;fl�@m� BRIGHT SMART SECURITIES 1tl 7f ���Pit ffi Iii� �H 11 aJ Bright Smart Securities & Commodities Group Limited ( M 00 � M .§ �1 illt J;x .rr z � �.IH1 'iiJ ) (Incorporated in the Cayman Islands with limited liability) D!H£'{-\:W! Stock Code: 1428 �Jlftf1Elli11ft • � ft - lnJ y; Iii) ff Fintech is Evolving Rapidly Bright Smart Progress Alongside You 2025/26 lft JUI ti � Interim Report Contents 目錄 | Corporate Information | 公司資料 | 2 | | --- | --- | --- | | Management Discussion and Analysis | 管理層討論與分析 | 5 ...

Financial Performance - Total revenue for the first half of the fiscal year ending September 30, 2025, was HKD 3.554 billion, an increase of HKD 18.4 million compared to the same period last year[12]. - Gross profit margin decreased to 27.9%, down 150 basis points from 29.4% in the same period last year[12]. - Profit attributable to the company's owners increased by 38.6% to HKD 36.2 million, with basic earnings per share rising to HKD 3.57, up 24.8%[17]. - For the six months ended September 30, 2025, the company reported revenue of HKD 3,554,010, a slight increase of 0.5% compared to HKD 3,535,635 in 2024[29]. - Gross profit for the same period was HKD 991,138, down 4.5% from HKD 1,038,756 in 2024[29]. - The net profit for the period was HKD 100,496, representing a 22.9% increase from HKD 81,718 in 2024[30]. - The group’s profit before tax for the six months ended September 30, 2025, was HKD 145,814,000, compared to HKD 121,298,000 for the same period in 2024, showing an increase of approximately 20.2%[43]. Dividends and Shareholder Returns - The company declared an interim dividend of HKD 0.018 per share, representing a 20% increase from HKD 0.015 in the previous year[2]. - The interim dividend declared is HKD 0.018 per share, an increase from HKD 0.015 per share in the same period last year, with a payout ratio of 50.4%[18]. - The company paid dividends of HKD 9,025,000 for the year-end 2025, slightly up from HKD 8,579,000 in 2024, indicating a year-on-year increase of 5.2%[34]. - The interim dividend declared is HKD 0.018 per share, totaling approximately HKD 16,245,000, an increase from HKD 13,732,000 in the previous year[66]. Expenses and Costs - Financial costs decreased by 26.7% to HKD 85.9 million due to lower borrowing rates[17]. - Sales and distribution expenses decreased by 2.0% to HKD 415.3 million, while administrative expenses fell by 4.4% to HKD 447.7 million[13]. - Interest income decreased to HKD 4,332,000 from HKD 7,761,000, a decline of about 44.5% year-over-year[40]. - Total other income and gains decreased to HKD 56,237,000 from HKD 73,214,000, reflecting a decline of approximately 23.2%[40]. - Financial costs decreased to HKD 85,940,000 from HKD 117,175,000, a reduction of about 26.5%[42]. Assets and Liabilities - Total assets as of September 30, 2025, amounted to HKD 7,764,043, compared to HKD 7,519,767 as of March 31, 2025[31]. - The company's non-current assets increased to HKD 3,851,839 from HKD 3,761,805, indicating a growth of 2.4%[31]. - Current liabilities decreased to HKD 3,850,181 from HKD 3,917,384, showing a reduction of 1.7%[32]. - The company's net asset value rose to HKD 2,200,960 from HKD 2,138,073, reflecting an increase of 2.9%[32]. - The total liabilities from bank loans and commercial credit decreased to HKD 1,818,286,000 as of September 30, 2025, down from HKD 2,115,631,000 as of March 31, 2025[55]. Business Segments - The electronics and audio business saw a revenue growth of 7.5%, benefiting from the successful launch of new products[12]. - Battery business revenue for the first half of the year was HKD 2,532,300,000, a decrease of 1.6% compared to the same period last year, with a gross margin decline from 25.3% to 24.5%[19]. - The charging battery business revenue increased by 1.4% to HKD 210,000,000, but the gross margin fell from 18.0% to 14.3%, resulting in a loss of HKD 15,800,000 for the segment[20]. - The electronic and audio business revenue rose by 7.5% to HKD 811,700,000 in the first half of the year[20]. - The Electronics and Audio segment generated revenue of HKD 811,748,000, up from HKD 755,388,000, reflecting an increase of about 7.5% year-over-year[39]. - The Battery segment reported revenue of HKD 2,532,287,000, down from HKD 2,573,128,000, indicating a decrease of approximately 1.6%[39]. - The Charging Battery segment achieved revenue of HKD 209,975,000, slightly up from HKD 207,119,000, marking a growth of about 0.9%[39]. Capital and Financing - The group successfully completed a three-year sustainable syndicated loan of HKD 504,000,000, enhancing overall liquidity[22]. - New bank loans amounted to HKD 503,397,000 during the six months ended September 30, 2025, compared to HKD 50,000,000 in the same period of 2024, showing a substantial increase[34]. - The company issued fixed-rate reset perpetual subordinated bonds totaling up to $11,000,000 (equivalent to HKD 85,423,000) with