363,829 | (742,061) | Turnaround to profit | | Total equity/(deficit) | 4,363,829 | (742,061) | Turnaround to profit | Notes to the Condensed Consolidated Financial Statements [1. General Information](index=3&type=section&id=1.%20General%20Information) The Company is an investment holding company primarily engaged in investing in and trading listed and unlisted securities, with its shares listed on the Main Board of the Hong Kong Stock Exchange - The Company is an investment holding company, with its principal business being the investment and trading of listed and unlisted securities[5](index=5&type=chunk) [2. Basis of Preparation](index=3&type=section&id=2.%20Basis%20of%20Preparation) The condensed consolidated financial statements are prepared in accordance with HKAS 34 and the Listing Rules, applying the same accounting policies as the previous year, without early adoption of newly issued but not yet effective HKFRSs - The condensed consolidated financial statements are prepared in accordance with Hong Kong Accounting Standard 34 and the applicable disclosure provisions of the HKEX Listing Rules[8](index=8&type=chunk) - The basis of preparation is consistent with the accounting policies adopted in the annual consolidated financial statements for the year ended December 31, 2024, with no early adoption of new and revised Hong Kong Financial Reporting Standards[8](index=8&type=chunk) [3. Changes in Hong Kong Financial Reporting Standards](index=3&type=section&id=3.%20Changes%20in%20Hong%20Kong%20Financial%20Reporting%20Standards) The Group has adopted several HKFRS amendments effective for the first time in the current accounting period, none of which had a significant impact on the results or financial position for the current or prior periods - The Group has adopted several amendments to Hong Kong Financial Reporting Standards effective for the first time in the current accounting period, including HKAS 21 (Amendment) Lack of Exchangeability[9](index=9&type=chunk) - These amendments had no significant impact on the Group's results or financial position[9](index=9&type=chunk) [4. Revenue and Segment Information](index=4&type=section&id=4.%20Revenue%20and%20Segment%20Information) Revenue for the period was **HKD 69,163**, a 16.3% year-on-year decrease, primarily from dividend income from listed equity investments, with no segment information presented as all revenue is derived from Hong Kong investment operations Revenue Composition (For the six months ended June 30) | Source of Revenue | 2025 (HKD) | 2024 (HKD) | Change | | :--- | :--- | :--- | :--- | | Dividend income from listed equity investments | 69,125 | 77,633 | ↓11.1% | | Bank interest income | 35 | 114 | ↓69.3% | | Other interest income | 3 | 4,896 | ↓99.9% | | **Total Revenue** | **69,163** | **82,643** | **↓16.3%** | - All of the Group's revenue, operating results, assets, and liabilities are derived from investment operations in Hong Kong, thus no segment information is presented[10](index=10&type=chunk) [5. Other Income](index=4&type=section&id=5.%20Other%20Income) Other income for the period was **HKD 5,572,694**, primarily from directors waiving accrued remuneration of HKD 1,972,694 and directors' loans of HKD 3,600,000, with no such income in the prior period - For the six months ended June 30, 2025, other income amounted to **HKD 5,572,694**[11](index=11&type=chunk) - Other income primarily arose from directors waiving accrued directors' remuneration of **HKD 1,972,694** and directors' loans of **HKD 3,600,000**[11](index=11&type=chunk) - There was no other income in the corresponding period of 2024[11](index=11&type=chunk) [6. Net Fair Value Changes of Financial Assets at Fair Value Through Profit or Loss](index=4&type=section&id=6.%20Net%20Fair%20Value%20Changes%20of%20Financial%20Assets%20at%20Fair%20Value%20Through%20Profit%20or%20Loss) Net unrealized gains from financial assets at fair value through profit or loss significantly increased to **HKD 1,516,360** for the period, representing a substantial 200.6% year-on-year growth Net Fair Value Changes of Financial Assets at Fair Value Through Profit or Loss (For the six months ended June 30) | Indicator | 2025 (HKD) | 2024 (HKD) | Change | | :--- | :--- | :--- | :--- | | Net unrealized gains | 1,516,360 | 504,420 | ↑200.6% | [7. Finance Costs](index=4&type=section&id=7.%20Finance%20Costs) Finance costs for the period primarily consisted of interest expense on lease liabilities, amounting to **HKD 41,015**, a 34.5% year-on-year decrease Finance Costs (For the six months ended June 30) | Indicator | 2025 (HKD) | 2024 (HKD) | Change | | :--- | :--- | :--- | :--- | | Interest expense on lease liabilities | 41,015 | 62,593 | ↓34.5% | [8. Profit/(Loss) Before Income Tax Expense](index=5&type=section&id=8.%20Profit%2F%28Loss%29%20Before%20Income%20Tax%20Expense) Profit before income tax expense for the period was **HKD 5,107,044**, primarily influenced by reduced administrative and other operating expenses (lower directors' remuneration) and decreased depreciation charges Key Expense Items (For the six months ended June 30) | Expense Item | 2025 (HKD) | 2024 (HKD) | Change | | :--- | :--- | :--- | :--- | | Auditor's remuneration | 50,000 | 50,000 | No change | | Depreciation - property, plant and equipment | 2,415 | 73,907 | ↓96.7% | | Depreciation - right-of-use assets | 546,129 | 548,039 | ↓0.3% | | Directors' remuneration - fees | 360,000 | 1,428,000 | ↓74.8% | [9. Income Tax Expense](index=5&type=section&id=9.%20Income%20Tax%20Expense) The Group incurred no income tax expense for the period, as sufficient tax losses offset taxable profits; as of June 30, 2025, the Group had unutilized tax losses of **HKD 118,868,784** available to offset future profits, but no deferred tax assets were recognized - No Hong Kong profits tax provision was made for the period, as there were sufficient available tax losses to offset taxable profits[17](index=17&type=chunk) - As of June 30, 2025, the Group had unutilized tax losses of **HKD 118,868,784** (December 31, 2024: HKD 122,091,318) and unrealized losses on financial assets at fair value through profit or loss of **HKD 3,060,573** (December 31, 2024: HKD 4,576,933) available to offset future profits[17](index=17&type=chunk) - No deferred tax assets were recognized due to the unpredictability of future profit sources[17](index=17&type=chunk) [10. Dividends](index=5&type=section&id=10.%20Dividends) The Board does not recommend the payment of any interim dividend for the six months ended June 30, 2025, consistent with the prior period - The Directors do not recommend the payment of any interim dividend for the six months ended June 30, 2025 (2024: nil)[18](index=18&type=chunk) [11. Earnings/(Loss) Per Share](index=5&type=section&id=11.%20Earnings%2F%28Loss%29%20Per%20Share) Basic and diluted earnings per share for the period were **HKD 0.018**, a turnaround from a loss of HKD 0.013 per share in the prior period, primarily due to increased profit for the period while the weighted average number of ordinary shares outstanding remained unchanged Earnings/(Loss) Per Share (For the six months ended June 30) | Indicator | 2025 (HKD) | 2024 (HKD) | Change | | :--- | :--- | :--- | :--- | | Basic and diluted earnings/(loss) per share | 0.018 | (0.013) | Turnaround to profit | - Earnings/(loss) per share is calculated based on the profit/(loss) attributable to owners of the Company and the weighted average number of ordinary shares outstanding of **288,000,000**[19](index=19&type=chunk) - Diluted earnings/(loss) per share is the same as basic earnings/(loss) per share due to the absence of potentially dilutive ordinary shares[19](index=19&type=chunk) [12. Financial Assets at Fair Value Through Profit or Loss](index=5&type=section&id=12.%20Financial%20Assets%20at%20Fair%20Value%20Through%20Profit%20or%20Loss) As of June 30, 2025, the Group's financial assets at fair value through profit or loss (primarily Hong Kong listed equity securities) increased to **HKD 6,687,060**, a significant 29.3% year-on-year growth, aiming for returns through dividend income and fair value gains Financial Assets at Fair Value Through Profit or Loss (As of June 30) | Indicator | 2025 June 30 (HKD) | 2024 Dec 31 (HKD) | Change | | :--- | :--- | :--- | :--- | | Equity securities - Hong Kong listed | 6,687,060 | 5,170,700 | ↑29.3% | - These investments refer to listed equity securities, aiming for returns through dividend income and fair value gains, with no fixed maturity or coupon rate[21](index=21&type=chunk) - The fair value of listed securities is determined based on market quotations[22](index=22&type=chunk) [13. Disposal of Subsidiaries](index=6&type=section&id=13.%20Disposal%20of%20Subsidiaries) During the period, the Company disposed of its entire interests in two wholly-owned subsidiaries, CEIG One Limited and CEIG Two Limited, generating a gain on disposal of **HKD 681,555** - The Company disposed of its entire interests in wholly-owned subsidiaries CEIG One Limited (an investment holding company with no business activities) and CEIG Two Limited (a company with no business operations)[23](index=23&type=chunk) - The disposal was completed in June 2025, resulting in a gain on disposal of **HKD 681,555**[23](index=23&type=chunk) [14. Events After the Reporting Period](index=6&type=section&id=14.%20Events%20After%20the%20Reporting%20Period) Subsequent to the reporting period, the Company completed a rights issue, issuing up to **144,000,000** rights shares at **HKD 0.07** per share, raising gross proceeds of approximately **HKD 10.08 million** and net proceeds of approximately **HKD 9.2 million** for general working capital - The Company proposed a rights issue on the basis of one rights share for every two shares held, at a subscription price of **HKD 0.07** per rights share, aiming to raise gross proceeds of up to approximately **HKD 10.08 million**[24](index=24&type=chunk) - The rights issue was completed in July 2025, with approximately **25.6%** of the rights shares validly applied for, and the remaining **74.4%** unsubscribed shares successfully placed[24](index=24&type=chunk)[25](index=25&type=chunk) - The net proceeds from the rights issue (after deducting expenses) were approximately **HKD 9.2 million**, to be used as general working capital for the Company[25](index=25&type=chunk) Management Discussion and Analysis [4.1 Performance Review](index=7&type=section&id=4.1%20Performance%20Review) The Group achieved a profit of approximately **HKD 5.107 million** for the period, a significant improvement from a loss of approximately HKD 3.758 million in the prior period, primarily driven by other income from directors' waived remuneration and loans, increased fair value gains on financial assets, and reduced operating expenses Key Financial Performance (For the six months ended June 30) | Indicator | 2025 (HKD) | 2024 (HKD) | Change | | :--- | :--- | :--- | :--- | | Revenue | Approx. 69,000 | Approx. 83,000 | ↓16.9% | | Other Income | Approx. 5,573,000 | Nil | Significant increase | | Profit/(Loss) attributable to owners of the Company | Approx. 5,107,000 | Approx. (3,758,000) | Turnaround to profit | | Administrative and other operating expenses | Approx. 2,692,000 | Approx. 4,282,000 | ↓37.1% | | Net fair value gains on financial assets at fair value through profit or loss | Approx. 1,516,000 | Approx. 504,000 | ↑200.8% | - The decrease in revenue was primarily due to reduced dividend income from listed equity securities[26](index=26&type=chunk) - The reduction in administrative and other operating expenses was mainly attributable to certain directors waiving their remuneration[26](index=26&type=chunk) [4.2 Interim Dividend](index=7&type=section&id=4.2%20Interim%20Dividend) The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025, consistent with the prior period - The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025 (2024: nil)[27](index=27&type=chunk) [4.3 Business Review](index=7&type=section&id=4.3%20Business%20Review) In the first half of 2025, the Hang Seng Index surged over **20%**, driven by tech stock recovery, favorable mainland China economic policies, and southbound capital inflows; against this backdrop, the Group disposed of two non-operating subsidiaries and continued to invest in listed equity securities, diversifying its portfolio across internet and technology, investment, property, and resort management sectors - In the first half of 2025, the Hang Seng Index surged by over **20%**, primarily driven by the recovery of technology stocks, favorable economic policies in mainland China, and continuous southbound capital inflows[28](index=28&type=chunk) - The Group disposed of its entire interests in two wholly-owned subsidiaries, CEIG One Limited and CEIG Two Limited, generating a gain on disposal of **HKD 681,555**[29](index=29&type=chunk) - The Company continued to invest in listed equity securities, with a diversified investment portfolio including Alibaba, Tencent, Dingli Capital, and New Silkroad Culturaltainment[29](index=29&type=chunk) [4.4 Liquidity, Financial Resources, and Capital](index=8&type=section&id=4.4%20Liquidity%2C%20Financial%20Resources%2C%20and%20Capital) The Group primarily relies on shareholders' funds, directors' loans, proceeds from share placements, and rights issues to fund its operations; as of June 30, 2025, cash and cash equivalents significantly increased, net assets turned positive from a net liability, and the gearing ratio substantially decreased, indicating improved financial health - The Group primarily relies on shareholders' funds, loans from directors, proceeds from share placements and rights issues, and cash generated from business operations to fund its operations and expansion[30](index=30&type=chunk) Summary of Liquidity and Financial Resources (As of June 30) | Indicator | 2025 June 30 (HKD) | 2024 Dec 31 (HKD) | Change | | :--- | :--- | :--- | :--- | | Cash and cash equivalents | 2,690,945 | 354,521 | ↑658.9% | | Consolidated net assets/(liabilities) | 4,363,829 | (742,061) | Turnaround to profit | | Consolidated net assets/(liabilities) per share | 0.0152 | (0.0026) | Turnaround to profit | | Accruals and other payables | 775,502 | 3,127,679 | ↓75.2% | | Share application monies | 2,579,535 | – | New item | | Lease liabilities | 1,709,847 | 2,250,164 | ↓24.0% | | Gearing ratio | Approx. 0.63 | Approx. 1.09 | ↓42.2% | [4.4.1 Directors' Loans](index=9&type=section&id=4.4.1%20Directors'%20Loans) During the period, Mr. Sun Bo and Mr. Yang Zhicheng waived directors' loans totaling **HKD 3,600,000**; concurrently, directors provided several interest-free loans totaling **HKD 1,900,000** to support daily operations, repayable by December 31, 2027 - Mr. Sun Bo and Mr. Yang Zhicheng have waived repayment of their directors' loans as of December 31, 2024, totaling **HKD 3,600,000** (Mr. Sun: HKD 3,300,000; Mr. Yang: HKD 300,000)[33](index=33&type=chunk) New Directors' Loans During the Period | Lender | Date | Principal Amount (HKD) | Interest | Maturity Date | Purpose | | :--- | :--- | :--- | :--- | :--- | :--- | | Mr. Sun | 2025 Jan 7 | 150,000 | Interest-free | 2027 Dec 31 | Support daily operations | | Mr. Sun | 2025 Feb 26 | 110,000 | Interest-free | 2027 Dec 31 | Support daily operations | | Mr. Yang | 2025 Mar 3 | 40,000 | Interest-free | 2027 Dec 31 | Support daily operations | | Mr. Sun | 2025 Mar 27 | 700,000 | Interest-free | 2027 Dec 31 | Support daily operations | | Mr. Sun | 2025 May 6 | 300,000 | Interest-free | 2027 Dec 31 | Support daily operations | | Mr. Sun | 2025 May 30 | 700,000 | Interest-free | 2027 Dec 31 | Support daily operations | | **Total** | | **1,900,000** | | | | [4.4.2 Rights Issue](index=10&type=section&id=4.4.2%20Rights%20Issue) Subsequent to the reporting period, the Company completed a rights issue on a one-for-two basis, issuing up to **144,000,000** rights shares at **HKD 0.07** per share, raising gross proceeds of approximately **HKD 10.08 million** and net proceeds of approximately **HKD 9.2 million** for general working capital - The Company proposed a rights issue on the basis of one rights share for every two shares held on the record date, at a subscription price of **HKD 0.07** per share, aiming to raise gross proceeds of up to approximately **HKD 10.08 million**[35](index=35&type=chunk) - The rights issue was completed after the period, with net proceeds of approximately **HKD 9.2 million** to be used as general working capital for the Company[35](index=35&type=chunk) [4.5 Waiver of Directors' Remuneration](index=10&type=section&id=4.5%20Waiver%20of%20Directors'%20Remuneration) Mr. Sun Bo and Mr. Yang Zhicheng voluntarily waived accrued directors' remuneration totaling **HKD 1,972,694** as of December 31, 2024, and agreed to forgo further directors' fees and other remuneration for the current period - Mr. Sun Bo and Mr. Yang Zhicheng voluntarily waived their accrued directors' remuneration payable as of December 31, 2024, amounting to **HKD 1,828,500** and **HKD 144,194** respectively, totaling **HKD 1,972,694**[36](index=36&type=chunk) - Both directors agreed to waive their rights to receive further directors' fees and other remuneration for the current period[36](index=36&type=chunk) [4.6 Capital Structure](index=10&type=section&id=4.6%20Capital%20Structure) Aside from the rights issue, there were no other significant changes to the Company's overall share capital structure, with the Group comprising solely ordinary shares - Save for what is disclosed in the "Liquidity, Financial Resources and Capital" section, there were no other significant changes to the Company's overall share capital structure[37](index=37&type=chunk) - As of June 30, 2025, and December 31, 2024, the Group comprised solely ordinary shares[37](index=37&type=chunk) [4.7 Capital Expenditure](index=10&type=section&id=4.7%20Capital%20Expenditure) For the six months ended June 30, 2025, the Group incurred no capital expenditure, compared to **HKD 14,299** in the prior period - For the six months ended June 30, 2025, the Group incurred no capital expenditure (2024: **HKD 14,299**)[38](index=38&type=chunk) [4.8 Capital Commitments](index=10&type=section&id=4.8%20Capital%20Commitments) As of June 30, 2025, the Group had no significant capital commitments, consistent with the end of the prior year - As of June 30, 2025, the Group had no significant capital commitments (December 31, 2024: nil)[39](index=39&type=chunk) [4.9 Foreign Exchange Risk](index=10&type=section&id=4.9%20Foreign%20Exchange%20Risk) The Group is exposed to foreign exchange risk from business transactions denominated in RMB and USD, currently without a hedging policy, but the Board will closely monitor it - The Group is exposed to foreign exchange risk arising from certain business transactions denominated in Renminbi and US Dollars[40](index=40&type=chunk) - The Group currently has no foreign exchange hedging policy in respect of foreign currency transactions, assets, and liabilities[40](index=40&type=chunk) - The Board will closely monitor foreign exchange risk[40](index=40&type=chunk) [4.10 Employees and Remuneration Policy](index=11&type=section&id=4.10%20Employees%20and%20Remuneration%20Policy) As of June 30, 2025, the Group had a total of **10** employees (including directors), with total staff costs of **HKD 999,000**, a significant 56.2% year-on-year decrease; remuneration packages are determined based on market conditions, individual qualifications, and performance - As of June 30, 2025, the Group employed a total of **10** employees (including the Company's directors), consistent with December 31, 2024[41](index=41&type=chunk) Staff Costs (For the six months ended June 30) | Indicator | 2025 (HKD) | 2024 (HKD) | Change | | :--- | :--- | :--- | :--- | | Total staff costs | 999,000 | 2,282,000 | ↓56.2% | - Remuneration packages include basic salaries, mandatory provident fund contributions, medical insurance, and other benefits, determined with reference to market conditions, individual qualifications, and performance[41](index=41&type=chunk) [4.11 Pledge of Group Assets](index=11&type=section&id=4.11%20Pledge%20of%20Group%20Assets) As of June 30, 2025, the Group had no pledge of its assets, consistent with the end of the prior year - As of June 30, 2025, the Group had no pledge of its assets (December 31, 2024: nil)[42](index=42&type=chunk) [4.12 Contingent Liabilities](index=11&type=section&id=4.12%20Contingent%20Liabilities) As of June 30, 2025, the Group had no significant contingent liabilities, consistent with the end of the prior year - As of June 30, 2025, the Group had no significant contingent liabilities (December 31, 2024: nil)[43](index=43&type=chunk) [4.13 Outlook](index=11&type=section&id=4.13%20Outlook) Facing market volatility and global economic challenges, the Group will prudently manage existing investments and actively seek high-potential opportunities to enrich its portfolio and enhance long-term shareholder returns - The Group will prudently manage its existing investments and strictly adhere to its established objectives and policies[44](index=44&type=chunk) - The Group will continue to actively seek and evaluate high-potential investment opportunities to enrich its investment portfolio and enhance long-term shareholder returns[44](index=44&type=chunk) [4.14 Significant Acquisitions and Disposals](index=11&type=section&id=4.14%20Significant%20Acquisitions%20and%20Disposals) During the period, the Group disposed of its entire interests in two non-operating subsidiaries, CEIG One Limited and CEIG Two Limited, for a total consideration of **HKD 1,560**, generating a gain on disposal of **HKD 681,555**, which was not material to the overall financial position and operating results - The Group disposed of its entire interests in two wholly-owned subsidiaries, CEIG One Limited and CEIG Two Limited, for a total consideration of **HKD 1,560**[45](index=45&type=chunk) - The disposal was completed in June 2025, resulting in a gain on disposal of **HKD 681,555**[45](index=45&type=chunk) - The Group considers these disposals to have no material impact on its overall financial position and operating results[45](index=45&type=chunk) [4.15 Future Investment Plans](index=11&type=section&id=4.15%20Future%20Investment%20Plans) As of the announcement date, the Group has no future plans or executed agreements for significant investments or capital assets, but will conduct feasibility studies for potential investment opportunities in the future - As of the date of this announcement, the Group has not entered into any agreements for significant investments or capital assets, nor does it have any other future plans regarding significant investments or capital assets[46](index=46&type=chunk) - Should any potential investment opportunities arise in the future, the Group will conduct feasibility studies and prepare to implement plans[46](index=46&type=chunk) [4.16 Events After Reporting Period](index=12&type=section&id=4.16%20Events%20After%20Reporting%20Period) The Company completed a rights issue after the reporting period (July 7, 2025), raising net proceeds of approximately **HKD 9.2 million** for general working capital - The Company completed a rights issue on July 7, 2025, issuing up to **144,000,000** rights shares at **HKD 0.07** per share, raising gross proceeds of approximately **HKD 10.08 million**[47](index=47&type=chunk) - The estimated net proceeds from the rights issue are approximately **HKD 9.2 million**, to be used as general working capital for the Company[47](index=47&type=chunk) [4.17 Dealings in Listed Securities](index=12&type=section&id=4.17%20Dealings%20in%20Listed%20Securities) During the period, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities, and there were no treasury shares - During the period, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[48](index=48&type=chunk) - The Company held no treasury shares as of June 30, 2025[48](index=48&type=chunk) Corporate Governance and Other Information [5.1 Corporate Governance](index=12&type=section&id=5.1%20Corporate%20Governance) The Company is committed to maintaining high standards of corporate governance practices, having adopted principles and procedures compliant with Appendix C1 of the Listing Rules' Corporate Governance Code, and adhered to relevant code provisions during the period - The Company is committed to maintaining and ensuring high standards of corporate governance practices, and has adopted principles and procedures in compliance with the Corporate Governance Code set out in Appendix C1 of the Listing Rules[49](index=49&type=chunk) - For the six months ended June 30, 2025, the Company complied with the mandatory disclosure requirements and applicable code provisions under the Corporate Governance Code[49](index=49&type=chunk) [5.2 Standard Code for Securities Transactions by Directors](index=12&type=section&id=5.2%20Standard%20Code%20for%20Securities%20Transactions%20by%20Directors) The Company has adopted the Standard Code for Securities Transactions by Directors as set out in Appendix C3 of the Listing Rules, and all directors confirmed compliance with the code during the period after specific enquiry - The Company has adopted the Standard Code for Securities Transactions by Directors as set out in Appendix C3 of the Listing Rules, with terms no less exacting than those in the Model Code[50](index=50&type=chunk) - Following specific enquiry with all Directors, all Directors complied with the required standards and their code of conduct as set out in the Standard Code during the period[50](index=50&type=chunk) [5.3 Audit Committee](index=13&type=section&id=5.3%20Audit%20Committee) The Company's Audit Committee, comprising three independent non-executive directors, reviewed the Group's unaudited condensed consolidated financial statements for the six months ended June 30, 2025, and discussed financial reporting procedures, internal controls, and risk management systems - The Company's Audit Committee comprises three independent non-executive directors: Mr. Mok Ho Ming (Chairman), Mr. Chan Ming, and Mr. Wong Yan Wai, whose terms of reference comply with the Listing Rules[51](index=51&type=chunk) - The Audit Committee reviewed the Group's unaudited condensed consolidated financial statements for the six months ended June 30, 2025, and discussed financial reporting procedures, internal controls, and risk management systems[51](index=51&type=chunk) [5.4 Review of Accounts](index=13&type=section&id=5.4%20Review%20of%20Accounts) The external auditor, L&H CPA Limited, reviewed the condensed consolidated financial statements for the six months ended June 30, 2025, in accordance with Hong Kong Standard on Review Engagements 2410 issued by the HKICPA - The external auditor, L&H CPA Limited, reviewed the condensed consolidated financial statements for the six months ended June 30, 2025, in accordance with Hong Kong Standard on Review Engagements 2410 issued by the Hong Kong Institute of Certified Public Accountants[52](index=52&type=chunk) [5.5 Publication of Report](index=13&type=section&id=5.5%20Publication%20of%20Report) This announcement has been published on the Company's website and the HKEX website, and the interim report will be published and dispatched to shareholders who elected to receive printed copies at the appropriate time - This announcement has been published on the Company's website (www.ceig.hk) and the HKEX website (www.hkexnews.hk)[53](index=53&type=chunk) - The Group's 2025 interim report for the six months ended June 30, 2025, will be published and dispatched to shareholders of the Company who elected to receive printed copies at the appropriate time[53](index=53&type=chunk) [5.6 Board Information](index=13&type=section&id=5.6%20Board%20Information) This announcement is issued by Mr. Sun Bo, Chairman of the Board, on behalf of the Board, and lists the executive, non-executive, and independent non-executive directors as of the announcement date - This announcement is issued by Mr. Sun Bo, Chairman of the Board, on behalf of the Board[54](index=54&type=chunk) - As of the announcement date, the Board members include Executive Directors Mr. Sun Bo (Chairman) and Mr. Wang Daming; Non-executive Directors Mr. Yang Zhicheng (Vice Chairman), Mr. He Yu, and Ms. Yan Jia; and Independent Non-executive Directors Mr. Chan Ming, Mr. Mok Ho Ming, and Mr. Wong Yan Wai[55](index=55&type=chunk)
华兴资本控股(01911) - 2025 - 中期业绩
2025-08-28 10:33
