Company Information Board of Directors and Principal Offices This section outlines the company's board composition, key corporate officers, and essential contact and registration details - Board members include Mr. Ju Wenzhong (Chairman) and Mr. Li Bo (CEO), with audit, remuneration, and nomination committees established4 - The company's registered office is in the Cayman Islands, with its headquarters and principal place of business in Ordos, Inner Mongolia, and its principal place of business in Hong Kong in Wan Chai4 - The auditor is KPMG, the stock code is 1277, and the company website is www.kineticme.com[4](index=4&type=chunk) Chairman's Statement Macroeconomic and Industry Overview The global economy faced pressure in the first half of 2025 due to geopolitical conflicts and trade frictions, while China's economy maintained stable growth at 5.3% under government regulation - In the first half of 2025, international geopolitical conflicts and trade frictions escalated, putting pressure on the global economy5 - 2025 H1 China Macroeconomic Data | Indicator | Data | | :--- | :--- | | GDP | Approximately RMB 66.1 trillion | | GDP YoY Growth | 5.3% | | Domestic Coal Market | Loose supply-demand, fluctuating prices downward | Group Performance and Operational Highlights As a leading integrated coal enterprise in China, the Group's total revenue in the first half of 2025 was approximately RMB 2,509.5 million, a slight decrease of 0.9% year-on-year, with coal main business revenue declining by 7.1% - 2025 H1 Group Key Financial Indicators | Indicator | Amount (RMB million) | YoY Change | | :--- | :--- | :--- | | Total Revenue | 2,509.5 | -0.9% | | Coal Main Business Revenue | 2,330.3 | -7.1% | | Gross Margin | 46.9% | - | | Net Margin | 22.2% | - | - The Group maintained strict control over coal production quality and flexibly locked in higher sales prices, mitigating the impact of market downturns6 - Continuous efforts were made to promote safe, efficient, and green mine construction, implementing refined management to reduce operating costs6 Resource Expansion and Diversified Development The Group actively expanded coal resources, with Ningxia Yong'an Coal Mine in trial operation and Weiyi Coal Mine under construction, aiming to increase capacity and diversify coal products - Ningxia Yong'an Coal Mine entered joint trial operation in November 2024, and Weiyi Coal Mine construction is progressing as scheduled, effectively expanding coal production capacity7 - Through the subscription of 51% new shares in MC Mining Limited, the Group expanded its overseas business, focusing on the Makhado open-pit coal mine project in South Africa, which is expected to drive future performance growth7 - The Dafanpu Coal Mine continuously holds the national green mine honor, and the Group has diversified into ancillary businesses such as agriculture and animal husbandry, real estate, property management services, and cigar tobacco to enhance overall profitability8 Future Outlook Looking ahead to the second half of 2025, the global economic environment remains complex and severe, while China's economy is expected to continue its stable and positive trend under pro-growth policies - The world economic environment in the second half of 2025 is complex and severe, while China's economy is expected to continue its stable and positive trend8 - Domestic coal market supply is anticipated to tighten, and demand is expected to improve with economic recovery, supporting coal prices8 - The Group will adapt to market conditions, leverage its product and capital advantages, and actively explore quality projects to achieve steady breakthroughs8 Management Discussion and Analysis Market Review In the first half of 2025, global economic growth momentum weakened, while China's economy remained generally stable with a GDP growth of 5.3% despite pressure - 2025 H1 China Economic and Coal Industry Data | Indicator | Data | YoY Change | | :--- | :--- | :--- | | China GDP | Approximately RMB 66.1 trillion | +5.3% | | Operating Revenue of Industrial Enterprises Above Designated Size | Approximately RMB 66.8 trillion | +2.5% | | Total Profits of Industrial Enterprises Above Designated Size | Approximately RMB 3,436.5 billion | -1.8% | | Raw Coal Output of Industrial Enterprises Above Designated Size | Approximately 2.4 billion tons | +5.4% | | Coal Imports | Approximately 220 million tons | -11.1% | | Thermal Power Generation of Industrial Enterprises Above Designated Size | Approximately 2.9 trillion kWh | -2.4% | | Operating Revenue of Coal Mining and Washing Industry | Approximately RMB 1,242.47 billion | -21.0% | | Total Profits of Coal Mining and Washing Industry | Approximately RMB 149.16 billion | -53.0% | - The domestic coal market continued the pattern of "high supply, weak demand, and ample inventory," with coal prices hitting a five-year low11 Business Review In the first half of 2025, the Group continued to strengthen its principal coal business, flexibly utilizing diversified procurement and sales models to increase market share Principal Coal Business The Group primarily operates Dafanpu Coal Mine in Inner Mongolia and Yong'an and Weiyi Coal Mines in Ningxia, covering the entire coal industry chain - The Group primarily owns, develops, and operates the Dafanpu Coal Mine in Inner Mongolia, and the Yong'an and Weiyi Coal Mines in Ningxia, with operations spanning the entire coal industry chain13 - 2025 H1 Coal Business Key Data | Indicator | Data | YoY Change | | :--- | :--- | :--- | | Sales Volume of 5,000 Kcal Low-Sulfur Eco-Friendly Thermal Coal | - | +14.16% | | Average Selling Price of 5,000 Kcal Low-Sulfur Eco-Friendly Thermal Coal | Approximately RMB 604.6 per ton | -21.5% | | Average Selling Price of Ningxia Coking Coal | Approximately RMB 850.5 per ton | - | | Coal Main Business Revenue | Approximately RMB 2,330.3 million | -7.1% | | Gross Margin | 46.9% | - | | Net Margin | 22.2% | - | - Ningxia Yong'an Coal Mine entered joint trial operation in November 2024, with full production planned for 2026 and a designed annual capacity of 1.2 million tons; Weiyi Coal Mine is scheduled for trial operation in the first half of 2026, with full production in 2027 and a designed annual capacity of 0.9 million tons17 - Through the subscription of 35.7% shares in MC Mining, the Group participates in the development of the Makhado open-pit coal mine project in South Africa, expected to commence production and operation by the end of 202518 Ancillary Businesses Building on its principal coal business, the Group actively developed diversified ancillary businesses - In agriculture and animal husbandry, the Group has established a 1,500-acre orchard, a winery with an annual output of 200 tons, and introduced 650 French purebred pigs, with an estimated 200,000 pigs of various types to be marketed by 202719 - The real estate business acquired quality projects in Wuhai, Taiyuan, Guangzhou, Qinhuangdao, and