Announcement and Company Overview Disclaimer Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited are not responsible for the contents of this announcement, make no representation, and accept no liability for any loss arising from reliance on its contents - HKEX is not responsible for the content of this announcement, makes no statement, and assumes no liability 1 Company Information Acme International Holdings Limited (Stock Code: 1870) announced its interim results for the six months ended June 30, 2025 - The company name is Acme International Holdings Limited, Stock Code 1870 2 - The announcement is for the interim results for the six months ended June 30, 2025 2 Financial Highlights For the six months ended June 30, 2025, the company reported revenue of HK$67,377 thousand, gross profit of HK$1,877 thousand, and a loss for the period of HK$24,390 thousand, with the debt-to-asset ratio significantly decreasing from 78.6% to 37.7% Key Financial Data for the Six Months Ended June 30 | Metric | 2025 (HK$ '000) | 2024 (HK$ '000) | | :--- | :--- | :--- | | Revenue | 67,377 | 83,932 | | Gross Profit | 1,877 | 20,872 | | Loss/Profit for the Period | (24,390) | 4,478 | Debt-to-Asset Ratio | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Debt-to-Asset Ratio | 37.7% | 78.6% | Interim Results Report Interim Condensed Consolidated Statement of Profit or Loss For the six months ended June 30, 2025, the company's revenue decreased by 19.7% year-on-year to HK$67,377 thousand, gross profit significantly dropped by 91.0% to HK$1,877 thousand, and the company turned from a profit of HK$4,478 thousand to a loss of HK$24,390 thousand, with basic loss per share of 3.31 HK cents Interim Condensed Consolidated Statement of Profit or Loss (Key Metrics) | Metric | 2025 (HK$ '000) | 2024 (HK$ '000) | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | 67,377 | 83,932 | -19.7% | | Cost of Sales | (65,500) | (63,060) | +3.9% | | Gross Profit | 1,877 | 20,872 | -91.0% | | Operating Loss/Profit | (21,666) | 7,870 | Turn from profit to loss | | Loss/Profit for the Period | (24,390) | 4,478 | Turn from profit to loss | | Loss/Profit attributable to owners of the Company | (22,761) | 4,624 | Turn from profit to loss | | Basic Loss/Earnings Per Share (HK cents) | (3.31) | 0.74 | Turn from profit to loss | Interim Condensed Consolidated Statement of Comprehensive Income For the six months ended June 30, 2025, the company's total comprehensive loss was HK$23,279 thousand, primarily due to the loss for the period, partially offset by positive exchange differences from overseas operations Interim Condensed Consolidated Statement of Comprehensive Income (Key Metrics) | Metric | 2025 (HK$ '000) | 2024 (HK$ '000) | | :--- | :--- | :--- | | Loss/Profit for the Period | (24,390) | 4,478 | | Exchange differences on translation of overseas operations | 1,111 | (75) | | Total comprehensive loss/income for the Period | (23,279) | 4,403 | Interim Condensed Consolidated Statement of Financial Position As of June 30, 2025, the company's total assets were HK$244,553 thousand, total liabilities HK$107,705 thousand, and total equity HK$136,848 thousand, with a significant decrease in non-current liabilities and an increase in current liabilities Interim Condensed Consolidated Statement of Financial Position (Key Metrics) | Metric | June 30, 2025 (HK$ '000) | December 31, 2024 (HK$ '000) | Change | | :--- | :--- | :--- | :--- | | Assets | | | | | Non-current assets | 49,414 | 42,147 | +17.2% | | Current assets | 195,139 | 209,024 | -6.7% | | Total Assets | 244,553 | 251,171 | -2.6% | | Equity | | | | | Capital and reserves attributable to owners of the Company | 135,062 | 108,088 | +25.0% | | Total Equity | 136,848 | 111,273 | +23.0% | | Liabilities | | | | | Non-current liabilities | 5,839 | 68,992 | -91.5% | | Current liabilities | 101,866 | 70,906 | +43.7% | | Total Liabilities | 107,705 | 139,898 | -23.0% | Notes to the Interim Condensed Consolidated Financial Information General Information Acme International Holdings Limited, incorporated in the Cayman Islands, primarily engages in AI+power trading services, renewable energy solution technology services, green power energy generation and storage systems, and permanent gondola design and construction businesses - The Company was incorporated in the Cayman Islands and is an investment holding company 9 - Principal activities include AI+power trading services, renewable energy solution technology services, green power energy generation and storage systems (Green Power Energy Business), and permanent gondola design and construction (Permanent Gondola Business) 9 - The Company's shares are listed on the Main Board of the Stock Exchange of Hong Kong 10 Basis of Preparation and Summary of Significant Accounting Policies The interim condensed consolidated financial information is prepared in accordance with HKAS 34 and Appendix D2 of the Listing Rules, using the historical cost convention, consistent with 2024 annual financial statements' accounting policies, with no material impact from income tax estimates or new HKFRS adoptions - The financial information is prepared in accordance with HKAS 34 and Appendix D2 of the Listing Rules 12 - The accounting policies adopted are consistent with those of the 2024 annual consolidated financial statements, and newly adopted standards have no material impact on financial performance 12 Revenue and Segment Information