[Company Overview](index=1&type=section&id=Company%20Overview) [Report Summary](index=1&type=section&id=Report%20Summary) China Renaissance Holdings Limited reported unaudited consolidated results for the six months ended June 30, 2025, reviewed by its audit committee and presented in RMB - Company Name: **CHINA RENAISSANCE HOLDINGS LIMITED**[2](index=2&type=chunk) - Reporting Period: Unaudited interim results for the **six months ended June 30, 2025**[2](index=2&type=chunk)[3](index=3&type=chunk) - Reviewing Body: The company's Audit Committee reviewed these interim results[3](index=3&type=chunk) - Presentation Currency: Unaudited condensed consolidated financial statements are presented in **RMB**[4](index=4&type=chunk) [Financial Summary](index=2&type=section&id=Financial%20Summary) [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income Summary](index=2&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income%20Summary) Total revenue and net investment income grew **26.9% to RMB 456 million**, with operating profit turning profitable to **RMB 75.83 million** and profit for the period reaching **RMB 66.022 million** Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income Summary (For the six months ended June 30) | Indicator | 2025 (RMB thousands) | 2024 (RMB thousands) | Change (RMB thousands) | Change Percentage | | :--- | :--- | :--- | :--- | :--- | | Total Revenue | 425,142 | 328,921 | 96,221 | 29.3% | | Total Revenue and Net Investment Income | 456,407 | 359,527 | 96,880 | 26.9% | | Total Operating Expenses | (380,577) | (447,263) | 66,686 | -14.9% | | Operating Profit/(Loss) | 75,830 | (87,736) | 163,566 | Turned profitable | | Profit/(Loss) Before Tax | 98,013 | (73,619) | 171,632 | Turned profitable | | Income Tax Expense | (31,991) | (12,348) | (19,643) | 159.1% | | Profit/(Loss) for the Period | 66,022 | (85,967) | 151,989 | Turned profitable | | Profit/(Loss) for the Period Attributable to Owners of the Company | 64,984 | (73,822) | 138,806 | Turned profitable | [Adjusted Net Loss Attributable to Owners of the Company](index=2&type=section&id=Adjusted%20Net%20Loss%20Attributable%20to%20Owners%20of%20the%20Company) Adjusted net loss attributable to owners of the company (including unrealized net carried interest) significantly narrowed to **RMB 36.993 million**, driven by reduced share-based payment expenses and unrealized net carried interest reversal Adjusted Net Loss Attributable to Owners of the Company (For the six months ended June 30) | Indicator | 2025 (RMB thousands) | 2024 (RMB thousands) | Change (RMB thousands) | Change Percentage | | :--- | :--- | :--- | :--- | :--- | | Profit/(Loss) for the Period Attributable to Owners of the Company | 64,984 | (73,822) | 138,806 | Turned profitable | | Add: Share-based payment expenses | 14,037 | 28,308 | (14,271) | -50.4% | | Subtotal before carried interest related adjustments | 79,021 | (45,514) | 124,535 | Turned profitable | | Add: Reversal of unrealized net carried interest | (116,014) | (72,382) | (43,632) | 60.3% | | Adjusted Net Loss Attributable to Owners of the Company | (36,993) | (117,896) | 80,903 | -68.6% | - The reversal of unrealized net carried interest was mainly affected by fair value changes of funds managed by the investment management business, with cumulative total unrealized carried interest of **RMB 1.9 billion** (corresponding net carried interest of **RMB 500 million**) as of June 30, 2025[8](index=8&type=chunk) [Business Review and Outlook](index=4&type=section&id=Business%20Review%20and%20Outlook) [Business Review](index=4&type=section&id=Business%20Review) China Renaissance Group achieved strong recovery in H1 2025, with total revenue and net investment income up **27%**, operating profit and profit attributable to owners turning profitable, driven by investment management and improved securities performance - In the first half of 2025, China's GDP grew by **5.3%** year-on-year, exceeding the full-year target of 5%, laying the foundation for capital market recovery[9](index=9&type=chunk) H1 2025 Group Overall Performance | Indicator | H1 2025 (RMB) | Year-on-year Growth | | :--- | :--- | :--- | | Total Revenue and Net Investment Income | 460 million | 27% | | Operating Profit | 76 million | Turned profitable | | Profit Attributable to Owners of the Company | 65 million | Turned profitable | - The investment management business contributed **52%** of the Group's total revenue, with fund exits totaling **RMB 1.3 billion**, and **5 out of 11** main funds and several project funds exceeding **100% DPI** and beginning to generate carried interest[10](index=10&type=chunk) - Investment banking business achieved revenue of approximately **RMB 70 million** in the first half, focusing on AI, embodied intelligence, and advanced manufacturing, and earned multiple top industry rankings[11](index=11&type=chunk) - China Renaissance Securities' total revenue and net investment income reached **RMB 130 million**, a **25%** year-on-year increase; retail brokerage revenue grew by **110%** year-on-year, and operating loss significantly narrowed by **60%**[14](index=14&type=chunk) [Business Outlook](index=6&type=section&id=Business%20Outlook) China Renaissance will leverage global economic shifts, focusing on AI and Web3.0 through integrated market strategies and traditional-decentralized finance convergence, to foster future industry leaders - Group operations are gradually stabilizing, with continuous improvement in cash flow and financial position[16](index=16&type=chunk) - Strategic focus on cutting-edge technology fields with disruptive potential, such as artificial intelligence and embodied intelligence, to identify and cultivate future industry leaders with a forward-looking vision[16](index=16&type=chunk) - Innovating business models by synergizing primary and secondary markets, and integrating traditional finance (Tri-Fi) with decentralized finance (De-Fi), to continuously deepen investment in the Web3.0 sector[16](index=16&type=chunk) [Segment Performance Analysis](index=7&type=section&id=Segment%20Performance%20Analysis) [Segment Revenue and Profit Overview](index=7&type=section&id=Segment%20Revenue%20and%20Profit%20Overview) Investment Management segment revenue and net investment income surged **80.8%**, with operating profit up **251.7%**, while China Renaissance Securities saw **24.5%** revenue growth and narrowed losses, and Investment Banking revenue declined **29.0%** but losses also narrowed Segment Revenue and Net Investment Income (For the six months ended June 30) | Business Segment | 2025 (RMB thousands) | 2024 (RMB thousands) | Change (RMB thousands) | Change Percentage | | :--- | :--- | :--- | :--- | :--- | | Investment Banking | 69,318 | 97,570 | (28,252) | -29.0% | | Investment Management | 237,464 | 131,366 | 106,098 | 80.8% | | China Renaissance Securities | 128,810 | 103,466 | 25,344 | 24.5% | | Others | 20,815 | 27,125 | (6,310) | -23.3% | | **Total Revenue and Net Investment Income** | **456,407** | **359,527** | **96,880** | **26.9%** | Segment Operating Profit/Loss (For the six months ended June 30) | Business Segment | 2025 (RMB thousands) | 2024 (RMB thousands) | Change (RMB thousands) | Change Percentage | | :--- | :--- | :--- | :--- | :--- | | Investment Banking | (29,899) | (61,548) | 31,649 | -51.4% | | Investment Management | 139,018 | 39,531 | 99,487 | 251.7% | | China Renaissance Securities | (17,126) | (42,494) | 25,368 | -59.7% | | Others | (16,163) | (23,225) | 7,062 | -30.4% | | **Operating Profit/(Loss)** | **75,830** | **(87,736)** | **163,566** | **Turned profitable** | [Investment Banking](index=8&type=section&id=Investment%20Banking) Investment Banking segment revenue decreased **29.0% to RMB 69.318 million**, mainly due to an **84.1% drop** in equity underwriting fees, despite a **122.1% increase** in advisory service transaction value, with operating loss narrowing **51.4%** Investment Banking Segment Revenue and Expenses (For the six months ended June 30) | Indicator | 2025 (RMB thousands) | 2024 (RMB thousands) | Change (RMB thousands) | Change Percentage | | :--- | :--- | :--- | :--- | :--- | | Advisory Services | 34,950 | 37,873 | (2,923) | -7.7% | | Equity Underwriting | 5,120 | 32,164 | (27,044) | -84.1% | | Sales, Trading and Brokerage | 29,248 | 27,533 | 1,715 | 6.2% | | **Segment Revenue** | **69,318** | **97,570** | **(28,252)** | **-29.0%** | | Staff Costs and Benefits | (67,768) | (112,035) | 44,267 | -39.5% | | Other Operating Expenses | (31,446) | (47,087) | 15,641 | -33.2% | | **Segment Operating Expenses** | **(99,217)** | **(159,118)** | **59,901** | **-37.6%** | | **Segment Operating Loss** | **(29,899)** | **(61,548)** | **31,649** | **-51.4%** | Investment Banking Transaction Value (For the six months ended June 30) | Transaction Type | 2025 (RMB millions) | 2024 (RMB millions) | Change (RMB millions) | Change Percentage | | :--- | :--- | :--- | :--- | :--- | | Advisory Services | 5,881 | 2,648 | 3,233 | 122.1% | | Equity Underwriting | 1,175 | 1,394 | (219) | -15.7% | | **Total** | **7,056** | **4,042** | **3,014** | **74.6%** | [Investment Management](index=10&type=section&id=Investment%20Management) Investment Management segment revenue and net investment loss grew **80.8% to RMB 237 million**, driven by a **1,356.5% surge** in realized carried interest income to **RMB 147 million**, resulting in a **251.7% increase** in operating profit to **RMB 139 million** Investment Management Segment Revenue, Expenses and Profit (For the six months ended June 30) | Indicator | 2025 (RMB thousands) | 2024 (RMB thousands) | Change (RMB thousands) | Change Percentage | | :--- | :--- | :--- | :--- | :--- | | Management Fees | 107,758 | 154,704 | (46,946) | -30.3% | | Realized Carried Interest Income | 147,208 | 10,107 | 137,101 | 1,356.5% | | **Segment Revenue** | **254,966** | **164,811** | **90,155** | **54.7%** | | Net Investment Loss | (17,502) | (33,445) | 15,943 | -47.7% | | **Segment Revenue and Net Investment Loss** | **237,464** | **131,366** | **106,098** | **80.8%** | | Carried Interest Provision for Management Team and Other Parties | (86,979) | (7,059) | (79,920) | 1,132.2% | | Reversal of Impairment Loss under Expected Credit Loss Model | 56,125 | (4,280) | 60,405 | Not meaningful | | **Segment Operating Profit** | **139,018** | **39,531** | **99,487** | **251.7%** | | **Segment Operating Profit Margin** | **58.5%** | **30.1%** | | | Changes in Investments in Self-Managed and Third-Party Private Equity Funds (For the six months ended June 30) | Indicator | Investments in Self-Managed Funds (RMB thousands) | Investments in Third-Party Funds (RMB thousands) | | :--- | :--- | :--- | | Balance as at December 31, 2024 | 1,048,778 | 604,134 | | Capital Injected | 48,724 | 9,814 | | Distributions | (65,135) | (3,988) | | Changes in Value | 2,561 | (38,997) | | Impact of Exchange Rate Changes | (1,815) | (1,742) | | **Balance as at June 30, 2025** | **1,033,113** | **569,221** | - As of June 30, 2025, the internal rates of return for investments in self-managed private equity funds and third-party private equity funds were **17.0%** and **14.1%**, respectively[29](index=29&type=chunk) Investment Management Segment Operating Data (As of June 30, 2025) | Indicator | June 30, 2025 (RMB millions) | December 31, 2024 (RMB millions) | | :--- | :--- | :--- | | Committed Capital | 35,174 | 36,118 | | Capital Invested | 30,088 | 30,131 | | Fair Value of Investments | 52,909 | 53,247 | | AUM Generating Management Fees | 12,167 | 13,493 | | Assets Under Management (AUM) | 29,099 | 31,974 | Private Equity Fund Performance Information (As of June 30, 2025) | Fund Type | Committed Capital (RMB millions) | Capital Invested (RMB millions) | Realized Investment Fair Value (RMB millions) | Unrealized Investment Fair Value (RMB millions) | Total Return Multiple on Invested Capital | | :--- | :--- | :--- | :--- | :--- | :--- | | Main Funds | 28,956 | 8,760 | 20,541 | 19,835 | 1.8 | | Specialized Funds | 6,218 | 3,556 | 8,431 | 4,102 | 1.7 | | **Total** | **35,174** | **12,316** | **28,972** | **23,937** | **1.8** | [China Renaissance Securities](index=14&type=section&id=China%20Renaissance%20Securities) China Renaissance Securities segment revenue and net investment income grew **24.5% to RMB 128.8 million**, driven by strong growth in sales, trading, brokerage, and advisory fees, with operating loss significantly narrowing **59.7% to RMB 17.126 million** China Renaissance Securities Segment Revenue, Expenses and Loss (For the six months ended June 30) | Indicator | 2025 (RMB thousands) | 2024 (RMB thousands) | Change (RMB thousands) | Change Percentage | | :--- | :--- | :--- | :--- | :--- | | Advisory and Underwriting Services | 21,203 | 10,988 | 10,215 | 93.0% | | Sales, Trading and Brokerage | 57,830 | 27,505 | 30,325 | 110.3% | | Interest Income | 4,606 | 4,137 | 469 | 11.3% | | **Segment Revenue** | **83,639** | **42,630** | **41,009** | **96.2%** | | Net Investment Income | 45,171 | 60,836 | (15,665) | -25.7% | | **Segment Revenue and Net Investment Income** | **128,810** | **103,466** | **25,344** | **24.5%** | | **Segment Operating Expenses** | **(145,936)** | **(145,960)** | **24** | **—** | | **Segment Operating Loss** | **(17,126)** | **(42,494)** | **25,368** | **-59.7%** | - China Renaissance Securities' Duoduo Gold App saw cumulative registered users and cumulative opened accounts increase by **26%** and **35%**, respectively, compared to the end of 2024[14](index=14&type=chunk) [Other Businesses](index=15&type=section&id=Other%20Businesses) The Other segment, comprising wealth management and proprietary investment, saw total revenue and net investment income decrease **23.3% to RMB 20.815 million**, with operating loss narrowing **30.4% to RMB 16.163 million** due to reduced operating expenses Other Segment Revenue, Expenses and Loss (For the six months ended June 30) | Indicator | 2025 (RMB thousands) | 2024 (RMB thousands) | Change (RMB thousands) | Change Percentage | | :--- | :--- | :--- | :--- | :--- | | Segment Revenue | 17,219 | 23,910 | (6,691) | -28.0% | | Net Investment Income | 3,596 | 3,215 | 381 | 11.9% | | **Segment Revenue and Net Investment Income** | **20,815** | **27,125** | **(6,310)** | **-23.3%** | | **Segment Operating Expenses** | **(36,978)** | **(50,350)** | **13,372** | **-26.6%** | | **Segment Operating Loss** | **(16,163)** | **(23,225)** | **7,062** | **-30.4%** | [Consolidated Operating Results](index=16&type=section&id=Consolidated%20Operating%20Results) [Total Revenue and Net Investment Income](index=16&type=section&id=Total%20Revenue%20and%20Net%20Investment%20Income) Group total revenue and net investment income increased **26.9% to RMB 456.4 million**, driven by a **1,356.5% surge** in realized carried interest income and **9.0% growth** in transaction and advisory fees, despite declines in management and interest income Revenue and Net Investment Income Details (For the six months ended June 30) | Type | 2025 (RMB thousands) | 2024 (RMB thousands) | Change (RMB thousands) | Change Percentage | | :--- | :--- | :--- | :--- | :--- | | Transaction and Advisory Fees | 148,351 | 136,063 | 12,288 | 9.0% | | Management Fees | 108,218 | 159,859 | (51,641) | -32.3% | | Interest Income | 21,365 | 22,892 | (1,527) | -6.7% | | Realized Carried Interest Income | 147,208 | 10,107 | 137,101 | 1,356.5% | | **Total Revenue** | **425,142** | **328,921** | **96,221** | **29.3%** | | Net Investment Income | 31,265 | 30,606 | 659 | 2.2% | | **Total Revenue and Net Investment Income** | **456,407** | **359,527** | **96,880** | **26.9%** | [Total Operating Expenses](index=17&type=section&id=Total%20Operating%20Expenses) Total operating expenses decreased **14.9% to RMB 380.6 million**, driven by lower staff costs, financing costs, and expected credit loss reversals, though carried interest provisions for management teams significantly increased - Staff costs and benefits decreased by **27.4% to RMB 204.9 million** year-on-year, with share-based payment expenses decreasing by **50.4%**[52](index=52&type=chunk) - Financing costs decreased by **38.9% to RMB 4.703 million** year-on-year[52](index=52&type=chunk) - Carried interest provision for management teams and other parties significantly increased year-on-year to **RMB 87 million**, consistent with the increase in carried interest income[53](index=53&type=chunk) - Reversal of impairment loss under the expected credit loss model was **RMB 56.109 million**, compared to an impairment loss of RMB 5.899 million in the prior year period[52](index=52&type=chunk)[19](index=19&type=chunk) [Operating Profit/Loss](index=17&type=section&id=Operating%20Profit%2FLoss) The Group achieved an operating profit of **RMB 75.83 million**, reversing an operating loss of **RMB 87.736 million** from the prior year period - Operating profit turned from a loss of **RMB 87.736 million** in the prior year period to a profit of **RMB 75.83 million** in the current period[54](index=54&type=chunk) [Other Financial Items](index=17&type=section&id=Other%20Financial%20Items) Other gains significantly increased to **RMB 13.035 million**, mainly from government grants and exchange gains, while investment income from incidental investments decreased and share of associates' results was zero - Other gains increased from **RMB 0.519 million** in the prior year period to **RMB 13.035 million** in the current period, primarily from government grants and exchange gains[55](index=55&type=chunk) - Investment income from certain incidental and ancillary investments decreased from **RMB 13.117 million** in the prior year period to **RMB 9.148 million** in the current period[56](index=56&type=chunk) - Share of profit of associates decreased from **RMB 0.481 million** in the prior year period to **zero** in the current period[57](index=57&type=chunk) [Profit/Loss Before Tax and Income Tax](index=18&type=section&id=Profit%2FLoss%20Before%20Tax%20and%20Income%20Tax) The Group achieved a profit before tax of **RMB 98.013 million**, reversing a prior-year loss, with income tax expense significantly increasing due to higher taxable income - Profit before tax turned from a loss of **RMB 73.619 million** in the prior year period to a profit of **RMB 98.013 million** in the current period[59](index=59&type=chunk) - Income tax expense increased from **RMB 12.348 million** in the prior year period to **RMB 31.991 million** in the current period, primarily due to increased taxable income[60](index=60&type=chunk) [Profit/Loss for the Period and Earnings Per Share](index=19&type=section&id=Profit%2FLoss%20for%20the%20Period%20and%20Earnings%20Per%20Share) Group profit for the period was **RMB 66.022 million**, with profit attributable to owners at **RMB 64.984 million**, successfully reversing prior-year losses - Profit for the period turned from a loss of **RMB 85.967 million** in the prior year period to a profit of **RMB 66.022 million** in the current period[61](index=61&type=chunk) - Profit for the period attributable to owners of the company turned from a loss of **RMB 73.822 million** in the prior year period to a profit of **RMB 64.984 million** in the current period[61](index=61&type=chunk) [Adjusted Net Loss Attributable to Owners of the Company](index=19&type=section&id=Adjusted%20Net%20Loss%20Attributable%20to%20Owners%20of%20the%20Company_2) Adjusted net loss attributable to owners of the company (including unrealized net carried interest) significantly narrowed by **68.6% to RMB 37 million** for the six months ended June 30, 2025 - Adjusted net loss attributable to owners of the company (including unrealized net carried interest) narrowed from **RMB 117.9 million** in the prior year period to **RMB 37 million** in the current period[62](index=62&type=chunk) [Financial Position and Capital Management](index=19&type=section&id=Financial%20Position%20and%20Capital%20Management) [Off-Balance Sheet Commitments and Arrangements](index=19&type=section&id=Off-Balance%20Sheet%20Commitments%20and%20Arrangements) As of June 30, 2025, the Group had not entered into any off-balance sheet transactions - As of June 30, 2025, the Group had not entered into any off-balance sheet transactions[63](index=63&type=chunk) [Capital Structure and Liquidity](index=19&type=section&id=Capital%20Structure%20and%20Liquidity) As of June 30, 2025, the Group had no outstanding bank borrowings, holding **RMB 2.2329 billion** in cash and equivalents, and **RMB 2.2457 billion** in highly liquid financial assets, with the asset-liability ratio decreasing to **10.0%** - As of June 30, 2025, the Group had no outstanding bank borrowings[64](index=64&type=chunk) - As of June 30, 2025, the Group held a total of **RMB 2.2329 billion** in cash and cash equivalents, time deposits, and highly liquid cash management products[64](index=64&type=chunk) - As of June 30, 2025, the Group also held **RMB 2.2457 billion** in highly liquid financial assets, primarily listed company bonds[64](index=64&type=chunk) Asset-Liability Ratio | Date | Asset-Liability Ratio | | :--- | :--- | | June 30, 2025 | 10.0% | | December 31, 2024 | 12.2% | [Major Investment Activities](index=20&type=section&id=Major%20Investment%20Activities) The Group's major investment activities totaled **RMB 2.9498 billion** in fair value as of June 30, 2025, a **1.1% decrease** from 2024 year-end, encompassing diverse private equity, strategic minority, and digital asset investments Fair Value of Major Investment Activities (As of June 30, 2025) | Investment Type | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | Change (RMB thousands) | Change Percentage | | :--- | :--- | :--- | :--- | :--- | | Investments in Self-Managed Private Equity Funds | 1,033,113 | 1,048,778 | (15,665) | -1.5% | | Investments in Third-Party Private Equity Funds | 569,221 | 604,134 | (34,913) | -5.8% | | Strategic Minority Equity Investments - Preferred Shares | 1,039,564 | 1,272,048 | (232,484) | -18.3% | | Strategic Minority Equity Investments - Non-Associate Holdings | 56,132 | 56,155 | (23) | -0.04% | | Strategic Minority Equity Investments - Listed Company Investments | 173,029 | — | 173,029 | New | | Digital Assets | 78,728 | — | 78,728 | New | | **Total** | **2,949,787** | **2,981,115** | **(31,328)** | **-1.1%** | [Future Major Investments and Capital Asset Plans](index=20&type=section&id=Future%20Major%20Investments%20and%20Capital%20Asset%20Plans) The Board approved a **USD 100 million budget** for Web3.0 business development and cryptocurrency asset investments over the next two years - The Board resolved to enter the Web3.0 and cryptocurrency asset sectors while solidifying existing businesses, approving a total budget of **USD 100 million** for the Group's Web3.0 business development and cryptocurrency asset investments over the next two years[68](index=68&type=chunk) [Significant Acquisitions and Disposals of Subsidiaries and Affiliates](index=20&type=section&id=Significant%20Acquisitions%20and%20Disposals%20of%20Subsidiaries%20and%20Affiliates) The Group had no significant acquisitions or disposals of subsidiaries and affiliates during the reporting period - The Group had no significant acquisitions or disposals of subsidiaries and affiliates for the six months ended June 30, 2025[70](index=70&type=chunk) [Corporate Governance and Other Information](index=20&type=section&id=Corporate%20Governance%20and%20Other%20Information) [Employees and Remuneration Policy](index=20&type=section&id=Employees%20and%20Remuneration%20Policy) As of June 30, 2025, the Group had **441 full-time employees**, with over **86%** being advisory and investment professionals, and total remuneration expenses decreased **27.4%**, reflecting cost optimization Number of Employees by Function (As of June 30, 2025) | Function | Number of Employees | Percentage | | :--- | :--- | :--- | | Investment Banking | 80 | 18% | | Investment Management | 37 | 8% | | China Renaissance Securities | 258 | 59% | | Others | 3 | 1% | | Group Middle and Back Office | 63 | 14% | | **Total** | **441** | **100%** | - Total remuneration expenses (including share-based payment expenses) for the six months ended June 30, 2025, were **RMB 204.9 million**, a **27.4% decrease** compared to the six months ended June 30, 2024[74](index=74&type=chunk) [Risk Management](index=21&type=section&id=Risk%20Management) The Group primarily operates in China with RMB-settled transactions, managing foreign exchange risk through hedging, and had not pledged any assets as of the reporting period - As of June 30, 2025, the Group had not hedged any financial instruments or used any financial instruments for hedging purposes[75](index=75&type=chunk) - As of June 30, 2025, the Group had not pledged any assets[76](index=76&type=chunk) [Interim Dividend Policy](index=22&type=section&id=Interim%20Dividend%20Policy) The Board recommended no interim dividend for the six months ended June 30, 2025, noting that dividend payments are discretionary and subject to various financial factors - The Board recommended not to declare an interim dividend for the six months ended June 30, 2025[78](index=78&type=chunk) - Dividend payments will depend on factors including the company's liquidity position, cash flow, overall financial condition, capital adequacy, and funding requirements[78](index=78&type=chunk) [Corporate Governance](index=23&type=section&id=Corporate%20Governance) The company maintains high corporate governance standards, complying with all applicable Stock Exchange codes, with directors and employees adhering to securities transaction standards, and no listed securities repurchased or traded during the period - For the six months ended June 30, 2025, the company complied with all applicable code provisions of the Corporate Governance Code set out in Appendix C1 to the Listing Rules of the Stock Exchange[81](index=81&type=chunk) - Following specific inquiries with all directors and relevant employees, they confirmed compliance with the Model Code for Securities Transactions for the six months ended June 30, 2025[83](index=83&type=chunk) - For the six months ended June 30, 2025, neither the company nor any member of the Group purchased, sold, or redeemed any of the company's listed securities[84](index=84&type=chunk) [Audit Committee and Other Board Committees](index=24&type=section&id=Audit%20Committee%20and%20Other%20Board%20Committees) The Audit Committee reviewed the Group's unaudited interim results and accounting policies, while the company also maintains Nomination, Remuneration, Executive, and ESG Committees - The Audit Committee, comprising four independent non-executive directors, reviewed the Group's unaudited interim results for the six months ended June 30, 2025[85](index=85&type=chunk) - In addition to the Audit Committee, the company has also established a Nomination Committee, Remuneration Committee, Executive Committee, and Environmental, Social and Governance Committee[86](index=86&type=chunk) [Events After Reporting Period](index=24&type=section&id=Events%20After%20Reporting%20Period) Post-reporting period, the company entered a strategic cooperation memorandum with YZILabs Management Ltd on August 22, 2025, to support BNB and BNB Chain ecosystem applications and explore related financial opportunities - On August 22, 2025, the company entered into a strategic cooperation memorandum with YZILabs Management Ltd to establish a strategic cooperation framework to support BNB and BNB Chain ecosystem applications and build a mutually empowering partnership[87](index=87&type=chunk) [Condensed Consolidated Financial Statements](index=25&type=section&id=Condensed%20Consolidated%20Financial%20Statements) [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=25&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the six months ended June 30, 2025, the Group reported a profit for the period of **RMB 66.022 million**, with **RMB 64.984 million** attributable to owners and basic EPS of **RMB 0.13**, on total revenue and net investment income of **RMB 456.4 million** Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (For the six months ended June 30) | Indicator | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Transaction and Advisory Fees | 148,351 | 136,063 | | Management Fees | 108,218 | 159,859 | | Interest Income | 21,365 | 22,892 | | Carried Interest Income | 147,208 | 10,107 | | **Total Revenue** | **425,142** | **328,921** | | Net Investment Income | 31,265 | 30,606 | | **Total Revenue and Net Investment Income** | **456,407** | **359,527** | | Staff Costs and Benefits | (204,938) | (282,097) | | Carried Interest Provision for Management Team and Other Parties | (86,979) | (7,059) | | Operating Profit/(Loss) | 75,830 | (87,736) | | Profit/(Loss) Before Tax | 98,013 | (73,619) | | Income Tax Expense | (31,991) | (12,348) | | **Profit/(Loss) for the Period** | **66,022** | **(85,967)** | | Profit/(Loss) for the Period Attributable to Owners of the Company | 64,984 | (73,822) | | Basic Earnings/(Loss) Per Share | RMB 0.13 | RMB (0.15) | [Condensed Consolidated Statement of Financial Position](index=27&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, Group total assets decreased to **RMB 9.4658 billion** from **RMB 10.5606 billion** at 2024 year-end, while net current assets increased to **RMB 3.7993 billion** Condensed Consolidated Statement of Financial Position (As of June 30, 2025) | Indicator | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Non-current Assets | 3,377,279 | 3,570,799 | | Current Assets | 6,088,497 | 6,989,780 | | **Total Assets** | **9,465,776** | **10,560,579** | | Current Liabilities | 2,289,218 | 3,451,562 | | Non-current Liabilities | 56,837 | 60,265 | | **Net Assets** | **7,119,721** | **7,048,752** | | Equity Attributable to Owners of the Company | 6,112,994 | 6,043,575 | | Non-controlling Interests | 1,006,727 | 1,005,177 | - Net current assets increased from **RMB 3.5382 billion** as of December 31, 2024, to **RMB 3.7993 billion** as of June 30, 2025[91](index=91&type=chunk) [Notes to the Condensed Consolidated Financial Statements](index=29&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) [Basis of Preparation](index=29&type=section&id=Basis%20of%20Preparation) The condensed consolidated financial statements are prepared in RMB, adhering to IAS 34 "Interim Financial Reporting" and Appendix 16 of the HKEX Listing Rules - The condensed consolidated financial statements are prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting" issued by the International Accounting Standards Board and the applicable disclosure requirements of Appendix 16 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited[92](index=92&type=chunk) - The condensed consolidated financial statements are presented in **RMB**, and all amounts are rounded to the nearest thousand unless otherwise stated[92](index=92&type=chunk) [Significant Accounting Policies](index=29&type=section&id=Significant%20Accounting%20Policies) The condensed consolidated financial statements are prepared on a historical cost basis, with certain financial instruments and digital assets measured at fair value, and new IFRS adoptions had no significant impact - Digital assets, primarily for routine business trading, are measured at fair value less costs to sell, with fair value changes recognized in profit or loss during the period of change[94](index=94&type=chunk)[95](index=95&type=chunk) - During this interim period, the Group adopted all new and amended International Financial Reporting Standards relevant to its operations, but these did not result in significant changes to the Group's accounting policies, presentation of condensed consolidated financial statements, or reported amounts for the current and prior periods[96](index=96&type=chunk) [Revenue and Segment Information](index=30&type=section&id=Revenue%20and%20Segment%20Information) The Group's business is segmented into Investment Banking, Investment Management, China Renaissance Securities, and Others, with Investment Management's performance including unrealized carried interest as a key value creation metric - The Group's reportable segments include Investment Banking, Investment Management, China Renaissance Securities, and Others[98](index=98&type=chunk) Revenue and Results by Reportable Segment (For the six months ended June 30, 2025) | Indicator | Investment Banking (RMB thousands) | Investment Management (RMB thousands) | China Renaissance Securities (RMB thousands) | Others (RMB thousands) | Total (RMB thousands) | | :--- | :--- | :--- | :--- | :--- | :--- | | Transaction and Advisory Fees | 69,318 | — | 79,033 | — | 148,351 | | Management Fees | — | 107,758 | — | 460 | 108,218 | | Interest Income | — | — | 4,606 | 16,759 | 21,365 | | Carried Interest Income | — | 147,208 | — | — | 147,208 | | **Total Revenue** | **69,318** | **254,966** | **83,639** | **17,219** | **425,142** | | Net Investment (Loss)/Income | — | (17,502) | 45,171 | 3,596 | 31,265 | | **Total Revenue and Net Investment Income** | **69,318** | **237,464** | **128,810** | **20,815** | **456,407** | | Operating (Loss)/Profit | (29,899) | 139,018 | (17,126) | (16,163) | 75,830 | - Carried interest income is a form of variable consideration in investment management service contracts with clients, earned based on fund performance and realized after reaching a minimum income threshold[101](index=101&type=chunk) - The Investment Management segment's performance includes unrealized carried interest income (calculated on a liquidation basis) as a key metric for measuring value creation[102](index=102&type=chunk) Geographical Distribution of Revenue and Non-current Assets (As of June 30, 2025) | Region | 2025 Revenue (RMB thousands) | 2024 Revenue (RMB thousands) | 2025 Non-current Assets (RMB thousands) | 2024 Non-current Assets (RMB thousands) | | :--- | :--- | :--- | :--- | :--- | | Mainland China | 311,833 | 263,203 | 100,048 | 141,873 | | Hong Kong | 34,093 | 59,597 | 19,011 | 6,940 | | United States | 79,216 | 6,121 | 1,096 | 1,626 | | **Total** | **425,142** | **328,921** | **120,155** | **150,439** | [Net Investment Income](index=35&type=section&id=Net%20Investment%20Income) Net investment income for the six months ended June 30, 2025, was **RMB 31.265 million**, mainly from fair value gains on financial assets, partially offset by losses on financial bonds and unlisted investment funds Net Investment Income Details (For the six months ended June 30) | Source | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Realized and Unrealized Net Gains/(Losses) on Financial Assets at Fair Value Through Profit or Loss ("FVTPL") | | | | — Wealth management related products | 3,681 | (6,076) | | — Asset management schemes | 43,788 | 79,192 | | — Financial bonds | (6,215) | (17,307) | | — Unlisted investment funds | (13,396) | (1,102) | | Realized and Unrealized Net Gains on Digital Assets at Fair Value | 13 | — | | Dividend Income | 805 | 556 | | **Total** | **31,265** | **30,606** | [Other Income, Gains or Losses](index=36&type=section&id=Other%20Income%2C%20Gains%20or%20Losses_2) Total other income, gains or losses for the six months ended June 30, 2025, amounted to **RMB 13.035 million**, mainly from government grants (**RMB 8.557 million**) and exchange gains (**RMB 1.25 million**) Other Income, Gains or Losses Details (For the six months ended June 30) | Type | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Government Grants | 8,557 | 3,520 | | Net Exchange Gains/(Losses) | 1,250 | (1,295) | | Others | 3,228 | (1,706) | | **Total** | **13,035** | **519** | [Investment Income from Certain Incidental and Ancillary Investments](index=36&type=section&id=Investment%20Income%20from%20Certain%20Incidental%20and%20Ancillary%20Investments_2) Investment income from incidental and ancillary investments was **RMB 9.148 million**, primarily from unlisted debt securities, partially offset by losses from listed equity securities Investment Income from Certain Incidental and Ancillary Investments (For the six months ended June 30) | Investment Type | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Unlisted Debt Securities Investments | 15,928 | 13,117 | | Listed Equity Securities Investments | (6,780) | — | | **Total** | **9,148** | **13,117** | [Income Tax Expense](index=37&type=section&id=Income%20Tax%20Expense_2) Income tax expense for the six months ended June 30, 2025, was **RMB 31.991 million**, a significant increase driven by higher taxable income Income Tax Expense Details (For the six months ended June 30) | Type | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Current Tax - Mainland China | 26,748 | 23,817 | | Deferred Tax | 5,243 | (11,469) | | **Total Income Tax Expense** | **31,991** | **12,348** | [Profit/Loss for the Period](index=37&type=section&id=Profit%2FLoss%20for%20the%20Period_2) Profit for the period was **RMB 66.022 million**, after accounting for depreciation, amortization, and staff costs, including share-based payment expenses Major Deductions from Profit/Loss for the Period (For the six months ended June 30) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Depreciation of Property and Equipment | 15,966 | 28,222 | | Amortization of Intangible Assets | 12,094 | 14,009 | | Staff Costs - Salaries, Bonuses and Other Allowances | 170,795 | 216,774 | | Staff Costs - Equity-settled Share-based Payment Expenses | 14,037 | 28,308 | [Dividends](index=37&type=section&id=Dividends_2) The company did not declare or pay any dividends for the six months ended June 30, 2025, or 2024 - For the six months ended June 30, 2025, and 2024, the company did not declare or pay any dividends[114](index=114&type=chunk) [Earnings/Loss Per Share](index=38&type=section&id=Earnings%2FLoss%20Per%20Share_2) Basic earnings per share attributable to owners was **RMB 0.13**, and diluted earnings per share was **RMB 0.12**, both turning profitable from prior-year losses Earnings/Loss Per Share (For the six months ended June 30) | Indicator | 2025 (RMB) | 2024 (RMB) | | :--- | :--- | :--- | | Basic Earnings/(Loss) Per Share | 0.13 | (0.15) | | Diluted Earnings/(Loss) Per Share | 0.12 | (0.15) | [Investments in Associates](index=38&type=section&id=Investments%20in%20Associates) As of