Company Profile This section provides an overview of Value Partners Group, an independent asset management company in Asia Value Partners Group Overview Value Partners Group, established in 1993, is a leading independent asset manager in Asia offering diverse investment services and products - Value Partners Group, established in 1993, is an influential independent asset management company in Asia, offering diversified investment services and products2 - Investment strategies cover equities, fixed income, alternative investments, multi-asset, and quantitative investments2 - Became the first asset management company listed on the Main Board of the Hong Kong Stock Exchange (stock code: 806 HK) in November 20073 Company Information This section details Value Partners Group's corporate governance structure, including its board of directors, committees, and essential contact and audit information Board of Directors and Committees This section outlines the composition of Value Partners Group's Board of Directors and its various committees - Board members include Chairperson and Executive Director Ms. Linda Lim, Executive Directors Mr. Lee Kim and Ms. Wu Chuk Wah, Honorary Chairman and Non-executive Director Dato' Seri Cheah Cheng Hye, and three Independent Non-executive Directors6 - Established Audit, Nomination, Remuneration, and Risk Management Committees, with their respective chairpersons and members listed6 Company Contact and Audit Information This section provides Value Partners Group's essential contact, audit, and professional service information for transparency - Registered office is in the Cayman Islands, with the principal office located at The Center, Central, Hong Kong6 - Auditor is PricewaterhouseCoopers, and legal counsel is Reed Smith Richards Butler7 - Company stock code is HKEX: 806, and website is www.valuepartners-group.com[7](index=7&type=chunk) Financial Highlights This section presents a concise overview of Value Partners Group's key financial performance and asset under management Key Financial Data Total revenue declined, but profit attributable to owners surged due to proprietary investment gains, with AUM growing to USD 5.29 billion Key Financial Highlights for the Six Months Ended June 30 (million HKD) | Metric | 2025 | 2024 | Change % | | :--- | :--- | :--- | :--- | | Total Revenue | 220.8 | 235.7 | -6.3% | | Total Management Fees | 185.6 | 200.8 | -7.6% | | Total Performance Fees | 5.8 | 9.7 | -40.2% | | Operating (Loss) / Profit (before other gains) | (19.7) | 0.6 | -3,383.3% | | Profit Attributable to Owners of the Company | 251.6 | 37.4 | +572.7% | | Basic Earnings Per Share (HK cents) | 13.8 | 2.0 | +590.0% | | Diluted Earnings Per Share (HK cents) | 13.8 | 2.0 | +590.0% | | Interim Dividend Per Share | Nil | Nil | | Assets Under Management (million USD) | Metric | June 30, 2025 | December 31, 2024 | Change % | | :--- | :--- | :--- | :--- | | Assets Under Management | 5,290 | 5,110 | +3.5% | Management Discussion and Analysis This section provides management's insights into market conditions, financial performance, strategic initiatives, and future outlook Market Review and Outlook Asian markets stabilized in H1 2025 with strong equity performance, driving AUM growth and confidence in long-term prospects - In H1 2025, Asian markets gradually stabilized, with strong performance in Hong Kong and mainland China equities, and the Hang Seng Index and MSCI China Index recording double-digit growth10 - Value Partners' Assets Under Management continued to grow, benefiting from strong capital inflows into dividend-oriented strategies, income-themed products, and thematic investments10 - Confident in Asia's medium-to-long-term investment prospects, structural tailwinds include dynamic demographics, cutting-edge technological innovation, and robust consumer demand, with AI and blockchain technologies unleashing growth potential10 Financial Performance Overview AUM grew to USD 5.3 billion, net profit surged to HKD 252 million driven by proprietary investment gains, and fundraising remained strong - As of end-June 2025, Assets Under Management (AUM) reached USD 5.3 billion, a 4% increase from end-202411 - Recorded HKD 252 million in net profit, a significant increase from the same period last year, primarily due to investment gains from proprietary capital12 - Total subscriptions reached USD 733 million in H1 2025, with strong capital inflows into China-focused funds and Value Partners US Dollar Money Market Fund12 Client Coverage and Market Expansion Leveraging Hong Kong's "super-connector" role, the company expands client reach through cross-border schemes, digital asset integration, and private equity - Leveraging Hong Kong's "super-connector" status, deepened connections with mainland China and global investors through cross-border schemes like MRF, WMC, QDLP, and CIES 2.013 - Following MRF optimization, the flagship Value Partners High-Dividend Stock Fund recorded strong returns and capital inflows, and is applying for MRF recognition for multi-asset and fixed income strategy products13 - Actively exploring the integration of digital asset solutions into the investment platform, collaborating with digital banks like WeLab Bank, and establishing strategic partnerships in Southeast Asian markets14 - Actively advancing private equity business, focusing on high-potential areas such as artificial intelligence, biotechnology, and new consumption trends15 Product Expansion and Strategic Highlights The company expanded product offerings with strong returns from flagship funds, significant inflows into money market funds, and strategic investments in biotech - The flagship Value Partners High-Dividend Stock Fund achieved a year-to-date return of 14.5%, reaching a new historical high16 - Value Partners Asia Equity and Bond Income Fund achieved a year-to-date return of 10.7%, and Value Partners Asia Innovation Opportunities Fund returned 13.6%, both ranking in the top 25% of Morningstar's peer group16 - China-focused funds achieved a year-to-date return of 13.9%, Value Partners Taiwan Fund returned 13.6%, and Value Partners Multi-Asset Fund returned 17.6%17 - Value Partners US Dollar Money Market Fund recorded USD 86 million in net capital inflows, and Value Gold ETF achieved a H1 return of 26.6%17 - Invested in AI-driven biotechnology and advanced diagnostic technology companies, such as Insilico Medicine and Phase Scientific18 - Actively seeking to expand the ETF product portfolio, including money market fund ETFs, tokenized and virtual asset products, and strengthening core investment capabilities19 - Value Partners Asia Equity and Bond Income Fund, Value Gold ETF, and Value Partners A Shares High Dividend Fund received multiple industry awards20 Business Outlook Optimistic about Asia's growth, the company will leverage value investing, innovative ETFs, digital assets, and FinTech partnerships for sustainable growth - Asia is emerging as a key engine for medium-to-long-term global growth, with Assets Under Management expected to have bottomed out and be recovering21 - Will continue to leverage over 30 years of value investing experience and partnerships with leading institutions in mainland China and the region21 - Actively developing innovative ETF strategies and digital asset integration, utilizing tokenization, Web 3.0, and AI technologies to meet the needs of a new generation of investors21 - Continuously collaborating with digital banks and FinTech partners to enhance distribution capabilities, diversify product portfolios, and provide technology-enabled investment solutions22 Acknowledgements The company extends gratitude to employees, shareholders, clients, and partners for their support and commitment to continuous growth and innovation - Sincere gratitude to all employees, shareholders, clients, and business partners for their continuous support and trust23 - Commended colleagues for their dedication, unwavering commitment, and valuable contributions to Value Partners' sustained growth23 - Will continue to provide the highest quality services and create value for clients, striving for innovation and excellence in the evolving asset and wealth management landscape23 Financial Review This section provides a detailed analysis of Value Partners Group's financial performance, including AUM, revenue, expenses, and liquidity Assets Under Management AUM increased to USD 5.29 billion driven by positive fund returns, despite net redemptions, with institutional clients dominating - As of end-June 2025, Assets Under Management (AUM) was USD 5.29 billion, a 3.5% increase from end-202426 - The increase in AUM was primarily due to positive fund returns of USD 526 million in H1 202526 - Value Partners High-Dividend Stock Fund and Value Partners Value Fund recorded increases of 14.5% and 14.1% respectively, while Value Gold ETF returned 26.6%26 Net Subscriptions and Redemptions (million USD) | Metric | H1 2025 | H2 2024 | H1 2024 | | :--- | :--- | :--- | :--- | | Total Subscriptions | 733 | 982 | 865 | | Total Redemptions | 1,008 | 1,627 | 1,265 | | Net Subscriptions / (Redemptions) | (275) | (645) | (400) | Assets Under Management by Brand | Brand | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Group Branded Funds | 91% | 90% | | Mandated and Associate Funds | 9% | 10% | Assets Under Management by Strategy | Strategy | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Absolute Return Long-Biased Funds | 57% | 56% | | Fixed Income Funds | 21% | 23% | | Alternative Investment Funds | 9% | 9% | | Exchange Traded Funds | 7% | 6% | | Multi-Asset Funds | 6% | 6% | Client Base by Category | Client Category | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Retail | 47% | 46% | | Institutional Clients | 33% | 32% | | High Net Worth Individuals | 15% | 16% | | Funds of Funds | 4% | 4% | | Others | 1% | 2% | Client Base by Geography | Region | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Hong Kong SAR | 79% | 79% | | Mainland China | 6% | 6% | | Europe | 4% | 4% | | Japan | 3% | 3% | | Singapore | 3% | 3% | | Others | 5% | 5% | Revenue and Fee Rate Analysis Total revenue and management fees decreased, performance fees dropped significantly, and fee rates declined due to product mix Total Revenue (million HKD) | Metric | H1 2025 | H1 2024 | Change % | | :--- | :--- | :--- | :--- | | Total Revenue | 220.8 | 235.7 | -6.3% | | Total Management Fees | 185.6 | 200.8 | -7.6% | | Total Performance Fees | 5.8 | 9.7 | -40.2% | - Total revenue decreased primarily due to an 8% reduction in total management fees to HKD 185.6 million, with average assets under management decreasing to USD 5.071 billion35 - Annualized gross management fee rate decreased to 96 basis points (H1 2024: 98 basis points), and annualized net management fee rate decreased to 56 basis points (H1 2024: 59 basis points), due to a higher proportion of lower-fee income-themed products35 - Other income (primarily including interest income, dividend income, and rental income) totaled HKD 53.7 million, a significant increase from HKD 32 million in the prior period36 Other Gains or Losses Net other gains surged to HKD 211.4 million, driven by realized and unrealized fair value changes from proprietary investments and foreign exchange gains Other Gains - Net (million HKD) | Metric | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Net Investment Gains | | | | Net Realized Gains on Financial Assets at Fair Value Through Profit or Loss | 132.0 | 13.3 | | Net Unrealized Gains on Financial Assets at Fair Value Through Profit or Loss | 49.7 | 94.8 | | Net Foreign Exchange Gains / (Losses) | 29.8 | (17.6) | | Other Gains - Net | 211.4 | 92.0 | - Other gains significantly increased, primarily due to realized and unrealized fair value changes from proprietary investments (especially Value Gold ETF, property valuations, and foreign exchange gains from Asian investments)37 Investments in Joint Ventures The Group's share of profit from joint ventures significantly improved to HKD 65.5 million, driven by property sales and fair value changes - Value Partners Group engages in real estate private equity business through its property partnerships, and during the period, sold a 50% interest in two logistics centers in Japan for a total consideration of HKD 174 million38 - For the six months ended June 30, 2025, the Group's share of profit from joint ventures was HKD 65.5 million, a significant improvement from a loss of HKD 46 million in the prior period38 - Gains include net rental income, fair value changes of properties, and exchange differences38 Significant Investments The Group holds a 12.1% interest in Value Gold ETF, recording a net realized investment gain of HKD 118.2 million - As of June 30, 2025, the Group held a 12.1% interest in Value Gold ETF, with a fair value of HKD 356.4 million39 - During the period, this investment recorded a net unrealized investment loss of HKD 7.1 million (December 31, 2024: gain of HKD 62.5 million) and a net realized investment gain of HKD 118.2 million (December 31, 2024: HKD 37.4 million)39 Cost Management Staff costs increased due to higher bonuses from realized investment gains, while other operating expenses slightly decreased Total Expense Analysis (million HKD) | Metric | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Staff Costs and Benefits | | | | Fixed Remuneration and Staff Benefits | 92.4 | 96.5 | | Bonuses | 33.9 | 1.2 | | Staff Rebates | 1.4 | 1.8 | | Share-based Payment Reversal | – | (1.0) | | Other Expenses | | | | Other Operating Expenses | 25.1 | 26.4 | | Information Processing and Communication | 23.5 | 23.7 | | Sales and Marketing | 2.3 | 2.7 | | Depreciation (excluding right-of-use assets - property depreciation) | 4.7 | 5.4 | | Non-recurring Expenses | 3.1 | 4.0 | - Bonuses increased to HKD 33.9 million (H1 2024: HKD 1.2 million), primarily from realized gains on the Group's investments41 - The Group will continue to maintain a prudent approach to cost management and invest in key strategic growth areas42 Dividend Policy The Group's dividend policy aligns annual payments with full-year performance, considering the asset management business's revenue volatility - The Group adopted a consistent dividend distribution policy, considering the relatively unstable nature of asset management business revenue sources43 - Dividends (if any) are declared annually at the end of each financial year to align payments with full-year performance and financial position43 Liquidity and Financial Resources The Group maintains strong liquidity with HKD 1.525 billion in net cash and a current ratio of 10.3 times - As of June 30, 2025, net cash balances were HKD 1.525 billion (December 31, 2024: HKD 1.077 billion), and investments amounted to HKD 2.263 billion (December 31, 2024: HKD 2.402 billion)44 - The Group had no other corporate bank borrowings apart from those related to property partnerships44 - Debt-to-equity ratio was zero, and the current ratio was 10.3 times (December 31, 2024: 6.3 times)44 Capital Structure Shareholders' equity increased to HKD 3.8225 billion, with the total number of issued shares remaining stable - As of June 30, 2025, shareholders' equity was HKD 3.8225 billion (December 31, 2024: HKD 3.5597 billion)45 - Total number of issued shares was 1.83 billion, consistent with December 31, 202445 Independent Review Report This section presents the independent review report on the Group's interim financial information Scope of Review and Conclusion The independent review found no material non-compliance with HKAS 34 in the interim financial information, without expressing an audit opinion - PricewaterhouseCoopers has reviewed the interim financial information; the scope of review is less than an audit, and no audit opinion is expressed49 - The conclusion is that nothing has come to their attention that causes them to believe the interim financial information is not prepared, in all material respects, in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" issued by the Hong Kong Institute of Certified Public Accountants50 Interim Condensed Consolidated Financial Information This section provides the interim condensed consolidated financial statements, including the income statement, balance sheet, statement of changes in equity, and cash flow statement Condensed Consolidated Statement of Comprehensive Income Net revenue was HKD 113.1 million, with profit for the period reaching HKD 251.6 million, and EPS at 13.8 HK cents Condensed Consolidated Statement of Comprehensive Income Highlights (thousand HKD) | Metric | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Net Revenue | 113,057 | 129,260 | | Total Net Income | 166,753 | 161,298 | | Operating (Loss) / Profit (before other gains) | (19,689) | 602 | | Net Investment Gains | 181,708 | 108,140 | | Net Foreign Exchange Gains / (Losses) | 29,759 | (17,636) | | Profit Before Tax | 253,656 | 42,338 | | Profit for the Period | 251,611 | 