Company Information and Report Overview Company Profile Nissin Foods Company Limited, a Hong Kong-listed public company, is ultimately controlled by Japan's Nissin Foods Holdings Co., Ltd., focusing on producing and selling various food products across Hong Kong, mainland China, and other regions - Nissin Foods Company Limited is a Hong Kong-listed company, with its ultimate holding company being Nissin Foods Holdings Japan7 - Its main business involves the production and sale of noodles, ready meals, frozen foods, beverages, and snacks, alongside R&D and promotional services7 - Primary operating locations include Hong Kong, mainland China, and other regions7 Report Statement and Basis of Preparation This interim report covers the unaudited condensed consolidated financial statements for the six months ended June 30, 2025, prepared in accordance with HKAS 34 and Listing Rules, with retrospective restatement for the ABC Pastry acquisition - The report presents unaudited condensed consolidated interim results for the six months ended June 30, 2025, with comparative data for the same period in 20243 - The condensed consolidated financial statements are prepared in accordance with Hong Kong Accounting Standard 34 and applicable disclosure requirements of the Listing Rules of The Stock Exchange of Hong Kong Limited9 - Due to the finalization of purchase price allocation for the ABC Pastry acquisition, certain items in the consolidated statement of financial position as at December 31, 2024, were retrospectively restated, primarily adjusting property, plant and equipment, goodwill, intangible assets, and deferred tax liabilities1112 Key Accounting Policies The condensed consolidated financial statements are primarily prepared on a historical cost basis, with consistent accounting policies applied as in the 2024 annual financial statements, and HFRS amendments having no significant impact - The condensed consolidated financial statements are primarily prepared on a historical cost basis, except for certain financial instruments measured at fair value13 - Accounting policies and calculation methods used in this interim period are consistent with the 2024 annual consolidated financial statements, except for changes due to the application of amendments to Hong Kong Financial Reporting Standards13 - Amendments to Hong Kong Financial Reporting Standards (e.g., HKAS 21 amendments) have no significant impact on the Group's financial position and performance for the current interim and prior periods14 Condensed Consolidated Financial Statements Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income For the six months ended June 30, 2025, the Group's revenue increased by 10.5% to HK$2,014.2 million, but profit for the period decreased by 7.4% to HK$159.6 million, mainly due to higher income tax expense, resulting in basic earnings per share falling to 15.05 HK cents Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (Six Months Ended June 30) | Indicator | 2025 (HK$ thousand) | 2024 (HK$ thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 2,014,201 | 1,822,499 | +10.5% | | Cost of sales and services | (1,337,247) | (1,185,046) | +12.8% | | Gross profit | 676,954 | 637,453 | +6.2% | | Other income | 12,999 | 20,748 | -37.3% | | Selling and distribution costs | (276,065) | (260,831) | +5.8% | | Administrative expenses | (164,512) | (148,381) | +10.9% | | Other expenses | (16,275) | (17,839) | -8.7% | | Other gains and losses | (4,771) | (7,422) | -35.7% | | Finance costs | (95) | (223) | -57.4% | | Profit before tax | 228,235 | 223,505 | +2.1% | | Income tax expense | (68,618) | (51,665) | +32.8% | | Profit for the period | 159,617 | 171,840 | -7.1% | | Profit attributable to owners of the Company | 157,027 | 169,489 | -7.4% | | Basic earnings per share (HK cents) | 15.05 | 16.24 | -7.3% | - Total comprehensive income for the period significantly increased by 30.1% to HK$204,233 thousand, primarily due to a shift from loss to gain in exchange differences arising from the translation of overseas operations4 Condensed Consolidated Statement of Financial Position As of June 30, 2025, the Group's total assets slightly decreased, but total equity maintained robust growth, with net current assets remaining stable and the current ratio improving from 2.6 to 2.8, indicating good liquidity Condensed Consolidated Statement of Financial Position (As at June 30) | Indicator | 2025 June 30 (HK$ thousand) | 2024 Dec 31 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Non-current assets | 2,356,443 | 2,362,853 | -0.3% | | Current assets | 2,315,003 | 2,419,909 | -4.3% | | Current liabilities | 942,691 | 839,304 | +12.3% | | Net current assets | 1,475,699 | 1,477,218 | -0.1% | | Total equity | 3,699,640 | 3,669,974 | +0.8% | | Non-current liabilities | 138,912 | 163,687 | -15.1% | - The current ratio increased from 2.6 as at