June 30, 2025, the Group's investments in associates (primarily fund investments) had a fair value of **RMB 1.0357 billion**, a slight decrease from 2024 year-end Investments in Associates (As of June 30, 2025) | Indicator | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Cost of Fund Investments | 787,047 | 809,162 | | Fair Value Changes of Funds | 179,673 | 177,917 | | Exchange Adjustments | 68,994 | 70,731 | | **Total** | **1,035,714** | **1,057,810** | [Investments in Joint Ventures](index=39&type=section&id=Investments%20in%20Joint%20Ventures) As of June 30, 2025, the Group's investments in joint ventures totaled **RMB 41.167 million**, a slight decrease from 2024 year-end Investments in Joint Ventures (As of June 30, 2025) | Indicator | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Cost of Unlisted Investments in Joint Ventures | 100,000 | 100,000 | | Less: Impairment Loss | (58,819) | (58,819) | | Exchange Adjustments | (14) | 622 | | **Total** | **41,167** | **41,803** | [Financial Assets at Fair Value Through Profit or Loss](index=40&type=section&id=Financial%20Assets%20at%20Fair%20Value%20Through%20Profit%20or%20Loss) Total financial assets at fair value through profit or loss amounted to **RMB 5.1549 billion**, comprising **RMB 2.9349 billion** in current assets and **RMB 2.2199 billion** in non-current assets, including listed financial bonds and various unlisted investments Financial Assets at Fair Value Through Profit or Loss (As of June 30, 2025) | Type | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | **Current Assets** | | | | Unlisted Cash Management Products | 447,998 | 290,130 | | Money Market Funds | 241,255 | 264,412 | | Listed Financial Bonds | 2,209,401 | 2,453,954 | | Trust Products | 36,270 | — | | **Subtotal** | **2,934,924** | **3,008,496** | | **Non-current Assets** | | | | Unlisted Investment Funds | 569,221 | 604,134 | | Unlisted Debt Securities Investments | 1,039,564 | 1,272,048 | | Unlisted Equity Securities Investments | 56,132 | 56,155 | | Listed Equity Securities Investments | 173,029 | — | | Options to Acquire Non-controlling Interests | 282,032 | 282,032 | | **Subtotal** | **2,119,978** | **2,214,369** | | **Total** | **5,054,902** | **5,222,865** | [Financial Assets at Fair Value Through Other Comprehensive Income](index=41&type=section&id=Financial%20Assets%20at%20Fair%20Value%20Through%20Other%20Comprehensive%20Income) As of June 30, 2025, the Group had no financial assets at fair value through other comprehensive income, a category that held **RMB 48.688 million** in listed financial bonds at 2024 year-end Financial Assets at Fair Value Through Other Comprehensive Income (As of June 30, 2025) | Type | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Listed Financial Bonds | — | 48,688 | [Loans to Third Parties](index=42&type=section&id=Loans%20to%20Third%20Parties) Net loans to third parties totaled **RMB 100.9 million**, primarily a loan to Worb Medical Holdings Limited, which was settled post-reporting period Loans to Third Parties (As of June 30, 2025) | Borrower | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Worb Medical Holdings Limited ("Worb") | 177,325 | 212,978 | | Less: Provision for Impairment Loss | (76,389) | (144,144) | | **Net Amount** | **100,936** | **68,834** | - The loan to Worb Medical Holdings Limited was settled after the six months ended June 30, 2025[125](index=125&type=chunk) [Digital Assets](index=42&type=section&id=Digital%20Assets) As of June 30, 2025, the Group held **RMB 78.728 million** in digital assets, mainly stablecoins, deposited on third-party trading platforms Digital Assets (As of June 30, 2025) | Type | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Digital Assets | 78,728 | — | - Most of the Group's digital assets are stablecoins, which are asset-backed, with a fair value of approximately **USD 1 per unit**[128](index=128&type=chunk) [Trade and Other Receivables](index=43&type=section&id=Trade%20and%20Other%20Receivables) Net trade and other receivables decreased to **RMB 488.9 million** from **RMB 759.8 million** at 2024 year-end, primarily comprising receivables from unsettled transactions and refundable deposits Trade and Other Receivables (As of June 30, 2025) | Type | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Trade Receivables | 39,347 | 55,424 | | Receivables from Unsettled Transactions | 194,518 | 380,416 | | Refundable Deposits | 117,001 | 187,765 | | Restricted Funds | 78,458 | 78,768 | | Employee Loans | 32,442 | 27,348 | | **Total (net of impairment)** | **488,859** | **759,806** | [Financial Assets Purchased Under Resale Agreements](index=44&type=section&id=Financial%20Assets%20Purchased%20Under%20Resale%20Agreements) As of June 30, 2025, the Group had no financial assets purchased under resale agreements, a category that held **RMB 19 million** in debt securities at 2024 year-end Financial Assets Purchased Under Resale Agreements (As of June 30, 2025) | Type | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Debt Securities | — | 19,000 | [Impairment Assessment of Financial Assets Under Expected Credit Loss Model](index=44&type=section&id=Impairment%20Assessment%20of%20Financial%20Assets%20Under%20Expected%20Credit%20Loss%20Model) The Group's impairment assessment of financial assets under the expected credit loss model resulted in a **RMB 56.109 million reversal** of impairment loss, mainly from loans to third parties Reversal/Recognition of Impairment Loss (For the six months ended June 30) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Loans to Third Parties | (57,297) | — | | Trade and Other Receivables | 178 | 920 | | Amounts Due from Related Parties | 1,018 | 4,981 | | **Total** | **(56,109)** | **5,899** | [Trade and Other Payables](index=45&type=section&id=Trade%20and%20Other%20Payables) Total trade and other payables decreased to **RMB 511.5 million** from **RMB 773.2 million** at 2024 year-end, mainly comprising payables for unsettled transactions and carried interest to management teams Trade and Other Payables (As of June 30, 2025) | Type | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Salaries, Bonuses and Other Benefits Payable | 37,290 | 38,183 | | Payables for Unsettled Transactions | 266,232 | 499,537 | | Carried Interest to Management Team and Other Parties | 110,218 | 113,801 | | **Total** | **511,504** | **773,192** | [Financial Assets Sold Under Repurchase Agreements](index=45&type=section&id=Financial%20Assets%20Sold%20Under%20Repurchase%20Agreements) Financial assets sold under repurchase agreements decreased to **RMB 369.6 million** from **RMB 594.1 million** at 2024 year-end, representing liabilities from securities sales with repurchase agreements Financial Assets Sold Under Repurchase Agreements (As of June 30, 2025) | Type | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Debt Securities | 369,600 | 592,521 | | Interest Payable | 49 | 1,574 | | **Total** | **369,649** | **594,095** | [Structured Notes](index=46&type=section&id=Structured%20Notes) As of June 30, 2025, the Group held **RMB 100.4 million** in structured notes, with annual interest rates ranging from **2.50% to 2.70%** Structured Notes (As of June 30, 2025) | Type | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Structured Notes | 100,396 | — | [Share Capital](index=47&type=section&id=Share%20Capital) As of June 30, 2025, the company's issued and fully paid share capital comprised **572,197,776 shares** with a par value of **USD 0.000025 per share**, totaling **RMB 93.834 thousand** Share Capital Information (As of June 30, 2025) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Number of Issued and Fully Paid Shares | 572,197,776 | 572,197,776 | | Par Value Per Share | USD 0.000025 | USD 0.000025 | | Share Capital (RMB thousands) | 94 | 94 | [Contingent Liabilities](index=47&type=section&id=Contingent%20Liabilities_2) Mr. Bao Fan, former Chairman, is cooperating with Chinese authorities' investigations, with **RMB 78.458 million** in restricted funds paid by the Group, and no provision made due to event uncertainty - Mr. Bao Fan, the company's former Chairman of the Board, is cooperating with investigations by relevant Chinese authorities[139](index=139&type=chunk) - The Group has paid approximately **RMB 78.458 million** in restricted funds related to this matter[139](index=139&type=chunk) - Due to the uncertainty of these events, no provision has been made for them for the six months ended June 30, 2025[140](index=140&type=chunk)
开达集团(00180) - 2025 - 中期业绩
2025-08-28 10:29
香港交易及結算所有限公司及香港聯合交易所有限公司對本公佈的內容概不負責,對其 準確性或完整性亦不發表任何聲明,並明確表示,概不對因本公佈全部或任何部份內容 而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 開達集團有限公司 (於百慕達註冊成立之有限公司) (股份代號:180) 開達集團有限公司(「本公司」)董事會(「董事會」)宣佈,本公司及其附屬公司(「本集團」) 及本集團於聯營公司的權益於截至二零二五年六月三十日止六個月的未經審核綜合業 績,連同二零二四年同期的比較數字如下: 綜合損益表 截至二零二五年六月三十日止六個月-未經審核 | | | 截至六月三十日止六個月 | | | --- | --- | --- | --- | | | | 二零二五年 | 二零二四年 | | | 附註 | 港幣千元 | 港幣千元 | | 收入 | 4及5 | 134,184 | 142,960 | | 其他收入及其他收益淨額 | | 31,138 | 6,520 | | 成品及半製品存貨的變動 | | 6,475 | 20,190 | | 成品的採購成本 | | (24,969) | (10,819) | | 耗用原料及物 ...
环球信贷集团(01669) - 2025 - 中期业绩
2025-08-28 10:28
[Interim Results Summary](index=1&type=section&id=Interim%20Results%20Summary) [Unaudited Condensed Consolidated Interim Statement of Comprehensive Income](index=1&type=section&id=Unaudited%20Condensed%20Consolidated%20Interim%20Statement%20of%20Comprehensive%20Income) For the six months ended June 30, 2025, revenue decreased by **9.5%** to **42,068 thousand HKD**, while profit and total comprehensive income attributable to owners increased by **12.9%** to **27,890 thousand HKD** due to reduced expenses, with basic earnings per share rising from **6.2 HK cents** to **7.0 HK cents** Overview of Comprehensive Income for H1 2025 | Metric | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Revenue | 42,068 | 46,457 | (4,389) | -9.5% | | Other Income | 3,529 | 528 | 3,001 | 568.4% | | Administrative Expenses | (10,388) | (12,367) | 1,979 | -16.0% | | Impairment Losses on Financial Assets | (1,180) | (5,027) | 3,847 | -76.5% | | Impairment Losses on Intangible Assets | (1,060) | – | (1,060) | N/A | | Finance Costs | (83) | (148) | 65 | -43.9% | | Profit Before Income Tax | 32,886 | 29,443 | 3,443 | 11.7% | | Income Tax Expense | (4,996) | (4,747) | (249) | 5.2% | | Profit and Total Comprehensive Income Attributable to Owners of the Company for the Period | 27,890 | 24,696 | 3,194 | 12.9% | | Basic Earnings Per Share (HK cents) | 7.0 | 6.2 | 0.8 | 12.9% | [Unaudited Condensed Consolidated Interim Statement of Financial Position](index=2&type=section&id=Unaudited%20Condensed%20Consolidated%20Interim%20Statement%20of%20Financial%20Position) As of June 30, 2025, total assets slightly increased to **963,858 thousand HKD**, primarily due to a significant rise in cash and cash equivalents, while total loans receivable decreased and new financial assets at FVTPL amounted to **27,051 thousand HKD**, with total liabilities slightly up but total equity remaining stable Overview of Financial Position for H1 2025 | Metric | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | **Assets** | | | | | | Total Non-current Assets | 257,975 | 295,405 | (37,430) | -12.7% | | Total Current Assets | 705,883 | 658,326 | 47,557 | 7.2% | | Total Assets | 963,858 | 953,731 | 10,127 | 1.1% | | **Liabilities** | | | | | | Total Non-current Liabilities | 585 | 1,430 | (845) | -59.1% | | Total Current Liabilities | 14,499 | 11,417 | 3,082 | 27.0% | | Total Liabilities | 15,084 | 12,847 | 2,237 | 17.4% | | **Equity** | | | | | | Total Equity | 948,774 | 940,884 | 7,890 | 0.8% | - Cash and cash equivalents increased by **41.9%** from **181,823 thousand HKD** as of December 31, 2024, to **258,016 thousand HKD** as of June 30, 2025[4](index=4&type=chunk) - New financial assets at fair value through profit or loss amounted to **27,051 thousand HKD**, compared to zero as of December 31, 2024[4](index=4&type=chunk) [Notes to the Condensed Consolidated Interim Financial Information](index=4&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Interim%20Financial%20Information) [General Information](index=4&type=section&id=1.%20General%20Information) The company is registered in the Cayman Islands, primarily engaged in property mortgage and private lending businesses in Hong Kong, with Blossom Spring Global Limited as the ultimate holding company and Ms. Jin Xiaoqin as the ultimate controlling party - The company's principal activities are property mortgage loans and private loans in Hong Kong[6](index=6&type=chunk) - The ultimate holding company is Blossom Spring Global Limited, and the ultimate controlling party is Ms. Jin Xiaoqin[6](index=6&type=chunk) [Basis of Preparation and Accounting Policies](index=4&type=section&id=2.%20Basis%20of%20Preparation%20and%20Accounting%20Policies) This interim financial information is prepared in accordance with HKAS 34 and the Listing Rules, using consistent accounting policies with no material impact from new or revised standards - The financial information is prepared in accordance with Hong Kong Accounting Standard 34 and the Listing Rules of the Stock Exchange[8](index=8&type=chunk) - The adoption of new and revised Hong Kong Financial Reporting Standards has no material impact on the current period's financial information[8](index=8&type=chunk)[9](index=9&type=chunk) [Segment Information](index=5&type=section&id=3.%20Segment%20Information) All group revenue is derived from property mortgage and private lending businesses in Hong Kong, with no segment analysis presented as management views the group as a single entity - All of the Group's revenue is derived from its lending business (property mortgage loans and private loans) in Hong Kong[10](index=10&type=chunk) - No segment analysis is presented as management considers the Group as a whole for resource allocation and performance assessment[10](index=10&type=chunk) [Revenue and Other Income](index=5&type=section&id=4.%20Revenue%20and%20Other%20Income) For the six months ended June 30, 2025, interest income decreased by **9.5%** to **42,068 thousand HKD**, while other income significantly increased by **568.4%** to **3,529 thousand HKD**, driven by bank interest, FVTPL financial asset interest, and fair value gains Details of Revenue and Other Income | Revenue Category | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Interest Income | 42,068 | 46,457 | (4,389) | -9.5% | | Bank Interest Income | 2,212 | 528 | 1,684 | 318.9% | | FVTPL Financial Assets Interest Income | 550 | – | 550 | N/A | | FVTPL Financial Assets Fair Value Gain | 331 | – | 331 | N/A | | Net Exchange Gain | 436 | – | 436 | N/A | | **Total Other Income** | **3,529** | **528** | **3,001** | **568.4%** | [Administrative Expenses](index=6&type=section&id=5.%20Administrative%20Expenses) For the six months ended June 30, 2025, administrative expenses decreased by **16.0%** year-on-year to **10,388 thousand HKD**, primarily due to reduced advertising and marketing expenses and depreciation of right-of-use assets Details of Administrative Expenses | Expense Category | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Employee Benefit Expenses | 6,132 | 5,763 | 369 | 6.4% | | Advertising and Marketing Expenses | 861 | 1,570 | (709) | -45.2% | | Depreciation of Right-of-Use Assets | 1,012 | 2,105 | (1,093) | -51.9% | | **Total Administrative Expenses** | **10,388** | **12,367** | **(1,979)** | **-16.0%** | [Impairment Losses on Financial Assets, Net of Reversals](index=6&type=section&id=6.%20Impairment%20Losses%20on%20Financial%20Assets,%20Net%20of%20Reversals) For the six months ended June 30, 2025, net impairment losses on financial assets significantly decreased by **76.5%** to **1,180 thousand HKD**, primarily due to reversals of provisions for recovered loans and stable collateral values Details of Impairment Losses on Financial Assets | Impairment Loss Category | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Provision for Impairment Losses on Loans Receivable | 466 | 4,059 | (3,593) | -88.5% | | Provision for Impairment Losses on Interest Receivable | 71 | 393 | (322) | -81.9% | | Write-off of Recovered Assets/Loans and Interest Receivable | 200 | 184 | 16 | 8.7% | | Provision for Impairment Losses on Recovered Assets | 443 | 391 | 52 | 13.3% | | **Total** | **1,180** | **5,027** | **(3,847)** | **-76.5%** | [Income Tax Expense](index=7&type=section&id=7.%20Income%20Tax%20Expense) For the six months ended June 30, 2025, income tax expense slightly increased to **4,996 thousand HKD**, with the company evaluating a dispute with the tax authority regarding interest income for 2015-2018, for which a **4,522 thousand HKD** provision has been made Details of Income Tax Expense | Tax Category | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Hong Kong Profits Tax – Current Period | 5,068 | 5,159 | (91) | -1.8% | | Increase in Deferred Tax Assets | (72) | (412) | 340 | -82.5% | | **Total** | **4,996** | **4,747** | **249** | **5.2%** | - The company is in dispute with the tax authority regarding the capital and offshore nature of certain interest income for 2015-2018, for which a tax provision of **4,522 thousand HKD** has been made[18](index=18&type=chunk)[19](index=19&type=chunk) [Earnings Per Share](index=8&type=section&id=8.%20Earnings%20Per%20Share) For the six months ended June 30, 2025, basic earnings per share increased year-on-year to **7.0 HK cents**, primarily due to higher profit attributable to owners of the company, while the weighted average number of ordinary shares remained unchanged Earnings Per Share Calculation | Metric | H1 2025 | H1 2024 | Change | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Profit Attributable to Owners of the Company (thousand HKD) | 27,890 | 24,696 | 3,194 | 12.9% | | Weighted Average Number of Ordinary Shares in Issue (thousand shares) | 400,000 | 400,000 | 0 | 0.0% | | **Basic Earnings Per Share (HK cents)** | **7.0** | **6.2** | **0.8** | **12.9%** | - Diluted earnings per share are the same as basic earnings per share due to the absence of potentially dilutive ordinary shares[22](index=22&type=chunk) [Dividends](index=9&type=section&id=9.%20Dividends) The Board declared an interim dividend of **2.8 HK cents** and a special interim dividend of **4.2 HK cents** per share, totaling **7.0 HK cents**, with no interim dividend declared in the prior period, to be recognized in shareholders' equity for the year ending December 31, 2025 Interim Dividend Declaration | Dividend Type | H1 2025 (HK cents per share) | H1 2024 (HK cents per share) | | :--- | :--- | :--- | | Interim Dividend | 2.8 | Nil | | Special Interim Dividend | 4.2 | Nil | | **Total** | **7.0** | **Nil** | - A final dividend of **5.0 HK cents** per share (totaling **20,000 thousand HKD**) for 2024 was declared, approved, and paid in June 2025[23](index=23&type=chunk) [Intangible Assets](index=9&type=section&id=10.%20Intangible%20Assets) The Group's Hong Kong Golf Club nominee membership is assessed as having an indefinite useful life, but an impairment loss of **1,060 thousand HKD** was recognized for the six months ended June 30, 2025, due to a recoverable amount assessment - The Hong Kong Golf Club membership is assessed as having an indefinite useful life[24](index=24&type=chunk) - An impairment loss of **1,060 thousand HKD** on intangible assets was recognized for the six months ended June 30, 2025 (nil in the prior period)[24](index=24&type=chunk) [Loans Receivable](index=9&type=section&id=11.%20Loans%20Receivable) As of June 30, 2025, total loans receivable (net of provisions) decreased by **12.4%** to **643,889 thousand HKD** from December 31, 2024, primarily due to a reduction in gross loans, with most loans being secured Overview of Loans Receivable | Metric | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Gross Loans Receivable | 654,092 | 746,090 | (91,998) | -12.3% | | Provision for Impairment Losses | (10,203) | (11,300) | 1,097 | -9.7% | | **Loans Receivable, Net of Provisions** | **643,889** | **734,790** | **(90,901)** | **-12.4%** | - The vast majority of loans receivable are secured by collateral provided by customers, with only **1,003 thousand HKD** being unsecured loans[26](index=26&type=chunk) [Interest Receivable](index=10&type=section&id=12.%20Interest%20Receivable) As of June 30, 2025, interest receivable (net of provisions) increased by **21.8%** to **8,249 thousand HKD** from December 31, 2024, with a higher proportion of interest receivable over 90 days Overview of Interest Receivable | Metric | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Gross Interest Receivable | 8,769 | 7,299 | 1,470 | 20.1% | | Provision for Impairment Losses | (520) | (527) | 7 | -1.3% | | **Interest Receivable, Net of Provisions** | **8,249** | **6,772** | **1,477** | **21.8%** | Aging Analysis of Interest Receivable | Aging | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Current | 894 | 1,504 | | 1 to 30 days | 2,029 | 1,762 | | 31 to 90 days | 1,870 | 1,653 | | Over 90 days | 3,456 | 1,853 | | **Total** | **8,249** | **6,772** | [Recovered Assets](index=11&type=section&id=13.%20Recovered%20Assets) As of June 30, 2025, recovered assets (net of provisions) decreased by **20.9%** to **5,246 thousand HKD** from December 31, 2024, primarily residential properties, with their estimated market value also declining Overview of Recovered Assets | Metric | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Recovered Properties – Residential Properties | 6,750 | 7,377 | (627) | -8.5% | | Less: Provision for Impairment Losses | (1,504) | (751) | (753) | 100.3% | | **Recovered Assets, Net of Provisions** | **5,246** | **6,626** | **(1,380)** | **-20.8%** | - The estimated market value of recovered assets decreased from **10,500 thousand HKD** as of December 31, 2024, to **10,090 thousand HKD** as of June 30, 2025[31](index=31&type=chunk) [Financial Assets at Fair Value Through Profit or Loss](index=12&type=section&id=14.%20Financial%20Assets%20at%20Fair%20Value%20Through%20Profit%20or%20Loss) As of June 30, 2025, the Group added **27,051 thousand HKD** in unlisted FVTPL investments, including equity-linked and bond-linked notes primarily denominated in USD, aimed at enhancing returns on idle funds Financial Assets at Fair Value Through Profit or Loss | Investment Category | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Equity-linked Notes | 11,183 | – | | Bond-linked Notes | 15,868 | – | | **Total** | **27,051** | **–** | - These financial assets are primarily denominated in **USD (19,077 thousand HKD)**, with the remainder in **HKD (7,974 thousand HKD)**[34](index=34&type=chunk) - The returns on equity-linked and bond-linked notes are tied to the market prices of listed equities or US Treasury bonds, with all having a maturity of less than one year[33](index=33&type=chunk) [Share Capital](index=13&type=section&id=15.%20Share%20Capital) As of June 30, 2025, the company's authorized share capital was **100,000 thousand HKD** and issued and fully paid share capital was **4,000 thousand HKD**, remaining unchanged from December 31, 2024 Share Capital Structure | Metric | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Authorized Share Capital (10,000,000,000 shares of HKD0.01 each) | 100,000 | 100,000 | | Issued and Fully Paid Share Capital (400,000,000 shares of HKD0.01 each) | 4,000 | 4,000 | [Related Party Transactions](index=13&type=section&id=16.%20Related%20Party%20Transactions) The Group is ultimately controlled by Ms. Jin Xiaoqin; for the six months ended June 30, 2025, an unsecured revolving loan facility of **50,000 thousand HKD** from associate company Well Dragon expired unused, and key management personnel remuneration slightly increased - The ultimate controlling party is Ms. Jin Xiaoqin[35](index=35&type=chunk) - An unsecured revolving loan facility of **50,000 thousand HKD** from associate company Well Dragon expired during the period and was not utilized[36](index=36&type=chunk)[37](index=37&type=chunk) Key Management Personnel Remuneration | Remuneration Category | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Salaries, Commissions and Benefits | 2,235 | 2,129 | 106 | 5.0% | | Pension Costs | 36 | 36 | 0 | 0.0% | | **Total Key Management Personnel Remuneration** | **2,271** | **2,165** | **106** | **4.9%** | [Fair Value Measurement of Financial Instruments](index=14&type=section&id=17.%20Fair%20Value%20Measurement%20of%20Financial%20Instruments) The carrying amounts of the Group's financial assets and liabilities measured at amortized cost approximate their fair values; as of June 30, 2025, FVTPL financial assets (unlisted investments) totaled **27,051 thousand HKD**, all classified as Level 2, with fair values determined by financial institution quotes - The carrying amounts of financial assets and liabilities measured at amortized cost approximate their fair values[39](index=39&type=chunk) Fair Value Hierarchy of Financial Instruments | Fair Value Level | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Level 1 | – | – | | Level 2 | 27,051 | – | | Level 3 | – | – | | **Total** | **27,051** | **–** | - The fair values of unlisted investments are determined based on quotes from financial institutions, using valuation techniques such as discounted cash flow models and option pricing models, and are based on observable market inputs[42](index=42&type=chunk) [Management Discussion and Analysis](index=15&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review](index=15&type=section&id=Business%20Review) The Hong Kong property market remained stable under moderate downward pressure, influenced by slow economic recovery and macro uncertainties, leading the Group to adopt stringent credit policies, reduce high-risk loan exposure, resulting in a **12.3%** decrease in total loans receivable and recovered assets, and a **9.5%** decline in revenue - The Hong Kong property market remained generally stable, though the private residential property price index slightly decreased by **0.9%**, with cautious optimism in market sentiment[44](index=44&type=chunk) - The Group implemented stringent credit policies, reduced exposure to high-risk loans, and adjusted its pricing strategies[45](index=45&type=chunk) Changes in Key Business Metrics | Metric | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Gross Loans Receivable and Total Recovered Assets | 660,800 | 753,500 | (92,700) | -12.3% | | Revenue (for the six months ended June 30) | 42,100 | 46,500 | (4,400) | -9.5% | [Financial Review](index=15&type=section&id=Financial%20Review) This period's financial performance shows declining revenue but increasing profit; interest income decreased due to reduced gross loans, while other income grew significantly from effective fund management, with administrative expenses and financial asset impairment losses substantially reduced, and both net interest margin and effective tax rate improved, ultimately driving a **12.9%** increase in profit and total comprehensive income - The financial review covers an analysis of key financial metrics including revenue, other income, administrative expenses, impairment losses, finance costs, net interest margin, income tax expense, and total profit and comprehensive income[46](index=46&type=chunk)[47](index=47&type=chunk)[48](index=48&type=chunk)[49](index=49&type=chunk)[50](index=50&type=chunk)[51](index=51&type=chunk)[52](index=52&type=chunk)[53](index=53&type=chunk)[54](index=54&type=chunk) [Revenue](index=15&type=section&id=Revenue) Interest income decreased by **9.5%** year-on-year to **42,100 thousand HKD**, primarily due to an **11.3%** reduction in the average monthly balance of gross loans receivable, partially offset by increased interest rates charged Changes in Revenue and Average Loans Receivable Balance | Metric | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Interest Income | 42,100 | 46,500 | (4,400) | -9.5% | | Average Monthly Balance of Gross Loans Receivable | 736,600 | 830,500 | (93,900) | -11.3% | [Other Income](index=16&type=section&id=Other%20Income) Other income significantly increased by **568.4%** to **3,529 thousand HKD**, primarily benefiting from returns on idle funds, including fixed deposit interest income and gains from financial assets at fair value through profit or loss - Other income significantly increased, primarily attributable to effective fund management, including fixed deposit interest and FVTPL financial asset gains[47](index=47&type=chunk) [Administrative Expenses](index=16&type=section&id=Administrative%20Expenses) Administrative expenses decreased by **16.0%** year-on-year to **10,400 thousand HKD**, mainly due to reduced advertising and marketing expenses and lower depreciation of right-of-use assets following office relocation - The decrease in administrative expenses was mainly due to reduced advertising and marketing expenses and reduced depreciation of right-of-use assets[48](index=48&type=chunk) [Impairment Losses on Financial Assets, Net of Reversals](index=16&type=section&id=Impairment%20Losses%20on%20Financial%20Assets,%20Net%20of%20Reversals) Net impairment losses on financial assets significantly decreased by **76.0%** to **1,200 thousand HKD**, primarily due to reversals of provisions for recovered loans and stable collateral values during the period - The reduction in impairment losses was mainly due to reversals of provisions for recovered loans and stable collateral values[49](index=49&type=chunk) [Impairment Losses on Intangible Assets](index=16&type=section&id=Impairment%20Losses%20on%20Intangible%20Assets) For the six months ended June 30, 2025, an impairment loss of **1,100 thousand HKD** was recognized due to the recoverable amount assessment of the golf club membership - An impairment loss of **1,100 thousand HKD** on the golf club membership was recognized in the current period[50](index=50&type=chunk) [Finance Costs](index=16&type=section&id=Finance%20Costs) Finance costs decreased by **43.9%** year-on-year to **83 thousand HKD**, primarily due to a reduction in interest expenses on lease liabilities - The decrease in finance costs was mainly due to reduced interest expenses on lease liabilities[51](index=51&type=chunk) [Net Interest Margin](index=17&type=section&id=Net%20Interest%20Margin) Net interest margin increased from **11.0%** in the prior period to **11.2%** in the current period, reflecting an improvement between loan interest income and finance costs Changes in Net Interest Margin | Metric | H1 2025 | H1 2024 | Change (percentage points) | | :--- | :--- | :--- | :--- | | Net Interest Margin | 11.2% | 11.0% | 0.2% | [Income Tax Expense](index=17&type=section&id=Income%20Tax%20Expense) The effective tax rate decreased from **16.1%** in the prior period to **15.2%** in the current period Changes in Effective Tax Rate | Metric | H1 2025 | H1 2024 | Change (percentage points) | | :--- | :--- | :--- | :--- | | Effective Tax Rate | 15.2% | 16.1% | -0.9% | [Profit and Total Comprehensive Income](index=17&type=section&id=Profit%20and%20Total%20Comprehensive%20Income) Profit and total comprehensive income increased by **12.9%** year-on-year to **27,900 thousand HKD**, primarily benefiting from reduced administrative expenses and impairment losses on financial assets Changes in Profit and Total Comprehensive Income | Metric | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Profit and Total Comprehensive Income | 27,900 | 24,700 | 3,200 | 12.9% | [Liquidity, Financial Resources and Capital Structure](index=17&type=section&id=Liquidity,%20Financial%20Resources%20and%20Capital%20Structure) The Group primarily funds operations through equity and retained earnings, maintaining a robust financial position, with cash and cash equivalents significantly increasing by **41.9%** to **258,000 thousand HKD** due to reduced loans receivable, and no outstanding interest-bearing bank or related party loans, indicating a net cash position - The Group primarily funds its operations and capital requirements through equity and retained earnings, maintaining a healthy financial position[55](index=55&type=chunk) Changes in Cash and Cash Equivalents | Metric | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Cash and Cash Equivalents | 258,000 | 181,800 | 76,200 | 41.9% | - The increase in cash is primarily attributable to a decrease in loans receivable[56](index=56&type=chunk) - There were no outstanding interest-bearing bank loans or related party loans during the period, and the Group is in a net cash position[56](index=56&type=chunk)[57](index=57&type=chunk) [Financial Assets at Fair Value Through Profit or Loss](index=18&type=section&id=Financial%20Assets%20at%20Fair%20Value%20Through%20Profit%20or%20Loss_MDA) The Group subscribed to **27,051 thousand HKD** in equity-linked and bond-linked notes as part of its fund management strategy to enhance returns on idle funds, generating **550 thousand HKD** in interest income and **331 thousand HKD** in fair value gains - The Group subscribed to equity-linked notes and bond-linked notes as part of its fund management strategy to enhance returns on available funds[58](index=58&type=chunk) Returns on FVTPL Financial Asset Investments | Investment Category | Investment Cost (thousand HKD) | Fair Value (thousand HKD) | Interest Income (thousand HKD) | Fair Value Gain (thousand HKD) | | :--- | :--- | :--- | :--- | :--- | | Equity-linked