Maoming, with the Taiyuan Liyingtong Plaza fully constructed and sales exceeding expectations19 - In January 2025, the acquisition of 100% equity in Seedlife Holding Limited was completed, launching property management services with a network spanning 31 cities nationwide and a managed area of nearly 10 million square meters20 - The Group also operates cigar and tobacco production, operation, and sales businesses in Cambodia21 Future Outlook Looking ahead to the second half of 2025, the global economic recovery is slow, and the Chinese government will continue to pursue stable and progressive policies to promote steady and healthy economic development - The International Monetary Fund projects global economic growth for the full year 2025 at 3.0%, indicating a slow global economic recovery22 - Domestic coal supply and demand are expected to improve in the second half of 2025, with coal prices likely to fluctuate upwards23 - The Group will continue to deepen its full coal industry chain operations and expand diversified ancillary businesses to enhance overall operating efficiency23 Financial Review The Group's total revenue in the first half of 2025 slightly decreased by 0.9% to RMB 2,509.5 million, primarily due to lower coal prices, partially offset by significant growth in other segment revenues Revenue The Group's total revenue slightly decreased by 0.9% from approximately RMB 2,532.4 million in the same period of 2024 to approximately RMB 2,509.5 million in the first half of 2025 - Revenue Composition and Change (RMB million) | Segment | 2025 H1 | 2024 H1 | YoY Change | | :--- | :--- | :--- | :--- | | Total Revenue | 2,509.5 | 2,532.4 | -0.9% | | Coal Mining Segment Revenue | 2,330.3 | 2,508.1 | -7.1% | | Other Segment Revenue | 179.2 | 24.2 | +639.2% | - The decrease in total revenue was primarily due to falling coal prices and market volatility, partially offset by growth in other segment revenues25 Cost of Sales For the six months ended June 30, 2025, the Group's cost of sales was approximately RMB 1,333.4 million, an increase of 36.4% year-on-year - Cost of Sales Change (RMB million) | Indicator | 2025 H1 | 2024 H1 | YoY Change | | :--- | :--- | :--- | :--- | | Cost of Sales | 1,333.4 | 977.7 | +36.4% | - The increase in cost of sales was primarily due to increased operating costs from the joint trial operation of Ningxia Yong'an Coal Mine26 Gross Profit and Gross Margin The Group's gross profit for the first half of 2025 was approximately RMB 1,176.2 million, with a gross margin of 46.9%, a significant decrease from RMB 1,554.7 million and 61.4% in the same period of 2024 - Gross Profit and Gross Margin Change (RMB million) | Indicator | 2025 H1 | 2024 H1 | | :--- | :--- | :--- | | Gross Profit | 1,176.2 | 1,554.7 | | Gross Margin | 46.9% | 61.4% | - The decline in gross margin was primarily due to the combined effect of falling coal prices and increased operating costs at Ningxia Yong'an Coal Mine27 Other Income and Losses, Net The Group's other income and losses, net, turned from a net income of approximately RMB 58.8 million in the same period of 2024 to a net loss of approximately RMB 32.7 million in the first half of 2025 - Other Income and Losses Net Change (RMB million) | Indicator | 2025 H1 | 2024 H1 | | :--- | :--- | :--- | | Other Income and Losses, Net | -32.7 | 58.8 | - The net loss was primarily due to reduced government subsidies and lower interest income28 Selling Expenses The Group's selling expenses decreased by 21.2% from approximately RMB 20.7 million in the same period of 2024 to approximately RMB 16.3 million in the first half of 2025 - Selling Expenses Change (RMB million) | Indicator | 2025 H1 | 2024 H1 | YoY Change | | :--- | :--- | :--- | :--- | | Selling Expenses | 16.3 | 20.7 | -21.2% | - The decrease in selling expenses was primarily due to reduced marketing-related expenditures29 Administrative Expenses The Group's administrative expenses increased by 61.4% from approximately RMB 174.4 million in the same period of 2024 to approximately RMB 281.5 million in the first half of 2025 - Administrative Expenses Change (RMB million) | Indicator | 2025 H1 | 2024 H1 | YoY Change | | :--- | :--- | :--- | :--- | | Administrative Expenses | 281.5 | 174.4 | +61.4% | - The increase in administrative expenses was primarily due to higher staff costs resulting from newly developed segments (i.e., real estate development, property management services) during the reporting period30 Finance Costs The Group's finance costs decreased by 14.9% from approximately RMB 43.9 million in the same period of 2024 to approximately RMB 37.3 million in the first half of 2025 - Finance Costs Change (RMB million) | Indicator | 2025 H1 | 2024 H1 | YoY Change | | :--- | :--- | :--- | :--- | | Finance Costs | 37.3 | 43.9 | -14.9% | - The decrease in finance costs was primarily due to a lower average balance of interest-bearing liabilities and reduced discount expenses during the period32 Income Tax Expense The Group's total income tax expense for the first half of 2025 was RMB 191.811 million, a decrease from RMB 316.909 million in the same period of 2024 - Income Tax Expense Composition (RMB thousand) | Indicator | 2025 H1 | 2024 H1 | | :--- | :--- | :--- | | Current Tax – Mainland China | 206,369 | 318,132 | | Deferred Income Tax | (14,558) | (1,223) | | Total Tax Expense for the Period | 191,811 | 316,909 | - Liyuan Coal Industry qualifies for "Western Development" and enjoys a preferential tax rate of 15% from 2023 to 203036 - The Group obtained Hong Kong Special Administrative Region resident status in February 2025, allowing it to enjoy a lower dividend withholding tax rate of 5% under the Mainland-Hong Kong tax arrangement36 Profit for the Period The Group's consolidated profit after tax for the first half of 2025 was approximately RMB 558.1 million, a significant decrease of 48.6% year-on-year - Profit for the Period and Net Profit Margin Change (RMB million) | Indicator | 2025 H1 | 2024 H1 | YoY Change | | :--- | :--- | :--- | :--- | | Consolidated Profit After Tax | 558.1 | 1,085.2 | -48.6% | | Net Profit Margin | 22.2% | 42.9% | -20.7 percentage points | Interim Dividend The Board resolved to declare an interim dividend of 5.0 HK cents per share for the six months ended June 30, 2025 (compared to 4.0 HK cents per share in the same period of 2024), totaling HKD 421.5 million - Interim Dividend Declaration | Indicator | 2025 H1 | 2024 H1 | | :--- | :--- | :--- | | Interim Dividend Per Share | 5.0 HK cents | 4.0 HK cents | | Total Interim Dividend | HKD 421.5 million | HKD 337.2 million | - The interim dividend will be paid in four installments, with the first payment no later than November 10, 202535 Suspension of Share Register for Interim Dividend To determine eligibility for the interim dividend, the company will suspend share registration from September 4 to September 8, 2025 (inclusive) - Share transfer registration will be suspended from September 