a first-year distribution rate of 9.5% and a second-year rate of 8.5%[57]. - The total principal amount subscribed by directors and senior management in the perpetual bonds is $4,000,000 (equivalent to HKD 31,062,000)[58]. Employee and Corporate Governance - As of September 30, 2025, the company employed approximately 6,350 staff globally, an increase from 6,130 as of March 31, 2025[28]. - The company has complied with the corporate governance code, with the roles of Chairman and CEO currently held by the same individual, which the board believes does not harm the balance of power[74]. - Following the passing of an independent non-executive director, the company appointed a new independent non-executive director, ensuring compliance with the minimum number of independent directors required[75]. - The audit committee, consisting of five independent non-executive directors and one non-executive director, has reviewed the company's unaudited condensed consolidated financial statements for the first half of the year[77]. Cash Flow and Investments - Net cash generated from operating activities for the six months ended September 30, 2025, was HKD 206,296,000, compared to HKD 122,281,000 for the same period in 2024, representing an increase of 68.7%[34]. - The company incurred capital expenditures of HKD 74,764,000 for property, plant, and equipment purchases during the six months ended September 30, 2025, down from HKD 108,455,000 in 2024, indicating a reduction of 30.9%[34]. - The company’s investment activities resulted in a net cash outflow of HKD 82,010,000 for the six months ended September 30, 2025, compared to HKD 98,852,000 in the same period of 2024, indicating a decrease of 17.1%[34]. Shareholder Information - The company will suspend share transfer registration from December 30 to December 31, 2025, to determine shareholders eligible for the interim dividend[67]. - As of September 30, 2025, the company's director, Mr. Luo Zhongrong, holds 242,941,685 shares, representing 26.92% of the issued shares[68]. - The major shareholder, Ms. Tu Meimei, holds 98,432,150 shares, accounting for 10.91% of the issued shares[71]. - The number of issued and fully paid ordinary shares decreased to 902,488,000 as of September 30, 2025, from 907,510,000 as of March 31, 2025, due to share buybacks[56]. - The company repurchased a total of 5,022,000 ordinary shares at a cost of approximately HKD 2,663,000 during the first half of the year[73]. - The highest repurchase price per share was HKD 0.55, while the lowest was HKD 0.49[73].

Financial Performance - Revenue for the six months ended September 30, 2025, was HKD 253,113,000, a slight increase from HKD 252,777,000 in the same period of 2024, representing a growth of 0.13%[7] - Gross profit decreased significantly to HKD 15,495,000 from HKD 40,789,000, indicating a decline of 62% year-over-year[7] - The company reported a loss before tax of HKD 72,634,000, compared to a loss of HKD 55,568,000 in the previous year, reflecting a deterioration of 30.7%[7] - Total comprehensive loss for the period was HKD 67,214,000, compared to a loss of HKD 57,766,000 in the same period last year, an increase of 16.8%[9] - The company’s net loss attributable to equity holders was HKD 70,809,000, compared to HKD 52,895,000 in the previous year, reflecting a 33.9% increase in losses[7] - The company reported a net loss of HKD 52,895,000 for the six months ended September 30, 2025, compared to a loss of HKD 70,809,000 for the same period in 2024[13] - The company recorded a total adjusted pre-tax loss of HKD 72,634,000 for the six months ended September 30, 2025, compared to a loss of HKD 55,568,000 in the same period of 2024[28] - The company reported a net loss of approximately HKD 72.8 million for the period, an increase of 27.6% compared to the previous period's loss of approximately HKD 57 million[102] Assets and Liabilities - Non-current assets increased to HKD 1,214,820,000 from HKD 1,174,954,000, showing a growth of 3.4%[10] - Current assets rose to HKD 557,589,000, up from HKD 528,445,000, marking a 5.5% increase[10] - Current liabilities totaled HKD 982,890,000, compared to HKD 935,504,000, an increase of 5.1%[12] - The company’s total equity increased to HKD 324,300,000 from HKD 238,393,000, representing a growth of 36%[12] - Total equity attributable to the owners of the company increased to HKD 293,078,000 as of September 30, 2025, from HKD 225,474,000 as of April 1, 2025, reflecting a growth of approximately 30%[15] - The company’s accumulated losses increased to HKD 605,684,000 as of September 30, 2025, from HKD 658,722,000 as of April 1, 2025[15] - The company’s interest-bearing bank and other borrowings totaled approximately HKD 640 million as of September 30, 2025, down from HKD 690 million as of March 31, 2025[104] - The debt-to-equity ratio improved significantly to 198.0% as of September 30, 2025, from 