Notes | 11,120 | 11,183 | 550 | 63 | | Bond-linked Notes | 15,600 | 15,868 | – | 268 | | **Total** | **26,720** | **27,051** | **550** | **331** | [Material Acquisitions and Disposals](index=19&type=section&id=Material%20Acquisitions%20and%20Disposals) For the six months ended June 30, 2025, the Group had no material acquisitions or disposals of subsidiaries and associates - There were no material acquisitions or disposals during the period[60](index=60&type=chunk) [Employees and Remuneration Policy](index=19&type=section&id=Employees%20and%20Remuneration%20Policy) As of June 30, 2025, the Group employed **18** full-time employees with total employee benefit expenses of **6,100 thousand HKD**, and its remuneration policy is based on market trends, individual performance, and experience Number of Employees | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Number of Full-time Employees | 18 | 19 | Employee Benefit Expenses | Metric | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Total Employee Benefit Expenses | 6,100 | 5,800 | [Corporate Social Responsibility](index=19&type=section&id=Corporate%20Social%20Responsibility) The Group is committed to fulfilling corporate social responsibility through charitable and volunteer activities, encouraging employee participation in community events, and plans to continue supporting vulnerable groups in Hong Kong - The Group fulfills its corporate social responsibility by participating in charitable and volunteer activities[62](index=62&type=chunk) - Employees are encouraged to support community activities, and the Group plans to continue supporting vulnerable groups in Hong Kong[62](index=62&type=chunk) [Contingent Liabilities](index=20&type=section&id=Contingent%20Liabilities) As of June 30, 2025, the Group had no material contingent liabilities - The Group had no material contingent liabilities[63](index=63&type=chunk) [Pledge of Assets](index=20&type=section&id=Pledge%20of%20Assets) As of June 30, 2025, the Group had no pledged or charged assets - The Group had no pledged or charged assets[64](index=64&type=chunk) [Foreign Exchange Risk](index=20&type=section&id=Foreign%20Exchange%20Risk) The Group's business activities are denominated in HKD, but it holds USD-denominated cash and FVTPL financial assets; given the linked exchange rate system between HKD and USD, foreign exchange risk impact is expected to be minimal, and the Board deems hedging unnecessary - The Group holds USD-denominated cash and FVTPL financial assets, but given the linked exchange rate system, the impact of foreign exchange risk is expected to be minimal[65](index=65&type=chunk) - The Board believes that no hedging is currently required for foreign exchange risk[65](index=65&type=chunk) [Events After Reporting Period](index=20&type=section&id=Events%20After%20Reporting%20Period) From the end of the reporting period to the date of this interim results announcement, the Group had no material events after the reporting period - There were no material events after the reporting period[66](index=66&type=chunk) [Outlook](index=20&type=section&id=Outlook) For 2025, the Hong Kong property market is expected to gradually stabilize in a lower interest rate environment but remains in a foundational stage; the Group will continue to adopt prudent credit risk management, adjust its loan portfolio, and leverage ample capital reserves to seize market opportunities and continuously improve existing products and services - The Hong Kong property market is expected to gradually stabilize in a lower interest rate environment in 2025, but it still requires time to establish a solid foundation[67](index=67&type=chunk) - The Group will continue to adopt a prudent credit risk management approach and adjust its loan portfolio to maintain asset quality and resilience[67](index=67&type=chunk)[68](index=68&type=chunk) - With ample capital reserves and a sound financial position, the Group is capable of seizing market opportunities and continuously improving its existing products and services[68](index=68&type=chunk) [Other Information](index=21&type=section&id=Other%20Information) [Purchase, Sale or Redemption of the Company's Listed Securities](index=21&type=section&id=Purchase,%20Sale%20or%20Redemption%20of%20the%20Company's%20Listed%20Securities) For the six months ended June 30, 2025, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities - There were no purchases, sales, or redemptions of the company's listed securities during the period[69](index=69&type=chunk) [Corporate Governance Practices](index=21&type=section&id=Corporate%20Governance%20Practices) The company complies with the Corporate Governance Code, though the roles of Chairman and Chief Executive are combined and held by Ms. Wang Yao, an arrangement the Board believes ensures consistent leadership and efficient strategic planning; additionally, an independent non-executive director chaired the AGM due to Ms. Wang Yao's absence - The roles of Chairman and Chief Executive are not segregated and are held by Ms. Wang Yao, an arrangement the Board believes ensures consistent leadership and efficient strategic planning[70](index=70&type=chunk) - Ms. Wang Yao, the Chairman, was unable to attend the Annual General Meeting, and Mr. Man Yiu Kwong, an independent non-executive director, served as the chairman[71](index=71&type=chunk) [Compliance with the Model Code for Securities Transactions](index=22&type=section&id=Compliance%20with%20the%20Model%20Code%20for%20Securities%20Transactions) The company has adopted a code of conduct no less exacting than the Model Code and confirms that all directors complied with the relevant provisions during the reporting period - All directors complied with the company's adopted code of conduct for securities transactions during the reporting period[72](index=72&type=chunk) [Review of Interim Results by Audit Committee](index=22&type=section&id=Review%20of%20Interim%20Results%20by%20Audit%20Committee) The Audit Committee discussed internal controls and financial reporting with management, reviewed the interim financial information with management and independent auditors, and recommended Board approval; the independent auditors reviewed the interim results in accordance with Hong Kong Standard on Review Engagements 2410 - The Audit Committee has reviewed the interim results and recommended them for Board approval[73](index=73&type=chunk) - The independent auditors have reviewed the interim results in accordance with Hong Kong Standard on Review Engagements 2410[73](index=73&type=chunk) [Interim Dividend and Special Interim Dividend](index=22&type=section&id=Interim%20Dividend%20and%20Special%20Interim%20Dividend) The Board declared an interim dividend of **2.8 HK cents** and a special interim dividend of **4.2 HK cents** per share, totaling **7.0 HK cents**, payable on or about October 10, 2025, reflecting the company's robust financial and liquidity position and a return of surplus cash to shareholders Details of Interim and Special Interim Dividends | Dividend Type | Amount Per Share (HK cents) | Payment Date | | :--- | :--- | :--- | | Interim Dividend | 2.8 | On or about October 10, 2025 | | Special Interim Dividend | 4.2 | On or about October 10, 2025 | - The Board decided to resume interim dividend payments and declare a special interim dividend to return a portion of surplus cash to shareholders, reflecting the company's robust financial and liquidity position[75](index=75&type=chunk) [Closure of Register of Members](index=23&type=section&id=Closure%20of%20Register%20of%20Members) To determine eligibility for the interim and special interim dividends, the company will suspend its register of members from September 17 to September 19, 2025 - The register of members will be closed from September 17 to September 19, 2025, to determine eligibility for the interim and special interim dividends[76](index=76&type=chunk) [Publication](index=23&type=section&id=Publication) This interim results announcement has been published on the Stock Exchange and the company's website, and the interim report will be dispatched to shareholders and published on the website in due course - The interim results announcement has been published on the Stock Exchange and the company's website[77](index=77&type=chunk) [By Order of the Board](index=23&type=section&id=By%20Order%20of%20the%20Board) This announcement was signed by Ms. Wang Yao, Chairman and Chief Executive Officer of the Board, on August 28, 2025 - The announcement was signed by Ms. Wang Yao, Chairman and Chief Executive Officer of the Board[78](index=78&type=chunk)
天图投资(01973) - 2025 - 中期业绩
2025-08-28 10:24
[Financial Highlights](index=1&type=section&id=Financial%20Highlights) This section provides a concise overview of the company's key financial performance and position for the reporting period | Indicator | Six Months Ended June 30, 2025 (RMB thousands) | Six Months Ended June 30, 2024 (RMB thousands) | | :--- | :--- | :--- | | **Statement of Profit or Loss:** | | | | Revenue | 14,223 | 21,479 | | Net investment income or loss | 52,786 | (619,607) | | Profit/(Loss) for the period | 76,468 | (742,217) | | Profit/(Loss) for the period attributable to owners of the Company | 76,005 | (740,511) | | Basic earnings/(loss) per share (RMB) | 0.11 | (1.07) | | **Balance Sheet (Period-end):** | | | | Total equity | 6,526,061 | 6,459,812 | | Equity attributable to owners of the Company | 6,502,921 | 6,437,109 | - The company achieved a turnaround in the first half of 2025, with profit for the period shifting from a **loss of RMB 742.2 million** in the same period of 2024 to a **profit of RMB 76.468 million**[4](index=4&type=chunk) - Net investment income or loss significantly improved, turning from a **loss of RMB 620 million** in the same period of 2024 to a **profit of RMB 52.786 million**[4](index=4&type=chunk) [Management Discussion and Analysis](index=2&type=section&id=Management%20Discussion%20and%20Analysis) This section provides an in-depth review of the company's operational performance, financial results, and future strategic outlook [Business Review](index=2&type=section&id=Business%20Review) The company, a consumer-focused private equity investor, expanded AUM to **RMB 19.4 billion**, raised new funds, and diversified investment and exit strategies - As of June 30, 2025, the Group's total Assets Under Management (AUM) was approximately **RMB 19.4 billion**, comprising **RMB 14.7 billion** in fund assets and **RMB 4.7 billion** in direct investments[5](index=5&type=chunk) - The Group acts as fund manager for **20 funds**, including **16 RMB funds** and **4 USD funds**, with **13 focused on early-stage investments** and **7 on growth and late-stage opportunities**[5](index=5&type=chunk) | Indicator | Number of Funds | Assets Under Management (RMB billions) | Committed Capital (RMB billions) | Contribution of Own Funds to Total Committed Capital (RMB billions) | | :--- | :--- | :--- | :--- | :--- | | Consolidated Funds | 8 | 7.5 | 10.3 | 2.1 | | Unconsolidated Funds | 12 | 7.2 | 5.3 | 0.7 | | Total | 20 | 14.7 | 15.6 | 2.8 | - In the first half of 2025, the Group raised an additional **RMB 486.3 million** in fund capital and established CVC funds with Ziyan Food and L'Oréal Group, focusing on the catering industry chain and emerging opportunities in China's beauty sector[11](index=11&type=chunk) - The Group listed 'Tiantu No. 1' Special Purpose Acquisition Company (SPAC) on the Macao Financial Asset Exchange (MCEX), adopting a Revenue-Based Financing (RBF) model to invest in high cash flow businesses, broadening return paths and reducing reliance on traditional IPO exits[14](index=14&type=chunk) - Hong Kong subsidiary Tiantu Asset Management completed a strategic upgrade of its SFC Type 9 license, allowing over **10% of its portfolio assets** to be allocated to virtual assets, laying the groundwork for future crypto-themed funds[15](index=15&type=chunk) - As of June 30, 2025, the Group held interests in **183 existing portfolio companies** and exited **20 portfolio companies** in the first half of the year, realizing cumulative capital returns of approximately **RMB 1.07 billion**[15](index=15&type=chunk)[17](index=17&type=chunk) [Outlook for the Second Half of 2025](index=6&type=section&id=Outlook%20for%20the%20Second%20Half%20of%202025) The company will focus on thematic investments, explore innovative paths including dividend-yield strategies, strategic M&A, and digital assets, to enhance portfolio resilience and diversify returns - The Group will focus on thematic investments and deep market insights, actively exploring innovative investment paths, including dividend and yield-oriented investments, strategic mergers and acquisitions, and selected allocations in digital assets[18](index=18&type=chunk) - By combining traditional strengths with emerging value creation channels, the Group aims to achieve differentiated growth and capture investment opportunities across various asset classes[18](index=18&type=chunk) [Financial Review](index=6&type=section&id=Financial%20Review) In H1 2025, revenue declined, but net investment income significantly improved, leading to a turnaround in total income and profit for the period | Indicator | Six Months Ended June 30, 2025 (RMB thousands) | Six Months Ended June 30, 2024 (RMB thousands) | Change | | :--- | :--- | :--- | :--- | | Revenue | 14,223 | 21,479 | Down 33.8% | | Net investment income or loss | 52,786 | (619,607) | Turned from loss to profit | | Total revenue and net investment income or loss | 67,009 | (598,128) | Turned from loss to profit | | Other operating expenses | (21,282) | (28,774) | Down 26.1% | | Finance costs | (29,229) | (34,157) | Down 14.4% | | Share of results of associates and joint ventures | 44,424 | (153,190) | Turned from loss to profit | | Profit/(Loss) for the period | 76,468 | (742,217) | Turned from loss to profit | - The decrease in revenue was primarily due to a reduction in fund management fees and carried interest[19](index=19&type=chunk) - The increase in net investment income or loss was mainly attributable to unrealized fair value changes of financial assets[21](index=21&type=chunk) - Other operating expenses decreased primarily due to reduced consulting expenses related to investment management[24](index=24&type=chunk) - Finance costs decreased mainly due to the modification of bond coupon rates and repayment of bank borrowings[25](index=25&type=chunk) - The improvement in share of results of associates and joint ventures primarily reflected increased investment income from managed unconsolidated funds[28](index=28&type=chunk) [Liquidity and Financial Resources](index=8&type=section&id=Liquidity%20and%20Financial%20Resources) As of June 30, 2025, the company maintained sufficient working capital, stable cash growth, and reduced debt, while facing unhedged USD foreign exchange risk | Indicator | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | Change | | :--- | :--- | :--- | :--- | | Cash and cash equivalents | 1,219,500 | 1,203,400 | Slight increase | | Total debt | 837,300 | 1,023,700 | Down 18.2% | | Pledged assets (Interests in associates) | 1,240,600 | N/A | N/A | - The decrease in total debt was primarily due to the repayment of **RMB 200 million** in bonds in May 2025[32](index=32&type=chunk) - The Group is exposed to foreign exchange risk arising from its USD currency exposure but has not hedged against any foreign currency fluctuations[34](index=34&type=chunk) [Employees and Remuneration](index=9&type=section&id=Employees%20and%20Remuneration) As of June 30, 2025, the company had 72 employees, with stable remuneration costs, and had purchased H-shares for an incentive plan without granting awards yet - As of June 30, 2025, the Group had a total of **72 employees**[35](index=35&type=chunk) | Indicator | Six Months Ended June 30, 2025 (RMB thousands) | Six Months Ended June 30, 2024 (RMB thousands) | | :--- | :--- | :--- | | Total staff costs | 25,500 | 27,300 | - The Company instructed the trustee to purchase **1,012,800 H-shares** through market transactions for the administration of the 2024 H-share incentive scheme, but no awards had been granted under the scheme as of June 30, 2025[36](index=36&type=chunk) [Condensed Consolidated Financial Statements](index=10&type=section&id=Condensed%20Consolidated%20Financial%20Statements) This section presents the company's condensed consolidated financial statements, including the statement of profit or loss, comprehensive income, and financial position [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=10&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) This statement details the company's revenue, investment income, expenses, profit before tax, and profit for the period for the six months ended June 30, 2025, showing a significant turnaround | Indicator | Six Months Ended June 30, 2025 (RMB thousands) | Six Months Ended June 30, 2024 (RMB thousands) | | :--- | :--- | :--- | | Revenue | 14,223 | 21,47
阜博集团(03738) - 2025 - 中期业绩
2025-08-28 10:23
[Financial Summary](index=1&type=section&id=Financial%20Summary) The company's financial performance for the period shows significant growth in revenue, gross profit, and net profit, alongside a robust increase in total assets and net assets [Summary of Interim Condensed Consolidated Statement of Profit or Loss](index=1&type=section&id=Summary%20of%20Interim%20Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss) For the six months ended June 30, 2025, the company's revenue grew 23.4% to HKD 1,456,315 thousand, gross profit increased 27.5% to HKD 642,730 thousand, and profit for the period surged 118.6% to HKD 101,242 thousand, with adjusted net profit and EBITDA also showing significant growth Interim Condensed Consolidated Statement of Profit or Loss Summary | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Revenue | 1,456,315 | 1,180,634 | | Gross Profit | 642,730 | 504,117 | | Profit Before Tax | 126,872 | 69,832 | | Profit for the Period | 101,242 | 46,322 | | Adjusted Net Profit (Non-IFRS) | 120,850 | 64,261 | | Adjusted EBITDA (Non-IFRS) | 272,401 | 196,306 | [Summary of Interim Condensed Consolidated Statement of Financial Position](index=1&type=section&id=Summary%20of%20Interim%20Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, the company's total assets increased to HKD 4,837,965 thousand and net assets grew to HKD 3,065,445 thousand, reflecting robust growth in asset scale and shareholders' equity Interim Condensed Consolidated Statement of Financial Position Summary | Indicator | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Total Assets | 4,837,965 | 3,916,882 | | Total Liabilities | 1,772,520 | 1,624,945 | | Net Assets | 3,065,445 | 2,291,937 | | Total Equity | 3,065,445 | 2,291,937 | [Management Discussion and Analysis](index=2&type=section&id=Management%20Discussion%20and%20Analysis) This section provides an overview of the Group's operational performance, strategic initiatives, and future outlook, highlighting key financial and business developments [Business Review and Outlook](index=2&type=section&id=Business%20Review%20and%20Outlook) The Group focused on enhancing core business efficiency, strengthening subscription and value-added services, optimizing revenue structure, improving cost efficiency, and advancing AI capabilities to capitalize on the creative entertainment industry's growth and AI-generated content adoption - The Group focused on deepening and improving efficiency in its core businesses, strengthening the dual engines of subscription and value-added services, optimizing revenue structure, and enhancing cost efficiency[3](index=3&type=chunk) - Actively promoting AI-related capabilities and ecosystem layout to address the explosive growth of the creative entertainment industry and the widespread application of AI-generated content[3](index=3&type=chunk) [Company Financial Performance](index=2&type=section&id=Company%20Financial%20Performance) For the six months ended June 30, 2025, total revenue grew 23.4% to approximately HKD 1,456 million, with strong 33.3% growth in value-added services revenue, leading to an improved gross profit margin of 44.1% and substantial increases in profit for the period and adjusted net profit - Total revenue increased by **23.4%** year-on-year to approximately **HKD 1,456 million**[4](index=4&type=chunk) - Subscription service revenue was **HKD 610 million**, a year-on-year increase of **11.8%**, accounting for **41.9%** of total revenue; value-added service revenue was **HKD 846 million**, a year-on-year increase of **33.3%**, accounting for **58.1%** of total revenue[4](index=4&type=chunk) - Gross profit was **HKD 643 million**, a year-on-year increase of **27.5%**, with a gross profit margin of **44.1%**, an increase of approximately **1.4 percentage points** from the same period in 2024[4](index=4&type=chunk) - Profit for the period was **HKD 101 million**, a year-on-year increase of **118.6%**, with a profit margin of **7.0%**, an increase of approximately **3.0 percentage points** from the same period in 2024[4](index=4&type=chunk) - Adjusted net profit was **HKD 121 million**, an increase of **88.1%** from the same period in 2024[4](index=4&type=chunk) [Company Strategy and Outlook](index=2&type=section&id=Company%20Strategy%20and%20Outlook) The company's strategy focuses on transforming the creative entertainment industry in the AI era, building a complete value chain from content rights confirmation to transactions through Vobile MAX and DreamMaker, and expanding AI service capabilities for scaled development and new digital content asset circulation - The creative entertainment industry is experiencing an explosion, with multi-modal large models accelerating iteration, AI-generated content effects far exceeding expectations, and new forms such as AI-powered music videos, immersive entertainment, and intelligent interactive narratives gradually being implemented[3](index=3&type=chunk) - Vobile has built a commercialization engine for AI applications in the creative industry, developing Vobile MAX and DreamMaker as foundational platforms[6](index=6&type=chunk) - Vobile MAX is a digital content asset trading platform, integrating rights confirmation, revenue sharing, and transaction infrastructure, built on blockchain and Web3 technologies to create an efficient content distribution system[7](index=7&type=chunk) - DreamMaker is an integrated audio-video creation platform based on diverse AI large models, built on NVIDIA's Media2 ecosystem, offering multi-modal creation tools and direct connection to Vobile MAX[8](index=8&type=chunk) [Strategic Development Opportunities](index=4&type=section&id=Strategic%20Development%20Opportunities) The company identifies three strategic development opportunities: expanding AI service capabilities, achieving scaled development through platform-based business upgrades, and building a new paradigm for digital content asset circulation, deeply participating in the digital trade ecosystem - Seizing strategic opportunities of the era to expand AI service capabilities, providing solutions for the creative economy in the AI era[9](index=9&type=chunk) - Achieving scaled development through platform-based business upgrades, using Web3 technology to establish transparent rights confirmation mechanisms and refined revenue sharing systems[10](index=10&type=chunk) - Building a new paradigm for digital content asset circulation, deeply participating in the digital trade ecosystem, and optimizing the cultural digital asset trading platform[11](index=11&type=chunk) [Principal Businesses](index=5&type=section&id=Principal%20Businesses) The company's principal businesses, subscription and value-added services, are IP-centric, offering comprehensive digital content rights confirmation and transaction solutions, with subscription revenue growing 11.8% and value-added revenue growing 33.3% year-on-year, collectively driving business expansion - Businesses are primarily divided into subscription services and value-added services, centered on IP, providing comprehensive digital content rights confirmation and transaction solutions[13](index=13&type=chunk) [Subscription Services](index=5&type=section&id=Subscription%20Services) Subscription services leverage proprietary film and television gene digital fingerprint and watermark technology for copyright monitoring, piracy identification, and management, achieving substantial progress in short-form dramas, music (via PEX acquisition), and animation, with revenue reaching HKD 610 million, up 11.8% year-on-year - Subscription services are based on proprietary film and television gene digital fingerprint and watermark core patent technology, providing copyright monitoring, piracy infringement identification, and copyright management services[13](index=13&type=chunk) - In the first half of 2025, collaborated with leading platforms in the short-form drama sector to provide integrated automated protection; completed the acquisition of PEX's technology and team to strengthen music content identification capabilities; and continued to expand Japanese animation clients[14](index=14&type=chunk) Subscription Services Revenue | Indicator | H1 2025 (HKD thousands) | Year-on-year Growth | | :--- | :--- | :--- | | Subscription Service Revenue | 610,000 | 11.8% | | Proportion of Total Revenue | 41.9% | -4.3 percentage points | [Value-Added Services](index=6&type=section&id=Value-Added%20Services) Value-added services, through Rights ID and Channel ID, enhance client content penetration and profitability, managing 4.29 million active assets on social media platforms and adding 13 new media channels for major international film groups, contributing HKD 846 million in revenue, a 33.3% year-on-year increase - Value-added services are centered on Rights ID (rights management revenue sharing) and Channel ID (content zone management services), managing client-authorized content on global mainstream platforms to generate various forms of content distribution revenue[16](index=16&type=chunk) - Active assets under management on social media platforms reached **4.29 million**, with secondary creation driven by AI creation tools bringing new active assets and revenue sources[17](index=17&type=chunk) - For Channel ID, **13 new media channels** of major international film groups were added, contributing approximately **10.5 million new subscribers** and approximately **9.5 billion views** during the period[17](index=17&type=chunk) Value-Added Services Revenue | Indicator | H1 2025 (HKD thousands) | Year-on-year Growth | | :--- | :--- | :--- | | Value-Added Service Revenue | 846,000 | 33.3% | | Proportion of Total Revenue | 58.1% | +4.3 percentage points | [Strong Growth in Key Business Regions](index=7&type=section&id=Strong%20Growth%20in%20Key%20Business%20Regions) The company maintained strong growth in its core markets, the US and China, with North American revenue increasing 26.8% to HKD 725 million and China revenue increasing 20.1% to HKD 727 million, both contributing similar proportions to total revenue - North American revenue was **HKD 725 million**, a year-on-year increase of approximately **26.8%**, accounting for **49.8%** of total revenue[18](index=18&type=chunk) - China revenue was **HKD 727 million**, a year-on-year increase of approximately **20.1%**, accounting for approximately **49.9%** of total revenue[18](index=18&type=chunk) - Promoting the localized application of DreamMaker and MAX platforms in North America, and collaborating with the University of Florida on AI research[18](index=18&type=chunk) - Actively participating in the construction of the digital cultural economy and digital trade platforms in China, providing overseas expansion services for short-form drama clients[18](index=18&type=chunk) [Technology Research and Development](index=7&type=section&id=Technology%20Research%20and%20Development) Vobile Group continuously builds technical infrastructure for digital content asset protection and transactions, leveraging digital fingerprint and watermark patent technology to enhance the accuracy and authority of AI-generated content rights confirmation, thereby strengthening copyright protection and monetization capabilities in the AI era - Building a "rights confirmation at birth" technical service system, and relying on smart contract-driven dynamic revenue sharing mechanisms to achieve real-time rights confirmation and efficient monetization of AI original and re-created content[21](index=21&type=chunk) - Launched Vobile MAX, a digital content asset trading platform, supporting concurrent rights confirmation and transactions for massive small and medium-sized content, and applying underlying technologies like blockchain to provide transparent and trustworthy infrastructure[21](index=21&type=chunk) - Upgraded core visual gene matching algorithms, improving identification efficiency and optimizing computing resources, achieving significant results in short-form drama copyright services[22](index=22&type=chunk) - Completed the acquisition of PEX, a leading audio content identification technology company, integrating its professional audio identification technology into core product lines, significantly enhancing real-time monitoring and rights confirmation capabilities for audio content[23](index=23&type=chunk) - Collaborating with the University of Florida and Zhejiang University on AI R&D, and building digital rights confirmation and AI generation related technology applications based on NVIDIA's Media2 ecosystem[24](index=24&type=chunk) [Financial Review](index=9&type=section&id=Financial%20Review) This section provides a detailed review of the company's financial performance, including key income statement and balance sheet items, non-IFRS measures, and liquidity [Summary of Interim Condensed Consolidated Statement of Profit or Loss](index=9&type=section&id=Summary%20of%20Interim%20Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss) For the six months ended June 30, 2025, the company's revenue, gross profit, profit before tax, profit for the period, adjusted net profit, and adjusted EBITDA all achieved significant growth, reflecting improved operating efficiency and profitability Interim Condensed Consolidated Statement of Profit or Loss Summary | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Revenue | 1,456,315 | 1,180,634 | | Gross Profit | 642,730 | 504,117 | | Profit Before Tax | 126,872 | 69,832 | | Profit for the Period | 101,242 | 46,322 | | Adjusted Net Profit (Non-IFRS) | 120,850 | 64,261 | | Adjusted EBITDA (Non-IFRS) | 272,401 | 196,306 | [Adjusted Net Profit (Non-IFRS)](index=9&type=section&id=Adjusted%20Net%20Profit%20(Non-IFRS)) Adjusted net profit, a key supplementary measure of operating performance, excludes equity-settled share-based payment expenses, loss on derecognition of financial liabilities, fair value changes, and other one-off expenses, reaching HKD 120,850 thousand as of June 30, 2025, an 88.1% year-on-year increase - Adjusted net profit refers to profit before equity-settled share-based payment expenses, loss on derecognition of financial liabilities measured at amortized cost, fair value changes, and other one-off expenses[27](index=27&type=chunk) Adjusted Net Profit Reconciliation | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Profit for the Period | 101,242 | 46,322 | | Add: Equity-settled share-based payment expenses | 13,491 | 17,524 | | Add: Loss on derecognition of financial liabilities measured at amortized cost | 2,445 | — | | Add: Transaction costs for business acquisition | 3,672 | — | | Add: Net fair value changes of financial assets at fair value through profit or loss | — | 415 | | Adjusted Net Profit | 120,850 | 64,261 | [Adjusted EBITDA (Non-IFRS)](index=10&type=section&id=Adjusted%20EBITDA%20(Non-IFRS)) Adjusted EBITDA, a key supplementary measure of operating performance, excludes finance costs, income tax, depreciation and amortization, equity-settled share-based payment expenses, and other one-off or non-cash expenses, reaching HKD 272,401 thousand as of June 30, 2025, a 38.8% year-on-year increase - Adjusted EBITDA is profit before finance costs, finance income, income tax, depreciation and amortization, equity-settled share-based payment expenses, loss on derecognition of financial liabilities measured at amortized cost, fair value changes, and other one-off or non-cash expenses[31](index=31&type=chunk) Adjusted EBITDA Reconciliation | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Profit Before Tax | 126,872 | 69,832 | | Add: Equity-settled share-based payment expenses | 13,491 | 17,524 | | Add: Finance costs | 35,491 | 46,033 | | Add: Depreciation and amortization | 88,159 | 65,244 | | Add: Loss on derecognition of financial liabilities measured at amortized cost | 2,445 | — | | Add: Transaction costs for business acquisition | 3,672 | — | | Add: Net fair value changes of financial assets at fair value through profit or loss | — | 415 | | Add: Impairment/(reversal of impairment) of trade receivables | 4,163 | (892) | | Less: Interest income | (1,892) | (1,850) | | Adjusted EBITDA | 272,401 | 196,306 | [Revenue](index=11&type=section&id=Revenue) Total revenue for the six months ended June 30, 2025, was approximately HKD 1,456 million, a 