4 to September 8, 2025, to determine eligibility for the interim dividend37 - All share transfer documents, together with the relevant share certificates, must be lodged with the Hong Kong share registrar by 4:30 p.m. on September 3, 202537 Liquidity and Financial Resources The Group's bank balances and cash are primarily used for business development, debt repayment, and working capital - Bank balances and cash are primarily used for developing business projects, repaying debts, and funding working capital38 - Liquidity and Financial Resources Overview (RMB million) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Net Debt Ratio | 5.1% | 2.9% | | Bank Balances and Cash | 394.5 | 629.9 | | Net Current Liabilities | (187.4) | (157.2) | | Estimated Unpaid Acquisitions and Additional Capital Expenditures | 779.5 | - | - The Directors believe the Group will prudently monitor its liquidity position, assuming sufficient cash inflows from future operating activities and access to bank or other financial institution borrowings when needed, to repay liabilities due within the next twelve months39 Significant Acquisitions The Group undertook several significant acquisitions during the reporting period, including subscribing for 35.7% of MC Mining shares to expand its South African coal mining business Subscription of MC Mining Shares The Group announced in August 2024 the subscription of 51% new shares in MC Mining for a total consideration of USD 90 million, currently holding 35.7% - The Group announced in August 2024 the subscription of 51% new shares in MC Mining for a total consideration of USD 90 million, currently holding 35.7%42 - MC Mining primarily engages in the exploration, development, and mining of coking and thermal coal in South Africa, with the Makhado open-pit coal mine project expected to commence production and operation by the end of 202542 Qinhuangdao Jifu Acquisition The Group entered into an agreement on December 6, 2024, to acquire 100% equity in Qinhuangdao Jifu Real Estate Development Co., Ltd. for zero consideration - The Group acquired 100% equity in Qinhuangdao Jifu Real Estate Development Co., Ltd. for zero consideration, with the payable consideration of RMB 564.625 million fully offset by prepayments made by the Group to Hainan Hangxiao43 - Qinhuangdao Jifu is developing and constructing the Liyuan Bay Villa project in Qinhuangdao, Hebei Province, and the acquisition has been completed44 Seedlife Acquisition The Group acquired 100% equity in Seedlife Holding Limited for a total consideration of RMB 423 million on September 6, 2024, with completion in January 2025 - The Group acquired 100% equity in Seedlife Holding Limited for a total consideration of RMB 423 million, successfully completing the acquisition on January 13, 20254546 - Seedlife's net profit after tax for the year ended December 31, 2024, was RMB 52.8 million, meeting the guaranteed profit, thus requiring no adjustment to the offset amount46 - Seedlife primarily engages in property management services through its subsidiaries in China, providing an additional revenue stream for the Group46 Maoming Shengda and Maoming Shengcheng Acquisitions The Group acquired 100% equity in Maoming Shengda Real Estate Co., Ltd. and Maoming Shengcheng Real Estate Co., Ltd. for a total consideration of RMB 70 million on November 1, 2024 - The Group acquired 100% equity in Maoming Shengda and Maoming Shengcheng for a total consideration of RMB 70 million, with the balance of RMB 57.75 million after deducting income tax payable by the seller fully offset by prepayments for land47 - The acquisition was completed on June 13, 2025, and both companies are now developing and constructing the Liyuan Taoyuan residential project in Maoming, Guangdong47 Events After Reporting Period As of the date of this interim report, the Board is not aware of any significant events requiring disclosure that occurred after June 30, 2025 - The Board is not aware of any significant events requiring disclosure that occurred after June 30, 2025, and up to the date of this interim report48 Financial Risk Management The Group primarily faces interest rate risk, foreign currency risk, and liquidity risk - The Group does not hold short-term debt liabilities bearing floating interest rates and thus does not face significant interest rate risk49 - The Company and its subsidiaries do not face significant foreign currency risk, as their transactions and balances are primarily denominated in their respective functional currencies50 - The Group utilizes cash flow forecasts and other relevant information to monitor its liquidity needs and ensure sufficient cash to support its business and operating activities51 Human Resources and Remuneration Policy As of June 30, 2025, the Group employed 3,422 full-time employees globally, with total staff costs of approximately RMB 363.4 million - Human Resources Overview | Indicator | Data | | :--- | :--- | | Total Full-time Employees (June 30, 2025) | 3,422 | | Total Staff Costs (2025 H1) | Approximately RMB 363.4 million | - Remuneration policy is formulated based on employee performance and experience, aligning with local salary trends, and includes performance-linked bonuses, insurance, medical coverage, share options, and share awards52 - The Company adopted the 2022 Share Award Scheme, 2023 Share Option Scheme, and 2023 Share Award Scheme, and has granted 263.5 million award shares to directors and employees under the 2023 Share Award Scheme52 Consolidated Statement of Profit or Loss and Other Comprehensive Income The Group's consolidated statement of profit or loss and other comprehensive income for the first half of 2025 shows total revenue of RMB 2,509.517 million and gross profit of RMB 1,176.158 million - Consolidated Statement of Profit or Loss and Other Comprehensive Income (For the six months ended June 30) | Indicator | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Revenue | 2,509,517 | 2,532,355 | | Cost of Sales | (1,333,359) | (977,668) | | Gross Profit | 1,176,158 | 1,554,687 | | Other Income and Losses, Net | (32,721) | 58,762 | | Fair Value Change of Financial Assets (Loss)/Gain | (64,888) | 15,597 | | Selling Expenses | (16,298) | (20,677) | | Administrative Expenses | (281,483) | (174,431) | | Operating Profit | 780,768 | 1,433,938 | | Share of Profits Less Losses of Associates | 6,498 | 12,015 | | Finance Costs | (37,329) | (43,877) | | Profit Before Tax | 749,937 | 1,402,076 | | Income Tax Expense | (191,811) | (316,909) | | Profit for the Period | 558,126 | 1,085,167 | | Total Comprehensive Income for the Period | 544,469 | 1,064,855 | | Basic Earnings Per Share Attributable to Equity Holders of the Company | RMB 6.68 cents | RMB 13.00 cents | | Diluted Earnings Per Share Attributable to Equity Holders of the Company | RMB 6.66 cents | RMB 13.00 cents | Consolidated Statement of Financial Position As of June 30, 2025, the Group's total assets were RMB 