288.5% as of March 31, 2025, mainly due to the capitalization of HKD 140 million in shareholder loans[105] Cash Flow and Financing - Cash and cash equivalents increased to HKD 57,913,000 from HKD 37,269,000, a significant rise of 55.5%[10] - Cash and cash equivalents at the end of the period were HKD 57,913,000, a decrease from HKD 76,317,000 at the beginning of the period[16] - The company generated a net cash outflow from operating activities of HKD 37,832,000 for the six months ended September 30, 2025, compared to an outflow of HKD 11,204,000 for the same period in 2024[16] - The company’s financing activities generated a net cash inflow of HKD 92,745,000, compared to HKD 61,781,000 in the previous year[16] - The company raised HKD 150,925,000 through the issuance of new shares during the reporting period[15] Revenue Segmentation - The natural gas segment generated revenue of HKD 226,435,000, compared to HKD 219,418,000 in the previous year, reflecting a growth of approximately 7%[28] - The renewable energy segment reported a revenue decline to HKD 25,733,000 from HKD 32,337,000, representing a decrease of about 20%[28] - For the six months ended September 30, 2025, the company recorded retail sales of natural gas at 8,244 tons, a decrease from 11,426 tons in 2024, with retail revenue of approximately HKD 52,452,000, down from HKD 77,447,000 in 2024, contributing 20.7% to total revenue[77] - The company achieved significant growth in pipeline natural gas trade, with sales volume reaching 43,847 tons, up from 28,632 tons in 2024, and trade revenue of approximately HKD 156,470,000, compared to HKD 117,107,000 in 2024, contributing 61.8% to total revenue[78] - Revenue from the liquefied natural gas (LNG) logistics business was approximately HKD 17,513,000 for the reporting period, down from HKD 24,864,000 in 2024, contributing 6.9% to total revenue[79] - Revenue from the new energy business was approximately HKD 25,733,000, accounting for 10.2% of total revenue, down from HKD 32,337,000 in 2024[84] Operational Highlights - The company continues to focus on expanding its renewable energy solutions and enhancing its natural gas logistics services[26] - The company is actively expanding its new energy business, focusing on smart heating projects and comprehensive energy services in industrial parks, with ongoing projects in Xi'an, Dongguan, Zhanjiang, and Yixing[75] - The company aims to enhance operational efficiency and optimize energy structure in response to national policies, including the Energy Law and guidelines for promoting new energy consumption and regulation[74] - The company is committed to a dual-drive strategy of natural gas and new energy, leveraging AI technology and biomass energy projects to provide cleaner and more efficient energy solutions[74] - The company is focusing on the construction of zero-carbon parks, supported by government policies aimed at promoting green and low-carbon transformation[72] Employee and Management - Employee costs, including director remuneration, decreased to HKD 30,643,000 from HKD 36,278,000, a reduction of about 16%[32] - The total remuneration for key management personnel was HKD 2,169,000 for the six months ended September 30, 2025, compared to HKD 4,041,000 in 2024[66] - The company reported a decrease in employee count to 445 as of September 30, 2025, down from 518 on March 31, 2025, with employee costs amounting to approximately HKD 30.6 million during the reporting period[115] Corporate Governance and Compliance - The company has adopted corporate governance codes and believes it has complied with applicable provisions during the reporting period[130] - The company’s audit committee consists of three independent non-executive directors, responsible for providing independent insights on financial controls and risk management systems[148] - The company has not engaged in any arrangements that would allow directors or key executives to acquire securities of the company or its affiliates during the reporting period[145] Future Outlook and Investments - The company has invested approximately RMB 59 million in the Zhanjiang Energy Supply and Distribution Base project, which is expected to be completed and operational by the second half of 2026[118] - The company has secured a 20-year concession for the Dongguan Songshan Lake Science and Technology City centralized energy station project, enhancing its market presence[119] - The company plans to invest up to RMB 417 million in a clean energy municipal centralized cooling and heating project in Xi'an, which includes the construction of a 182.2MW integrated energy station and a 5 million square meter sewage source system[124] - The company is currently in the preliminary project planning stage for another project, with no additional major investments or capital asset increases authorized by the board as of the report date[126] Risks and Challenges - The company faces risks from macroeconomic fluctuations and industry cyclicality, which could adversely affect business growth and profitability[110] - The company is actively managing foreign exchange risks due to its operations primarily in China, with potential impacts from currency fluctuations on reported income[111] - The company has established stable relationships with key suppliers to mitigate risks related to natural gas supply shortages and price volatility[112] - The company is monitoring regulatory trends in its operating locations to ensure compliance and maintain sustainable competitive advantages[110]