23.4% year-on-year increase, primarily driven by value-added services which grew 33.3% to HKD 846 million and accounted for 58.1% of total revenue - Total revenue was approximately **HKD 1,456 million**, an increase of approximately **HKD 275 million** or approximately **23.4%** compared to the same period in 2024[35](index=35&type=chunk) Revenue by Source | Revenue Source | 2025 (HKD thousands) | 2024 (HKD thousands) | Year-on-year Growth | Proportion of Total Revenue (2025) | | :--- | :--- | :--- | :--- | :--- | | Subscription Services | 609,902 | 545,431 | 11.8% | 41.9% | | Value-Added Services | 846,413 | 635,203 | 33.3% | 58.1% | | **Total Revenue** | **1,456,315** | **1,180,634** | **23.4%** | **100%** | - Future success depends on expanding content base, retaining customers, increasing customer content penetration, providing more content monetization channels, developing new solutions, strengthening ecosystem and partnerships, and expanding content verticals and geographical coverage[37](index=37&type=chunk) [Gross Profit and Gross Profit Margin](index=12&type=section&id=Gross%20Profit%20and%20Gross%20Profit%20Margin) For the six months ended June 30, 2025, gross profit was approximately HKD 643 million, a 27.5% year-on-year increase, with the gross profit margin rising from 42.7% to 44.1%, indicating improved cost efficiency - Gross profit was approximately **HKD 643 million**, an increase of approximately **HKD 139 million** or approximately **27.5%** compared to the same period in 2024[38](index=38&type=chunk) - Gross profit margin increased from **42.7%** in the same period of 2024 to **44.1%** in the same period of 2025[38](index=38&type=chunk) [Selling and Marketing Expenses](index=12&type=section&id=Selling%20and%20Marketing%20Expenses) For the six months ended June 30, 2025, selling and marketing expenses were approximately HKD 193 million, a 26.6% year-on-year increase, primarily due to increased sales and marketing activities during the period - Selling and marketing expenses were approximately **HKD 193 million**, an increase of approximately **HKD 41 million** or approximately **26.6%** compared to the same period in 2024[39](index=39&type=chunk) - The increase was primarily due to increased sales and marketing activities during the period[39](index=39&type=chunk) [Administrative Expenses](index=13&type=section&id=Administrative%20Expenses) For the six months ended June 30, 2025, administrative expenses were approximately HKD 113 million, a 20.4% year-on-year increase - Administrative expenses were approximately **HKD 113 million**, an increase of approximately **HKD 19 million** or approximately **20.4%** compared to the same period in 2024[40](index=40&type=chunk) [Research and Development Expenses](index=13&type=section&id=Research%20and%20Development%20Expenses) For the six months ended June 30, 2025, R&D expenses were approximately HKD 163 million, a 14.4% year-on-year increase, primarily due to more R&D activities conducted during the period - Research and development expenses were approximately **HKD 163 million**, an increase of approximately **HKD 20 million** or approximately **14.4%** compared to the same period in 2024[41](index=41&type=chunk) - The increase was primarily due to more research and development activities conducted during the period[41](index=41&type=chunk) [Finance Costs](index=13&type=section&id=Finance%20Costs) Finance costs, primarily comprising interest expenses on interest-bearing borrowings and convertible bonds, amounted to approximately HKD 35 million for the six months ended June 30, 2025, a decrease from the same period in 2024 - Finance costs primarily include interest expenses on interest-bearing borrowings and convertible bonds of approximately **HKD 35 million** (2024: HKD 46 million) and interest expenses on lease liabilities[42](index=42&type=chunk) [Income Tax Expense](index=13&type=section&id=Income%20Tax%20Expense) Income tax expense, mainly from corporate income tax in the US, mainland China, Hong Kong, and Japan, totaled HKD 25,630 thousand for the six months ended June 30, 2025, a slight increase from the same period in 2024 - Income tax expense primarily includes deferred tax expense arising from the utilization of tax losses in the US and tax expense in mainland China[43](index=43&type=chunk) [Profit for the Period](index=13&type=section&id=Profit%20for%20the%20Period) Profit for the six months ended June 30, 2025, was approximately HKD 101 million, a significant 118.6% year-on-year increase, with basic earnings per share at HKD 0.0442 and diluted earnings per share at HKD 0.0412 - Profit for the period was approximately **HKD 101 million**, an increase of approximately **HKD 55 million** or approximately **118.6%** compared to the same period in 2024[44](index=44&type=chunk) - Basic earnings per share were approximately **HKD 0.0442** (2024: HKD 0.0184), and diluted earnings per share were approximately **HKD 0.0412** (2024: HKD 0.0171)[44](index=44&type=chunk) [Interim Dividend](index=13&type=section&id=Interim%20Dividend) 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[45](index=45&type=chunk) [Drivers of Adjusted EBITDA Growth](index=14&type=section&id=Drivers%20of%20Adjusted%20EBITDA%20Growth) For the six months ended June 30, 2025, adjusted EBITDA was approximately HKD 272 million, a 39% year-on-year increase, primarily driven by continuous growth in US operations and expansion of mainland China business through strategic and commercial collaborations, leading to substantial revenue growth - Adjusted EBITDA was approximately **HKD 272 million**, an increase of approximately **HKD 76 million** or approximately **39%** compared to the same period in 2024[46](index=46&type=chunk) - The significant increase was primarily due to the continuous growth of US operations and the expansion of mainland China business driven by strategic and commercial collaborations, leading to substantial revenue growth[46](index=46&type=chunk) [Summary of Interim Condensed Consolidated Statement of Financial Position](index=14&type=section&id=Summary%20of%20Interim%20Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, total assets increased to HKD 4,837,965 thousand and net assets grew to HKD 3,065,445 thousand, reflecting the expansion of the company's asset base and shareholders' equity Interim Condensed Consolidated Statement of Financial Position Summary | Indicator | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Total Assets | 4,837,965 | 3,916,882 | | Total Liabilities | 1,772,520 | 1,624,945 | | Net Assets | 3,065,445 | 2,291,937 | | Total Equity | 3,065,445 | 2,291,937 | [Goodwill](index=14&type=section&id=Goodwill) As of June 30, 2025, goodwill was approximately HKD 1,250 million, an increase of approximately HKD 103 million from December 31, 2024, primarily due to the acquisition of Pexeso, Inc.'s business - As of June 30, 2025, goodwill was approximately **HKD 1,250 million**, an increase of approximately **HKD 103 million** from **HKD 1,147 million** as of December 31, 2024[48](index=48&type=chunk) - The increase in goodwill was due to the acquisition of Pexeso, Inc.'s business[48](index=48&type=chunk) [Intangible Assets](index=14&type=section&id=Intangible%20Assets) As of June 30, 2025, intangible assets were approximately HKD 662 million, an increase of approximately HKD 141 million from December 31, 2024, primarily due to the acquisition of Pexeso, Inc.'s business and additions of intangible assets during the period - As of June 30, 2025, intangible assets were approximately **HKD 662 million**, an increase of approximately **HKD 141 million** from **HKD 521 million** as of December 31, 2024[49](index=49&type=chunk) - The increase was primarily due to the acquisition of Pexeso, Inc.'s business and additions of intangible assets during the period[49](index=49&type=chunk) [Interest-Bearing Borrowings](index=14&type=section&id=Interest-Bearing%20Borrowings) As of June 30, 2025, interest-bearing borrowings were approximately HKD 778 million, a slight decrease from December 31, 2024, with HKD 507 million repayable within one year - As of June 30, 2025, the Group's interest-bearing borrowings were approximately **HKD 778 million**, compared to approximately **HKD 790 million** as of December 31, 2024[50](index=50&type=chunk) - **HKD 507 million** is repayable within one year, **HKD 133 million** within the second year, **HKD 106 million** within the third to fifth years, and **HKD 32 million** after five years[50](index=50&type=chunk) [Convertible Bonds](index=15&type=section&id=Convertible%20Bonds) The company issued multiple convertible bonds in May 2024, November 2024, and May 2025, with the November 2024 bonds fully converted into ordinary shares during the period, and new bonds with a principal amount of HKD 155.8 million issued in May 2025 - On May 24, 2024, the company issued convertible bonds with a principal amount of **HKD 159,997,200**, with an initial conversion price of **HKD 1.87 per share**[51](index=51&type=chunk) - Zero-coupon convertible bonds with a principal amount of **HKD 78,000,000** issued on November 9, 2024, with an initial conversion price of **HKD 1.95 per share**, were fully converted into ordinary shares of the company during the six months ended June 30, 2025[51](index=51&type=chunk) - On May 30, 2025, the company issued convertible bonds with a principal amount of **HKD 155,800,000**, with an initial conversion price of **HKD 3.8 per share**[51](index=51&type=chunk) [Liquidity and Capital Resources](index=15&type=section&id=Liquidity%20and%20Capital%20Resources) As of June 30, 2025, cash and cash equivalents were approximately HKD 578 million, an increase of HKD 358 million from December 31, 2024, and the current ratio improved to 1.84 times from 1.77 times - As of June 30, 2025, cash and cash equivalents were approximately **HKD 578 million**, an increase of **HKD 358 million** from approximately **HKD 220 million** as of December 31, 2024[52](index=52&type=chunk) - The current ratio (current assets divided by current liabilities) was **1.84 times**, compared to **1.77 times** as of December 31, 2024[52](index=52&type=chunk) [Significant Events After Reporting Period](index=15&type=section&id=Significant%20Events%20After%20Reporting%20Period) No significant events occurred after June 30, 2025, and up to the date of this announcement - No significant events occurred after June 30, 2025, and up to the date of this announcement[53](index=53&type=chunk) [Financial Statements](index=16&type=section&id=Financial%20Statements) This section presents the unaudited interim condensed consolidated financial statements, including the statement of profit or loss, comprehensive income, and financial position, providing a detailed view of the company's financial health [Interim Condensed Consolidated Statement of Profit or Loss](index=16&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss) The unaudited interim condensed consolidated statement of profit or loss for the six months ended June 30, 2025, details revenue, costs, gross profit, various expenses, and profit for the period, showing a significant improvement in the company's profitability Interim Condensed Consolidated Statement of Profit or Loss | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Revenue | 1,456,315 | 1,180,634 | | Cost of services provided | (813,585) | (676,517) | | Gross Profit | 642,730 | 504,117 | | Other income and gains | 13,232 | 6,844 | | Selling and marketing expenses | (193,005) | (152,462) | | Administrative expenses | (112,716) | (93,646) | | Research and development expenses | (163,441) | (142,902) | | Finance costs | (35,491) | (46,033) | | Other expenses | (24,437) | (6,086) | | Profit Before Tax | 126,872 | 69,832 | | Income tax expense | (25,630) | (23,510) | | Profit for the Period | 101,242 | 46,322 | | Profit attributable to owners of the company | 102,344 | 41,474 | | Profit attributable to non-controlling interests | (1,102) | 4,848 | | Basic earnings per share (HKD) | 0.0442 | 0.0184 | | Diluted earnings per share (HKD) | 0.0412 | 0.0171 | [Interim Condensed Consolidated Statement of Comprehensive Income](index=17&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income) The unaudited interim condensed consolidated statement of comprehensive income for the six months ended June 30, 2025, shows a profit for the period of HKD 101,242 thousand, with total comprehensive income reaching HKD 175,105 thousand after including exchange differences on translation of overseas operations Interim Condensed Consolidated Statement of Comprehensive Income | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Profit for the Period | 101,242 | 46,322 | | Other comprehensive loss: Exchange differences on translation of overseas operations | 73,863 | (39,267) | | Other comprehensive loss for the period (net of tax) | 73,863 | (39,267) | | Total comprehensive income/(loss) for the period | 175,105 | 7,055 | | Attributable to owners of the company | 171,426 | 6,185 | | Attributable to non-controlling interests | 3,679 | 870 | [Interim Condensed Consolidated Statement of Financial Position](index=18&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Financial%20Position) The unaudited interim condensed consolidated statement of financial position as of June 30, 2025, details the composition of non-current assets, current assets, current liabilities, and non-current liabilities, with significant growth in both total assets and net assets Interim Condensed Consolidated Statement of Financial Position | Indicator | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | **Non-current Assets** | | | | Property, plant and equipment | 62,729 | 66,060 | | Investment properties | 163,664 | 98,333 | | Right-of-use assets | 24,733 | 25,791 | | Goodwill | 1,249,882 | 1,146,561 | | Other intangible assets | 661,739 | 521,034 | | Investments in associates | 11,505 | 962 | | Financial assets at fair value through profit or loss | 216,266 | 208,967 | | Deferred tax assets | 22,033 | 35,294 | | Prepayments and deposits | 2,069 | 1,679 | | **Total Non-current Assets** | **2,414,620** | **2,104,681** | | **Current Assets** | | | | Inventories | 38,279 | 16,824 | | Trade receivables | 1,473,875 | 1,402,212 | | Prepayments, deposits and other receivables | 317,506 | 168,877 | | Tax recoverable | 15,407 | 3,998 | | Cash and cash equivalents | 578,278 | 220,290 | | **Total Current Assets** | **2,423,345** | **1,812,201** | | **Current Liabilities** | | | | Trade payables | 409,020 | 466,713 | | Other payables and accrued expenses | 185,532 | 80,841 | | Interest-bearing borrowings | 507,029 | 428,010 | | Lease liabilities | 9,355 | 10,201 | | Tax payable | 44,825 | 34,304 | | Convertible bonds | 158,127 | 4,800 | | **Total Current Liabilities** | **1,313,888** | **1,024,869** | | **Net Current Assets** | **1,109,457** | **787,332** | | **Total Assets Less Current Liabilities** | **3,524,077** | **2,892,013** | | **Non-current Liabilities** | | | | Other payables | 18,548 | — | | Convertible bonds | 133,641 | 201,184 | | Interest-bearing borrowings | 271,166 | 362,286 | | Lease liabilities | 17,234 | 11,794 | | Deferred tax liabilities | 18,043 | 24,812 | | **Total Non-current Liabilities** | **458,632** | **600,076** | | **Net Assets** | **3,065,445** | **2,291,937** | | **Equity** | | | | Equity attributable to owners of the company | | | | Share capital | 484 | 450 | | Treasury shares | (4,123) | (6,536) | | Equity component of convertible bonds | 23,270 | 13,362 | | Reserves | 2,848,518 | 2,091,044 | | **Total Equity attributable to owners of the company** | **2,868,149** | **2,098,320** | | Non-controlling interests | 197,296 | 193,617 | | **Total Equity** | **3,065,445** | **2,291,937** | [Notes to the Interim Condensed Consolidated Financial Information](index=20&type=section&id=Notes%20to%20the%20Interim%20Condensed%20Consolidated%20Financial%20Information) This section provides detailed notes to the interim condensed consolidated financial statements, covering company information, accounting policies, segment data, and specific financial line items [1. Company Information](index=20&type=section&id=1.%20Company%20Information) The company was incorporated in the Cayman Islands on July 28, 2016, and primarily operates in the Software-as-a-Service (SaaS) business sector - The company was incorporated as an exempted company in the Cayman Islands on July 28, 2016[60](index=60&type=chunk) - The Group is principally engaged in providing Software-as-a-Service (SaaS) business[61](index=61&type=chunk) [2. Basis of Preparation and Changes in the Group's Accounting Policies](index=20&type=section&id=2.%20Basis%20of%20Preparation%20and%20Changes%20in%20the%20Group%27s%20Accounting%20Policies) The interim condensed consolidated financial statements are prepared in accordance with IAS 34 and Listing Rules, applying consistent accounting policies as the 2024 annual financial statements, except for the initial adoption of revised standards - The interim condensed consolidated financial statements are prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting" and the applicable disclosure requirements of the Listing Rules[62](index=62&type=chunk) - The accounting policies adopted in the preparation of the interim condensed consolidated financial information are consistent with those applied in the preparation of the Group's annual consolidated financial statements for the year ended December 31, 2024, except for the initial adoption of revised standards during the current period[63](index=63&type=chunk) [3. Operating Segment Information](index=20&type=section&id=3.%20Operating%20Segment%20Information) The Group operates a single reportable segment, providing SaaS business, with revenue primarily from mainland China and the US, where non-current assets are also concentrated, and significant contributions from key customers A and B - The Group had only one reportable operating segment during the period, which is providing SaaS to help content owners protect their content from unauthorized use, measure content viewership, and monetize their content[65](index=65&type=chunk) Revenue by Geographical Location | Region | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Mainland China Revenue | 726,565 | 604,797 | | US Revenue | 725,042 | 571,780 | | Other Countries/Regions Revenue | 4,708 | 4,057 | | **Total Revenue** | **1,456,315** | **1,180,634** | Revenue from Major Customers | Customer | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Customer A | 200,011 | 180,929 | | Customer B | 160,804 | 134,623 | [4. Revenue, Other Income and Gains](index=22&type=section&id=4.%20Revenue%2C%20Other%20Income%20and%20Gains) Revenue for the six months ended June 30, 2025, was HKD 1,456,315 thousand from services provided, while other income and gains, totaling HKD 13,232 thousand, primarily included bank interest, foreign exchange, and miscellaneous gains Revenue, Other Income and Gains | Item | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Revenue from contracts with customers: Provision of services | 1,456,315 | 1,180,634 | | Other income and gains: Bank interest income | 1,892 | 1,850 | | Other income and gains: Foreign exchange gains | 2,593 | 1,493 | | Other income and gains: Others | 8,747 | 3,501 | | **Total Other Income and Gains** | **13,232** | **6,844** | [5. Profit Before Tax](index=23&type=section&id=5.%20Profit%20Before%20Tax) The Group's profit before tax is reported after accounting for various expenses, including cost of services, employee benefits (HKD 123,724 thousand), depreciation, amortization, and R&D expenses (HKD 163,441 thousand) Profit Before Tax Components | Item | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Cost of services provided | 813,585 | 676,517 | | Total employee benefit expenses | 123,724 | 125,046 | | Depreciation of property, plant and equipment | 12,275 | 7,860 | | Depreciation of right-of-use assets | 7,648 | 6,693 | | Amortization of other intangible assets | 68,236 | 50,691 | | Net impairment/(reversal of impairment) of trade receivables | 4,163 | (892) | | Research and development expenses | 163,441 | 142,902 | | Net foreign exchange differences | 13,017 | 2,850 | [6. Finance Costs](index=23&type=section&id=6.%20Finance%20Costs) Finance costs, primarily comprising interest on borrowings (including convertible bonds) and notional interest on lease liabilities, totaled HKD 35,491 thousand for the six months ended June 30, 2025, a decrease from the prior year Finance Costs Breakdown | Item | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Interest on borrowings (including convertible bonds) | 34,991 | 45,689 | | Notional interest on lease liabilities | 500 | 344 | | **Total** | **35,491** | **46,033** | [7. Income Tax Expense](index=24&type=section&id=7.%20Income%20Tax%20Expense) Income tax expense, primarily from corporate income tax in the US, mainland China, Hong Kong, and Japan, totaled HKD 25,630 thousand for the six months ended June 30, 2025, with mainland China tax expense being the major component - Applicable US income tax is expensed at a federal rate of **21%**, Hong Kong income tax is provided at a statutory rate of **16.5%**, and mainland China income tax is provided at a statutory rate of **25%**, with some high-tech enterprises enjoying a **15%** preferential tax rate[73](index=73&type=chunk) Income Tax Expense Breakdown | Item | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Current—US | 25 | 31 | | Current—Mainland China | 16,414 | 16,032 | | Deferred tax expense | 9,191 | 7,447 | | **Total tax expense for the period** | **25,630** | **23,510** | [8. Dividends](index=24&type=section&id=8.%20Dividends) The Board does not recommend the payment of any dividend for the period ended June 30, 2025 - The Board does not recommend the payment of any dividend for the period ended June 30, 2025 (2024: nil)[74](index=74&type=chunk) [9. Earnings Per Share Attributable to Owners of the Company](index=24&type=section&id=9.%20Earnings%20Per%20Share%20Attributable%20to%20Owners%20of%20the%20Company) For the six months ended June 30, 2025, basic earnings per share attributable to owners of the company were HKD 0.0442, and diluted earnings per share were HKD 0.0412, both showing significant growth compared to the same period last year - The basic earnings per share amount is calculated based on the profit attributable to owners of the company and the weighted average number of ordinary shares outstanding during the period of **2,317,349,733 shares** (2024: 2,252,048,052 shares)[75](index=75&type=chunk) Earnings Per Share Calculation | Item | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Profit attributable to owners of the company for calculating basic and diluted earnings per share | 102,344 | 41,474 | | Interest on convertible bonds | 7,211 | 6,442 | | Profit attributable to owners of the company before interest on convertible bonds | 109,555 | 47,916 | Weighted Average Number of Shares | Item | 2025 (shares) | 2024 (shares) | | :--- | :--- | :--- | | Weighted average number of ordinary shares outstanding for calculating basic earnings per share | 2,317,349,733 | 2,252,048,052 | | Weighted average number of ordinary share options for calculating diluted earnings per share | 2,598,670,341 | 2,461,420,313 | [10. Investment Properties](index=25&type=section&id=10.%20Investment%20Properties) As of June 30, 2025, the carrying amount of investment properties was HKD 163,664 thousand, a significant increase from HKD 98,333 thousand at the beginning of the year, primarily due to additions and exchange adjustments Investment Properties Carrying Amount | Item | HKD thousands | | :--- | :--- | | Carrying amount at January 1, 2025 | 98,333 | | Additions | 61,266 | | Exchange adjustments | 4,065 | | Carrying amount at June 30, 2025 | 163,664 | - The Group's investment properties under construction, held under leasehold interests to earn rentals upon completion, amounting to **HKD 163,664,000**, are measured using the fair value model[77](index=77&type=chunk) [11. Financial Assets at Fair Value Through Profit or Loss](index=26&type=section&id=11.%20Financial%20Assets%20at%20Fair%20Value%20Through%20Profit%20or%20Loss) As of June 30, 2025, total financial assets at fair value through profit or loss amounted to HKD 216,266 thousand, primarily comprising call options and other unlisted investments Financial Assets at Fair Value Through Profit or Loss | Item | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Call options, measured at fair value | 151,802 | 147,486 | | Other unlisted investments, measured at fair value | 64,464 | 61,481 | | **Total** | **216,266** | **208,967** | - The aforementioned call options are derivative financial instruments that allow the Group, at its discretion, to progressively acquire the remaining **38.82% equity interest** in Particle Technology for a consideration of **RMB 542 million** by 2026[78](index=78&type=chunk) [12. Trade Receivables](index=26&type=section&id=12.%20Trade%20Receivables) As of June 30, 2025, net trade receivables were HKD 1,473,875 thousand, an increase from December 31, 2024, with an impairment provision of HKD 23,703 thousand, and impairment analysis performed using a provision matrix Trade Receivables | Item | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Trade receivables | 1,497,578 | 1,421,752 | | Impairment | (23,703) | (19,540) | | **Net** | **1,473,875** | **1,402,212** | Trade Receivables Ageing Analysis | Ageing | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Within 1 year | 1,418,961 | 1,345,764 | | 1 to 2 years | 51,639 | 53,558 | | 2 to 3 years | 3,275 | 2,890 | | **Total** | **1,473,875** | **1,402,212** | - The Group uses a provision matrix at each reporting date to measure expected credit losses, with provision rates determined based on the number of days past due for groups of customers with similar loss patterns[81](index=81&type=chunk) [13. Trade Payables](index=28&type=section&id=13.%20Trade%20Payables) As of June 30, 2025, trade payables were HKD 409,020 thousand, a decrease from December 31, 2024, and are typically settled within one year Trade Payables Ageing Analysis | Item | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Within 1 year | 409,020 | 466,713 | - Trade payables are interest-free and typically settled within one year[84](index=84&type=chunk) [14. Interest-Bearing Borrowings](index=28&type=section&id=14.%20Interest-Bearing%20Borrowings) As of June 30, 2025, total interest-bearing borrowings were HKD 1,096,552 thousand, with a current portion of HKD 674,511 thousand, and weighted average effective interest rates of 5.7% for bank borrowings and 6.6% for convertible bonds Interest-Bearing Borrowings | Item | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Total current interest-bearing borrowings | 674,511 | 443,011 | | Total non-current interest-bearing borrowings | 422,041 | 575,264 | | **Total** | **1,096,552** | **1,018,275** | - Bank and other borrowings carry a weighted average effective interest rate of **5.7%** (2024: 7.4%) and are due between 2025 and 2034[85](index=85&type=chunk) - Convertible bonds carry a weighted average effective interest rate of **6.6%** (2024: 8.0%) and are due between 2026 and 2027[85](index=85&type=chunk) - Secured bank loans of **HKD 459,693,000** are fully collateralized by shares, intellectual property, and bank balances of all the Group's major subsidiaries outside mainland China[86](index=86&type=chunk) [15. Convertible Bonds](index=29&type=section&id=15.%20Convertible%20Bonds) The company issued multiple convertible bonds in May 2024, November 2024, and May 2025, with the November 2024 bonds fully converted into ordinary shares during the period, and new bonds with a principal amount of HKD 155.8 million issued in May 2025, with the debt component amounting to HKD 291,768 thousand as of June 30, 2025 - On May 24, 2024, convertible bonds with a principal amount of **HKD 159,997,200** were issued, with an effective annual interest rate of **7.6%** for the debt component[87](index=87&type=chunk) - Zero-coupon convertible bonds with a principal amount of **HKD 78,000,000** issued on November 9, 2024, were fully converted into ordinary shares of the company during the six months ended June 30, 2025[87](index=87&type=chunk) - On May 30, 2025, convertible bonds with a principal amount of **HKD 155,800,000** were issued, with an effective annual interest rate of **5.4%** for the debt component[88](index=88&type=chunk) Convertible Bonds Debt Component | Item | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Debt component at period/year-end | 291,768 | 205,984 | | Portion classified as current liabilities | (158,127) | (4,800) | | Non-current portion | 133,641 | 201,184 | [16. Business Combination](index=30&type=section&id=16.