14,388.965 million, with total non-current assets of RMB 9,806.777 million and total current assets of RMB 4,582.188 million - Consolidated Statement of Financial Position (As at June 30, 2025) | Indicator | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Non-current Assets | | | | Property, Plant and Equipment | 3,541,772 | 3,431,271 | | Right-of-use Assets | 183,987 | 186,832 | | Intangible Assets | 3,442,544 | 3,200,749 | | Goodwill | 344,556 | 156,181 | | Interests in Associates | 338,470 | 174,032 | | Deferred Tax Assets | 86,708 | 75,142 | | Prepayments for Proposed Acquisitions | 1,335,990 | 2,236,770 | | Other Non-current Assets | 532,750 | 261,055 | | Total Non-current Assets | 9,806,777 | 9,722,032 | | Current Assets | | | | Financial Assets at Fair Value Through Profit or Loss | 207,404 | 334,409 | | Inventories | 3,223,357 | 1,716,335 | | Trade and Other Receivables | 555,803 | 200,439 | | Pledged and Restricted Deposits | 132,299 | 127,584 | | Bank Balances and Cash | 394,507 | 629,937 | | Current Portion of Other Non-current Assets | 68,818 | 259,990 | | Total Current Assets | 4,582,188 | 3,268,694 | | Current Liabilities | | | | Trade and Other Payables | 2,474,638 | 1,522,347 | | Contract Liabilities | 1,362,990 | 891,021 | | Bank Loans and Other Borrowings | 443,790 | 535,720 | | Lease Liabilities | 27,170 | 20,363 | | Income Tax Payable | 461,035 | 456,410 | | Total Current Liabilities | 4,769,623 | 3,425,861 | | Net Current Liabilities | (187,435) | (157,167) | | Total Assets Less Total Current Liabilities | 9,619,342 | 9,564,865 | | Non-current Liabilities | | | | Bank Loans and Other Borrowings | 390,000 | 342,600 | | Lease Liabilities | 41,669 | 57,193 | | Long-term Payables | 793,006 | 779,414 | | Deferred Tax Liabilities | 98,719 | 53,362 | | Provision for Reclamation Costs | 59,608 | 57,549 | | Total Non-current Liabilities | 1,383,002 | 1,290,118 | | Net Assets | 8,236,340 | 8,274,747 | | Equity | | | | Share Capital | 54,293 | 54,293 | | Reserves | 8,124,396 | 8,173,983 | | Total Equity Attributable to Equity Holders of the Company | 8,178,689 | 8,228,276 | | Non-controlling Interests | 57,651 | 46,471 | | Total Equity | 8,236,340 | 8,274,747 | Consolidated Statement of Changes in Equity The Group's consolidated statement of changes in equity for the first half of 2025 shows that total equity attributable to equity holders of the Company changed from RMB 8,228.276 million at the beginning of the period to RMB 8,178.689 million at the end of the period - Consolidated Statement of Changes in Equity (For the six months ended June 30, 2025) | Indicator | Share Capital (RMB thousand) | Share Premium (RMB thousand) | Share Award Scheme Reserve (RMB thousand) | Share-based Payment Reserve (RMB thousand) | Other Reserves (RMB thousand) | Statutory Reserve (RMB thousand) | Exchange Reserve (RMB thousand) | Retained Profits (RMB thousand) | Total Attributable to Equity Holders of the Company (RMB thousand) | Non-controlling Interests (RMB thousand) | Total Equity (RMB thousand) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | As at January 1, 2025 | 54,293 | 483,907 | (23,511) | – | 119,307 | 2,596,181 | 67,490 | 4,930,609 | 8,228,276 | 46,471 | 8,274,747 | | Profit for the Period | – | – | – | – | – | – | – | 561,586 | 561,586 | (3,460) | 558,126 | | Other Comprehensive Income | – | – | – | – | – | – | (13,413) | – | (13,413) | (244) | (13,657) | | Total Comprehensive Income for the Period | – | – | – | – | – | – | (13,413) | 561,586 | 548,173 | (3,704) | 544,469 | | Dividends Paid | – | – | – | – | – | – | – | (386,575) | (386,575) | – | (386,575) | | Dividends Payable | – | – | – | – | – | – | – | (231,763) | (231,763) | – | (231,763) | | Allocation to Repair and Production Fund | – | – | – | – | – | 149,096 | – | (149,096) | – | – | – | | Utilisation of Repair and Production Fund | – | – | – | – | – | (26,319) | – | 26,319 | – | – | – | | Equity-settled Share-based Payment Expense | – | – | – | 12,297 | – | – | – | – | 12,297 | – | 12,297 | | Contribution from Non-controlling Interests | – | – | – | – | 8,281 | – | – | – | 8,281 | 1,719 | 10,000 | | Disposal of a Subsidiary | – | – | – | – | – | – | – | – | – | 13,165 | 13,165 | | As at June 30, 2025 | 54,293 | 483,907 | (23,511) | 12,297 | 127,588 | 2,718,958 | 54,077 | 4,751,080 | 8,178,689 | 57,651 | 8,236,340 | Condensed Consolidated Statement of Cash Flows The Group's condensed consolidated statement of cash flows for the first half of 2025 shows net cash generated from operating activities of RMB 676.792 million, net cash used in investing activities of RMB (378.831) million, and net cash used in financing activities of RMB (535.204) million - Condensed Consolidated Statement of Cash Flows (For the six months ended June 30) | Indicator | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Net Cash Generated from Operating Activities | 676,792 | 1,045,257 | | Net Cash Used in Investing Activities | (378,831) | (393,896) | | Net Cash Used in Financing Activities | (535,204) | (1,040,344) | | Net Decrease in Cash and Cash Equivalents | (237,243) | (388,983) | | Cash and Cash Equivalents at January 1 | 629,937 | 734,143 | | Effect of Exchange Rate Changes | 1,813 | 282 | | Cash and Cash Equivalents at June 30 | 394,507 | 345,442 | Notes to the Unaudited Interim Financial Report 1. Company and Group Information The Company was incorporated in the Cayman Islands on July 27, 2010, primarily engaging in the business of coal mining and sales - The Company was incorporated in the Cayman Islands on July 27, 2010, primarily engaging in the business of coal mining and sales64 - The Company's immediate holding company is King Lok Holdings Limited, and its ultimate holding company is TMF (Cayman) Ltd64 2.1 Basis of Preparation The unaudited interim financial report is prepared in accordance with the Listing Rules of the Stock Exchange and Hong Kong Accounting Standard 34 - The unaudited interim financial report is prepared in accordance with the applicable disclosure requirements set out in Appendix D2 to the Listing Rules of the Stock Exchange and in compliance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" issued by the Hong Kong Institute of Certified Public Accountants65 - As of June 30, 2025, the Group had net current liabilities of RMB 187.435 million, had completed several acquisitions, made prepayments of RMB 1,335.99 million, and had estimated future capital expenditures of approximately RMB 779.46 million67 - The Directors believe the Group will prudently monitor its liquidity position, assuming sufficient cash inflows from future operating activities and access to bank or other financial institution borrowings when needed, to repay liabilities due within the next twelve months68 2.2 Changes in Accounting Policies The Group applied HKAS 21 "The Effects of Changes in Foreign Exchange Rates – Lack of Exchangeability" (Amendment) during this accounting period, but it had no