Financial Performance - The company's revenue for the six months ended September 30, 2025, was HKD 22,431,000, representing a 5.98% increase from HKD 21,163,000 in the same period of 2024[4] - Gross profit for the same period was HKD 10,042,000, up 73.06% from HKD 5,775,000 year-on-year[4] - The net loss for the six months ended September 30, 2025, was HKD 1,695,000, a significant improvement compared to a loss of HKD 5,316,000 in the prior year[4] - Basic and diluted loss per share decreased to HKD 0.24 from HKD 0.74, indicating a reduction in loss per share[4] - Revenue for the six months ended September 30, 2025, was HKD 22,431,000, an increase of 5.99% from HKD 21,163,000 for the same period in 2024[14] - Gross profit for the six months ended September 30, 2025, was HKD 10,042,000, compared to HKD 5,775,000 for the same period in 2024, reflecting a significant improvement[20] - The company reported a loss before tax of HKD 1,695,000 for the six months ended September 30, 2025, compared to a loss of HKD 5,316,000 for the same period in 2024[24] - Other income and net gains totaled HKD 429,000 for the six months ended September 30, 2025, down from HKD 586,000 in the same period in 2024[21] - Financing costs increased to HKD 597,000 for the six months ended September 30, 2025, compared to HKD 566,000 for the same period in 2024[22] - The loss attributable to the owners of the company for the six months ended September 30, 2025, was approximately HKD 1.7 million, a decrease from HKD 5.3 million for the same period in 2024[45] Cash Flow and Assets - Cash and cash equivalents at the end of the period were HKD 3,949,000, down from HKD 18,387,000 at the end of the previous year[7] - The net cash generated from operating activities was HKD 6,163,000, compared to HKD 3,447,000 in the same period last year, showing an increase of 79.5%[7] - Total assets decreased to HKD 30,025,000 from HKD 23,595,000, while total liabilities increased to HKD 12,030,000 from HKD 3,905,000[5] - The company's non-current assets increased significantly to HKD 23,068,000 from HKD 11,142,000, primarily due to the rise in right-of-use assets[5] - Trade receivables rose to HKD 3,008,000 from HKD 2,849,000, indicating a growth in receivables[5] - Cash and bank balances decreased from HKD 20,126 thousand to HKD 19,494 thousand, with bank overdrafts of HKD 4,182 thousand reported[35] - As of September 30, 2025, the group's current assets net value was approximately HKD 7.0 million, down from approximately HKD 12.5 million as of March 31, 2025[47] - The capital debt ratio as of September 30, 2025, was approximately 23%, compared to no debt as of March 31, 2025[47] Revenue Sources - Advertising display services generated HKD 22,431,000 in revenue, with transportation media contributing HKD 22,136,000 and healthcare media contributing HKD 295,000[20] - Bus advertising revenue rose approximately 4.7% from about HKD 19.1 million to about HKD 20.0 million, primarily due to election-related advertising[38] - Taxi advertising revenue increased from about HKD 0.7 million to about HKD 1.1 million, driven by direct customer contracts and government tenders[39] Expenses and Costs - Sales expenses increased by approximately 5.6% from about HKD 3.6 million to about HKD 3.8 million, mainly due to increased commissions paid to the sales team[42] - Administrative expenses for the six months ended September 30, 2025, remained stable at approximately HKD 7.8 million, compared to HKD 7.5 million for the same period in 2024[43] - The financing cost for the six months ended September 30, 2024, and September 30, 2025, remained the same at approximately HKD 0.6 million[44] Corporate Governance - The company has complied with the corporate governance code during the six-month period ending September 30, 2025, except for a deviation regarding the roles of the chairman and CEO, which are held by the same individual[77] - The audit committee, consisting of three independent non-executive directors, has been established to assist the board in overseeing the financial reporting system and internal controls[78] - The unaudited condensed consolidated financial statements for the six-month period ending September 30, 2025, have been discussed and reviewed by the audit committee[79] - All