December 31, 2024, to 2.8 as at June 30, 2025, indicating improved liquidity54 Notes to the Condensed Consolidated Financial Statements This section provides supplementary financial details including revenue breakdown, segment information, other income and expenses, income tax, dividends, earnings per share, trade receivables and payables, share capital, and share award schemes Revenue from Contracts with Customers Breakdown (Six Months Ended June 30) | Category | 2025 (HK$ thousand) | 2024 (HK$ thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Sale of goods | 2,010,696 | 1,818,847 | +10.5% | | Others (research and promotional services) | 3,505 | 3,652 | -4.0% | | Total | 2,014,201 | 1,822,499 | +10.5% | - The Group redefined its operating segments on January 1, 2025, by adding a "Headquarters" segment to provide a more relevant segment presentation1619 Income Tax Expense (Six Months Ended June 30) | Tax Category | 2025 (HK$ thousand) | 2024 (HK$ thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Hong Kong Profits Tax | 12,084 | 7,480 | +61.6% | | Mainland China Enterprise Income Tax | 45,272 | 40,247 | +12.5% | | Mainland China Withholding Tax | 11,225 | 18,366 | -38.8% | | Others | 2,977 | – | N/A | | Deferred tax | (2,940) | (14,428) | -79.6% | | Total Income Tax Expense | 68,618 | 51,665 | +32.8% | - Basic earnings per share attributable to owners of the Company decreased from 16.24 HK cents in 2024 to 15.05 HK cents in 202525 - The Group provides an average credit period of 90 days to trade customers, with a slight decrease in total trade receivables27 - The average credit period for purchases of goods is 60 days, and total trade payables have decreased28 - Under the Share Award Scheme, 220,320 award shares were granted and vested in 2025, with a total fair value of HK$1,382,0002930 Other Income and Gains/Losses Other Income (Six Months Ended June 30) | Category | 2025 (HK$ thousand) | 2024 (HK$ thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Interest income from bank deposits | 5,368 | 8,750 | -38.7% | | Interest income from financial assets at FVTPL | – | 5,938 | -100% | | Miscellaneous income | 7,631 | 6,060 | +25.9% | | Total | 12,999 | 20,748 | -37.3% | Other Gains and Losses (Six Months Ended June 30) | Category | 2025 (HK$ thousand) | 2024 (HK$ thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Net exchange losses | (2,232) | (5,519) | -59.6% | | Fair value changes of financial assets at FVTPL | (2,306) | 1,244 | -285.4% | | Loss on disposal of property, plant and equipment | (233) | (3,147) | -92.6% | | Total | (4,771) | (7,422) | -35.7% | Income Tax Expense - Income tax expense increased by 32.8% to HK$68,618 thousand year-on-year, primarily due to higher Hong Kong Profits Tax and mainland China Enterprise Income Tax, and a decrease in deferred tax21 - The Group's management has not yet disclosed qualitative and quantitative information regarding Pillar Two income tax risks, as the estimated effective tax rate in all jurisdictions is above 15%21 Items Deducted/Credited to Profit for the Period Items Deducted/Credited to Profit for the Period (Six Months Ended June 30) | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Amortisation of intangible assets | 2,896 | 2,388 | +21.3% | | Cost of inventories recognised as expense | 1,337,247 | 1,185,046 | +12.8% | | Depreciation of property, plant and equipment | 76,701 | 74,211 | +3.4% | | Depreciation of right-of-use assets | 3,491 | 4,354 | -19.8% | | Research and development expenses | 16,275 | 17,839 | -8.7% | | Total staff costs | 402,371 | 364,647 | +10.3% | - Staff costs (excluding directors' emoluments) amounted to HK$391,798 thousand, and contributions to retirement benefit schemes were HK$37,882 thousand23 Dividends - During the interim period, a final dividend of 9.63 HK cents per ordinary share and a special dividend of 6.19 HK cents per ordinary share, totaling HK$165,112,000, were declared and paid to the owners of the Company for the year ended December 31, 202424 Earnings Per Share Earnings Per Share (Six Months Ended June 30) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Profit for the period attributable to owners of the Company (HK$ thousand) | 157,027 | 169,489 | | Basic earnings per share (HK cents) | 15.05 | 16.24 | | Diluted earnings per share (HK cents) | 15.05 | 16.24 | Trade Receivables and Payables Ageing Analysis of Trade Receivables (As at June 30) | Ageing | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | 0 to 30 days | 246,615 | 243,366 | | 31 to 90 days | 139,126 | 141,156 | | 91 to 180 days | 14,304 | 13,668 | | Over 180 days | 5,212 | 11,523 | | Total | 405,257 | 409,713 | Ageing Analysis of Trade Payables (As at June 30) | Ageing | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | 0 to 30 days | 122,014 | 139,516 | | 31 to 90 days | 26,709 | 33,520 | | 91 to 180 days | 9,270 | 1,074 | | Over 180 days | 19 | 7 | | Total | 158,012 | 174,117 | Share Capital and Share Award Scheme - As at June 30, 2025, the number of issued and fully paid ordinary shares was 1,043,691,480, with share capital amounting to HK$2,941,441 thousand, consistent with 202428 - The trustee of the Share Award Scheme purchased 78,000 ordinary shares of the Company from the open market and vested 220,320 award shares during the interim period28 - For the six months ended June 30, 2025, the Group recognized a total expense of HK$1,382,000 in relation to the Share Award Scheme30 Capital Commitments Capital Expenditure Contracted But Not Provided For (As at June 30) | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Acquisition of property, plant and equipment | 8,216 | 14,594 | Management Discussion and Analysis Macroeconomic Environment and Company Strategy In the first half of 2025, the global economy stabilized, mainland China's economy grew beyond expectations, and Hong Kong experienced moderate growth despite local consumption outflow, prompting the Group to focus on product upgrades, cost optimization, and market expansion with premiumization and differentiation strategies - In the first half of 2025, the global economy showed signs of stabilization, with mainland China's economy growing beyond market expectations and Hong Kong's economy experiencing moderate growth3334 - Hong Kong's local consumer spending continued to shift to the Greater Bay Area in mainland China, putting pressure on the retail and catering sectors34 - The Group remains committed to product upgrades and cost optimization, driving sustainable growth through premiumization and differentiation strategies34 Overall Financial Performance The Group achieved strong growth in the review period, with revenue increasing by 10.5% to HK$2,014.2 million driven by instant noodle business and acquisitions; however, gross profit margin declined due to rising procurement costs, and profit attributable to owners decreased by 7.4% due to higher income tax expense - The Group's overall revenue significantly increased by 10.5% to HK$2,014.2 million, primarily driven by robust instant noodle business and contributions from last year's acquisitions35 - Gross profit margin decreased by 1.4 percentage points from 35.0% in 2024 to 33.6% in 2025, mainly due to rising procurement costs35 - Profit attributable to owners of the Company decreased by 7.4% to HK$157.0 million, primarily due to increased income tax expense in high-tax jurisdictions and reduced deferred tax35 - Adjusted EBITDA increased by 1.0% to HK$303.2 million, with an adjusted EBITDA margin of 15.1%36 Segment Business Performance The Group's operating segments are redefined as Hong Kong and Other Regions, Mainland China, and Headquarters; Hong Kong and Other Regions saw revenue growth of 12.2% and segment results increased by 12.5%, while Mainland China's revenue grew by 9.4% but segment results slightly decreased by 0.3% due to procurement costs and exchange rates Segment Revenue (Six Months Ended June 30) | Segment | 2025 (HK$ thousand) | 2024 (HK$ thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Hong Kong and Other Regions | 792,264 | 705,856 | +12.2% | | Mainland China | 1,221,937 | 1,116,643 | +9.4% | | Total | 2,014,201 | 1,822,499 | +10.5% | Segment Results (Six Months Ended June 30) | Segment | 2025 (HK$ thousand) | 2024 (HK$ thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Hong Kong and Other Regions | 67,770 | 60,260 | +12.5% | | Mainland China | 172,940 | 173,460 | -0.3% | | Headquarters | (20,513) | (23,318) | -12.0% | | Total Reportable Segments | 220,197 | 210,402 | +4.7% | Hong Kong and Other Regions Business - Revenue from Hong Kong and Other Regions business increased by 12.2% to HK$792.3 million, accounting for 39.3% of the Group's total revenue, driven by Hong Kong's instant noodle business and increased demand in other regions37 - Segment results significantly increased by 12.5% to HK$67.8 million, benefiting from sales revenue and gross profit growth38 Hong Kong Business - Instant noodle business performance improved, with steady growth in sales of bagged and cup instant noodles, and the launch of new flavors and collaborations with popular IPs3940 - Frozen food performance remained stable, with the company focusing on expanding into premium frozen food products and developing new products for the catering channel41 - Hong Kong Jieling (distribution business) continued to grow in the first half of 2025, benefiting from the recovery of inbound tourism42 - The portfolio of other products (non-noodle) continued to expand, with the launch of seasonal fruit and vegetable juices and new flavored cereals, and the expansion of fresh-cut vegetable channels43 Other Regions Business - Vietnam business performed excellently, actively exploring and expanding domestic market sales and