significant impact on the interim report due to the absence of relevant transactions - The Group applied HKAS 21 "The Effects of Changes in Foreign Exchange Rates – Lack of Exchangeability" (Amendment) issued by the Hong Kong Institute of Certified Public Accountants for the interim financial report during this accounting period69 - As the Group did not engage in any transactions denominated in foreign currencies that could not be exchanged into other currencies, these amendments had no significant impact on this unaudited interim report69 - The Group has not applied any new standards or interpretations that are not yet effective for the current accounting period70 3. Operating Segment Information The Group's business is divided into coal mining and other segments (including real estate development, property management services, agriculture and animal husbandry, and cigar and tobacco), based on reports reviewed by the chief operating decision maker 3. (i) Segment Results, Assets and Liabilities The Group's reportable segments are coal mining and other segments, which primarily include real estate development, property management services, agriculture and animal husbandry, and cigar and tobacco - The Group's reportable segments are the coal mining segment and other segments (primarily including real estate development, property management services, agriculture and animal husbandry, and cigar and tobacco)71 - Reportable Segment Performance Overview (For the six months ended June 30, RMB thousand) | Indicator | Coal Mining Segment (2025) | Coal Mining Segment (2024) | Other Segments (2025) | Other Segments (2024) | Total (2025) | Total (2024) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Reportable Segment Revenue | 2,330,318 | 2,508,114 | 187,921 | 42,958 | 2,518,239 | 2,551,072 | | Reportable Segment Profit/(Loss) Before Tax | 863,991 | 1,476,534 | (76,523) | (61,475) | 787,468 | 1,415,059 | | Reportable Segment Assets | 9,280,278 | 9,105,228 | 4,814,575 | 3,475,947 | 14,094,853 | 12,581,175 | | Reportable Segment Liabilities | 3,547,229 | 3,067,974 | 1,867,371 | 953,006 | 5,414,600 | 4,020,980 | 3. (ii) Reconciliation of Reportable Segment Revenue, Profit or Loss, Assets and Liabilities This section provides a reconciliation of reportable segment revenue, profit before tax, assets, and liabilities with the consolidated financial statement data - Revenue Reconciliation (For the six months ended June 30, RMB thousand) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Reportable Segment Revenue | 2,518,239 | 2,551,072 | | Inter-segment Revenue Elimination | (8,722) | (18,717) | | Consolidated Revenue | 2,509,517 | 2,532,355 | - Profit Reconciliation (For the six months ended June 30, RMB thousand) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Reportable Segment Profit Before Tax | 787,468 | 1,415,059 | | Unallocated Head Office and Corporate Expenses | (37,186) | (12,940) | | Consolidated Profit Before Tax | 749,937 | 1,402,076 | - Assets and Liabilities Reconciliation (RMB thousand) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Reportable Segment Assets | 14,094,853 | 12,581,175 | | Consolidated Assets | 14,388,965 | 12,990,726 | | Reportable Segment Liabilities | 5,414,600 | 4,020,980 | | Consolidated Liabilities | 6,152,625 | 4,715,979 | 3. (iii) Geographical Information The Group's external customer revenue primarily originates from China, totaling RMB 2,506.310 million in the first half of 2025 - Geographical Information (RMB thousand) | Region | External Customer Revenue (2025 H1) | External Customer Revenue (2024 H1) | Non-current Assets (June 30, 2025) | Non-current Assets (December 31, 2024) | | :--- | :--- | :--- | :--- | :--- | | China | 2,506,310 | 2,524,250 | 8,883,249 | 8,999,301 | | Other Regions or Countries | 3,207 | 8,105 | 836,820 | 647,589 | | Total | 2,509,517 | 2,532,355 | 9,720,069 | 9,646,890 | 4. Revenue The Group's principal business is the mining and sale of coal products, with total revenue of RMB 2,509.517 million in the first half of 2025 - The Group's principal business is the mining and sale of coal products81 - Revenue from Contracts with Customers (For the six months ended June 30, RMB thousand) | Revenue Source | 2025 | 2024 | | :--- | :--- | :--- | | Sale of Coal Products | 2,330,318 | 2,508,114 | | Property Management Services | 114,043 | – | | Sale of Properties | 27,257 | – | | Others | 37,899 | 24,241 | | Total | 2,509,517 | 2,532,355 | 5. Other Income and Losses, Net The Group's other income and losses, net, for the first half of 2025 was RMB (32.721) million, a significant decrease from a net income of RMB 58.762 million in the same period last year - Other Income and Losses Net Composition (For the six months ended June 30, RMB thousand) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Government Grants | 11,146 | 48,008 | | Interest Income | 7,119 | 28,267 | | Net Gain/(Loss) on Redemption of Financial Assets at Fair Value Through Profit or Loss | 6,095 | (4,587) | | Fines | (34,744) | (5,599) | | Loss on Disposal of a Subsidiary | (10,350) | – | | Impairment Loss on Trade and Other Receivables | (6,963) | – | | Donations | (4,082) | (6,790) | | Others | (942) | (537) | | Total | (32,721) | 58,762 | 6. Profit Before Tax The Group's profit before tax is arrived at after deducting items such as cost of sales, staff costs, and depreciation and amortization - Profit Before Tax Deductions (For the six months ended June 30, RMB thousand) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Cost of Sales: | | | | -Transportation and Storage Costs | 624,883 | 575,264 | | -Cost of Inventories Sold | 624,523 | 402,404 | | -Property Management Service Costs | 83,953 | – | | Total Cost of Sales | 1,333,359 | 977,668 | | Staff Costs: | | | | -Salaries, Wages, Bonuses and Benefits | 335,120 | 233,049 | | -Contributions to Defined Contribution Plans | 15,949 | 11,162 | | -Equity-settled Share-based Payment Expense | 12,297 | – | | Total Staff Costs | 363,366 | 244,211 | | Depreciation of Property, Plant and Equipment | 79,603 | 67,161 | | Depreciation of Right-of-use Assets | 3,819 | 3,218 | | Amortisation of Intangible Assets | 26,286 | 17,560 | 7. Finance Costs The Group's finance costs for the first half of 2025 were RMB 37.329 million, a decrease from RMB 43.877 million in the same period last year - Finance Costs Composition (For the six months ended June 30, RMB thousand) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Interest Expense | 21,354 | 26,468 | | Discount on Bills | 15,975 | 17,409 | | Total | 37,329 | 43,877 | 8. Income Tax Expense The Group's total income tax expense for the first half of 2025 was RMB 191.811 million, primarily comprising current tax in Mainland China and deferred income tax - Income Tax Expense Composition (For the six months ended June 30, RMB thousand) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Current Tax – China | 206,369 | 318,132 | | Deferred Income Tax | (14,558) | (1,223) | | Total | 191,811 | 316,909 | - Liyuan Coal Industry enjoys a preferential income tax rate of 15% from 2023 to 203087 - The Company and relevant subsidiaries obtained Hong Kong Special Administrative Region resident status in February 2025, allowing for a lower dividend withholding tax rate of 5%87 9. Basic and Diluted Earnings Per Share The Group's basic earnings per share for the first half of 2025 was RMB 6.68 cents, and diluted earnings per share was RMB 6.66 cents - Earnings Per Share (For the six months ended June 30) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Basic Earnings Per Share | RMB 6.68 cents | RMB 13.00 cents | | Diluted Earnings Per Share | RMB 6.66 cents | RMB 13.00 cents | - Basic earnings per share for the first half of 2025 was calculated based on profit for the period attributable to equity holders of the Company of RMB 561.586 million and the weighted average of 8.406832 billion shares during the period88 - There were no potentially dilutive ordinary shares in the first half of 2024, so diluted earnings per share was the same as basic earnings per share89 10. Property, Plant and Equipment As of June 30, 2025, the carrying amount of the Group's property, plant and equipment was RMB 3,541.772 million, an increase from RMB 3,431.271 million at the beginning of the period - Property, Plant and Equipment Carrying Amount Change (RMB thousand) | Item | Amount | | :--- | :--- | | As at January 1, 2025 | 3,431,271 | | Acquisition of Subsidiaries | 2,739 | | Additions | 189,205 | | Depreciation | (79,603) | | Exchange Adjustments | (1,840) | | As at June 30, 2025 | 3,541,772 | - As of June 30, 2025, the Group was applying for ownership certificates for certain properties with a carrying amount of RMB 647.289 million, but their use remains unaffected90 11. Right-of-use Assets As of June 30, 2025, the carrying amount of the Group's right-of-use assets was RMB 183.987 million, a slight decrease from RMB 186.832 million at the beginning of the period - Right-of-use Assets Carrying Amount Change (RMB thousand) | Item | Amount | | :--- | :--- | | As at January 1, 2025 | 186,832 | | Additions | 1,180 | | Amortisation | (3,819) | | Exchange Adjustments | (206) | | As at June 30, 2025 | 183,987 | 12. Intangible Assets As of June 30, 2025, the carrying amount of the Group's intangible assets was RMB 3,442.544 million, an increase from RMB 3,200.749 million at the beginning of the period - Intangible Assets Carrying Amount Change (RMB thousand) | Item | Amount | | :--- | :--- | | As at January 1, 2025 | 3,200,749 | | Acquisition of Subsidiaries | 268,296 | | Amortisation | (26,286) | | Exchange Adjustments | (215) | | As at June 30, 2025 | 3,442,544 | 13. Goodwill As of June 30, 2025, the carrying amount of the Group's goodwill was RMB 344.556 million, a significant increase from RMB 156.181 million at the beginning of the period - Goodwill Carrying Amount Change (RMB thousand) | Item | Amount | | :--- | :--- | | As at January 1, 2025 | 156,181 | | Acquisition of Subsidiaries | 188,375 | | As at June 30, 2025 | 344,556 | | Cost | 439,048 | | Accumulated Impairment | (94,492) | 14. Prepayments for Proposed Acquisitions As of June 30, 2025, the Group's total prepayments for proposed acquisitions amounted to RMB 1,335.990 million, primarily including RMB 1,080.256 million for the acquisition of Guizhou Liyuan Energy Co., Ltd. and RMB 253.734 million for property acquisitions from Seazen Holdings Group Co., Ltd - Prepayments for Proposed Acquisitions (RMB thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Guizhou Liyuan Energy Co., Ltd. Acquisition | 1,080,256 | 1,080,256 | | Seazen Holdings Group Co., Ltd. Property Acquisition | 253,734 | 311,484 | | Seedlife Holding Limited Acquisition (Completed) | – | 278,405 | | Qinhuangdao Jifu Real Estate Development Co., Ltd. Acquisition (Completed) | – | 564,625 | | Total | 1,335,990 | 2,236,770 | - The prepayment for the Guizhou Liyuan Energy Co., Ltd. acquisition is RMB 1,080.256 million, with recoverability guaranteed by 100% equity in Guizhou Liyuan pending fulfillment of certain conditions94 - Mr. Zhang Li and King Lok Holdings Limited agreed to pledge their shares in the Company as security for Guizhou Liyuan, Mr. Zhang Li, and Seazen subsidiaries to fulfill their contractual obligations under the relevant acquisition and loan agreements103 15. Other Non-current Assets As of June 30, 2025, the Group's total other non-current assets amounted to RMB 601.568 million, primarily comprising loans to related parties of RMB 283.783 million, prepayments for mining capacity expansion permits of RMB 118.337 million, and performance compensation receivables of RMB 84.673 million - Other Non-current Assets Composition (RMB thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Loans to Related Parties | 283,783 | 259,990 | | Prepayments for Mining Capacity Expansion Permits | 118,337 | 90,967 | | Performance Compensation Receivables | 84,673 | 84,734 | | Prepayments for Equipment | 38,721 | 44,632 | | Long-term Deferred Expenses | 12,916 | 6,774 | | Others | 63,138 | 51,161 | | Total | 601,568 | 538,258 | | Less: Current Portion – Loans to Related Parties | (68,818) | (259,990) | | Total Non-current Portion | 532,750 | 261,055 | - The fair value of performance compensation receivables is RMB 84.673 million, with the actual compensation amount to be adjusted based on Xingyao Group's actual performance from 2025 to 2027104 16. Financial Assets at Fair Value Through Profit or Loss As of June 30, 2025, the Group's total financial assets at fair value through profit or loss amounted to RMB 207.404 million, a decrease from RMB 334.409 million as of December 31, 2024 - Financial Assets at Fair Value Through Profit or Loss (RMB thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Trust Wealth Management Investments | 198,725 | 228,911 | | Trading Securities | 8,679 | 105,498 | | Total | 207,404 | 334,409 | - Trust wealth management investments with Northern International Trust Co., Ltd. recorded a fair value change gain of RMB 9.723 million due to changes in the price of R&F Properties corporate bonds106 - Trust wealth management investments with Beijing International Trust Co., Ltd. recorded a fair value change loss of RMB 39.909 million due to changes in the price of R&F Properties corporate bonds106 - Trading securities reflect an accumulated loss of RMB 34.702 million from fair value changes, primarily attributable to price fluctuations of equity securities106 17. Inventories As of June 30, 2025, the Group's total inventories amounted to RMB 3,223.357 million, a significant increase from RMB 1,716.335 million as of December 31, 2024 - Inventories Composition (RMB thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Properties Under Development | 2,935,316 | 1,494,206 | | Coal Products | 140,634 | 126,486 | | Tobacco Materials and Products | 108,242 | 98,168 | | Raw Materials, Spare Parts and Chemicals | 83,999 | 55,607 | | Others | 36,563 | 28,490 | | Total | 3,304,754 | 1,802,957 | | Less: Write-down of Inventories | (81,397) | (86,622) | | Net Amount | 3,223,357 | 1,716,335 | 18. Trade and Other Receivables As of June 30, 2025, the Group's total trade and other receivables amounted to RMB 555.803 million, a significant increase from RMB 200.439 million as of December 31, 2024 - Trade and Other Receivables Composition (RMB thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Trade Receivables | 129,336 | 6,528 | | Prepayments and Deposits | 159,423 | 93,931 | | Amounts Due from Related Parties | 223,205 | 17,308 | | Deductible VAT Input Tax | 93,294 | 74,426 | | Others | 18,152 | 8,246 | | Total | 623,410 | 200,439 | | Less: Provision for Doubtful Debts | (67,607) | – | | Net Amount | 555,803 | 200,439 | - Trade Receivables Ageing Analysis (RMB thousand) | Ageing | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Within 1 Year | 78,176 | 6,528 | | 1 to 2 Years | 26,987 | – | | 2 to 3 Years | 14,832 | – | | Over 3 Years | 9,341 | – | | Total | 129,336 | 6,528 | 19. Bank Balances and Cash and Pledged and Restricted Deposits As of June 30, 2025, the Group's bank balances and cash amounted to RMB 394.507 million, pledged deposits to RMB 81.777 million, and restricted deposits to RMB 50.522 million - Bank Balances and Cash and Pledged and Restricted Deposits (RMB thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Bank Balances and Cash | 394,507 | 629,937 | | Pledged Deposits | 81,777 | 93,355 | | Restricted Deposits | 50,522 | 34,229 | | Total | 526,806 | 757,521 | - Approximately RMB 81.777 million of bank balances are pledged as security for bills payable and bank loans110 - Approximately RMB 43.258 million of bank balances are deposited in banks as security for mine environmental restoration in accordance with relevant government regulations111 20. Trade and Other Payables As of June 30, 2025, the Group's total trade and other payables amounted to RMB 2,474.638 million, a significant increase from RMB 1,522.347 million as of December 31, 2024 - Trade and Other Payables Composition (RMB thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Construction Payables | 996,389 | 812,692 | | Amounts Due to Related Parties | 293,683 | 11,000 | | Dividends Payable | 231,763 | – | | Taxes Payable Other Than Income Tax | 178,271 | 185,227 | | Acquisition Payables | 149,046 | 69,282 | | Bills Payable | 95,124 | 106,661 | | Other Payables and Accrued Expenses | 530,362 | 337,485 | | Total | 2,474,638 | 1,522,347 | - Construction Payables Ageing Analysis (RMB thousand) | Ageing | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Within 1 Year | 553,477 | 737,295 | | 1 to 2 Years | 377,142 | 58,900 | | Over 2 Years | 65,770 | 16,497 | | Total | 996,389 | 812,692 | 21. Bank Loans and Other Borrowings As of June 30, 2025, the Group's total bank loans and other borrowings amounted to RMB 833.790 million, with a current portion of RMB 443.790 million and a non-current portion of RMB 390.000 million - Bank Loans and Other Borrowings (RMB thousand) | Type | Effective Interest Rate (%) | Maturity Date | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | :--- | :--- | | Current | | | | | | Long-term Bank Loans – Secured (Due within 1 year) | 5.00% | 2025 | 150,000 | 150,000 | | Long-term Bank Loans – Secured (Due within 1 year) | 5.50% | 2026 | 97,250 | 30,650 | | Long-term Bank Loans – Secured (Due within 1 year) | 4.90% | 2026 | 115,000 | 100,000 | | Long-term Bank Loans – Secured (Due within 1 year) | 5.80% | 2025 | 10,000 | – | | Long-term Borrowings – Secured (Due within 1 year) | 6.50% | 2025 | 71,540 | – | | Total Current | | | 443,790 | 535,720 | | Non-current | | | | | | Long-term Bank Loans – Secured | 4.90% | 2027 | 210,000 | 275,000 | | Long-term Bank Loans – Secured | 5.80% | 2027 | 180,000 | – | | Total Non-current | | | 390,000 | 342,600 | | Total | | | 833,790 | 878,320 | - The Group has several bank loans secured by mining rights, land use rights, or guaranteed by Liyuan Coal Industry, with maturity dates ranging from July 2025 to June 202740 22. Lease Liabilities As of June 30, 2025, the Group's total lease liabilities amounted to RMB 68.839 million, with RMB 27.170 million due within one year and RMB 30.528 million due between one and two years - Lease Liabilities Repayment Schedule (RMB thousand) | Repayment Period | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Within 1 Year | 27,170 | 20,363 | | Over 1 Year but Within 2 Years | 30,528 | 29,363 | | Over 2 Years but Within 5 Years | 9,288 | 25,977 | | Over 5 Years | 1,853 | 1,853 | | Total | 68,839 | 77,556 | 23. Long-term Payables As of June 30, 2025, the Group's total long-term payables amounted to RMB 793.006 million, primarily comprising the present value of payables related to mining rights of RMB 568.064 million and the present value of compensation payables related to relocation of RMB 308.761 million - Long-term Payables Composition (RMB thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Present Value of Payables Related to Mining Rights | 568,064 | 554,197 | | Present Value of Compensation Payables Related to Relocation | 308,761 | 307,578 | | Total | 876,825 | 861,775 | | Less: Current Portion of Trade and Other Payables | (83,819) | (82,361) | | Net Amount | 793,006 | 779,414 | 24. Interim Dividend The Board resolved to declare an interim dividend of 5.0 HK cents per share for the six months ended June 30, 2025, totaling HKD 421.5 million (equivalent to RMB 384.387 million) - Interim Dividend Declaration | Indicator | 2025 H1 | 2024 H1 | | :--- | :--- | :--- | | Interim Dividend Per Share | 5.0 HK cents | 4.0 HK cents | | Total Interim Dividend | HKD 421.5 million (RMB 384.387 million) | HKD 337.2 million (RMB 307.756 million) | - The declared interim dividend was not recognized as a liability as of June 30, 2025118 25. Share Capital As of June 30, 2025, the Company's issued and fully paid share capital consisted of 8.43 billion ordinary shares with a par value of USD 0.001 per share, totaling RMB 54.293 million - Share Capital (RMB thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Issued and Fully Paid Share Capital (8,430,000,000 shares) | 54,293 | 54,293 | - There was no change in the Company's share capital during the period119 - The Company's authorized share capital is USD 500 million, comprising 500 billion shares with a par value of USD 0.001 per share119 26. Commitments As of June 30, 2025, the Group's unrecorded capital commitments amounted to approximately RMB 779.460 million, primarily for acquisitions, construction, and procurement of mining machinery and properties - Capital Commitments (RMB thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Authorized and Contracted for Acquisitions, Construction, and Procurement of Mining Machinery and Properties | 779,460 | 1,347,104 | 27. Related Party Transactions and Balances The Group has transactions and