37,365 | | Basic Earnings Per Share (HK cents) | 13.8 | 2.0 | | Diluted Earnings Per Share (HK cents) | 13.8 | 2.0 | Condensed Consolidated Statement of Financial Position Total net assets were HKD 3.8225 billion, with cash and cash equivalents significantly increasing to HKD 1.525 billion Condensed Consolidated Statement of Financial Position Highlights (thousand HKD) | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Non-current Assets | 2,427,321 | 2,538,300 | | Current Assets | 1,636,951 | 1,236,913 | | Current Liabilities | (159,142) | (195,029) | | Net Current Assets | 1,477,809 | 1,041,884 | | Net Assets | 3,822,533 | 3,559,773 | | Total Equity | 3,822,533 | 3,559,773 | - As of June 30, 2025, cash and cash equivalents were HKD 1.525 billion, a significant increase from HKD 1.0774 billion as of December 31, 202454 Condensed Consolidated Statement of Changes in Equity Total equity attributable to owners increased to HKD 3.8148 billion, driven by profit for the period and other comprehensive income Condensed Consolidated Statement of Changes in Equity Highlights (thousand HKD) | Metric | June 30, 2025 | January 1, 2024 | | :--- | :--- | :--- | | Total Equity at Beginning of Period | 3,559,773 | 3,542,698 | | Profit for the Period | 251,611 | 37,365 | | Total Comprehensive Income for the Period | 281,027 | 28,435 | | Dividends Paid to Owners of the Company | (18,267) | (913,355) | | Total Equity at End of Period | 3,822,533 | 3,570,139 | - Total equity attributable to owners of the Company increased from HKD 3.5521 billion as of January 1, 2025, to HKD 3.8148 billion as of June 30, 202556 - Profit for the period of HKD 251.6 million and other comprehensive income of HKD 29.42 million were the primary growth drivers56 Condensed Consolidated Statement of Cash Flows Net cash from operating activities was HKD 7.36 million, with investing activities generating HKD 462.4 million, leading to a period-end cash balance of HKD 1.525 billion Condensed Consolidated Statement of Cash Flows Highlights (thousand HKD) | Metric | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Net Cash Generated From / (Used In) Operating Activities | 7,356 | (6,192) | | Net Cash Generated From Investing Activities | 462,391 | 298,495 | | Net Cash Used In Financing Activities | (29,217) | (926,838) | | Net Increase / (Decrease) in Cash and Cash Equivalents | 440,530 | (634,535) | | Cash and Cash Equivalents at End of Period | 1,524,960 | 922,361 | - Net cash generated from investing activities was HKD 462.4 million, primarily from the sale of investments totaling HKD 724.2 million58 - Net cash used in financing activities was HKD 29.22 million, primarily including dividend payments of HKD 18.27 million58 Notes to the Interim Condensed Consolidated Financial Information This section provides detailed notes explaining the accounting policies, fair value estimates, segment information, and other financial details supporting the interim financial statements General Information Value Partners Group, incorporated in the Cayman Islands, provides investment management services, with this unaudited interim report approved on August 13, 2025 - The Company is incorporated in the Cayman Islands and primarily provides investment management services for investment funds and managed accounts60 - This interim condensed consolidated financial information is unaudited and was approved for publication by the Board of Directors on August 13, 202561 Basis of Preparation This interim financial information is prepared under HKAS 34 and should be read with the 2024 annual financial statements - The interim condensed consolidated financial information is prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting"62 - Should be read in conjunction with the annual financial statements for the year ended December 31, 202462 Accounting Policies Accounting policies are consistent with the 2024 annual financial statements, with interim income tax accrued based on expected annual earnings - The accounting policies used are consistent with those presented in the annual financial statements for the year ended December 31, 202463 - Income tax for the interim period is accrued using the tax rate applicable to the expected total annual earnings63 Fair Value Estimation Total investments were HKD 1.5222 billion, categorized across three fair value levels, with Level 3 changes from new injections and capital returns Investment Fair Value Measurement Levels (thousand HKD) | Level | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Level 1 | 363,160 | 512,808 | | Level 2 | 1,118,081 | 1,208,504 | | Level 3 | 40,912 | 27,780 | | Total | 1,522,153 | 1,749,092 | - Changes in Level 3 instruments include new capital injections of HKD 14.04 million into two new investment funds, and capital returns of HKD 2.3 million from one unlisted investment fund69 - Trade receivables, deposits for purchase of investments, receivables from sale of investments, other receivables, cash in investment accounts, cash and cash equivalents, and other financial liabilities are all due within one year, and their carrying amounts approximate their respective fair values70 Segment Information Asset management is the sole reportable segment, generating revenue from investment services, primarily operating in Greater China with assets in Hong Kong - The Group has one reportable segment: asset management business, with revenue derived from providing investment management services to investment funds and managed accounts72 - The Group primarily operates in Greater China, with the vast majority of its assets located in Hong Kong73 Revenue Total revenue was HKD 220.8 