distribution channels, with a focus on young consumer groups44 - A wholly-owned subsidiary was established in Taiwan to provide clearer sales direction and more sales and promotional support45 - South Korea's Gaemi Food (crispy roll snack manufacturer) business performed in line with management expectations, launching several original design manufacturer products46 - Australia business successfully expanded through the acquisition of ABC Pastry (frozen dumpling producer) and the establishment of Australia Nissin Foods Pty. Ltd. (importing and selling instant noodles, etc.)47 Mainland China Business - Mainland China's economy grew by 5.3% year-on-year in the first half, with the consumer market maintaining a steady recovery and total retail sales of consumer goods increasing by 5.0% year-on-year48 - Mainland China business revenue increased by 9.4% (in local currency: +10.8%) to HK$1,221.9 million, accounting for 60.7% of the Group's total revenue49 - Segment results slightly decreased by 0.3% (in local currency: +1.0%) to HK$172.9 million, primarily affected by increased procurement costs and the depreciation of the Hong Kong dollar against the RMB49 Instant Noodle Business - Adhering to a premiumization strategy, the instant noodle business performed steadily with positive growth in both bagged and cup instant noodle sales, expanding sales in inland regions50 - "Cup Noodles" sales expanded through in-store tastings, online promotions, and collaborations with major retailers, while digital channels enhanced brand awareness for premium bagged instant noodles like "Demae Itcho" and "Nissin Raoh"50 - New products like "Cup Noodles Korean Army Stew Flavor" were launched, existing products like "Cup Noodles Rich Seafood Shrimp Broth Flavor" were upgraded, and collaborations with "Hatsune Miku" promoted new offerings51 Non-Noodle Business - The distribution business (Shanghai Dongfeng Trading) rebounded, introducing new product lines and brands such as European bottled water, Japanese sparkling beverages, and Korean snacks52 - "Nissin Koikeya Potato Chips" performed well with expanding distribution channels; "KAGOME" fruit and vegetable juices attracted health-conscious customers; and microwaveable frozen foods met the demands of urban residents53 Financial Review The Group maintains a robust financial position with ample liquidity and available bank facilities; as of June 30, 2025, the Group had no external borrowings and a zero gearing ratio, with capital expenditures primarily invested in production plants in Hong Kong and mainland China - As at June 30, 2025, the Group's total assets were HK$4,677.9 million, and total equity was HK$3,699.6 million54 - Working capital was HK$1,475.7 million, and the current ratio was 2.8, maintaining a sound financial position54 - Net cash was approximately HK$1,355.1 million, with available bank facilities of HK$820.0 million55 - The Group had no external borrowings and a zero gearing ratio as at June 30, 202555 Liquidity, Financial Resources and Gearing Ratio Liquidity and Financial Resources (As at June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | | :--- | :--- | :--- | | Total assets | 4,677.9 | 4,776.4 | | Total equity | 3,699.6 | 3,670.0 | | Working capital | 1,475.7 | 1,477.2 | | Current ratio | 2.8 | 2.6 | | Net cash | 1,355.1 | 1,402.5 | | Available bank facilities | 820.0 | 820.0 | | External borrowings | 0 | 0 | | Gearing ratio | 0 | 0 | Capital Expenditure and Commitments - During the review period, capital expenditure was approximately HK$102.2 million (2024: HK$61.2 million), primarily for capital investments in production plants in Hong Kong and mainland China56 - As at June 30, 2025, capital commitments contracted but not provided for the acquisition of property, plant and equipment amounted to HK$8.2 million57 Financial Risk Management - The Group has not entered into or traded derivative financial instruments for hedging or speculative purposes58 - Major foreign currency risks arise from fluctuations in the Japanese Yen and RMB against the Hong Kong dollar, while other foreign currency risks (such as Vietnamese Dong, Korean Won, Australian Dollar, and New Taiwan Dollar) remain minor58 Contingent Liabilities and Pledge of Assets - As at June 30, 2025, the Group had no significant contingent liabilities or pledge of assets5960 Future Outlook The Company maintains cautious optimism for long-term business development across regions, continuously controlling costs, enhancing operational efficiency, and pursuing growth through premiumization and diversification strategies, including launching high-quality products, expanding portfolios for health needs, and actively growing market presence in mainland China, Vietnam, South Korea, and Australia - The Company maintains a cautiously optimistic outlook for long-term business development across various regions, continuously