directors confirmed compliance with the trading standards set out in the GEM Listing Rules during the six-month period ending September 30, 2025[76] - The company is committed to high standards of corporate governance to protect shareholder interests and enhance corporate value[77] Strategic Initiatives - The company has established agreements for a new outdoor media platform at key passenger terminals, enhancing advertising exposure to travelers[36] - The company is expanding its advertising platforms to key cross-border transportation hubs, targeting high-traffic locations such as the Hong Kong-Macau Ferry Terminal and China-Hong Kong City, which handle millions of passengers annually[64] - The integration of digital technology and strategic placement in high-traffic areas is expected to drive demand for outdoor media advertising in Hong Kong and the Greater Bay Area[63] - The company emphasizes innovation and adaptability to create value for clients and seize emerging market opportunities despite economic uncertainties[64] - The company aims for sustainable long-term development through strategic initiatives and market responsiveness[64] Shareholder Information - Major shareholders include Goldcore, holding 278,640,000 shares (38.70%), and AL Capital Limited, holding 139,968,000 shares (19.44%) as of September 30, 2025[70] - The ownership structure shows that the majority of shares are held by key individuals, with significant stakes held by directors and their controlled entities[67][70] Other Information - The company did not declare an interim dividend for the six months ended September 30, 2025, consistent with the previous year[25] - There have been no significant events requiring disclosure since September 30, 2025, up to the report date[66] - The company has not engaged in any arrangements that would allow directors to acquire rights to shares or debentures of the company or its subsidiaries[72] - No share options were granted, exercised, cancelled, or lapsed under the share option scheme since its adoption in December 2016, and there are no unexercised options as of September 30, 2025[74] - The company and its subsidiaries did not purchase, sell, or redeem any of the company's listed securities during the six-month period ending September 30, 2025[73]

財務摘要 | | 截至九月三十日止六個月 | | | | --- | --- | --- | --- | | | 二零二五年 | 二零二四年 | 變動 | | | （未經審核） | （未經審核） | | | （港幣千元） 業績摘要 | | | | | 收益 | 1,211,523 | 1,208,819 | 0% | | 除稅前溢利 | 71,180 | 78,997 | -10% | | 本公司權益持有人應佔溢利 | 60,644 | 65,160 | -7% | | 資產總值 | 4,353,251 | 4,335,067 | 0% | | 股東權益 | 3,145,375 | 3,094,076 | 2% | | 已發行股本 | 63,053 | 63,053 | 0% | | 流動資產淨值 | 2,022,078 | 2,023,307 | 0% | | 每股數據 | | | | | 每股基本盈利 （港仙） | 9.6 | 10.3 | -7% | | 每股現金股息 （港仙） | 3.6 | 3.8 | -5% | | 每股資產淨值 （港元） | 5.0 | 4.9 | 2% | | 主要財務比率 | ...

Revenue Performance - The company reported total revenue of approximately SGD 23.0 million for the first half of 2026, a decrease of about SGD 1.1 million compared to SGD 24.1 million in the first half of 2025[5]. - Revenue for the first half of 2026 decreased by approximately 1.1 million SGD or 4.3% to about 23.0 million SGD compared to 24.1 million SGD in the first half of 2025[10]. - Revenue from gas pipeline projects increased by approximately SGD 9.3 million, while revenue from water pipeline projects decreased by approximately SGD 12.1 million[5]. - Revenue for the six months ended September 30, 2025, was 23,023 thousand SGD, a decrease of 4.3% compared to 24,056 thousand SGD in the same period of 2024[75]. - Client A contributed 16,573 thousand SGD to total revenue, significantly increasing from 7,734 thousand SGD in the previous year, representing a growth of 114.3%[94]. - For the six months ended September 30, 2025, the total revenue from construction contracts and engineering services was 23,023 thousand SGD, a decrease of 4.3% from 24,056 thousand SGD in the same period of 2024[93]. Profitability and Loss - Gross profit for the first half of 2026 was approximately 2.5 million SGD, down from about 2.7 million SGD in the first half of 2025, resulting in a gross margin of 10.7% compared to 11.2%[11]. - The loss for the first half of 2026 was approximately 7.1 million SGD, an improvement of about 2.5 million SGD compared to a loss of 9.6 million SGD in the first half of 2025[18]. - The company reported a net loss from continuing operations of 7,060 thousand SGD, an improvement from a loss of 9,676 thousand SGD in the prior year[75]. - The company reported a net loss of 7,051 thousand SGD for the six months ended September 30, 2025, compared to a net loss of 9,634 thousand SGD for the same period in 2024, indicating an improvement of approximately 26.4%[109]. - The company’s total comprehensive income for the period was a loss of 8,137 thousand SGD, compared to a loss of 8,574 thousand SGD in the previous year, showing a slight improvement[81]. Expenses and Cost Management - Administrative expenses for the first half of 2026 were approximately 10.1 million SGD, down from about 14.3 million SGD in the first half of 2025, mainly due to reduced employee costs and professional fees[15]. - Other income decreased from approximately 2.2 million SGD in the first half of 2025 to about 0.7 million SGD in the first half of 2026, primarily from interest income related to waste sales and temporary repair works[12]. - The company recognized other income of 702 thousand SGD, down from 2,193 thousand SGD, a decline of 68.0%[75]. - Employee benefits costs decreased to 8,902 thousand SGD in 2025 from 9,374 thousand SGD in 2024, reflecting a reduction of about 5.0%[106]. - The company’s financial costs decreased to 532 thousand SGD from 587 thousand SGD year-over-year, reflecting improved cost management[83]. Assets and Liabilities - The company's current assets net balance increased to approximately 66.1 million SGD from 60.0 million SGD, with a cash and bank balance of about 16.6 million SGD[25]. - Total assets increased to 133,656 thousand SGD as of September 30, 2025, compared to 128,373 thousand SGD as of March 31, 2025, reflecting a growth of 4.5%[78]. - The company’s total liabilities as of September 30, 2025, amounted to 23,451 thousand SGD, slightly up from 22,676 thousand SGD as of March 31, 2025, an increase of 3.4%[121]. - The company’s total equity increased to 89,372 thousand SGD from 82,416 thousand SGD, representing an increase of 8.5%[80]. - The company’s total liabilities decreased from 6,684 thousand SGD to 21,688 thousand SGD, indicating a significant change in the capital structure[81]. Investments and Business Development - The company secured 2 new gas pipeline projects and 2 new water pipeline projects with a total contract value of approximately SGD 30.7 million during the reporting period[5]. - The company aims to strengthen its market position in the Chinese construction industry and is actively exploring new business opportunities globally[6]. - The company agreed to sell a 27% stake in its subsidiary Integral Virtue Limited (IVL) to Mr. Tan Tze Loong for SGD 8.3 million, resulting in ownership of 51% by the company and 49% by Mr. Tan post-transaction[36]. - The company’s indirect wholly-owned subsidiary, Peng Gao Green Energy (Guangzhou) Co., Ltd., agreed to invest RMB 40 million in Xiexin Industrial Park, acquiring approximately 51% of its registered capital[37]. - The investment in Xiexin Industrial Park was completed on July 16, 2025, granting the company control over Xiexin Industrial Park and its wholly-owned subsidiary[38]. Shareholder and Corporate Governance - The company did not recommend any interim dividend for the six months ended September 30, 2025, consistent with the previous year[110]. - The company has adopted the corporate governance code and has complied with its provisions during the six months ending September 30, 2025[72]. - The company granted 92,000,000 stock options under the stock option plan on May 4, 2022, fully utilizing the existing plan authorization limit[57]. - The updated plan authorization limit allows for the issuance of up to 110,400,000 shares, representing 10% of the issued shares as of the special general meeting date[57]. - The company may seek shareholder approval for grants exceeding the plan authorization limit, specifying the names and terms of the designated eligible persons[57].

Financial Performance - The Group's revenue for the first half of FY2025/26 decreased by 5.4% to HK$4,036.2 million compared to HK$4,264.8 million in the same period last year[11]. - Adjusted EBITDA declined by 29.4% to HK$242.9 million, down from HK$343.8 million in the previous year[12]. - Profit attributable to shareholders decreased by 67.6% to HK$46.7 million, compared to HK$144.0 million in the prior year[12]. - The Group's profit attributable to shareholders, excluding fair value loss of investment properties, decreased by 59.4%[12]. - Basic earnings per share decreased by 67.3% to HK8.2 cents for the six months ended 30 September 2025 (2024: HK25.0 cents)[37]. - Total comprehensive income for the period was HK$54,139, down 59.5% from HK$133,917 in 2024[190]. - Gross profit for the same period was HK$329,368, down 24.7% from HK$437,425 in 2024[189]. - Operating profit decreased to HK$88,373, representing a decline of 53.5% from HK$189,916 in the previous year[189]. Market Conditions - The Group faced significant challenges due to structural transformation in the market, with weak inbound tourist consumption impacting sales during peak periods[11]. - The overall market conditions were marked by weak consumer sentiment and fierce price competition in the restaurant sector[13]. - The gross profit margin decreased to 8.2% for the six months ended September 30, 2025, down from 10.3% in 2024, primarily due to weak consumer sentiment and fierce price competition[25]. Business