%20Business%20Combination) On April 4, 2025, the Group acquired Pexeso, Inc.'s business for HKD 157 million cash, which contributed HKD 6,434 thousand in revenue and incurred a loss of HKD 7,595 thousand to the Group since acquisition - On April 4, 2025, the Group completed the acquisition of Pexeso, Inc.'s business for a cash consideration of **HKD 157 million**[91](index=91&type=chunk) Fair Value of Acquired Identifiable Assets and Liabilities | Acquired Business Identifiable Assets and Liabilities | Fair Value (HKD thousands) | | :--- | :--- | | Property, plant and equipment | 91 | | Intangible assets | 79,332 | | Trade receivables | 1,830 | | Cash and bank balances | 90 | | Other payables and accrued expenses | (4,827) | | Total identifiable net assets at fair value | 76,516 | | Goodwill arising from acquisition | 80,913 | | **Total** | **157,429** | - Since the acquisition, the acquired business contributed **HKD 6,434,000** in revenue and incurred a loss of **HKD 7,595,000** to the Group for the six months ended June 30, 2025[94](index=94&type=chunk) [Other Information](index=32&type=section&id=Other%20Information) This section covers additional disclosures including material investments, capital expenditure, contingent liabilities, foreign exchange risk, gearing ratio, use of proceeds, employee information, and corporate governance practices [Material Investments, Acquisitions and Disposals](index=32&type=section&id=Material%20Investments%2C%20Acquisitions%20and%20Disposals) For the six months ended June 30, 2025, the Group made no other material investments, acquisitions, or disposals apart from the acquisition of Pexeso, Inc.'s business - For the six months ended June 30, 2025, apart from the acquisition of the acquired business, we made no other material investments, nor did we undertake any material acquisitions or disposals[96](index=96&type=chunk) [Capital Expenditure](index=32&type=section&id=Capital%20Expenditure) The Group's capital expenditure for the six months ended June 30, 2025, amounted to approximately HKD 181 million, primarily for the purchase of property, plant and equipment, investment properties, and intangible assets - Our capital expenditure was primarily for the purchase of property, plant and equipment, investment properties, and intangible assets[97](index=97&type=chunk) - Our capital expenditure for the six months ended June 30, 2025, amounted to approximately **HKD 181 million**[97](index=97&type=chunk) [Contingent Liabilities, Off-Balance Sheet Commitments and Arrangements and Pledges of Assets](index=32&type=section&id=Contingent%20Liabilities%2C%20Off-Balance%20Sheet%20Commitments%20and%20Arrangements%20and%20Pledges%20of%20Assets) As of June 30, 2025, and the date of this announcement, the Group had no material contingent liabilities, off-balance sheet commitments, or pledges of assets - As of June 30, 2025, and the date of this announcement, we had no material contingent liabilities or guarantees; any liabilities under accepted trade receivables or accepted credits, debentures, mortgages, charges, finance leases or hire purchase commitments, guarantees of material covenants, or other material contingent liabilities; or any material off-balance sheet arrangements[98](index=98&type=chunk) [Foreign Exchange Risk](index=32&type=section&id=Foreign%20Exchange%20Risk) The Group is exposed to foreign exchange risks, primarily in USD and RMB, and continuously monitors them to ensure net exposure remains at an acceptable level, with no financial instruments used for hedging during the period - The Group is exposed to various foreign exchange risks, with USD and RMB being the most frequently used currencies apart from HKD[99](index=99&type=chunk) - To minimize the impact of foreign currency exchange rate fluctuations, we continuously monitor foreign exchange risk at the operational level to ensure that the net exposure remains at an acceptable level[99](index=99&type=chunk) - During the period, the company did not use any financial instruments for hedging purposes[99](index=99&type=chunk) [Gearing Ratio](index=32&type=section&id=Gearing%20Ratio) As of June 30, 2025, the gearing ratio, calculated as net debt divided by equity attributable to owners of the company plus net debt, was 15%, a significant decrease from 27% as of December 31, 2024, indicating reduced financial leverage - The Group monitors capital using the gearing ratio, which is net external debt divided by capital (equity attributable to owners of the company) plus net debt[100](index=100&type=chunk) - As of June 30, 2025, our gearing ratio was **15%**, compared to **27%** as of December 31, 2024[100](index=100&type=chunk) [Use of Proceeds from Issue of Convertible Bonds and Placing of Shares](index=33&type=section&id=Use%20of%20Proceeds%20from%20Issue%20of%20Convertible%20Bonds%20and%20Placing%20of%20Shares) The net proceeds of HKD 74 million from November 2024 convertible bonds were fully utilized; HKD 90 million of HKD 152 million from May 2025 convertible bonds was used for AI-generated content business; and HKD 111 million of HKD 513 million from June 2025 share placement was used, partly for debt repayment Use of Proceeds (November 2024 Convertible Bonds) | Intended Use of Proceeds (November 2024 Convertible Bonds) | Initial Intended Allocation (HKD millions) | Actual Amount Utilized during H1 2025 (HKD millions) | Net Unutilized Proceeds as of June 30, 2025 (HKD millions) | | :--- | :--- | :--- | :--- | | Investments | 56 | 56 | — | | General working capital | 18 | 18 | — | | **Total** | **74** | **74** | **—** | Use of Proceeds (May 2025 Convertible Bonds) | Intended Use of Proceeds (May 2025 Convertible Bonds) | Initial Intended Allocation (HKD millions) | Actual Amount Utilized during H1 2025 (HKD millions) | Net Unutilized Proceeds as of June 30, 2025 (HKD millions) | | :--- | :--- | :--- | :--- | | Development and investment in AI-generated content related businesses | 114 | 52 | 62 | | General working capital | 38 | 38 | — | | **Total** | **152** | **90** | **62** | Use of Proceeds (June 2025 Placing of Shares) | Intended Use of Proceeds (June 2025 Placing of Shares) | Initial Intended Allocation (HKD millions) | Actual Amount Utilized during H1 2025 (HKD millions) | Net Unutilized Proceeds as of June 30, 2025 (HKD millions) | | :--- | :--- | :--- | :--- | | Development and investment in AI-generated content related businesses | 334 | — | 334 | | Repayment of interest-bearing borrowings | 51 | 51 | — | | General working capital | 128 | 60 | 68 | | **Total** | **513** | **111** | **402** | [Employees and Remuneration Policy](index=34&type=section&id=Employees%20and%20Remuneration%20Policy) As of June 30, 2025, the company employed 542 staff, with remuneration policies based on market terms, employee performance, qualifications, and experience, resulting in total staff costs of approximately HKD 124 million for the six months ended June 30, 2025 - As of June 30, 2025, we employed a total of **542 staff** (December 31, 2024: 535 staff)[106](index=106&type=chunk) - Salaries, bonuses, and benefits are determined by market terms, individual employee performance, qualifications, and experience, and are reviewed periodically[106](index=106&type=chunk) - Total staff costs incurred by the Group for the six months ended June 30, 2025, were approximately **HKD 124 million** (six months ended June 30, 2024: HKD 125 million)[106](index=106&type=chunk) [Corporate Governance Practices](index=35&type=section&id=Corporate%20Governance%20Practices) The Board is committed to high corporate governance standards, complying with all applicable code provisions except for the combined roles of Chairman and CEO, which is deemed beneficial for the Group's strategic planning and decision-making efficiency - The Board is committed to maintaining high corporate governance standards and has applied the principles set out in Part 2 of the Corporate Governance Code applicable to the company[108](index=108&type=chunk) - The company has complied with all applicable code provisions set out in the Corporate Governance Code, except for code provision C.2.1 (the roles of chairman and chief executive officer should be separate)[109](index=109&type=chunk) - The Board believes that combining the roles of Chairman and Chief Executive Officer ensures consistent internal leadership and promotes more effective and efficient overall strategic planning and decision-making for the Group[109](index=109&type=chunk) [Model Code for Securities Transactions](index=35&type=section&id=Model%20Code%20for%20Securities%20Transactions) The company has adopted the Model Code for directors' securities transactions and established equally stringent guidelines for employees, with all directors confirming compliance and no employee violations found - The company has adopted the Model Code as its code of conduct for directors' securities transactions and has established guidelines for employees' transactions in the company's securities that are no less stringent than the Model Code[110](index=110&type=chunk) - All directors confirmed that they have complied with the standards set out in the Model Code during the six months ended June 30, 2025[110](index=110&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=36&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%27s%20Listed%20Securities) For the six months ended June 30, 2025, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities - For the six months ended June 30, 2025, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities (including the sale of treasury shares)[111](index=111&type=chunk) [Review of Interim Results](index=36&type=section&id=Review%20of%20Interim%20Results) The Audit Committee has reviewed the Group's unaudited interim results for the six months ended June 30, 2025, deeming them prepared in accordance with relevant accounting standards and adequately disclosed per Listing Rules requirements - The Audit Committee has reviewed the Group's unaudited interim results for the six months ended June 30, 2025, and the Committee believes that these interim results were prepared in accordance with relevant accounting standards and adequately disclosed as required by the Listing Rules[112](index=112&type=chunk) [Publication of Interim Results Announcement and Interim Report](index=36&type=section&id=Publication%20of%20Interim%20Results%20Announcement%20and%20Interim%20Report) This interim results announcement is available on the HKEX and company websites, with the full 2025 interim report, containing all Listing Rules required information, to be published and posted on these sites in due course - This interim results announcement is published on the HKEX website (www.hkexnews.hk) and the company's website (www.vobilegroup.com)[113](index=113&type=chunk) - The company will publish and post the 2025 interim report, containing all information required by the Listing Rules, on the aforementioned websites in due course[113](index=113&type=chunk) [Appendix](index=36&type=section&id=Appendix) This section provides definitions for key terms and abbreviations used throughout the announcement to ensure clarity and consistent understanding for readers [Definitions](index=36&type=section&id=Definitions) This section provides definitions for key terms and abbreviations used in this announcement to ensure consistent understanding of the report content by readers - In this announcement, unless the context otherwise requires, the following terms shall have the following meanings: AIGC (Artificial Intelligence Generated Content), EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization), GenAI (Generative AI), IP (Intellectual Property), SaaS (Software as a Service), etc[114](index=114&type=chunk)[115](index=115&type=chunk)
黎氏企业(02266) - 2025 - 中期业绩
2025-08-28 10:23
[Financial Highlights](index=1&type=section&id=Financial%20Highlights) The Group's revenue for the six months ended June 30, 2025, increased by 35.9% to MOP111,211 thousand, but gross profit margin declined to 17.2%, and profit attributable to owners significantly decreased by 79.3% to MOP1,092 thousand, with no interim dividend declared Financial Performance Summary | Metric | 2025 (MOP '000) | 2024 (MOP '000) | Increase / (Decrease) % | | :--- | :--- | :--- | :--- | | Revenue | 111,211 | 81,824 | 35.9% | | Gross Profit | 19,156 | 18,536 | 3.3% | | Gross Profit Margin | 17.2% | 22.7% | (5.5)% | | Profit Attributable to Owners of the Company | 1,092 | 5,281 | (79.3)% | | Earnings Per Share (MOP cents) | 0.3 | 1.3 | (76.9)% | | Equity Attributable to Owners of the Company (at period-end) | 130,145 | 129,058 | 0.8% | - The Board resolved not to declare any interim dividend for the six months ended June 30, 2025 (six months ended June 30, 2024: nil)[3](index=3&type=chunk) [Interim Condensed Consolidated Financial Statements](index=2&type=section&id=Interim%20Condensed%20Consolidated%20Financial%20Statements) This section presents the unaudited interim condensed consolidated statement of profit or loss, statement of comprehensive income, and statement of financial position for the six months ended June 30, 2025, providing detailed financial performance and asset-liability status of the Group during the reporting period [Interim Condensed Consolidated Statement of Profit or Loss](index=2&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss) For the six months ended June 30, 2025, Group revenue increased to MOP111,211 thousand, but gross profit only slightly rose due to a significant increase in cost of sales, with profit before tax and profit for the period both substantially declining, mainly impacted by impairment losses on financial assets and fair value changes of investment properties Interim Condensed Consolidated Statement of Profit or Loss | Metric | 2025 (MOP '000) | 2024 (MOP '000) | | :--- | :--- | :--- | | Revenue | 111,211 | 81,824 | | Cost of Sales | (92,055) | (63,288) | | Gross Profit | 19,156 | 18,536 | | Other Income, Gains and Losses, Net | 1,541 | 1,816 | | Administrative Expenses | (16,560) | (16,865) | | Impairment Losses / (Reversal of Impairment Losses) on Financial Assets and Contract Assets | (302) | 2,836 | | Fair Value Changes of Investment Properties | (2,575) | (1,133) | | Share of Profit of an Associate | 15 | 446 | | Finance Costs | (492) | (491) | | Profit Before Tax | 783 | 5,145 | | Income Tax Credit | 309 | 136 | | Profit for the Period | 1,092 | 5,281 | | Earnings Per Share (MOP cents) | 0.3 | 1.3 | [Interim Condensed Consolidated Statement of Comprehensive Income](index=3&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income) For the six months ended June 30, 2025, the Group's total comprehensive income for the period was MOP1,087 thousand, a significant decrease from MOP5,671 thousand in the prior year, primarily due to reduced profit for the period and fair value changes of equity investments shifting from gain to loss Interim Condensed Consolidated Statement of Comprehensive Income | Metric | 2025 (MOP '000) | 2024 (MOP '000) | | :--- | :--- | :--- | | Profit for the Period | 1,092 | 5,281 | | Equity Investments Designated at Fair Value Through Other Comprehensive Income: Fair Value Changes, Before Tax | (5) | 390 | | Other Comprehensive (Loss) / Income for the Period, Net of Tax | (5) | 390 | | Total Comprehensive Income for the Period | 1,087 | 5,671 | [Interim Condensed Consolidated Statement of Financial Position](index=4&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, the Group's total non-current assets increased to MOP110,938 thousand, mainly due to an increase in property, plant and equipment, while total current assets rose to MOP122,422 thousand, driven by growth in trade receivables and contract assets, but total current liabilities significantly increased to MOP100,177 thousand, leading to a decrease in net current assets, with total equity slightly increasing to MOP130,145 thousand Interim Condensed Consolidated Statement of Financial Position | Metric | June 30, 2025 (MOP '000) | December 31, 2024 (MOP '000) | | :--- | :--- | :--- | | Total Non-Current Assets | 110,938 | 103,362 | | Total Current Assets | 122,422 | 113,743 | | Total Current Liabilities | 100,177 | 84,710 | | Net Current Assets | 22,245 | 29,033 | | Total Assets Less Current Liabilities | 133,183 | 132,395 | | Total Non-Current Liabilities | 3,038 | 3,337 | | Net Assets | 130,145 | 129,058 | | Total Equity | 130,145 | 129,058 | - Property, plant and equipment increased from **MOP73,527 thousand** as of December 31, 2024, to **MOP83,668 thousand** as of June 30, 2025[6](index=6&type=chunk) - Trade receivables increased from **MOP36,951 thousand** as of December 31, 2024, to **MOP39,167 thousand** as of June 30, 2025[6](index=6&type=chunk) [Notes to the Interim Condensed Consolidated Financial Information](index=6&type=section&id=Notes%20to%20the%20Interim%20Condensed%20Consolidated%20Financial%20Information) This section provides detailed notes to the interim condensed consolidated financial information, covering key financial details such as company and group information, basis of preparation, changes in accounting policies, operating segment information, revenue analysis, profit before tax composition, income tax, dividends, earnings per share, property plant and equipment, trade receivables, trade payables, and contingent liabilities [1 Company and Group Information](index=6&type=section&id=1%20Company%20and%20Group%20Information) Lai Si Enterprise Holding Limited was incorporated in the Cayman Islands and listed on the Main Board of the Hong Kong Stock Exchange on February 10, 2017, operating as an investment holding company with subsidiaries primarily engaged in renovation, alteration and addition works, building construction, and repair and maintenance services, mainly in Macau - The Company was incorporated on June 1, 2016, under the Companies Law of the Cayman Islands and listed on the Main Board of the Hong Kong Stock Exchange on **February 10, 2017**[8](index=8&type=chunk) - The Group is principally engaged in renovation, alteration and addition works, building construction, and repair and maintenance services[8](index=8&type=chunk) [2.1 Basis of Preparation](index=6&type=section&id=2.1%20Basis%20of%20Preparation) The interim condensed consolidated financial information has been prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" and should be read in conjunction with the annual consolidated financial statements for the year ended December 31, 2024 - The interim condensed consolidated financial information has been prepared in accordance with **Hong Kong Accounting Standard 34 "Interim Financial Reporting"**[9](index=9&type=chunk) [2.2 Changes in Accounting Policies and Disclosures](index=6&type=section&id=2.2%20Changes%20in%20Accounting%20Policies%20and%20Disclosures) Revised Hong Kong Financial Reporting Standards accounting standards were first adopted during this period, primarily involving amendments to HKAS 21 regarding lack of exchangeability, which had no significant financial impact on the interim condensed consolidated financial information as all currencies in the Group's transactions are exchangeable - The Group first adopted revised Hong Kong Financial Reporting Standards accounting standards during this period, primarily the amendments to **HKAS 21 "Lack of Exchangeability"**[11](index=11&type=chunk)[12](index=12&type=chunk) - The adoption of the aforementioned revised standards had no significant financial impact on this financial information[12](index=12&type=chunk)[13](index=13&type=chunk) [3 Operating Segment Information](index=7&type=section&id=3%20Operating%20Segment%20Information) For the six months ended June 30, 2025, renovation, alteration and addition works remained the Group's primary revenue source, contributing MOP103,623 thousand with segment results of MOP17,113 thousand, while building construction revenue and results significantly increased, and repair and maintenance services recorded a loss, with high revenue concentration from the top five customers, including new major clients A, B, and C in 2025 Segment Performance | Segment | 2025 Segment Revenue (MOP '000) | 2025 Segment Results (MOP '000) | 2024 Segment Revenue (MOP '000) | 2024 Segment Results (MOP '000) | | :--- | :--- | :--- | :--- | :--- | | Renovation, Alteration and Addition Works | 103,623 | 17,113 | 76,895 | 16,899 | | Building Construction Works | 5,366 | 1,817 | 1,964 | 14 | | Repair and Maintenance Services | 2,222 | (72) | 2,965 | 1,291 | | Total | 111,211 | 18,858 | 81,824 | 18,204 | Major Customer Revenue | Major Customer | 2025 Revenue (MOP '000) | 2024 Revenue (MOP '000) | | :--- | :--- | :--- | | Customer A | 26,916 | N/A | | Customer B | 25,750 | N/A | | Customer C | 16,671 | N/A | | Customer D | 15,739 | 16,958 | | Customer E | N/A | 18,479 | [4 Revenue](index=9&type=section&id=4%20Revenue) For the six months ended June 30, 2025, the Group's total revenue was MOP111,211 thousand, a 35.9% year-on-year increase, with renovation, alteration and addition works contributing the majority of revenue and showing growth in both Macau and Hong Kong markets, and approximately 98% of revenue recognized over time Revenue by Source | Revenue Source | 2025 (MOP '000) | 2024 (MOP '000) | | :--- | :--- | :--- | | Renovation, Alteration and Addition Works | 103,623 | 76,895 | | Building Construction Works | 5,366 | 1,964 | | Repair and Maintenance Services | 2,222 | 2,965 | | **Total** | **111,211** | **81,824** | Revenue by Geographical Market | Geographical Market | 2025 Revenue (MOP '000) | 2024 Revenue (MOP '000) | | :--- | :--- | :--- | | Macau | 65,065 | 60,229 | | Hong Kong | 46,146 | 21,595 | | **Total** | **111,211** | **81,824** | - Revenue recognized over time accounted for the vast majority of total revenue, amounting to **MOP108,989 thousand** in 2025 and **MOP78,859 thousand** in 2024[17](index=17&type=chunk)[19](index=19&type=chunk) [5 Profit Before Tax](index=10&type=section&id=5%20Profit%20Before%20Tax) For the six months ended June 30, 2025, the Group's profit before tax was MOP783 thousand, a significant decrease from MOP5,145 thousand in the prior year, primarily due to a shift from reversal of impairment losses to impairment losses on financial assets and contract assets, and increased losses from fair value changes of investment properties Components of Profit Before Tax | Item | 2025 (MOP '000) | 2024 (MOP '000) | | :--- | :--- | :--- | | Cost of Services Provided | 92,055 | 63,288 | | Depreciation of Property, Plant and Equipment | 507 | 426 | | Impairment Losses / (Reversal of Impairment Losses) on Financial Assets and Contract Assets | 302 | (2,836) | | Exchange Differences, Net | (476) | (419) | | Staff Costs (included in cost of services) | 13,544 | 13,443 | - Impairment losses on financial assets and contract assets shifted from a **MOP2,836 thousand** reversal in the prior year to a **MOP302 thousand** impairment loss in 2025[20](index=20&type=chunk) [6 Income Tax](index=11&type=section&id=6%20Income%20Tax) No income tax provision was made for the Group in Macau and Hong Kong during the current and prior periods, as taxable profits were absorbed by unused tax losses or there were tax losses available for carry forward, with income tax credit primarily arising from deferred tax - No income tax provision was made in Macau and Hong Kong due to unused tax losses or tax losses available for carry forward[21](index=21&type=chunk) Income Tax Components | Item | 2025 (MOP '000) | 2024 (MOP '000) | | :--- | :--- | :--- | | Deferred Tax Credit | (309) | (136) | [7 Dividends](index=11&type=section&id=7%20Dividends) No dividends were paid or declared by the Group for the six-month periods ended June 30, 2025, and 2024 - The Group neither paid nor declared any dividends for the six-month periods ended **June 30, 2025, and 2024**[23](index=23&type=chunk) [8 Earnings Per Share](index=11&type=section&id=8%20Earnings%20Per%20Share) For the six months ended June 30, 2025, basic earnings per share significantly decreased to MOP0.3 cents from MOP1.3 cents in the prior year, consistent with the decline in profit for the period, with no potentially dilutive ordinary shares outstanding in both periods Earnings Per Share | Metric | 2025 (MOP cents) | 2024 (MOP cents) | | :--- | :--- | :--- | | Basic and Diluted Earnings Per Share | 0.3 | 1.3 | - Profit for the period was **MOP1,092,000** (2024: **MOP5,281,000**)[25](index=25&type=chunk) - The weighted average number of ordinary shares outstanding was **400,000,000** shares, with no potentially dilutive ordinary shares outstanding[24](index=24&type=chunk)[26](index=26&type=chunk) [9 Property, Plant and Equipment](index=11&type=section&id=9%20Property%2C%20Plant%20and%20Equipment) For the six months ended June 30, 2025, the Group acquired assets at a cost of MOP10,648 thousand - The Group acquired assets at a cost of **MOP10,648 thousand** for the six months ended **June 30, 2025**[27](index=27&type=chunk) [10 Trade Receivables](index=11&type=section&id=10%20Trade%20Receivables) As of June 30, 2025, net trade receivables increased to MOP39,167 thousand, with the Group providing an average 30-day credit period and regularly reviewing recoverability, and aging analysis showing the highest proportion of receivables within one month, while receivables over one year were cleared Trade Receivables Summary | Item | June 30, 2025 (MOP '000) | December 31, 2024 (MOP '000) | | :--- | :--- | :--- | | Trade Receivables | 60,570 | 58,364 | | Impairment | (21,403) | (21,413) | | **Net** | **39,167** | **36,951** | - The Group allows an average credit period of **30 days** to its customers[29](index=29&type=chunk) Aging Analysis of Trade Receivables | Aging | June 30, 2025 (MOP '000) | December 31, 2024 (MOP '000) | | :--- | :--- | :--- | | Within 1 month | 30,821 | 24,938 | | 1 to 2 months | 2,612 | 4,869 | | 2 to 3 months | 775 | 1,024 | | 3 to 6 months | 4,356 | 3,197 | | 6 months to 1 year | 603 | 2,360 | | Over 1 year | – | 563 | [11 Trade Payables](index=12&type=section&id=11%20Trade%20Payables) As of June 30, 2025, total trade payables amounted to MOP21,773 thousand, a slight decrease from December 31, 2024, with aging analysis indicating the highest proportion of payables over three months Aging Analysis of Trade Payables | Aging | June 30, 2025 (MOP '000) | December 31, 2024 (MOP '000) | | :--- | :--- | :--- | | Within 1 month | 7,083 | 4,484 | | 1 to 2 months | 2,127 | 6,167 | | 2 to 3 months | 2,281 | 1,985 | | Over 3 months | 10,282 | 10,057 | | **Total** | **21,773** | **22,693** | [12 Contingent Liabilities](index=13&type=section&id=12%20Contingent%20Liabilities) The Group faces three contingent liabilities: the Edifício San Fong litigation and two payment disputes with a subcontractor; for the Edifício San Fong case, the Board deems an outflow of economic benefits unlikely, with the controlling shareholder committed to indemnification, and for the subcontractor disputes, one is settled and the other under appeal, with the Board also considering a significant outflow of resources unlikely, thus no provisions have been made for any of these matters - Edifício San Fong litigation: involves property damage claims of approximately **HKD48,950,000**, but expert reports indicate the collapse was not caused by the Group's construction; the Board believes an outflow of economic benefits is unlikely, and the controlling shareholder has committed to indemnification[32](index=32&type=chunk) - Payment dispute with a subcontractor (I): involves **MOP2,485,000**, with the court ruling the Group's subsidiary to repay **MOP317,000**, which has been settled; the plaintiff's lawyer has appealed, but the Board considers a significant outflow of resources unlikely[33](index=33&type=chunk)[34](index=34&type=chunk) - Payment dispute with a subcontractor (II): involves **MOP1,926,000**, with the Group's subsidiary having entered into a mediation settlement agreement with the plaintiff to pay **MOP958,000**, which has been fully settled[35](index=35&type=chunk) [Management Discussion and Analysis](index=14&type=section&id=Management%20Discussion%20and%20Analysis) This section details the Group's business overview, financial performance, corporate finance and risk management, employee and remuneration policies, market review, and future outlook; despite revenue growth, declining gross profit margin and financial asset impairment led to a significant decrease in profit for the period, while liquidity remained stable but the gearing ratio increased, and management holds a cautiously optimistic view on market prospects, anticipating challenges in Macau's construction sector and moderate growth in Hong Kong's economy [Business Overview](index=14&type=section&id=Business%20Overview) The Group primarily provides renovation, building construction, and repair and maintenance services in Macau and Hong Kong, serving clients including hotels, casinos, retailers, restaurants, and government departments; for the six months ended June 30, 2025, the total value of new renovation projects awarded was approximately MOP46.7 million, and the total value of outstanding projects was approximately MOP50.9 million, both lower than the prior year - The Group provides renovation works, building construction works, and repair and maintenance services in **Macau and Hong Kong**[36](index=36&type=chunk) - For the six months ended June 30, 2025, the total value of new renovation projects awarded was approximately **MOP46.7 million** (six months ended June 30, 2024: **MOP69.4 million**)[36](index=36&type=chunk) - As of June 30, 2025, the total value of outstanding renovation and building construction projects was approximately **MOP50.9 million** (six months ended June 30, 2024: **MOP90.0 million**)[36](index=36&type=chunk) [Financial Overview](index=15&type=section&id=Financial%20Overview) The Group's revenue for the six months ended June 30, 2025, increased by 35.9% to MOP111.2 million, primarily driven by renovation works; however, gross profit margin decreased from 22.7% to 17.2% due to reduced renovation gross profit margin and a gross loss in repair and maintenance works, leading to a 79.3% decline in profit for the period to MOP1.1 million, mainly impacted by impairment losses on financial assets and fair value losses on investment properties Revenue by Business Segment | Business Segment | 2025 Revenue (MOP '000) | 2025 Revenue Contribution (%) | 2024 Revenue (MOP '000) | 2024 Revenue Contribution (%) | | :--- | :--- | :--- | :--- | :--- | | Renovation Works | 103,623 | 93.2 | 76,895 | 94.0 | | Building Construction Works | 5,366 | 4.8 | 1,964 | 2.4 | | Repair and Maintenance Works | 2,222 | 2.0 | 2,965 | 3.6 | | **Total** | **111,211** | **100.0** | **81,824** | **100.0** | Gross Profit by Business Segment | Business Segment | 2025 Gross Profit / (Loss) (MOP '000) | 2025 Gross Profit / (Loss) Margin (%) | 2024 Gross Profit (MOP '000) | 2024 Gross Profit Margin (%) | | :--- | :--- | :--- | :--- | :--- | | Renovation Works | 17,331 | 16.7 | 17,201 | 22.4 | | Building Construction Works | 1,890 | 35.2 | 23 | 1.2 | | Repair and Maintenance Works | (65) | (2.9) | 1,312 | 44.2 | | **Total / Overall** | **19,156** | **17.2** | **18,536** | **22.7** | - Other income, gains and losses, net, decreased to **MOP1.5 million**, primarily due to reduced rental income from investment properties[41](index=41&type=chunk) - Financial assets and contract assets recorded an impairment loss of **MOP0.3 million** (six months ended June 30, 2024: **MOP2.8 million** reversal)[43](index=43&type=chunk) - Fair value loss on investment properties was approximately **MOP2.6 million**, reflecting a decrease in market value[44](index=44&type=chunk) - Profit for the period was approximately **MOP1.1 million** (six months ended June 30, 2024: **MOP5.3 million**), with earnings per share of **MOP0.3 cents** (six months ended June 30, 2024: **MOP1.3 cents**)[47](index=47&type=chunk)[48](index=48&type=chunk) [Corporate Finance and Risk Management](index=17&type=section&id=Corporate%20Finance%20and%20Risk%20Management) The Group maintains prudent financial management principles, relying primarily on internal funds and bank borrowings; net current assets decreased to MOP22.2 million, with a stable current ratio of 1.22, while the gearing ratio increased to 0.3 mainly due to higher short-term bank borrowings; the Group faces foreign exchange, interest rate, and credit risks, but management considers them controllable with monitoring measures in place, noting a high concentration of credit risk from trade receivables and contract assets from the top five customers, accounting for approximately 67.5% of the total - As of June 30, 2025, the Group had net current assets of approximately **MOP22.2 million**, a decrease of approximately **MOP6.8 million** from December 31, 2024[50](index=50&type=chunk) - As of June 30, 2025, interest-bearing bank borrowings amounted to **MOP39.0 million** (December 31, 2024: **MOP29.6 million**), with most maturing within one year[51](index=51&type=chunk) - The current ratio was **1.22** (December 31, 2024: **1.34**), and the gearing ratio was **0.3** (December 31, 2024: **0.23**), with the increase primarily due to higher short-term bank borrowings[51](index=51&type=chunk)[52](index=52&type=chunk) - As of June 30, 2025, the Group faced concentrated credit risk from trade receivables and contract assets from its top five customers, totaling approximately **MOP60.4 million**, representing about **67.5%** of the total[62](index=62&type=chunk) - The Group currently has no foreign currency or interest rate hedging policies, but management monitors risks and considers hedging when necessary[58](index=58&type=chunk)[59](index=59&type=chunk) [Employee and Remuneration Policies](index=22&type=section&id=Employee%20and%20Remuneration%20Policies) As of June 30, 2025, the Group's total full-time employees increased to 156 from December 31, 2024; remuneration is determined based on performance, experience, and industry practice, with discretionary bonuses, and total staff costs amounted to MOP24.0 million; the Company adopted a new share option scheme but has not granted any share options since listing - As of June 30, 2025, the Group had a total of **156** full-time employees (December 31, 2024: **146** employees)[64](index=64&type=chunk) - For the six months ended June 30, 2025, total staff costs (including directors' emoluments) amounted to **MOP24.0 million** (six months ended June 30, 2024: **MOP23.4 million**)[64](index=64&type=chunk) - The Company adopted a new share option scheme on **June 25, 2024**, but no share options have been granted under either the old or new share option schemes since the shares were listed[64](index=64&type=chunk)[65](index=65&type=chunk) [Market Review](index=22&type=section&id=Market%20Review) In the first half of 2025, Macau's gaming revenue and inbound tourist numbers showed stable growth, nearing pre-pandemic levels, with an increasing proportion of non-gaming revenue and diversified industry development laying the foundation for economic recovery, which is expected to bring new opportunities for the construction sector - In the first half of 2025, Macau's gaming revenue and inbound tourist numbers achieved stable growth, with tourist volume nearing pre-pandemic levels[66](index=66&type=chunk) - Large-scale concerts, international dining experiences, and themed exhibitions have become key attractions for tourists[66](index=66&type=chunk) - Diversified industry development lays the foundation for Macau's overall economic recovery and is expected to bring new opportunities for the construction sector[66](index=66&type=chunk) [Outlook](index=22&type=section&id=Outlook) In the second half of 2025, Macau's construction industry is expected to face challenges from a reduction in government and private engineering projects, despite the progress of some key public works; tourist growth may slow, and the scale of demand for renovation and fitting-out works remains to be seen; Hong Kong's economy is projected to grow moderately, driven by a rebound in private consumption, improved tourism service exports, and optimized financial conditions, which is favorable for the Group's business expansion in Hong Kong - In the second half of 2025, the Macau government will continue to adjust public construction project arrangements, with a reduction in both government and private engineering projects leading to operational difficulties for the industry[67](index=67&type=chunk) - Tourist growth in Macau's tourism industry may slow, and while casinos and hotels still demand renovation and fitting-out works, the scale and volume of this demand remain to be seen[67](index=67&type=chunk) - Hong Kong's economy is expected to achieve moderate growth in the second half of 2025, primarily driven by a rebound in private consumption, improved tourism service exports, and optimized financial conditions, which is beneficial for the Group's business expansion in Hong Kong[68](index=68&type=chunk) [Other Information](index=23&type=section&id=Other%20Information) This section covers other important information including interim dividends, securities transactions, corporate governance, and the scope of work for the audit committee and auditor; the Board resolved not to declare an interim dividend, and no listed securities were repurchased, sold, or redeemed during the reporting period; the Company consistently complied with the Corporate Governance Code and the Model Code for Securities Transactions, with the audit committee having reviewed the interim results and the auditor having reviewed the unaudited interim condensed consolidated financial information [Interim Dividend](index=23&type=section&id=Interim%20Dividend) The Board resolved not to declare any interim dividend for the six months ended June 30, 2025 - The Board resolved not to declare any interim dividend for the six months ended **June 30, 2025**[69](index=69&type=chunk) [Repurchase, Sale or Redemption of the Company's Listed Securities](index=23&type=section&id=Repurchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%27s%20Listed%20Securities) Neither the Company nor any of its subsidiaries repurchased, sold, or redeemed any of the Company's listed securities during the six months ended June 30, 2025 - Neither the Company nor any of its subsidiaries repurchased, sold, or redeemed any of the Company's listed securities during the six months ended **June 30, 2025**[70](index=70&type=chunk) [Corporate Governance Code](index=23&type=section&id=Corporate%20Governance%20Code) For the six months ended June 30, 2025, the Company consistently complied with all applicable code provisions of the Corporate Governance Code set out in Appendix 14 to the Listing Rules of the Stock Exchange - The Company has consistently complied with all applicable code provisions of the **Corporate Governance Code** set out in **Appendix 14** to the Listing Rules of the Stock Exchange[71](index=71&type=chunk) [Model Code for Securities Transactions](index=23&type=section&id=Model%20Code%20for%20Securities%20Transactions) The Company has adopted the Model Code set out in Appendix C3 of the Listing Rules as the code of conduct for securities transactions by directors and employees who may possess inside information, confirming all directors complied with the code during the reporting period - The Company has adopted the **Model Code** set out in **Appendix C3** of the Listing Rules as the code of conduct for directors' securities transactions[72](index=72&type=chunk) - All directors have confirmed their compliance with the Model Code and the code for securities transactions for the six months ended **June 30, 2025**[72](index=72&type=chunk) [Audit Committee](index=23&type=section&id=Audit%20Committee) The Board's Audit Committee, comprising three independent non-executive directors, has reviewed the accounting principles and policies adopted by the Group and the interim results announcement for the six months ended June 30, 2025 - The Audit Committee, comprising **three independent non-executive directors**, has reviewed the accounting principles and policies adopted by the Group and the interim results announcement[73](index=73&type=chunk) [Scope of Work of BDO Limited](index=24&type=section&id=Scope%20of%20Work%20of%20BDO%20Limited) The Group's auditor, BDO Limited, has reviewed the unaudited interim condensed consolidated financial information contained in this announcement in accordance with Hong Kong Standard on Review Engagements 2410, and its unmodified review report will be included in the interim report to be dispatched to shareholders later - The Group's auditor, **BDO Limited**, has reviewed the unaudited interim condensed consolidated financial information in accordance with **Hong Kong Standard on Review Engagements 2410**[74](index=74&type=chunk) [Publication of Interim Results Announcement and Interim Report](index=24&type=section&id=Publication%20of%20Interim%20Results%20Announcement%20and%20Interim%20Report) This interim results announcement is available on the websites of Hong Kong Exchanges and Clearing Limited and the Company, with the interim report containing all required information to be published and dispatched to shareholders later - This interim results announcement is available on the websites of **Hong Kong Exchanges and Clearing Limited (www.hkexnews.hk)** and the **Company (www.lai-si.com)**[75](index=75&type=chunk) [Acknowledgement](index=24&type=section&id=Acknowledgement) The Board expresses its sincere gratitude for the hard work and dedication of the Group's management and all staff, as well as the support from shareholders, business partners, and other professionals - The Board expresses its sincere gratitude for the hard work and dedication of the Group's management and all staff, as well as the support from shareholders, business partners, and other professionals[76](index=76&type=chunk)