focusing on cost control and operational efficiency enhancement61 - It will continue to launch premium products with excellent taste and quality ingredients, while expanding its product portfolio to meet the demands of health-conscious consumers and broaden its revenue base61 - In mainland China, the Group will continue to expand its business footprint, reactivate sales in existing regions, explore new sales channels, and enter untapped markets62 - In Vietnam, South Korea, and Australia, the Group will actively expand sales and distribution channels, capitalizing on economic growth, changing consumer preferences, and increased demand for high-quality, convenient food6263 Significant Investments, Acquisitions and Disposals During the review period, the Group did not undertake any significant acquisitions or disposals of subsidiaries, associates, or joint ventures, nor did it hold any significant investments - During the review period, the Group had no significant acquisitions or disposals of subsidiaries, associates, or joint ventures65 - The Group held no significant investments65 Sustainability The Group is committed to providing a stable and reliable food supply, ensuring consumer well-being, and prioritizing food safety, while actively implementing environmental measures such as incorporating biomass materials in "Cup Noodles" production to reduce greenhouse gas emissions, plastic consumption, and food waste - The Group is committed to providing a stable and reliable food supply, ensuring consumer well-being, and placing high importance on food safety66 - It implements various environmental measures, such as incorporating biomass materials into the production of selected "Cup Noodles" flavors, to reduce greenhouse gas emissions, plastic consumption, and food waste66 Employment and Remuneration Policies As of June 30, 2025, the Group employed 3,622 staff, with remuneration determined by performance, qualifications, and industry practices, offering medical benefits, training, and discretionary bonuses, while the Share Award Scheme provides long-term incentives for key employees - As at June 30, 2025, the Group had a total of 3,622 employees67 - Remuneration packages are determined with reference to employee performance, qualifications, experience, and prevailing industry practices67 - The Group provides medical benefits, internal and external training, and discretionary bonuses based on individual performance67 - The Share Award Scheme aims to provide long-term incentives for selected key employees of the Group67 Corporate Governance and Supplementary Information Corporate Governance The Company has adopted and complied with the Corporate Governance Code set out in Appendix C1 of the Listing Rules; despite the Chairman and CEO being the same person, the Board believes this structure enables quick and effective decision-making, with independent non-executive directors ensuring power balance and independent judgment - The Company has adopted and complied with the Corporate Governance Code set out in Appendix C1 of the Listing Rules69 - Mr. Kiyotaka Ando serves as both Chairman and Chief Executive Officer, an arrangement the Board believes facilitates quick and effective business decisions, with the presence of independent non-executive directors ensuring a balance of power69 Audit Committee The Company has established an Audit Committee in accordance with the Corporate Governance Code, which has reviewed the Group's unaudited condensed consolidated financial statements for the six months ended June 30, 2025 - The Company has established an Audit Committee in accordance with the Corporate Governance Code and has formulated its terms of reference in writing70 - The Audit Committee has reviewed the Group's unaudited condensed consolidated financial statements for the six months ended June 30, 202570 Purchase, Sale or Redemption of Listed Securities For the six months ended June 30, 2025, neither the Company nor its subsidiaries purchased, sold, or redeemed any of the Company's listed securities, and the Company held no treasury shares - 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 securities71 - As at June 30, 2025, the Company held no treasury shares71 Supplementary Information Regarding 2024 Annual Report This section provides additional details on the Share Award Scheme from the 2024 Annual Report, including specifics of award shares granted to the five highest-paid individuals, emphasizing that the scheme has no minimum vesting period - Supplementary information is disclosed regarding the Share Award Scheme in the 2024 Annual Report, particularly details of award shares granted to the five highest-paid individuals7273 - The scheme does not stipulate any minimum vesting period, with the vesting schedule and conditions determined at the sole discretion of the Board74
日清食品(01475) - 2025 - 年度业绩