million, mainly from management fees, performance fees, and subscription fees Revenue Composition (thousand HKD) | Revenue Category | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Management Fees | 185,565 | 200,789 | | Performance Fees | 5,830 | 9,748 | | Subscription Fees | 29,399 | 25,214 | | Total Revenue | 220,794 | 235,751 | Other Income Total other income was HKD 53.7 million, primarily from money market investment gains, rental income, and dividends Other Income Composition (thousand HKD) | Income Category | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Interest Income from Cash and Cash Equivalents | 1,332 | 7,090 | | Net Investment Gains from Money Market Instruments | 36,965 | 9,775 | | Interest Income from Financial Assets at Fair Value Through Profit or Loss | 705 | 2,256 | | Interest Income from Financial Assets at Fair Value Through Other Comprehensive Income | 654 | – | | Dividend Income from Financial Assets at Fair Value Through Profit or Loss | 5,038 | 5,366 | | Rental Income from an Investment Property | 6,004 | 6,073 | | Others | 2,998 | 1,478 | | Total Other Income | 53,696 | 32,038 | Staff Costs and Benefits Total staff costs and benefits were HKD 127.7 million, with a significant increase in bonuses due to realized investment gains Staff Costs and Benefits Composition (thousand HKD) | Expense Category | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Salaries, Wages, Bonuses and Other Benefits | 124,723 | 95,840 | | Pension Costs | 2,980 | 3,682 | | Net Reversal of Share-based Payment | – | (994) | | Total Staff Costs and Benefits | 127,703 | 98,528 | Other Gains - Net Net other gains reached HKD 211.4 million, driven by realized and unrealized gains on financial assets and foreign exchange gains Other Gains - Net Composition (thousand HKD) | Gain Category | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Net Realized Gains on Financial Assets at Fair Value Through Profit or Loss | 132,054 | 13,309 | | Net Unrealized Gains on Financial Assets at Fair Value Through Profit or Loss | 49,654 | 94,831 | | Net Foreign Exchange Gains / (Losses) | 29,759 | (17,636) | | Total Other Gains - Net | 211,374 | 92,019 | Tax Expense Total tax expense was HKD 2.05 million, with no income tax payable under Cayman Islands tax law - Under current Cayman Islands tax law, the Group has no income tax payable79 Tax Expense Composition (thousand HKD) | Tax Category | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Hong Kong Profits Tax | 535 | 336 | | Overseas Tax | 1,474 | 5,556 | | Adjustments for Prior Years | – | (740) | | Deferred Tax | 36 | (179) | | Total Tax Expense | 2,045 | 4,973 | Dividends A final dividend of HKD 18.27 million was paid for 2024, with no interim dividend recommended for H1 2025 - The Company declared a final dividend of HKD 18.27 million for the year ended December 31, 2024, which was paid on May 30, 202581 - The Board did not recommend an interim dividend for the six months ended June 30, 202581 Earnings Per Share Profit attributable to owners was HKD 251.6 million, resulting in basic and diluted EPS of 13.8 HK cents - Profit attributable to owners of the Company was HKD 251.6 million (2024: HKD 37.37 million)82 - Both basic and diluted earnings per share were 13.8 HK cents (2024: 2.0 HK cents), calculated based on the weighted average of 1.8267 billion shares outstanding during the period82 Property, Plant and Equipment Net book value of property, plant, and equipment slightly increased to HKD 146.4 million, with additions and depreciation Changes in Property, Plant and Equipment (thousand HKD) | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Net Book Value at Beginning of Period | 145,400 | 156,232 | | Additions | 1,505 | 1,006 | | Disposals | (60) | – | | Depreciation | (3,990) | (7,917) | | Exchange Differences | 3,515 | (3,921) | | Net Book Value at End of Period | 146,370 | 145,400 | Investment Properties Net book value of investment properties was HKD 185 million, primarily New Zealand student accommodation, with foreign currency translation gains Changes in Investment Properties (thousand HKD) | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Beginning of Period / Year | 173,307 | 191,080 | | Foreign Currency Translation | 11,697 | (17,773) | | End of Period / Year | 185,004 | 173,307 | - Investment properties primarily consist of student accommodation in New Zealand, measured at fair value, with valuations using the income approach and reference to recent market transactions84 Intangible Assets Net book value of intangible assets was HKD 8.66 million, including software and memberships, with HKD 0.67 million in amortization Changes in Intangible Assets (thousand HKD) | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Net Book Value at Beginning of Period | 9,357 | 12,728 | | Disposals | (34) | (1,030) | | Amortization | (670) | (2,328) | | Exchange Differences | 4 | (13) | | Net Book Value at End of Period | 8,657 | 9,357 | - Intangible assets include computer software and club memberships85 Investments in Joint Ventures Investments in joint ventures totaled HKD 555.9 million, with a significant improvement in share of profit to HKD 65.51 million - The Group holds interests in several joint ventures, primarily related to investments in property partnerships86 - During the period, Value Investment Group Limited, through its subsidiary, sold two logistics centers in Japan for a total consideration of HKD 347 million87 Changes in Investments in Joint Ventures (thousand HKD) | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Investments in Joint Ventures at Beginning of Period / Year | 168,137 | 227,457 | | Share of Profit / (Loss) of Joint Ventures | 65,507 | (46,652) | | Exchange Differences | 1,825 | (12,668) | | Shareholder Loans at Beginning of Period / Year | 311,529 | 378,611 | | Net Change in Shareholder Loans | (17,932) | (33,801) | | Exchange Differences | 26,833 | (33,281) | | End of Period / Year | 555,899 | 479,666 | Investments in Associates The Group holds a 25% interest in an associate, with a carrying amount of HKD 0.934 million, and other associate investment funds totaling HKD 334.4 million - The Group holds a 25% interest in M & A Value Partners Asset Management Malaysia Sdn. Bhd., accounted for using the equity method91 Changes in Investments in Associates (Equity Method) (thousand HKD) | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Beginning of Period / Year | 1,388 | – | | Additions | – | 2,137 | | Share of Loss of an Associate | (454) | (749) | | End of Period / Year | 934 | 1,388 | - The Group measures interests in other associate investment funds at fair value, totaling HKD 334.4 million as of June 30, 202592 Investments Total investments were HKD 1.5222 billion, including listed and unlisted securities, with a significant portion at fair value through profit or loss Investment Composition (thousand HKD) | Investment Category | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Market Value of Listed Securities | 493,667 | 512,808 | | Fair Value of Unlisted Securities | 1,028,486 | 1,236,284 | | Total Investments | 1,522,153 | 1,749,092 | - Investments are categorized into financial assets at fair value through profit or loss (HKD 1.3215 billion) and financial assets at fair value through other comprehensive income (HKD 200.7 million)94 - The Group, as investment manager or advisor for certain investment funds, provides seed capital for these funds and determines all other investment funds to be unconsolidated structured entities96 Other Payables and Accruals Other payables and accruals cover daily operational expenses, primarily denominated in HKD, RMB, and USD - This balance represents other payables and accruals required for the Group's daily operations, including staff costs and benefits, information technology fees, legal and professional fees, etc97 - This balance is primarily denominated in HKD, RMB, and USD97 Investment in Value Partners Asia Pacific Real Estate Limited Partnership The Group's consolidated property partnership assets totaled HKD 679.4 million, with borrowings secured by New Zealand student accommodation - The Group holds a controlling interest in the property partnership, and all assets and liabilities of this fund have been consolidated into the Group's interim condensed consolidated statement of financial position99 Consolidated Assets and Liabilities of Property Partnership (thousand HKD) | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Investments in Joint Ventures | 555,899 | 479,666 | | Investment Properties | 185,004 | 173,307 | | Borrowings (Non-current) | (68,692) | – | | Borrowings (Current) | (1,133) | (65,941) | | Other Net Assets (Current) | 8,302 | 18,166 | | Total | 679,380 | 605,198 | - The property partnership's borrowings are secured by student accommodation in New Zealand, with the repayment date extended to July 31, 2027101 Trade Receivables Total trade receivables were HKD 40.96 million, with most within credit terms and no impairment, indicating sound management Trade Receivables Aging Analysis (thousand HKD) | Aging | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Trade Receivables Past Due But Not Impaired | | | | 1 to 30 days | 1,249 | – | | 31 to 60 days | – | 1,077 | | 61 to 90 days | 113 | 35 | | Over 90 days | 168 | 215 | | Trade Receivables Within Credit Terms | 39,428 | 36,347 | | Total Trade Receivables | 40,958 | 37,674 | - The carrying amount of trade receivables approximates their respective fair values, with no impairment provisions103 Deposits for Purchase of Investments The Group holds USD 2 million in deposits for a 20.13% interest in STAR Asset Management, pending regulatory approval - The Group holds USD 2 million (approximately HKD 16 million) in deposits for the purchase of a 20.13% interest in PT Surya Timur Alam Raya Asset Management (STAR)105 - The purchase transaction remains subject to regulatory approval105 Cash and Cash Equivalents Total cash and cash equivalents were HKD 1.525 billion, primarily in money market instruments and short-term bank deposits, indicating strong liquidity Cash and Cash Equivalents Composition (thousand HKD) | Category | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Bank and Cash on Hand | 59,238 | 137,144 | | Short-term Bank Deposits | 162,330 | 117,410 | | Investments in Money Market Instruments | 1,295,670 | 821,868 | | Cash in Investment Accounts | 7,722 | 1,015 | | Total Cash and Cash Equivalents | 1,524,960 | 1,077,437 | Issued Equity Total issued ordinary shares were 1.8267 billion. 