中国织材控股(03778) - 2025 - 中期业绩
2025-08-28 10:22
[Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=1&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) The Group recorded an expanded net loss in the first half of 2025, primarily due to decreased revenue and a significant increase in income tax expense, which offset the growth in gross profit | Metric | H1 2025 (RMB thousands) | H1 2024 (RMB thousands) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 511,461 | 577,898 | -11.5% | | Cost of Sales | (479,335) | (552,811) | -13.3% | | Gross Profit | 32,126 | 25,087 | +28.1% | | Other Income | 11,621 | 12,896 | -9.9% | | Other Losses | (759) | (1,321) | -42.5% | | Distribution and Selling Expenses | (10,139) | (9,411) | +7.7% | | Administrative Expenses | (21,820) | (21,059) | +3.6% | | Finance Costs | (8,643) | (10,236) | -15.6% | | Profit/(Loss) Before Tax | 2,386 | (4,044) | N/A (Turned from loss to profit) | | Income Tax (Expense)/Credit | (12,482) | 996 | N/A (Turned to expense) | | Loss and Total Comprehensive Expense for the Period | (10,096) | (3,048) | +231.2% | | Basic Loss Per Share (RMB cents) | (0.81) | (0.24) | +237.5% | [Condensed Consolidated Statement of Financial Position](index=2&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, the Group's current liabilities still exceeded current assets, but net current liabilities decreased, with total assets and net assets slightly declining while capital structure remained stable | Metric | As of June 30, 2025 (RMB thousands) | As of Dec 31, 2024 (RMB thousands) | Change (RMB thousands) | | :--- | :--- | :--- | :--- | | Non-current Assets | 872,244 | 909,274 | (37,030) | | Current Assets | 507,483 | 488,696 | 18,787 | | Current Liabilities | 621,031 | 684,620 | (63,589) | | Net Current Liabilities | (113,548) | (195,924) | 82,376 | | Non-current Liabilities | 92,000 | 36,558 | 55,442 | | Net Assets | 666,696 | 676,792 | (10,096) | | Total Equity | 666,696 | 676,792 | (10,096) | | Cash and Bank Balances | 195,142 | 209,091 | (13,949) | | Bank and Other Borrowings (Current) | 317,561 | 402,732 | (85,171) | | Bank and Other Borrowings (Non-current) | 55,000 | 10,000 | 45,000 | - As of June 30, 2025, the Group's current liabilities exceeded its current assets by approximately **RMB 113,548,000**, and it recorded a net loss of approximately **RMB 10,096,000** for the period, indicating significant uncertainty regarding its ability to continue as a going concern[5](index=5&type=chunk) - The Board, based on the successful renewal and acquisition of new bank credit facilities (approximately **RMB 40,000,000** and **RMB 18,000,000**), and the ability to secure further financing, believes the Group has sufficient financial resources to meet its working capital needs and financial obligations for the next 12 months, thus preparing financial information on a going concern basis[5](index=5&type=chunk)[6](index=6&type=chunk) [Notes to the Condensed Consolidated Financial Information](index=4&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Information) This section details the basis of preparation, accounting policies, segment information, and the composition and changes of various income and expenses, along with an analysis of receivables and payables [Basis of Preparation](index=4&type=section&id=Basis%20of%20Preparation) These unaudited condensed consolidated financial statements are prepared in accordance with IAS 34 and the HKEX Listing Rules, adopting consistent accounting policies with the prior year's audited consolidated financial statements, despite current liabilities exceeding current assets and a net loss - The Group's current liabilities exceeded current assets by approximately **RMB 113,548,000**, and it recorded a net loss of approximately **RMB 10,096,000** for the period, constituting a material uncertainty regarding its ability to continue as a going concern[5](index=5&type=chunk) - The Board has secured the renewal of short-term bank borrowings of approximately **RMB 40,000,000** and obtained new bank credit facilities of approximately **RMB 18,000,000** to support its going concern[5](index=5&type=chunk) [Adoption of New and Revised IFRSs](index=5&type=section&id=Adoption%20of%20New%20and%20Revised%20IFRSs) The Group has adopted all new and revised IFRSs effective January 1, 2025, with no significant impact on the current period's financial information - The Group has adopted all new and revised IFRSs effective January 1, 2025, which had no impact on the unaudited condensed consolidated financial information[7](index=7&type=chunk) [Segment Information](index=6&type=section&id=Segment%20Information) The Group operates in a single segment, manufacturing and selling yarn, with over 99% of non-current assets and revenue derived from China, and no single customer accounting for more than 10% of total revenue - The Group's operating business is attributed to a single operating segment, focusing on the production and sale of yarn[8](index=8&type=chunk) - Over **99%** of the Group's non-current assets and revenue are derived from China[9](index=9&type=chunk) - During both periods, no single customer accounted for more than **10%** of the Group's total revenue[10](index=10&type=chunk) [Revenue](index=6&type=section&id=Revenue) The Group's primary business is the production and trading of yarn, with revenue recognized at the point of goods delivery - The Group's main business is the production and trading of yarn, with revenue recognized at the point of goods delivery[10](index=10&type=chunk) [Other Income](index=7&type=section&id=Other%20Income) The Group's other income, primarily comprising interest income, government grants, scrap sales, and rental income, decreased in the current period | Item | H1 2025 (RMB thousands) | H1 2024 (RMB thousands) | Change (RMB thousands) | | :--- | :--- | :--- | :--- | | Interest Income | 1,308 | 1,642 | (334) | | Government Grants | 187 | 1,063 | (876) | | Scrap Sales Revenue | 9,388 | 9,271 | 117 | | Rental Income | 700 | 588 | 112 | | Others | 38 | 332 | (294) | | **Total** | **11,621** | **12,896** | **(1,275)** | [Other Losses](index=7&type=section&id=Other%20Losses) The Group's other losses, mainly from net foreign exchange losses and losses on disposal of property, plant, and equipment, decreased in the current period | Item | H1 2025 (RMB thousands) | H1 2024 (RMB thousands) | Change (RMB thousands) | | :--- | :--- | :--- | :--- | | Net Foreign Exchange Loss | (370) | (681) | 311 | | Loss on Disposal of Property, Plant and Equipment | (480) | (633) | 153 | | Reversal of Impairment Loss on Trade Receivables | 27 | – | 27 | | Realized Gain on Settlement of Derivative Financial Instruments | 64 | – | 64 | | Others | – | (7) | 7 | | **Total** | **(759)** | **(1,321)** | **562** | [Finance Costs](index=7&type=section&id=Finance%20Costs) The Group's finance costs, primarily interest on bank and other borrowings, decreased in the current period | Item | H1 2025 (RMB thousands) | H1 2024 (RMB thousands) | Change (RMB thousands) | | :--- | :--- | :--- | :--- | | Interest on Bank and Other Borrowings | 8,643 | 10,236 | (1,593) | [Income Tax (Expense)/Credit](index=8&type=section&id=Income%20Tax%20(Expense)%2FCredit) The Group's income tax shifted from a credit in the prior period to an expense in the current period, mainly due to an increase in deferred tax liabilities from a change in the applicable tax rate for a Chinese subsidiary | Item | H1 2025 (RMB thousands) | H1 2024 (RMB thousands) | Change (RMB thousands) | | :--- | :--- | :--- | :--- | | Current Tax: PRC Enterprise Income Tax - Provision for the Period | (1,500) | (500) | (1,000) | | Current Tax: PRC Enterprise Income Tax - Underprovision in Prior Years | (408) | – | (408) | | Deferred Tax | (10,574) | 1,496 | (12,070) | | **Total** | **(12,482)** | **996** | **(13,478)** | - The enterprise income tax rate for subsidiary Jiangxi Huachun Color Spinning Technology Development Co., Ltd. is expected to change from a **15%** preferential tax rate in H1 2024 to a **25%** normal tax rate in H1 2025, leading to an increase in income tax expense[17](index=17&type=chunk) [Loss for the Period](index=8&type=section&id=Loss%20for%20the%20Period) The Group's loss for the period is calculated after deducting key items such as depreciation and cost of inventories sold | Item | H1 2025 (RMB thousands) | H1 2024 (RMB thousands) | Change (RMB thousands) | | :--- | :--- | :--- | :--- | | Depreciation - Owned Property, Plant and Equipment | 37,814 | 38,114 | (300) | | Depreciation - Right-of-use Assets | 801 | 815 | (14) | | Cost of Inventories Sold | 479,335 | 552,811 | (73,476) | [Dividends](index=9&type=section&id=Dividends) The Board declared an interim dividend of 1.5 HK cents per ordinary share, to be paid on or around October 15, 2025 - The Board declared an interim dividend of **1.5 HK cents** per ordinary share, which has not been recognized as a payable dividend in the current financial information[19](index=19&type=chunk) [Loss Per Share](index=9&type=section&id=Loss%20Per%20Share) The company's basic loss per share significantly increased due to an expanded net loss, with no potential dilutive shares | Metric | H1 2025 (RMB thousands) | H1 2024 (RMB thousands) | Change (RMB thousands) | | :--- | :--- | :--- | :--- | | Loss | (10,096) | (3,048) | (7,048) | | Number of Shares (thousands) | 1,246,700 | 1,246,700 | 0 | | Basic Loss Per Share (RMB cents) | (0.81) | (0.24) | (0.57) | - No diluted loss per share is presented for the six months ended June 30, 2025 and 2024, as there were no potential dilutive shares[22](index=22&type=chunk) [Trade and Other Receivables](index=9&type=section&id=Trade%20and%20Other%20Receivables) The Group's total trade and other receivables decreased, with a slight increase in trade receivables offset by reductions in prepayments to suppliers and other prepayments and receivables | Item | As of June 30, 2025 (RMB thousands) | As of Dec 31, 2024 (RMB thousands) | Change (RMB thousands) | | :--- | :--- | :--- | :--- | | Trade Receivables (net of allowance for doubtful debts) | 10,877 | 9,588 | 1,289 | | Prepayments to Suppliers | 7,463 | 9,690 | (2,227) | | Prepayments and Other Receivables | 821 | 1,619 | (798) | | **Total** | **19,161** | **20,897** | **(1,736)** | Ageing Analysis of Trade Receivables (net of impairment allowance): | Ageing | As of June 30, 2025 (RMB thousands) | As of Dec 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | 0 to 30 days | 9,625 | 8,996 | | 31 to 90 days | 1,252 | 592 | | **Total** | **10,877** | **9,588** | [Trade and Other Payables](index=10&type=section&id=Trade%20and%20Other%20Payables) The Group's total trade and other payables increased, primarily due to higher trade payables and other accrued expenses | Item | As of June 30, 2025 (RMB thousands) | As of Dec 31, 2024 (RMB thousands) | Change (RMB thousands) | | :--- | :--- | :--- | :--- | | Trade Payables | 24,641 | 13,733 | 10,908 | | Other Payables | 8,761 | 9,185 | (424) | | Other Taxes Payable | 14,223 | 20,126 | (5,903) | | Accrued Salaries and Wages | 12,483 | 17,488 | (5,005) | | Other Accrued Expenses | 155,637 | 144,306 | 11,331 | | Payables for Acquisition of Property, Plant and Equipment | 206 | 686 | (480) | | **Total** | **215,951** | **205,524** | **10,427** | Ageing Analysis of Trade Payables: | Ageing | As of June 30, 2025 (RMB thousands) | As of Dec 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | 0 to 30 days | 17,895 | 9,174 | | 31 to 90 days | 3,147 | – | | 91 to 180 days | 2,542 | 3,290 | | 181 to 365 days | – | 212 | | Over 365 days | 1,057 | 1,057 | | **Total** | **24,641** | **13,733** | [Operating Review and Outlook](index=11&type=section&id=Operating%20Review%20and%20Outlook) This section reviews the global and Chinese textile market environment, analyzes the Group's business performance and financial position, and outlines future market challenges and the company's strategies [Market Overview](index=11&type=section&id=Market%20Overview) In H1 2025, the global economy faced multiple challenges including geopolitical conflicts, high inflation and interest rates, and trade frictions, leading to volatile oil prices, weak cotton prices, and downward revisions in global GDP growth forecasts, keeping the textile industry under pressure - The global economy continues to face geopolitical risks such as the Russia-Ukraine conflict, Gaza conflict, and Israel-Iran conflict, alongside the dampening effects of high inflation and interest rates[25](index=25&type=chunk) - The 'reciprocal tariffs' policy implemented by the US Trump administration disrupted global trade order, exacerbating uncertainty[25](index=25&type=chunk) - International crude oil prices fluctuated sharply, falling from approximately **USD 80** per barrel to below **USD 60**, then rebounding to over **USD 75** due to geopolitical conflicts, with the downward trend in oil prices being unfavorable for the polyester yarn market[26](index=26&type=chunk) - International and Chinese domestic cotton prices remained generally stable but weak, primarily due to sluggish market demand[27](index=27&type=chunk) - The Chinese textile industry faces multiple challenges including a complex international trade environment, global supply chain adjustments, and high domestic production costs, resulting in continued weakness in both domestic and export markets[27](index=27&type=chunk) [Business Review](index=12&type=section&id=Business%20Review) The Group experienced a decrease in yarn product sales volume and revenue, but achieved gross profit growth through capacity replacement and product structure adjustment, actively responding to market competition, adjusting pricing strategies, and strengthening marketing efforts | Metric | H1 2025 | H1 2024 | Change | | :--- | :--- | :--- | :--- | | Yarn Product Sales Volume | approx. **45,254 tonnes** | approx. **49,113 tonnes** | -7.9% | | Yarn Product Production | approx. **51,113 tonnes** | approx. **50,000 tonnes** | +2.2% | | Yarn Product Revenue | **RMB 511.5 million** | **RMB 577.9 million** | -11.5% | | Gross Profit | approx. **RMB 32.1 million** | approx. **RMB 25.1 million** | +28.1% | | Loss Attributable to Owners of the Company | approx. **RMB 10.1 million** | approx. **RMB 3.0 million** | +236.7% | - Subsidiary Jiangxi Jinyuan Textile Co., Ltd. temporarily suspended production in Workshop No. 1 for renovation assessment, with its capacity transferred to the newly built Workshop No. 9, enhancing production efficiency while maintaining stable overall capacity[29](index=29&type=chunk) - The Group adjusted its product structure, shifting products from Jinyuan Workshop No. 5 from polyester yarn to melange polyester colored yarn, which has higher technical barriers and better profit margins[29](index=29&type=chunk) - To counter market competition and uncertainties from the US 'reciprocal tariffs' policy, the Group implemented an aggressive pricing strategy to ensure sales volume and maintain economies of scale[30](index=30&type=chunk) [Financial Review](index=14&type=section&id=Financial%20Review) This section provides an in-depth analysis of the Group's financial performance, including changes in revenue, gross profit, expenses, tax, loss, liquidity, capital structure, and foreign exchange risk [Revenue](index=14&type=section&id=Revenue_FinancialReview) The Group's operating revenue decreased by 11.5% year-on-year, primarily due to reduced yarn product sales volume and lower average selling prices | Product Type | H1 2025 (RMB thousands) | Percentage (%) | H1 2024 (RMB thousands) | Percentage (%) | | :--- | :--- | :--- | :--- | :--- | | Polyester Yarn | 180,520 | 35.3% | 220,653 | 38.2% | | Polyester-Cotton Blended Yarn | 177,723 | 34.7% | 197,098 | 34.1% | | Melange Polyester Colored Yarn | 153,218 | 30.0% | 135,816 | 23.5% | | Others | – | – | 24,331 | 4.2% | | **Total** | **511,461** | **100.0%** | **577,898** | **100.0%** | - The decrease in operating revenue primarily resulted from a reduction in yarn product sales volume from approximately **49,113 tonnes** to approximately **45,253 tonnes**, and a decrease in average selling price from approximately **RMB 11,767** per tonne to approximately **RMB 11,302** per tonne[31](index=31&type=chunk) [Gross Profit and Gross Margin](index=14&type=section&id=Gross%20Profit%20and%20Gross%20Margin_FinancialReview) The Group's gross profit and gross margin both increased, primarily benefiting from lower raw material costs and product portfolio adjustments, despite a decrease in sales volume | Metric | H1 2025 | H1 2024 | Change | | :--- | :--- | :--- | :--- | | Gross Profit | approx. **RMB 32.1 million** | approx. **RMB 25.1 million** | +28.1% | | Gross Margin | approx. **6.3%** | approx. **4.3%** | +**2.0 percentage points** | - The increase in gross margin primarily stemmed from reduced cost of sales due to lower raw material costs and product portfolio adjustments, focusing more on high-margin melange polyester colored yarn products[32](index=32&type=chunk) [Other Income](index=15&type=section&id=Other%20Income_FinancialReview) The Group's other income decreased by 9.9%, mainly due to reduced government grants and interest income | Metric | H1 2025 (RMB thousands) | H1 2024 (RMB thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Other Income | 11,600 | 12,900 | -9.9% | | Primary Reason | Decrease in government grants and interest income | | | [Other Losses](index=15&type=section&id=Other%20Losses_FinancialReview) The Group's other losses decreased by 42.5%, primarily due to a reduction in net foreign exchange losses and losses on disposal of property, plant, and equipment | Metric | H1 2025 (RMB thousands) | H1 2024 (RMB thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Other Losses | 800 | 1,300 | -42.5% | | Primary Reason | Decrease in net foreign exchange losses and losses on disposal of property, plant and equipment | | | [Distribution and Selling Expenses](index=15&type=section&id=Distribution%20and%20Selling%20Expenses_FinancialReview) The Group's distribution and selling expenses increased by 7.7%, mainly influenced by changes in customer structure and destination mix, with its proportion to total revenue also rising | Metric | H1 2025 (RMB thousands) | H1 2024 (RMB thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Distribution and Selling Expenses | 10,100 | 9,400 | +7.7% | | Percentage of Total Revenue | 2.0% | 1.6% | +0.4 percentage points | [Administrative Expenses](index=15&type=section&id=Administrative%20Expenses_FinancialReview) The Group's administrative expenses slightly increased by 3.6%, primarily due to higher staff costs, with its proportion to total revenue also rising | Metric | H1 2025 (RMB thousands) | H1 2024 (RMB thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Administrative Expenses | 21,800 | 21,100 | +3.6% | | Percentage of Total Revenue | 4.3% | 3.6% | +0.7 percentage points | [Finance Costs](index=15&type=section&id=Finance%20Costs_FinancialReview) The Group's finance costs decreased by 15.6%, mainly due to reduced bank borrowings, a decrease in the Loan Prime Rate (LPR), and more favorable refinancing terms | Metric | H1 2025 (RMB thousands) | H1 2024 (RMB thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Finance Costs | 8,600 | 10,200 | -15.6% | | Primary Reason | Reduced bank borrowings, lower LPR, optimized refinancing terms | | | [Income Tax (Expense)/Credit](index=16&type=section&id=Income%20Tax%20(Expense)%2FCredit_FinancialReview) The Group's income tax shifted from a credit in the prior period to an expense in the current period, mainly due to an increase in deferred tax liabilities from a change in the applicable tax rate for a Chinese subsidiary | Metric | H1 2025 (RMB thousands) | H1 2024 (RMB thousands) | Change (RMB thousands) | | :--- | :--- | :--- | :--- | | Income Tax Expense/Credit | (12,500) | 1,000 | (13,500) | | Primary Reason | Change in applicable tax rate for a Chinese subsidiary leading to increased deferred tax liabilities | | | [Loss Attributable to Owners of the Company and Net Loss Margin](index=16&type=section&id=Loss%20Attributable%20to%20Owners%20of%20the%20Company%20and%20Net%20Loss%20Margin_FinancialReview) Loss attributable to owners of the company significantly increased by 2.3 times, with the net loss margin rising from 0.5% to 2.0%, primarily due to an expanded net loss driven by higher income tax expense | Metric | H1 2025 (RMB thousands) | H1 2024 (RMB thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Loss Attributable to Owners | 10,100 | 3,000 | +236.7% | | Net Loss Margin | 2.0% | 0.5% | +1.5 percentage points | | Primary Reason | Increased income tax expense | | | [Loss Per Share](index=16&type=section&id=Loss%20Per%20Share_FinancialReview) The company's basic loss per share increased by 2.3 times, primarily due to the expanded net loss in the first half of the year | Metric | H1 2025 (RMB cents) | H1 2024 (RMB cents) | Change (%) | | :--- | :--- | :--- | :--- | | Basic Loss Per Share | 0.81 | 0.24 | +237.5% | | Primary Reason | Expanded net loss | | | [Liquidity and Financial Resources](index=16&type=section&id=Liquidity%20and%20Financial%20Resources_FinancialReview) The Group primarily met its funding needs through internal operating cash flow and bank credit facilities, generating net cash inflow from operating activities during the period, while cash and bank balances slightly decreased | Metric | As of June 30, 2025 (RMB thousands) | As of Dec 31, 2024 (RMB thousands) | Change (RMB thousands) | | :--- | :--- | :--- | :--- | | Cash and Bank Balances | 195,100 | 209,100 | (14,000) | | Short-term Time Deposits | – | 4,600 | (4,600) | | Pledged Bank Deposits | 52,200 | 57,200 | (5,000) | | Net Cash Inflow from Operating Activities | (Specific amount not disclosed, but "generated net cash inflow" mentioned) | | | [Capital Structure and Pledged Assets](index=16&type=section&id=Capital%20Structure%20and%20Pledged%20Assets_FinancialReview) The Group's total interest-bearing borrowings decreased, with most maturing within one year, and bank credit facilities are secured by right-of-use assets, property, plant, equipment, and pledged bank deposits | Metric | As of June 30, 2025 (RMB thousands) | As of Dec 31, 2024 (RMB thousands) | Change (RMB thousands) | | :--- | :--- | :--- | :--- | | Total Interest-bearing Borrowings | 372,600 | 412,700 | (40,100) | | Borrowings Due Within One Year or On Demand | 317,600 (85.2%) | 402,700 (97.6%) | (85,100) | | Total Carrying Value of Pledged Assets | 418,700 | 433,100 | (14,400) | [Gearing Ratio](index=17&type=section&id=Gearing%20Ratio_FinancialReview) The Group's gearing ratio decreased, with a reduction in net current liabilities and a slight decline in net assets | Metric | As of June 30, 2025 | As of Dec 31, 2024 | Change | | :--- | :--- | :--- | :--- | | Gearing Ratio | 31.7% | 34.6% | -2.9 percentage points | | Net Current Liabilities | approx. **RMB 113.5 million** | approx. **RMB 195.9 million** | decreased by approx. **RMB 82.4 million** | | Net Assets | approx. **RMB 666.7 million** | approx. **RMB 676.8 million** | decreased by approx. **RMB 10.1 million** | [Foreign Exchange Risk](index=17&type=section&id=Foreign%20Exchange%20Risk_FinancialReview) The Group primarily faces foreign exchange risk from HKD and USD, but did not use any financial instruments for hedging during the period - The Group primarily faces foreign exchange risk from HKD and USD, with the carrying values of foreign currency denominated monetary assets and liabilities being approximately **RMB 1.7 million** and **RMB 5.1 million** respectively as of June 30, 2025[44](index=44&type=chunk) - The Group did not use any financial instruments for hedging during the six months ended June 30, 2025[44](index=44&type=chunk) [Contingent Liabilities](index=17&type=section&id=Contingent%20Liabilities_FinancialReview) As of June 30, 2025, the Group had no contingent liabilities - As of June 30, 2025, the Group had no contingent liabilities[45](index=45&type=chunk) [Outlook](index=18&type=section&id=Outlook) The Group anticipates a challenging textile market ahead, continuously monitoring market conditions, adjusting inventory, capacity, product mix, and pricing strategies, and enhancing production efficiency through increased automation to navigate market changes and seize opportunities for industry improvement - The textile industry faces challenges from the Russia-Ukraine conflict, Israel-Palestine conflict, sluggish growth in developed economies, and US 'reciprocal tariffs', leading to continued suppression of global demand and consumption[48](index=48&type=chunk) - China's textile product export market remains weak, with no clear signs of recovery in the domestic sales market[48](index=48&type=chunk) - The Group will continue to closely monitor market conditions, adjust inventory levels and production capacity, and improve its product portfolio and pricing strategies[49](index=49&type=chunk) - The Group will continue to prioritize industrial production safety and enhance production efficiency through increased automation to consolidate its advantageous position[49](index=49&type=chunk) [Other Information](index=17&type=section&id=Other%20Information) This section covers other important information regarding the company's employees, remuneration, dividend distribution, securities transactions, corporate governance, audit committee functions, and interim report publication [Employees, Remuneration and Share Option Scheme](index=17&type=section&id=Employees%2C%20Remuneration%20and%20Share%20Option%20Scheme) As of June 30, 2025, the Group had 2,436 employees, with remuneration determined based on performance, experience, and market practice; the company has a share option scheme but no options have been granted since its adoption | Metric | As of June 30, 2025 | As of Dec 31, 2024 | Change | | :--- | :--- | :--- | :--- | | Total Number of Employees | **2,436** employees | **2,410** employees | +**26** employees | - The company adopted a share option scheme on June 25, 2021, but no share options have been granted under the scheme since its adoption[46](index=46&type=chunk) [Significant Investments and Acquisitions and Disposals of Subsidiaries](index=18&type=section&id=Significant%20Investments%20and%20Acquisitions%20and%20Disposals%20of%20Subsidiaries) For the six months ended June 30, 2025, the Group had no significant investments or acquisitions or disposals of subsidiaries - For the six months ended June 30, 2025, the Group had no significant investments or acquisitions or disposals of subsidiaries[47](index=47&type=chunk) [Dividends and Closure of Register of Members](index=18&type=section&id=Dividends%20and%20Closure%20of%20Register%20of%20Members) The Board declared an interim dividend of HK 1.5 cents per share, with the share transfer registration suspended from September 16 to 17, 2025, and payment expected on or around October 15, 2025 - The Board declared an interim dividend of **HK 1.5 cents** per share for the six months ended June 30, 2025[50](index=50&type=chunk) - The company's register of members will be closed from September 16, 2025, to September 17, 2025, during which no share transfers will be registered[50](index=50&type=chunk) - The 2025 interim dividend is expected to be paid on or around October 15, 2025, to shareholders registered as of September 17, 2025[50](index=50&type=chunk) [Purchase, Sale or Redemption of the Company's Securities](index=19&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%27s%20Securities) During the six months ended June 30, 2025, neither the company nor its subsidiaries purchased, sold, or redeemed any of the company's listed securities - During the six months ended June 30, 2025, neither the company nor its subsidiaries purchased, sold, or redeemed any of the company's listed shares[51](index=51&type=chunk) [Corporate Governance Practices](index=19&type=section&id=Corporate%20Governance%20Practices) The company has complied with the Corporate Governance Code in Appendix C1 of the Listing Rules, except for not establishing an internal audit function, considering its operational scale, complexity, and cost, believing existing management's close monitoring provides effective internal control - The company has complied with the current Corporate Governance Code set out in Appendix C1 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, except for not establishing an internal audit function[52](index=52&type=chunk) - The company believes its existing organizational structure and close monitoring by the management team provide effective internal control and risk management functions, and will review annually whether an internal audit function is necessary[52](index=52&type=chunk) [Model Code for Securities Transactions by Directors](index=19&type=section&id=Model%20Code%20for%20Securities%20Transactions%20by%20Directors) The company has adopted the Model Code set out in Appendix C3 of the Listing Rules and confirmed that all directors complied with it during the period - The company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers set out in Appendix C3 of the Listing Rules, and confirmed that all directors complied with the code during the period[53](index=53&type=chunk) [Audit Committee](index=19&type=section&id=Audit%20Committee) The company's Audit Committee has reviewed the accounting principles and policies adopted by the Group, as well as the unaudited condensed consolidated financial information for the current period, with management - The company's Audit Committee, together with management, has reviewed the accounting principles and policies adopted by the Group, and the unaudited condensed consolidated financial information for the six months ended June 30, 2025[54](index=54&type=chunk) [Publication of Interim Results Announcement and Interim Report](index=19&type=section&id=Publication%20of%20Interim%20Results%20Announcement%20and%20Interim%20Report) This interim results announcement has been published on the HKEX website and the company's website, and the interim report will be dispatched to shareholders and published on the websites in due course - This interim results announcement will be published on the HKEX website www.hkexnews.hk and the company's website www.chinaweavingmaterials.com[55](index=55&type=chunk) - The company's interim report for the six months ended June 30, 2025, will be dispatched to the company's shareholders and published on the aforementioned websites in due course[55](index=55&type=chunk) [Acknowledgement](index=20&type=section&id=Acknowledgement) The Board extends its sincere gratitude to the Group's management and employees, customers, suppliers, shareholders, and various government departments - The Board, on behalf of the company, extends its sincere gratitude to the management, employees, customers, suppliers, shareholders, and various government departments[56](index=56&type=chunk)