Operations - The Casual Dining division and Institutional Catering units performed better due to their simple operational models and stable demand[14]. - The Group continued stable network expansion in the Greater Bay Area despite a challenging economic environment in Mainland China[14]. - Management is focusing on improving efficiency by exploring new business formats and consolidating underperforming outlets[11]. - The Group is focusing on revamping existing business operations to enhance efficiency and drive growth while controlling overheads to improve margins[17]. - The Group's strategy includes exploring new business formats, consolidating underperforming outlets, and simplifying operations[20]. - The Group plans to consolidate lower-performing stores and identify high-traffic locations for new openings to drive future growth[120][124]. Dividends and Shareholder Returns - An interim dividend of HK10 cents per share was declared, down from HK15 cents in the previous year, with a payout ratio of 124.1%[11]. - Proposed dividends decreased from HK$145,001,000 to HK$58,000,000, indicating a significant reduction in shareholder returns[186]. - Interim dividend declared at HK10 cents per share, down from HK15 cents, with a payout ratio of 124.1%[38]. Digital Transformation and Technology - The Group's digital transformation initiatives improved overall store productivity and customer experience, enabling frontline staff to dedicate more time to customer service[85]. - The Group is implementing AI technology in its stores to optimize ventilation and air-conditioning systems, projecting energy savings of over 20%[113][114]. - Ordering kiosks have been rolled out to nearly all shops, with increasing customer usage, and enhancements to the mobile app ordering interface have been made[57]. Customer Engagement and Loyalty - The Club 100 loyalty programme reached 2 million registered members following a targeted campaign in August[52]. - The customer loyalty programme's registered membership base in the Chinese Mainland has expanded beyond 7.4 million users[85]. - The Group's product strategy focuses on three main pillars: Signature Product Strategy, Value Strategy, and Health Strategy, enhancing customer engagement and driving sales[84]. Financial Position and Assets - The Group's total assets as of September 30, 2025, amounted to HK$5,790,042,000, a decrease from HK$5,980,230,000 as of March 31, 2025[186]. - Total liabilities decreased from HK$3,235,494,000 to HK$3,143,428,000, with long-term borrowings reduced from HK$225,000,000 to HK$125,000,000[187]. - The Group's total equity as of September 30, 2025, was HK$2,646,614,000, down from HK$2,744,736,000[186]. - The Group's cash position as of September 30, 2025, was approximately HK$965 million, with available banking facilities of HK$746 million[90]. Employee and Corporate Governance - The Group's workforce consisted of 18,732 employees as of September 30, 2025, down from 18,970[98]. - The company complied with all code provisions of the Corporate Governance Code during the six months ended September 30, 2025[165]. - All directors confirmed compliance with the Model Code regarding securities transactions during the reporting period[166]. Share Options and Awards - The number of shares available for grant under the 2022 Share Option Scheme was 36,131,403 shares as of April 1, 2025, and increased to 37,125,403 shares by September 30, 2025[134]. - A total of 22,439,000 options were outstanding as of September 30, 2025, with 646,000 options exercised during the period and 1,640,000 options lapsed[136]. - The options granted under the 2022 Share Option Scheme are subject to personal performance targets based on the Company's Performance Management System before vesting[136]. - The company adopted a new Share Award Scheme on August 27, 2023, which will be effective for ten years[142].

(incorporated in the Cayman Islands with limited liability) 2025/26 INTERIM REPORT 中期報告 Stock Code : 1489 CONTENTS 目錄 02 Corporate Information 公司資料 04 Interim Results Highlights 中期業績概要 05 Management Discussion and Analysis 管理層討論與分析 13 Corporate Governance and Other Information 公司管治及其他資料 18 Unaudited Condensed Consolidated Interim Statement of Comprehensive Income 未經審核簡明綜合中期全面收入表 19 Unaudited Condensed Consolidated Interim Statement of Financial Position 未經審核簡明綜合中期財務狀況表 21 Unaudited Condensed Consolidated In ...

目 錄 | 公司資料 | 2 | | --- | --- | | 管理層有關業績之論述 | 4 | | 其他資料 | 24 | | 簡明綜合收益表 | 30 | | 簡明綜合全面收益表 | 32 | | 簡明綜合資產負債表 | 33 | | 簡明綜合現金流量表 | 35 | | 簡明綜合權益變動表 | 36 | | 簡明綜合中期財務資料附註 | 37 | – 1 – 公司資料 | 榮譽主席 | 莊紹綏 | | --- | --- | | 董事 | 莊家彬，銅紫荊星章，太平紳士 | | | （主席及董事總經理） | | | （副主席） 洪定豪 | | | 莊家豐 （副董事總經理） | | | 李美心 | | | 羅莊家蕙 | | | 莊家淦 | | | 陳俊文 | | | 石禮謙，金紫荊星章，太平紳士* | | | 方承光* | | | 謝偉銓，銀紫荊星章，太平紳士* | | | 范駿華，太平紳士* | | | * 獨立非執行董事 | | 審核委員會/ | 石禮謙，金紫荊星章，太平紳士# | | 薪酬委員會 | 方承光 | | | 范駿華，太平紳士 | | 提名委員會 | 石禮謙，金紫荊星章，太平紳士# | | ...