42.93 million share options were granted, with 71.16 million outstanding at period-end - As of June 30, 2025, the Company's total number of issued ordinary shares was 1.8267 billion, with a par value of HKD 0.1 per share107 - During the period, 42.927 million share options were granted under the share option scheme, but no share-based payment expense was recognized due to the difficulty in meeting vesting conditions110 Changes in Number of Outstanding Share Options (thousand units) | Metric | January 1, 2025 | Granted | Lapsed | June 30, 2025 | | :--- | :--- | :--- | :--- | :--- | | Number of Share Options | 88,709 | 42,928 | (60,478) | 71,159 | - As of June 30, 2025, the total number of outstanding share options was 71.159 million, of which 28.231 million were exercisable at period-end131112 Distribution Fee Payables Total distribution fee payables were HKD 43.51 million, mostly due within 30 days, with carrying amount approximating fair value Distribution Fee Payables Aging Analysis (thousand HKD) | Aging | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | 0 to 30 days | 38,604 | 40,227 | | 31 to 60 days | 193 | – | | Over 90 days | 4,714 | 4,667 | | Total Distribution Fee Payables | 43,511 | 44,894 | - The carrying amount of distribution fee payables approximates their fair value114 Disposal of a Subsidiary The Group disposed of a 75% interest in a subsidiary for HKD 4.6 million, retaining 25% as an associate investment, resulting in a HKD 0.965 million gain - The Group disposed of a 75% equity interest in M&A Value Partners Asset Management Malaysia Sdn. Bhd. for a consideration of HKD 4.6 million115 - After the disposal, a 25% equity interest was retained and recognized as "Investment in an associate"115 Gain and Cash Flow from Disposal of a Subsidiary (thousand HKD) | Metric | Amount | | :--- | :--- | | Gain on disposal of a subsidiary | 965 | | Cash inflow from disposal | 4,528 | | Less: Cash and cash equivalents disposed of | (5,519) | | Net cash outflow - investing activities | (991) | Net Gains on Financial Assets at Fair Value Through Other Comprehensive Income Net unrealized gains on financial assets at fair value through other comprehensive income were HKD 11.961 million Net Gains on Financial Assets at Fair Value Through Other Comprehensive Income (thousand HKD) | Gain Category | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Net unrealized gains on financial assets at fair value through other comprehensive income | 11,961 | – | Commitments Operating lease commitments were zero, with uncalled capital commitments of HKD 91.4 million in a private equity fund and HKD 3.96 million for software licenses Operating Lease Commitments Operating lease commitments were zero as of June 30, 2025, reflecting a reduction from the prior period Operating Lease Commitments (thousand HKD) | Term | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Within one year | – | 125 | | Total Operating Lease Commitments | – | 125 | Capital Commitments Uncalled capital commitments in a private equity fund were HKD 91.4 million, with additional commitments for software and hardware licenses - As of June 30, 2025, the Group's uncalled capital commitments in a private equity fund amounted to HKD 91.402 million121 Capital Commitments for Software and Hardware Licenses (thousand HKD) | Term | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Within one year | 1,980 | 1,980 | | One to two years | 1,980 | 1,980 | | Two to three years | – | 1,980 | | Total | 3,960 | 5,940 | Related Party Transactions This section details related party transactions, key management compensation, and the fair value of the Group's investments in managed funds Summary of Related Party Transactions The Group conducted various related party transactions, including investment management fees, advisory fees, and distribution fees Summary of Related Party Transactions (thousand HKD) | Transaction Category | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Investment management fee income from related parties of major shareholders | 262 | – | | Investment management fee income from related parties of directors | 76 | 67 | | Advisory fee expenses paid to related parties of directors | 29 | 173 | | Distribution fee expenses paid to related parties of major shareholders | 147 | 34 | Key Management Personnel Compensation Key management personnel compensation totaled HKD 6.16 million, including salaries, wages, and pension costs Key Management Personnel Compensation (thousand HKD) | Compensation Category | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Salaries, Wages and Other Benefits | 6,132 | 9,894 | | Net Reversal of Share-based Payment | – | (1,562) | | Pension Costs | 27 | 33 | | Total Key Management Personnel Compensation | 6,159 | 8,365 | Investments in Investment Funds Managed/Advised by the Group The Group holds HKD 1.8937 billion in fair value of investments in funds it manages or advises - The Group holds interests in investment funds it manages or advises, from which it earns investment management or advisory fees and fund distribution business fees126 Fair Value of Investments in Investment Funds Managed/Advised by the Group (thousand HKD) | Category | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Consolidated Structured Entities | 682,265 | 608,053 | | Unconsolidated Structured Entities | 1,211,411 | 1,559,318 | | Total | 1,893,676 | 2,167,371 | Other Information This section covers additional disclosures such as directors' and major shareholders' interests, dividend policy, foreign currency exposure, human resources, and corporate governance Directors' Interests in Shares, Underlying Shares and Debentures Directors and chief executive held interests in shares and underlying shares, with 71.16 million share options outstanding Directors' Long Positions in Shares (number of shares) | Name of Director / Member of Leadership Committee | Number of Shares | Approximate % of Issued Shares (shares only) | Number of Underlying Shares held under Share Option Scheme | Approximate % of Issued Shares (total of shares held/interested and underlying shares under Share Option Scheme) | | :--- | :--- | :--- | :--- | :--- | | Ms. Linda Lim | – | – | 18,267,098 | 0.99% | | Mr. Chen Rongda | – | – | 4,566,775 | 0.25% | | Ms. Wu Chuk Wah | – | – | 3,653,420 | 0.20% | | Dato' Seri Cheah Cheng Hye | 180,983,292 (Settlor / Beneficial) | 9.90% | 