美皓集团(01947) - 2025 - 中期业绩
2025-08-28 10:19
[Financial Highlights](index=1&type=section&id=I.%20%E8%B2%A1%E5%8B%99%E6%91%98%E8%A6%81) [Key Financial Data](index=1&type=section&id=1.1%20%E9%97%9C%E9%8D%B5%E8%B2%A1%E5%8B%99%E6%95%B8%E6%93%9A) During the reporting period, Meihao Medical Group's revenue increased by 28.9% to RMB 43.6 million, while loss for the period narrowed to RMB 9.9 million compared to the same period last year Key Financial Data Summary | Indicator | For the six months ended June 30, 2025 (RMB '000) | For the six months ended June 30, 2024 (RMB '000) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 43,568 | 33,797 | +28.9% | | Cost of sales | (27,550) | (21,449) | +28.4% | | Gross profit | 16,018 | 12,348 | +29.7% | | Loss before tax | (8,719) | (14,432) | -39.5% | | Loss for the period | (9,935) | (15,136) | -34.3% | [Interim Condensed Consolidated Financial Statements](index=2&type=section&id=II.%20%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) [Statement of Profit or Loss](index=2&type=section&id=2.1%20%E6%90%8D%E7%9B%8A%E8%A1%A8) For the six months ended June 30, 2025, the company's revenue increased to RMB 43.6 million, gross profit rose to RMB 16.0 million, and loss for the period narrowed to RMB 9.9 million Interim Condensed Consolidated Statement of Profit or Loss | Indicator | For the six months ended June 30, 2025 (RMB '000) | For the six months ended June 30, 2024 (RMB '000) | | :--- | :--- | :--- | | Revenue | 43,568 | 33,797 | | Cost of sales | (27,550) | (21,449) | | Gross profit | 16,018 | 12,348 | | Other income and gains | 1,639 | 2,878 | | Selling expenses | (13,641) | (11,217) | | Administrative expenses | (11,587) | (17,454) | | Loss before tax | (8,719) | (14,432) | | Income tax expense | (1,216) | (704) | | Loss for the period | (9,935) | (15,136) | | Loss attributable to owners of the parent | (10,007) | (15,074) | | Basic and diluted loss per share | RMB (1.79) cents | RMB (2.51) cents | [Statement of Comprehensive Income](index=3&type=section&id=2.2%20%E5%85%A8%E9%9D%A2%E6%94%B6%E7%9B%8A%E8%A1%A8) For the six months ended June 30, 2025, the company's total comprehensive loss for the period was RMB 9.941 million, a decrease from the prior year, primarily due to narrowed loss for the period and exchange differences Interim Condensed Consolidated Statement of Comprehensive Income | Indicator | For the six months ended June 30, 2025 (RMB '000) | For the six months ended June 30, 2024 (RMB '000) | | :--- | :--- | :--- | | Loss for the period | (9,935) | (15,136) | | Other comprehensive (loss)/income: | | | | Exchange differences on translation of foreign operations | (1,095) | (5) | | Exchange differences on translation of the company's financial statements to presentation currency | 1,089 | 675 | | Other comprehensive (loss)/income for the period, net of tax | (6) | 670 | | Total comprehensive loss for the period | (9,941) | (14,466) | | Total comprehensive loss attributable to owners of the parent | (10,013) | (14,404) | [Statement of Financial Position](index=4&type=section&id=2.3%20%E8%B2%A1%E5%8B%99%E7%8B%80%E6%B3%81%E8%A1%A8) As of June 30, 2025, the company's total assets less current liabilities were RMB 138.7 million, and net assets were RMB 110.5 million, a decrease from the end of 2024, mainly due to a reduction in net current assets Interim Condensed Consolidated Statement of Financial Position | Indicator | As of June 30, 2025 (RMB '000) | As of December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | **Non-current assets** | | | | Property, plant and equipment | 24,240 | 26,119 | | Right-of-use assets | 30,047 | 32,378 | | Goodwill | 11,486 | 11,486 | | Intangible assets | 396 | 494 | | Deferred tax assets | 234 | 234 | | Prepayments, other receivables and other assets | 11,035 | 11,178 | | Financial assets at fair value through profit or loss | 10,000 | 10,000 | | **Total non-current assets** | **87,438** | **91,889** | | **Current assets** | | | | Inventories | 2,724 | 2,395 | | Trade receivables | 1,029 | 693 | | Prepayments, other receivables and other assets | 20,381 | 16,683 | | Cash and cash equivalents | 73,026 | 78,494 | | **Total current assets** | **97,160** | **98,265** | | **Current liabilities** | | | | Trade payables | 9,208 | 6,557 | | Other payables and accrued expenses | 23,341 | 19,768 | | Contract liabilities | 3,601 | 3,976 | | Lease liabilities | 7,992 | 8,251 | | Tax payable | 1,763 | 1,557 | | **Total current liabilities** | **45,905** | **40,109** | | **Net current assets** | **51,255** | **58,156** | | **Total assets less current liabilities** | **138,693** | **150,045** | | **Non-current liabilities** | | | | Lease liabilities | 23,113 | 25,180 | | Contract liabilities | 4,503 | 4,459 | | Deferred tax liabilities | 620 | 8 | | **Total non-current liabilities** | **28,236** | **29,647** | | **Net assets** | **110,457** | **120,398** | | **Total equity** | **110,457** | **120,398** | [Notes to the Financial Statements](index=6&type=section&id=III.%20%E8%B2%A1%E5%8B%99%E5%A0%B1%E8%A1%A8%E9%99%84%E8%A8%BB) [Basis of Preparation and Accounting Policies](index=6&type=section&id=3.1%20%E7%B7%A8%E8%A3%BD%E5%9F%BA%E6%BA%96%E8%88%87%E6%9C%83%E8%A8%88%E6%94%BF%E7%AD%96) The interim financial information is prepared in accordance with HKAS 34 and consistent with the accounting policies of the 2024 annual consolidated financial statements, with no material impact from newly adopted HKFRS amendments - Interim condensed consolidated financial information is prepared in accordance with HKAS 34 and consistent with 2024 annual financial statements accounting policies[10](index=10&type=chunk)[11](index=11&type=chunk) - Amendments to HKAS 21 regarding lack of exchangeability have no impact on the Group's interim condensed consolidated financial information, as the Group's transaction and functional currencies are convertible[12](index=12&type=chunk) [Operating Segment Information](index=6&type=section&id=3.2%20%E7%B6%93%E7%87%9F%E5%88%86%E9%83%A8%E8%B3%87%E6%96%99) Group management monitors all operating activities as a whole, resulting in only one reportable operating segment - The Group has only one reportable operating segment, with management monitoring overall operating results for decision-making[13](index=13&type=chunk) [Revenue Analysis](index=6&type=section&id=3.3%20%E6%94%B6%E7%9B%8A%E5%88%86%E6%9E%90) For the six months ended June 30, 2025, the Group's revenue from contracts with customers was RMB 43.568 million, entirely from dental services in Mainland China, recognized over time Revenue Analysis | Revenue Source | For the six months ended June 30, 2025 (RMB '000) | For the six months ended June 30, 2024 (RMB '000) | | :--- | :--- | :--- | | Revenue from contracts with customers | 43,568 | 33,797 | | Service category: Dental services | 43,568 | 33,797 | | Geographical market: Mainland China | 43,568 | 33,797 | | Timing of revenue recognition: Services transferred over time | 43,568 | 33,797 | [Loss Before Tax Analysis](index=7&type=section&id=3.4%20%E9%99%A4%E7%A8%85%E5%89%8D%E虧%E6%90%8D%E5%88%86%E6%9E%90) For the six months ended June 30, 2025, the Group's loss before tax was RMB 8.719 million, primarily influenced by inventory costs, exchange differences, and share-based payment expenses in the prior period Components of Loss Before Tax | Item | For the six months ended June 30, 2025 (RMB '000) | For the six months ended June 30, 2024 (RMB '000) | | :--- | :--- | :--- | | Cost of inventories, consumables and customized products | 5,354 | 5,410 | | Net reversal of impairment loss on financial assets | – | (4) | | Share-based payment expenses | – | 6,216 | | Net exchange differences | (707) | (46) | [Income Tax](index=7&type=section&id=3.5%20%E6%89%80%E5%BE%97%E7%A8%85) The Group's income tax expense primarily arises from Mainland China subsidiaries, calculated at a 25% statutory rate, with some small-profit enterprises enjoying a 20% preferential rate; Cayman Islands and BVI registered companies are exempt from income tax - The Company and its subsidiaries registered in the Cayman Islands and British Virgin Islands are exempt from income tax[17](index=17&type=chunk) - Income tax for Mainland China subsidiaries is calculated at a **25% statutory rate**, with some small-profit enterprises enjoying a **20% preferential rate** (75% tax reduction for annual taxable income up to RMB 3.0 million)[18](index=18&type=chunk) Income Tax Expense Details | Income Tax Item | For the six months ended June 30, 2025 (RMB '000) | For the six months ended June 30, 2024 (RMB '000) | | :--- | :--- | :--- | | Current - Mainland China expense for the period | 604 | 1,141 | | Deferred tax | 612 | (437) | | Total tax expense for the period | 1,216 | 704 | [Dividends](index=8&type=section&id=3.6%20%E8%82%A1%E6%81%AF) The Board resolved not to recommend an interim dividend for the six months ended June 30, 2025, consistent with the prior period - The Board resolved not to declare an interim dividend for the six months ended June 30, 2025 (2024 corresponding period: nil)[20](index=20&type=chunk) [Loss Per Share](index=8&type=section&id=3.7%20%E6%AF%8F%E8%82%A1%E虧%E6%90%8D) For the six months ended June 30, 2025, basic loss per share attributable to ordinary equity holders of the parent company narrowed to RMB (1.79) cents from RMB (2.51) cents in the prior period Basic Loss Per Share Calculation | Indicator | For the six months ended June 30, 2025 | For the six months ended June 30, 2024 | | :--- | :--- | :--- | | Loss attributable to ordinary equity holders of the parent (RMB '000) | (10,007) | (15,074) | | Weighted average number of ordinary shares outstanding (shares) | 558,769,350 | 599,799,204 | | Basic loss per share | RMB (1.79) cents | RMB (2.51) cents | - Due to the Group incurring a loss, equity-settled share awards and share option arrangements had an anti-dilutive effect on basic loss per share and were not adjusted for dilution[23](index=23&type=chunk) [Trade Receivables](index=9&type=section&id=3.8%20%E8%B2%A3%E6%98%93%E6%87%89%E6%94%B6%E6%AC%BE%E9%A0%85) As of June 30, 2025, total trade receivables amounted to RMB 1.029 million, all within 3 months aging, an increase from RMB 0.693 million at the end of 2024, with a more concentrated short-term aging structure Aging Analysis of Trade Receivables | Aging | As of June 30, 2025 (RMB '000) | As of December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Within 3 months | 1,029 | 662 | | 3 to 6 months | – | 9 | | 6 to 12 months | – | 2 | | 1 to 2 years | – | 9 | | Over 2 years | – | 11 | | **Total** | **1,029** | **693** | [Trade Payables](index=9&type=section&id=3.9%20%E8%B2%A3%E6%98%93%E6%87%89%E4%BB%98%E6%AC%BE%E9%A0%85) As of June 30, 2025, total trade payables amounted to RMB 9.208 million, an increase from RMB 6.557 million at the end of 2024, with a significant rise in payables aged within 3 months Aging Analysis of Trade Payables | Aging | As of June 30, 2025 (RMB '000) | As of December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Within 3 months | 4,218 | 1,422 | | 3 to 6 months | 1,547 | 779 | | 6 to 12 months | 249 | 852 | | Over 1 year | 3,194 | 3,504 | | **Total** | **9,208** | **6,557** | [Events After the Reporting Period](index=9&type=section&id=3.10%20%E5%A0%B1%E5%91%8A%E6%9C%9F%E5%BE%8C%E4%BA%8B%E9%A0%85) Subsequent to the reporting period, on July 18, 2025, the company entered into a subscription agreement with Deepcare Medical Holdings Limited to subscribe for 2,863,492 Class B ordinary shares for US$2.0 million, resulting in approximately 2% ownership of Deepcare Medical upon completion, which remains outstanding as of the announcement date - On July 18, 2025, the company entered into a subscription agreement with Deepcare Medical to subscribe for **2,863,492 Class B ordinary shares for US$2.0 million**, which will result in approximately **2% ownership** of Deepcare Medical upon completion[26](index=26&type=chunk) - As of the announcement date, the subscription for Deepcare Medical remains outstanding[26](index=26&type=chunk) [Management Discussion and Analysis](index=10&type=section&id=IV.%20%E7%AE%A1%E7%90%86%E5%B1%A4%E8%A8%8E%E8%AB%96%E8%88%87%E5%88%86%E6%9E%90) [Business Review](index=10&type=section&id=4.1%20%E6%A5%AD%E5%8B%99%E5%9B%9E%E9%A1%A7) Meihao Medical Group, a leading private dental service provider in Wenzhou, reported a 28.9% revenue increase to RMB 43.6 million, driven by advertising and the addition of Leqing Hospital, with active patient numbers rising by 38.3%; the Group offers general dentistry, orthodontics, prosthodontics, and implant dentistry [Overview](index=10&type=section&id=4.1.1%20%E6%A6%82%E8%A6%BD) The Group is a renowned private dental service provider in Wenzhou, owning and operating six private dental hospitals and one clinic; during the period, despite the 'centralized procurement policy for dental implants' and market competition, the Group increased revenue from RMB 33.8 million to RMB 43.6 million by enhancing advertising and marketing strategies - The Group is a renowned private dental service provider in Wenzhou, Zhejiang Province, primarily offering general dentistry, prosthodontics, implant dentistry, and orthodontics[27](index=27&type=chunk) - As of June 30, 2025, the Group owns and operates **six private dental hospitals** and **one clinic** located in Wenzhou[27](index=27&type=chunk) - During the reporting period, despite the "centralized procurement policy for dental implants" and local market competition, the Group increased revenue from **RMB 33.8 million to RMB 43.6 million** by enhancing advertising and marketing strategies[28](index=28&type=chunk) [Business Categories](index=10&type=section&id=4.1.2%20%E6%A5%AD%E5%8B%99%E9%A1%9E%E5%88%A5) The Group offers four core dental services: general dentistry (fillings, root canals), orthodontics (various braces), prosthodontics (crowns, removable dentures), and implant dentistry (dental implants) - General dentistry primarily provides fillings and root canal treatment services[29](index=29&type=chunk) - Orthodontics offers teeth straightening using standard metal braces, clear aligners, ceramic braces, and smart material clear aligners[30](index=30&type=chunk) - Prosthodontics mainly provides dental crown and removable denture services[31](index=31&type=chunk) - Implant dentistry focuses on surgically placing dental implants into patients' jawbones to replace damaged or missing teeth with prostheses[32](index=32&type=chunk) [Active Patient Numbers](index=11&type=section&id=4.1.3%20%E6%B4%BB%E8%BA%8D%E6%82%A3%E8%80%85%E4%BA%BA%E6%95%B8) For the six months ended June 30, 2025, the Group's total active patient count increased to 40,456, a 38.3% year-on-year growth, with significant increases at Longgang Hospital, Lucheng Hospital, and Jielaiya Clinic - The Group's total active patient count increased from **29,259 to 40,456**, representing a **38.3% increase**[33](index=33&type=chunk) Active Patient Numbers Details | Hospital | For the six months ended June 30, 2025 (Active Patients) | For the six months ended June 30, 2024 (Active Patients) | | :--- | :--- | :--- | | Wenzhou Hospital | 14,168 | 14,545 | | Ruian Branch | 1,707 | 1,460 | | Longgang Hospital | 3,347 | 1,669 | | Lucheng Hospital | 7,165 | 5,318 | | Wenzhou Stomatology | 5,207 | 4,238 | | Jielaiya | 5,141 | 2,029 | | Leqing Hospital | 3,721 | – | | **Total** | **40,456** | **29,259** | [Revenue by Hospital](index=12&type=section&id=4.1.4%20%E6%8C%89%E9%86%AB%E9%99%A2%E5%8A%83%E5%88%86%E7%9A%84%E6%94%B6%E7%9B%8A) For the six months ended June 30, 2025, Wenzhou Hospital remained the largest revenue contributor at 35.8% of total revenue, but Lucheng Hospital, Wenzhou Stomatology, and Jielaiya significantly increased their revenue share, with Leqing Hospital contributing 5.6% Revenue Contribution by Hospital | Hospital | For the six months ended June 30, 2025 (RMB '000) | For the six months ended June 30, 2025 (%) | For the six months ended June 30, 2024 (RMB '000) | For the six months ended June 30, 2024 (%) | | :--- | :--- | :--- | :--- | :--- | | Wenzhou Hospital | 15,599 | 35.8 | 18,285 | 54.1 | | Ruian Branch | 1,982 | 4.5 | 1,474 | 4.4 | | Longgang Hospital | 2,120 | 4.9 | 1,836 | 5.4 | | Lucheng Hospital | 9,734 | 22.3 | 4,925 | 14.6 | | Wenzhou Stomatology | 8,916 | 20.5 | 6,369 | 18.8 | | Jielaiya | 2,791 | 6.4 | 908 | 2.7 | | Leqing Hospital | 2,426 | 5.6 | – | – | | **Total** | **43,568** | **100.0** | **33,797** | **100.0** | - Wenzhou Dental Hospital remains the largest revenue contributor, but its proportion of total revenue decreased from **54.1% to 35.8%**[35](index=35&type=chunk) - The addition of Leqing Hospital contributed **5.6% of revenue**[35](index=35&type=chunk) [Outlook and Strategies](index=12&type=section&id=4.2%20%E5%B1%95%E6%9C%9B%E8%88%87%E7%AD%96%E7%95%A5) The Group actively responds to national dental centralized procurement policies and market competition by optimizing services, enhancing cost-effectiveness, expanding new businesses, and strengthening sustainability, aiming for 'cost reduction and efficiency improvement' and diversified development, transforming challenges into opportunities [Responding to Policies and Market Competition](index=12&type=section&id=4.2.1%20%E6%87%89%E5%B0%8D%E6%94%BF%E7%AD%96%E8%88%87%E5%B8%82%E5%A0%B4%E7%AB%B6%E7%88%AD) The Group actively addresses challenges from national dental centralized procurement policies by launching personalized packages, enhancing service portfolios, maintaining service quality, and establishing strategic partnerships with suppliers to reduce raw material costs - The Group addresses national dental centralized procurement policies by launching more attractive personalized packages, enhancing service portfolios, maintaining service quality, and achieving cost-effectiveness[36](index=36&type=chunk) - The Group establishes long-term strategic partnerships with suppliers to reduce raw material costs through centralized procurement and large-scale production[36](index=36&type=chunk) [Optimizing Services and Environment](index=13&type=section&id=4.2.2%20%E5%84%AA%E5%8C%96%E6%9C%8D%E5%8B%99%E8%88%87%E7%92%B0%E5%A2%83) The Group enhances customer appeal and social influence through continuous staff training, introducing diverse medical technologies (e.g., Cuban doctors), upgrading hospital environments (adding entertainment and children's interactive areas), and organizing public welfare activities like 'Little Dentist' - The Group continuously improves staff training to enhance communication and treatment efficiency of consultants and medical personnel[37](index=37&type=chunk) - The Group collaborates with Wenzhou Science and Technology Bureau and Cuban Medical Bureau to introduce Cuban doctors, integrating diverse domestic and international medical technologies to gain customer trust[37](index=37&type=chunk) - Branch hospitals upgrade their environments by adding entertainment facilities and children's interactive areas, and continue to organize public welfare activities like "Little Dentist" to enhance the customer visit experience[38](index=38&type=chunk) [Business Diversification and Innovation](index=13&type=section&id=4.2.3%20%E6%A5%AD%E5%8B%99%E5%A4%9A%E5%85%83%E5%8C%96%E8%88%87%E5%89%B5%E6%96%B0) Beyond consolidating dental operations, the Group actively explores other industries and medical businesses, establishes partnerships with medical equipment companies to control the supply chain, plans to expand into corporate venture capital, and engage in other upstream and downstream healthcare sectors, seeking international cooperation - The Group establishes partnerships with medical equipment companies to control sources of raw materials, equipment, and technology, and invests in innovative technologies and R&D[39](index=39&type=chunk) - The Group is exploring business expansion into corporate venture capital and other upstream and downstream healthcare sectors, with plans for international cooperation[39](index=39&type=chunk) [Strengthening Sustainable Development](index=14&type=section&id=4.2.4%20%E5%8A%A0%E5%BC%B7%E5%8F%AF%E6%8C%81%E7%BA%8C%E7%99%BC%E5%B1%95) The Group deeply integrates sustainable development into its operations by monitoring consumables, energy consumption, and waste generation, optimizing procurement and treatment processes, building low-carbon workspaces, and cultivating versatile talents to achieve 'cost reduction and efficiency improvement' and align hospital development with social responsibility - The Group optimizes procurement, diagnosis, and cleaning processes by monitoring consumables usage, energy consumption, and waste generation, aiming for "cost reduction and efficiency improvement"[40](index=40&type=chunk) - The Group builds low-carbon workspaces, implements energy-saving equipment upgrades and paperless offices, and establishes a sustainable talent pool to cultivate versatile professionals[40](index=40&type=chunk) [Financial Review](index=14&type=section&id=4.3%20%E8%B2%A1%E5%8B%99%E5%9B%9E%E9%A1%A7) During the reporting period, the Group's revenue increased by 28.9% year-on-year, primarily due to advertising and the addition of a new hospital; all dental service categories saw revenue growth, with implant dentistry showing the largest increase; cost of sales rose with revenue, but gross margin slightly improved; administrative expenses significantly decreased, and loss for the period narrowed substantially [Revenue](index=14&type=section&id=4.3.1%20%E6%94%B6%E7%9B%8A) During the reporting period, the Group's revenue was approximately RMB 43.6 million, an increase of approximately 28.9% year-on-year, primarily due to effective advertising attracting more customers and the inclusion of Leqing Hospital's financial data - During the reporting period, the Group's revenue was approximately **RMB 43.6 million**, an increase of approximately **28.9%** year-on-year[41](index=41&type=chunk) - The increase in revenue is primarily attributed to effective advertising attracting more customers and the inclusion of Leqing Hospital's financial data[41](index=41&type=chunk) [Revenue by Dental Service Category](index=14&type=section&id=4.3.2%20%E6%8C%89%E7%89%99%E7%A7%91%E6%9C%8D%E5%8B%99%E9%A1%9E%E5%88%A5%E5%8A%83%E5%88%86%E7%9A%84%E6%94%B6%E7%9B%8A) All dental service categories achieved revenue growth, with implant dentistry showing the largest increase at 75.6%, primarily due to advertising; orthodontics revenue grew by 42.5%, while general dentistry and prosthodontics increased by 14.4% and 28.5% respectively Revenue by Dental Service Category | Service Category | For the six months ended June 30, 2025 (RMB million) | For the six months ended June 30, 2024 (RMB million) | Year-on-year growth (%) | % of Total Revenue (2025) | % of Total Revenue (2024) | | :--- | :--- | :--- | :--- | :--- | :--- | | General Dentistry | 16.3 | 14.3 | +14.4% | 37.5% | 42.2% | | Orthodontics | 8.2 | 5.7 | +42.5% | 18.8% | 17.0% | | Prosthodontics | 9.1 | 7.1 | +28.5% | 20.9% | 21.0% | | Implant Dentistry | 7.6 | 4.3 | +75.6% | - | - | - Implant dentistry revenue increased by **75.6%**, primarily due to increased advertising efforts for the implant department across the Group's hospitals, attracting more new customers[45](index=45&type=chunk) - Orthodontics revenue increased by **42.5%**, mainly due to auditors adjusting the required treatment period for orthodontics and re-recognizing revenue[43](index=43&type=chunk) [Cost of Sales, Gross Profit and Gross Margin](index=15&type=section&id=4.3.3%20%E9%8A%B7%E5%94%AE%E6%88%90%E6%9C%AC%E3%80%81%E6%AF%9B%E5%88%A9%E5%8F%8A%E6%AF%9B%E5%88%A9%E7%8E%87) Cost of sales increased by 28.4% to RMB 27.6 million, mainly due to higher inventory costs and depreciation expenses; gross profit increased by 29.7% year-on-year to RMB 16.0 million, with gross margin slightly rising to 36.8% - Cost of sales increased by **28.4% to RMB 27.6 million**, primarily due to higher inventory costs and depreciation expenses for property, plant and equipment, and right-of-use assets[46](index=46&type=chunk) - Gross profit increased by **29.7% to RMB 16.0 million** year-on-year, with gross margin slightly rising to **36.8%** (2024: 36.5%), mainly due to increased revenue and some fixed cost components in cost of sales[47](index=47&type=chunk) [Other Income and Expenses](index=16&type=section&id=4.3.4%20%E5%85%B6%E4%BB%96%E6%94%B6%E5%85%A5%E5%8F%8A%E9%96%8B%E6%94%AF) Other income and gains decreased by 43.1% to RMB 1.6 million, primarily due to lower bank interest income; selling expenses increased by 21.6% to RMB 13.6 million, mainly due to higher marketing and promotion expenses; administrative expenses decreased by 33.6% to RMB 11.6 million, benefiting from senior management reassignments and effective human resource management - Other income and gains decreased by **43.1% to RMB 1.6 million**, primarily due to lower bank interest income[48](index=48&type=chunk) - Selling expenses increased by **21.6% to RMB 13.6 million**, mainly due to higher marketing and promotion expenses[49](index=49&type=chunk) - Administrative expenses decreased by **33.6% to RMB 11.6 million**, primarily due to reduced staff costs from senior management reassignments and strict implementation of effective human resource management[50](index=50&type=chunk) [Income Tax and Loss for the Period](index=16&type=section&id=4.3.5%20%E6%89%80%E5%BE%97%E7%A8%85%E8%88%87%E6%9C%9F%E5%85%A7%E虧%E6%90%8D) Income tax expense increased to RMB 1.2 million, primarily due to higher revenue during the reporting period; loss attributable to owners of the company narrowed to RMB 10.0 million, a significant improvement from RMB 15.1 million in the prior period - Income tax expense increased to **RMB 1.2 million** (2024: RMB 0.7 million), primarily due to higher revenue during the reporting period[51](index=51&type=chunk) - Loss attributable to owners of the company narrowed to **RMB 10.0 million** (2024: RMB 15.1 million)[52](index=52&type=chunk) [Liquidity, Financial Resources and Capital Structure](index=17&type=section&id=4.3.6%20%E6%B5%81%E5%8B%95%E6%80%A7%E3%80%81%E8%B2%A1%E5%8B%99%E8%B3%87%E6%BA%90%E5%8F%8A%E8%B3%87%E6%9C%AC%E7%B5%90%E6%A7%8B) As of June 30, 2025, the Group's net current assets were RMB 51.3 million, current ratio was 2.0 times, and cash and cash equivalents were RMB 73.0 million; the Group had no bank loans, making the gearing ratio not applicable Liquidity and Financial Resources Overview | Indicator | As of June 30, 2025 (RMB million) | As of December 31, 2024 (RMB million) | | :--- | :--- | :--- | | Net current assets | 51.3 | 58.2 | | Current ratio | 2.0 times | 2.4 times | | Cash and cash equivalents | 73.0 | 78.5 | | Bank loans | Nil | Nil | - The Group primarily funds its operations through cash generated from operations and net proceeds from the global offering[54](index=54&type=chunk) [Other Financial Disclosures](index=17&type=section&id=4.3.7%20%E5%85%B6%E4%BB%96%E8%B2%A1%E5%8B%99%E6%8A%AB%E9%9C%B2) The Group has no pledged assets, significant contingent liabilities, or guarantees; capital commitments primarily for leasehold improvements and medical equipment acquisition amount to approximately RMB 2.5 million; the Group remains vigilant to RMB and HKD exchange rate fluctuations and plans to use net proceeds from global offering for business expansion and working capital - As of June 30, 2025, the Group has no pledged assets, significant contingent liabilities, or guarantees[55](index=55&type=chunk)[58](index=58&type=chunk) - Capital commitments amount to approximately **RMB 2.5 million**, primarily for leasehold improvements and acquisition of medical equipment[57](index=57&type=chunk) - The Group remains vigilant to exchange rate fluctuations between RMB and HKD and will consider hedging measures if necessary[56](index=56&type=chunk) - The Group plans to use net proceeds from the global offering for business expansion and working capital, with no other significant future plans for investments or capital assets currently[61](index=61&type=chunk) [Other Information](index=19&type=section&id=V.%20%E5%85%B6%E4%BB%96%E4%BF%A1%E6%81%AF) [Securities Transactions and Dividends](index=19&type=section&id=5.1%20%E8%AD%89%E5%88%B8%E4%BA%A4%E6%98%93%E8%88%87%E8%82%A1%E6%81%AF) During the reporting period, neither the company nor its subsidiaries purchased, sold, or redeemed any listed securities; the Board resolved not to declare an interim dividend - For the six months ended June 30, 2025, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[63](index=63&type=chunk) - The Board resolved not to recommend an interim dividend for the six months ended June 30, 2025[65](index=65&type=chunk) [Corporate Governance](index=19&type=section&id=5.2%20%E4%BC%81%E6%A5%AD%E7%AE%A1%E6%B2%BB) The Group is committed to maintaining high standards of corporate governance and business ethics, complying with all code provisions of the Corporate Governance Code in Appendix C1 Part 2 of the Listing Rules, except for the non-segregation of Chairman and Chief Executive roles (Code Provision C.2.1), which the Board believes ensures consistent internal leadership and decision-making efficiency - The Group is committed to maintaining high standards of corporate governance and business ethics to optimize its long-term interests and those of its shareholders[66](index=66&type=chunk) - The Group complies with all code provisions of the Corporate Governance Code, except for a deviation from Code Provision C.2.1 (non-segregation of Chairman and Chief Executive roles)[68](index=68&type=chunk) - The Board believes that combining the roles of Chairman and Chief Executive in the same person ensures consistent internal leadership, leading to more effective and efficient overall strategic planning[69](index=69&type=chunk) - The Board has received written confirmation from all Directors confirming their strict compliance with the Model Code for Securities Transactions by Directors of Listed Issuers during the reporting period[71](index=71&type=chunk) [Audit Committee](index=20&type=section&id=5.3%20%E5%AF%A9%E6%A0%B8%E5%A7%94%E5%93%A1%E6%9C%83) The Audit Committee, comprising three independent non-executive directors, is responsible for reviewing and overseeing the company's financial reporting process, risk management, and internal control systems; the Committee has reviewed this interim results announcement and believes appropriate accounting policies were adopted and Listing Rules complied with during preparation - The Audit Committee, composed of three independent non-executive directors, is responsible for reviewing and overseeing the company's financial reporting process, risk management, and internal control systems[72](index=72&type=chunk) - The Audit Committee has reviewed this interim results announcement and believes that appropriate accounting policies were adopted and applicable Listing Rules complied with during its preparation[72](index=72&type=chunk) [Publication of Report and Acknowledgements](index=21&type=section&id=5.4%20%E5%A0%B1%E5%91%8A%E5%88%8A%E8%BC%89%E8%88%87%E8%87%B4%E8%AC%9D) This interim results announcement has been published on the HKEX website and the company's website; the interim report will be dispatched to shareholders and posted on the website by September 30, 2025; the Board extends its sincere gratitude to all supporters - This interim results announcement has been published on the HKEX website (www.hkexnews.hk) and the Company's website (www.meihaomedical.com)[73](index=73&type=chunk) - The Board extends its sincere gratitude to shareholders, management team, employees, and business partners[74](index=74&type=chunk)