balances with various related parties, including entities controlled by major shareholders Mr. Zhang Li and Mr. Zhang Liang, as well as associates 27. (a) Related Party Transactions The Group's related party transactions in the first half of 2025 included loading and unloading services from Xiaojia of RMB 58.032 million, leasing services from Wealth Galaxy Limited of RMB 19.652 million, and property management services provided to Seazen of RMB 27.439 million - Related Party Transactions (For the six months ended June 30, RMB thousand) | Transaction Type | 2025 | 2024 | | :--- | :--- | :--- | | Loading and Unloading Services from Xiaojia | 58,032 | 59,889 | | Leasing Services from Wealth Galaxy Limited | 19,652 | – | | Property Management Services Provided to Seazen | 27,439 | – | | Total | 105,123 | 59,889 | 27. (b) Amounts Due from Related Parties As of June 30, 2025, the Group's total amounts due from related parties amounted to RMB 1,791.263 million - Amounts Due from Related Parties (RMB thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Loans to Related Parties | 283,783 | 259,990 | | Prepayments for Proposed Acquisitions | 1,333,990 | 2,234,770 | | Amounts Due from Seazen and its Subsidiaries | 140,604 | – | | Amounts Due from R&F Properties and its Subsidiaries | 31,004 | 1,913 | | Amounts Due from Guangzhou Puji | 1,882 | – | | Total | 1,791,263 | 2,513,981 | - The principal amount of the loan to Guizhou Liyuan is RMB 249.287 million, with accrued interest of RMB 33.323 million, and the repayment date has been extended to June 30, 2027128 27. (c) Amounts Due to Related Parties As of June 30, 2025, the Group's total amounts due to related parties amounted to RMB 442.729 million - Amounts Due to Related Parties (RMB thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Xiaojia | 10,628 | – | | Mr. Zhang Li | 69,228 | 70,282 | | Mr. Zhang Guoming | – | 10,000 | | Seedland Smart Service | 68,568 | – | | Zhuhai Seazen | 12,250 | – | | Seazen and its Subsidiaries | 160,061 | – | | R&F Properties and its Subsidiaries | 108,254 | 896 | | Guangzhou Puji | 13,740 | – | | Total | 442,729 | 81,178 | - Amounts due to Mr. Zhang Li primarily include acquisition payables for Xingyao Group of RMB 68.228 million and a loan from a former Xingyao shareholder of RMB 1 million131 - Amounts due to related parties are unsecured, interest-free, and repayable on demand133 27. (d) Remuneration of Key Management Personnel of the Group The total remuneration for the Group's directors and key management personnel in the first half of 2025 was RMB 17.198 million, including short-term employee benefits and contributions to defined contribution retirement plans - Key Management Personnel Remuneration (For the six months ended June 30, RMB thousand) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Short-term Employee Benefits | 16,543 | 13,619 | | Contributions to Defined Contribution Retirement Plans | 655 | 457 | | Total | 17,198 | 14,076 | 27. (e) Financial Guarantees As of June 30, 2025, a total of RMB 71.540 million of the Group's loans were guaranteed by Seazen and Mr. Zhang Liang - As of June 30, 2025, a total of RMB 71.540 million of the Group's loans were guaranteed by Seazen and Mr. Zhang Liang135 28. Fair Value Measurement The Group's financial instruments are measured at fair value using a three-level fair value hierarchy - Recurring Fair Value Measurements (June 30, 2025, RMB thousand) | Item | Fair Value | Level 1 | Level 2 | Level 3 | | :--- | :--- | :--- | :--- | :--- | | Performance Compensation Receivables | 84,673 | – | – | 84,673 | | Trust Wealth Management Investments | 198,725 | – | – | 198,725 | | Trading Securities | 8,679 | 8,679 | – | – | - For the six months ended June 30, 2025, a net loss of RMB 64.888 million arose from fair value changes of trust wealth management and trading securities due to market price fluctuations139 - The fair values of bank balances and cash, trade and other receivables, trade and other payables, and interest-bearing bank loans and other borrowings approximate their carrying amounts140 29. Acquisition of Subsidiaries The Group completed several subsidiary acquisitions during the reporting period, including Seedlife Holding Limited, Qinhuangdao Jifu Real Estate Development Co., Ltd., and Maoming Shengda Real Estate Co., Ltd. and Maoming Shengcheng Real Estate Co., Ltd 29. (a) Seedlife Acquisition The Group completed the acquisition of 100% equity in Seedlife for RMB 423 million on January 13, 2025, resulting in goodwill of RMB 188.375 million - The Group completed the acquisition of 100% equity in Seedlife for RMB 423 million on January 13, 2025, resulting in goodwill of RMB 188.375 million141142 - Seedlife primarily engages in property management services through its subsidiaries in China141 - From the acquisition date to June 30, 2025, the acquisition of Seedlife contributed consolidated revenue of RMB 114.042 million and consolidated net profit of RMB 10.755 million to the Group141 29. (b) Qinhuangdao Jifu Acquisition The Group completed the acquisition of 100% equity in Qinhuangdao Jifu on December 6, 2024, with the consideration of RMB 564.625 million offset by prepayments, resulting in no cash outflow - The Group completed the acquisition of 100% equity in Qinhuangdao Jifu on December 6, 2024, with the consideration of RMB 564.625 million offset by prepayments, resulting in no cash outflow144147 - Qinhuangdao Jifu primarily engages in real estate development and sales145 - From the acquisition date to June 30, 2025, the acquisition of Qinhuangdao Jifu had not contributed consolidated revenue but resulted in a consolidated net loss of RMB 28.471 million146 29. (c) Maoming Shengda and Maoming Shengcheng Acquisitions The Group completed the acquisition of 100% equity in Maoming Shengda and Maoming Shengcheng for RMB 70 million on June 13, 2025 - The Group completed the acquisition of 100% equity in Maoming Shengda and Maoming Shengcheng for RMB 70 million on June 13, 2025147148 - The acquisition consideration was offset by prepayments for land, resulting in a net cash outflow of RMB 32.142 million147149 - Maoming Shengda and Maoming Shengcheng primarily engage in real estate development and sales148 30. Equity-settled Share-based Transactions On January 6, 2025, the Company granted a total of 263.5 million award shares to directors and employees under the 2023 Share Award Scheme, with a purchase price of HKD 1.00 per share, fully vesting on January 6, 2028 - On January 6, 2025, the Company granted a total of 263.5 million award shares to directors and employees under the 2023 Share Award Scheme149 - Each award share entitles the holder to subscribe for one ordinary share of the Company at an exercise price of HKD 1.00, with all award shares fully vesting on January 6, 2028149 - During the period, approximately RMB 12.3 million was amortized in accordance with HKFRS 2 Share-based Payment, and the fai
力量发展(01277) - 2025 - 中期财报