1,855,000 | 3.92% (Beneficial) | | Dr. Chen Shida | – | – | 350,000 | 0.01% | | Mr. Huang Baorong | – | – | 350,000 | 0.01% | - For the six months ended June 30, 2025, 42.927 million share options were granted under the share option scheme130 - The total number of outstanding share options was 71.159 million, of which 28.231 million were exercisable at period-end131112 Major Shareholders' Interests Major shareholders include GF Securities (20.04%), Ms. Du Qiaoxian (13.73%), and Mr. Yeh Wei-Yi (8.93%) Major Shareholders' Interests in Shares (number of shares) | Name / Company Name | Nature of Interest | Number of Shares Held / Interested | Approximate % of Issued Shares (shares held/interested only) | Number of Underlying Shares held under Share Option Scheme | Approximate % of Issued Shares (total of shares held/interested and underlying shares under Share Option Scheme) | | :--- | :--- | :--- | :--- | :--- | :--- | | GF Securities Co., Ltd. | Corporate | 366,000,000 | 20.04% | – | 20.04% | | GF Holdings (Hong Kong) Corporation Limited | Beneficial | 366,000,000 | 20.04% | – | 20.04% | | Ms. Du Qiaoxian | Spouse | 250,871,219 | 13.73% | 1,855,000 | 13.83% | | Cheah Capital Management Limited | Beneficial | 180,983,292 | 9.90% | – | 9.90% | | Cheah Company Limited | Corporate | 180,983,292 | 9.90% | – | 9.90% | | Zedra Jersey Nominee Company Limited | Nominee | 180,983,292 | 9.90% | – | 9.90% | | Zedra Jersey Trust Corporation Limited | Trustee | 180,983,292 | 9.90% | – | 9.90% | | Mr. Yeh Wei-Yi | Beneficial | 163,072,715 | 8.93% | – | 8.93% | | Ms. Yeh Leung Mei-Lan | Spouse | 163,072,715 | 8.93% | – | 8.93% | Dividends No interim dividend was recommended for H1 2025, aligning with the year-end dividend policy - The Board does not recommend an interim dividend for the six months ended June 30, 2025138 Foreign Currency Exchange The Group has no significant foreign exchange risk beyond RMB deposits, with most transactions in HKD and USD - Apart from approximately HKD 154 million in RMB-denominated bank deposits, the Group has no other significant foreign exchange risk139 - The majority of income, expenses, assets, and liabilities are denominated in HKD and USD139 Human Resources The Group had 135 employees across its offices, offering performance-based compensation and discretionary bonuses to incentivize talent - As of June 30, 2025, the Group had 106 employees in Hong Kong (June 30, 2024: 125), 21 employees in Shanghai (June 30, 2024: 22), 4 employees in Shenzhen (June 30, 2024: 5), and 4 employees in Singapore and London (June 30, 2024: 11)140 - The Group provides employees with a compensation package based on business performance, market practice, and competitive conditions, and grants year-end discretionary bonuses140 Purchase, Sale or Redemption of the Company's Securities Neither the Company nor its subsidiaries purchased, sold, or redeemed any listed securities during H1 2025 - For the six months ended June 30, 2025, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities141 Audit Committee The Audit Committee reviewed accounting principles, audit, internal control, and the unaudited interim results for H1 2025 - The Audit Committee, composed of three independent non-executive directors, has reviewed the Group's accounting principles, audit, internal control, and financial reporting matters142 - The review included the unaudited interim results for the six months ended June 30, 2025142 Independent Review of Interim Results The unaudited interim results for H1 2025 were independently reviewed by PricewaterhouseCoopers per HKSAE 2410 - The Group's unaudited interim results for the six months ended June 30, 2025, have been reviewed by external auditor PricewaterhouseCoopers144 - The review was conducted in accordance with Hong Kong Standard on Review Engagements 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity"144 Corporate Governance The Company maintains high corporate governance standards, complying with Listing Rules' code provisions for H1 2025 - The Company is committed to maintaining a high standard of corporate governance and regularly reviews its practices145 - For the six months ended June 30, 2025, the Company has complied with the code provisions of the Corporate Governance Code set out in Appendix C1 of the Listing Rules145 Standard Code for Securities Transactions by Directors The Company adopted the Model Code for Directors' securities transactions, with all Directors confirming compliance for H1 2025 - The Company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers, as set out in Appendix C3 of the Listing Rules, as its code of conduct147 - All Directors have confirmed their compliance with the required standards set out in the Model Code for the six months ended June 30, 2025147 Publication of Interim Results and Interim Report on HKEX Interim results and report are published on HKEX and the Company's website for timely stakeholder communication - The interim results announcement has been published on the HKEX website (www.hkexnews.hk) and the Company's website (www.valuepartners-group.com)[148](index=148&type=chunk) - The interim report will be dispatched to shareholders and published on the HKEX and Company websites in due course148 Acknowledgements The Company thanks shareholders, partners, clients, and dedicated employees for their loyal support and contributions to its achievements - The Company expresses sincere gratitude for the loyal support of its shareholders, business partners, distributors, and clients149 - Thanks dedicated employees for their contributions to the Group's outstanding achievements149
惠理集团(00806) - 2025 - 中期财报