Financial Performance - Revenue for the six months ended September 30, 2025, was HKD 920,736,000, a decrease of 8.6% compared to HKD 1,007,579,000 for the same period in 2024[7] - Gross profit increased to HKD 41,866,000, up 5.8% from HKD 39,576,000 year-on-year[7] - Operating loss narrowed to HKD 11,181,000 from HKD 17,097,000 in the previous year, indicating improved operational efficiency[7] - Net loss for the period was HKD 10,136,000, a reduction from HKD 17,850,000 in the prior year[10] - Basic and diluted loss per share improved to HKD 1.23 from HKD 2.17 year-on-year[7] - The total comprehensive income for the six months ended September 30, 2025, was a loss of HKD 6,062,000, while it was a loss of HKD 16,033,000 for the same period in 2024[15] - The group reported a pre-tax loss of HKD 10,456,000 for the six months ended September 30, 2025, compared to a loss of HKD 16,340,000 for the same period in 2024[31] - The basic loss per share for the six months ended September 30, 2025, was HKD 10,228,000, compared to HKD 17,991,000 for the same period in 2024[36] - The company reported a loss attributable to equity shareholders of approximately HKD 10.2 million, narrowing from a loss of HKD 18 million in the previous period[60] Assets and Liabilities - Total assets as of September 30, 2025, were HKD 783,221,000, slightly down from HKD 790,149,000 as of March 31, 2025[12] - Total segment loss for the six months ended September 30, 2025, was HKD 16,059,000, an improvement from a loss of HKD 18,458,000 in the same period of 2024[30] - The group's total assets as of September 30, 2025, were HKD 812,879,000, with total liabilities of HKD 47,253,000[28] - The company’s total equity as of September 30, 2025, was HKD 765,950,000, a decrease from HKD 796,706,000 as of April 1, 2025[15] - Accounts payable decreased to HKD 1,963,000 as of September 30, 2025, down 18.9% from HKD 2,418,000 as of March 31, 2025[43] - Bank borrowings decreased significantly to HKD 2,887,000 as of September 30, 2025, compared to HKD 7,709,000 as of March 31, 2025[44] - The company’s investment activities resulted in a net cash outflow of HKD 497,000 for the six months ended September 30, 2025, compared to HKD 2,729,000 in the same period of 2024[17] - The company’s financing activities resulted in a net cash outflow of HKD 6,197,000 for the six months ended September 30, 2025, compared to a net cash inflow of HKD 12,366,000 in the same period of 2024[17] Cash Flow and Liquidity - Cash and cash equivalents increased to HKD 239,398,000 from HKD 219,662,000, reflecting better liquidity management[12] - Operating cash flow for the six months ended September 30, 2025, was HKD 25,321,000, a significant improvement from the cash used of HKD 60,152,000 in the same period of 2024[17] - The company reported a net cash increase of HKD 18,502,000 for the six months ended September 30, 2025, compared to a decrease of HKD 51,040,000 in the same period of 2024[17] - The company reported cash and cash equivalents of HKD 239,398,000 as of September 30, 2025, an increase of 9% from HKD 219,662,000 as of March 31, 2025[42] - The total amount of short-term bank deposits was HKD 40,779,000 as of September 30, 2025, an increase of 34.5% from HKD 30,334,000 as of March 31, 2025[42] Inventory and Cost Management - Inventory decreased to HKD 188,285,000 from HKD 228,328,000, indicating improved inventory turnover[12] - The cost of inventory recognized as an expense for the six months ended September 30, 2025, was HKD 880,450,000, down from HKD 968,287,000 in the same period of 2024[40] - Financing costs decreased to HKD 300,000 from HKD 500,000 in the previous period, indicating improved financial management[62] Operational Efficiency - The company aims to enhance its operational efficiency and resource utilization through the recovery of remaining land[66] - The company is focusing on responsible supply chain management and sustainable manufacturing practices to navigate market challenges and enhance operational stability[63] - The company is focusing on green transformation and circular economy initiatives to meet the growing market demand for sustainable metal solutions[69] Market and Segment Performance - Revenue from the Hong Kong segment was HKD 402,601,000 with a segment loss of HKD 10,187,000, while the China segment generated HKD 518,135,000 with a segment loss of HKD 5,872,000[28] - Sales volume decreased by 8.8% to approximately 39,300 tons, compared to 43,100 tons in the previous period[60] - Zinc prices steadily increased during the period, trading between approximately USD 2,520 and USD 3,019 per ton, with a closing price of approximately USD 3,016 per ton on September 30, 2025[61] Corporate Governance and Shareholder Information - The board of directors does not recommend the distribution of an interim dividend[73] - Major shareholders hold 600,000,000 shares, representing approximately 72.40% of the issued share capital[83] - The company did not purchase, sell, or redeem any of its shares during the interim period[86] - The company has complied with the corporate governance code as per the Stock Exchange Listing Rules[87]