The Group's operating segments are determined by executive directors based on reviewed information, primarily divided into Green Power Energy Business and Permanent Gondola Business, with revenue segmented by customer geography, where Hong Kong remains the main market but New Zealand's contribution significantly increased - Operating segments are determined by executive directors, responsible for resource allocation and performance assessment 13 - Principal businesses are categorized into Green Power Energy Business and Permanent Gondola Business 18 - Unallocated corporate expenses increased to HK$7,869 thousand in the first half of 2025 (first half of 2024: HK$4,504 thousand) 15 Revenue by Geographical Location of Customers As of June 30, 2025, revenue from Hong Kong significantly decreased, while New Zealand contributed new revenue of HK$26,577 thousand, and Shandong, China, recorded negative revenue Revenue by Geographical Location of Customers | Region | 2025 (HK$ '000) | 2024 (HK$ '000) | YoY Change | | :--- | :--- | :--- | :--- | | Hong Kong | 41,563 | 76,196 | -45.4% | | Macau | 1,490 | 1,377 | +8.2% | | Guangdong | 7,331 | 4,609 | +59.0% | | Shandong | (10,309) | 1,339 | Turn from positive to negative | | New Zealand | 26,577 | – | New | | Total | 67,377 | 83,932 | -19.7% | Segment Results, Assets and Liabilities Green Power Energy Business revenue significantly grew but segment results turned from profit to loss; Permanent Gondola Business revenue and segment profit both substantially decreased, with Green Power Energy Business assets and liabilities increasing, while Permanent Gondola Business assets and liabilities decreased Segment Revenue and Results | Metric | Green Power Energy Business (2025) | Green Power Energy Business (2024) | Permanent Gondola Business (2025) | Permanent Gondola Business (2024) | | :--- | :--- | :--- | :--- | :--- | | Revenue (HK$ '000) | 24,324 | 6,359 | 43,053 | 77,573 | | Segment Results (HK$ '000) | (17,292) | 542 | 3,310 | 11,832 | Segment Assets and Liabilities | Metric | Green Power Energy Business (June 30, 2025) | Green Power Energy Business (Dec 31, 2024) | Permanent Gondola Business (June 30, 2025) | Permanent Gondola Business (Dec 31, 2024) | | :--- | :--- | :--- | :--- | :--- | | Segment Assets (HK$ '000) | 29,179 | 22,098 | 138,427 | 155,888 | | Segment Liabilities (HK$ '000) | 28,939 | 13,284 | 28,467 | 40,782 | Cost of Sales and Administrative Expenses For the six months ended June 30, 2025, cost of sales increased to HK$65,500 thousand, and administrative expenses significantly rose to HK$27,137 thousand, primarily due to increased material and staff costs in the Green Power Energy Business and subcontracting fees in the Permanent Gondola Business Cost of Sales and Administrative Expenses | Metric | 2025 (HK$ '000) | 2024 (HK$ '000) | YoY Change | | :--- | :--- | :--- | :--- | | Cost of Sales | 65,500 | 63,060 | +3.9% | | Administrative Expenses | 27,137 | 12,744 | +113.0% | | Total | 92,637 | 75,804 | +22.2% | - Cost of sales for the Green Power Energy Business primarily includes material costs and staff costs 23 - Cost of sales for the Permanent Gondola Business primarily includes construction material costs, subcontracting fees, staff costs, testing fees, insurance premiums, and transportation expenses 23 Income Tax Expense For the six months ended June 30, 2025, income tax expense was HK$478 thousand, a significant decrease from HK$1,845 thousand in the prior period, mainly due to the positive impact of deferred income tax, with varying tax rates across operating regions and preferential rates for some Chinese subsidiaries Income Tax Expense | Metric | 2025 (HK$ '000) | 2024 (HK$ '000) | YoY Change | | :--- | :--- | :--- | :--- | | Current Income Tax | 1,126 | 1,853 | -39.3% | | Deferred Income Tax | (648) | (8) | Significant change | | Total | 478 | 1,845 | -74.1% | - Applicable tax rates for subsidiaries in Hong Kong, China, Macau, and New Zealand are 16.5%, 25%, 12%, and 28% respectively 24 - Certain Chinese subsidiaries are approved as small-profit enterprises, enjoying a 5% preferential income tax rate 24 Dividends The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025 - The Board does not recommend the payment of an interim dividend for the first half of 2025 26 Loss/Earnings Per Share For the six months ended June 30, 2025, basic loss per share was 3.31 HK cents, compared to earnings per share of 0.74 HK cents in the prior period, primarily due to the turn from profit to loss, with no potential dilutive shares in either period Loss/Earnings Per Share | Metric | 2025 (HK cents) | 2024 (HK cents) | | :--- | :--- | :--- | | Basic Loss/Earnings Per Share | (3.31) | 0.74 | - For the six months ended June 30, 2025, the loss attributable to owners of the Company was HK$22,761 thousand 28 - As of June 30, 2025, there were no potential dilutive shares, and diluted loss/earnings per share was the same as basic loss/earnings per share 29 Trade and Retention Receivables As of June 30, 2025, total trade and retention receivables were HK$37,350 thousand, an increase from December 31, 2024, with significant growth in trade receivables and a slight decrease in retention receivables Trade and Retention Receivables | Metric | June 30, 2025 (HK$ '000) | December 31, 2024 (HK$ '000) | Change | | :--- | :--- | :--- | :--- | | Trade Receivables | 25,008 | 18,371 | +36.1% | | Retention Receivables | 13,388 | 15,283 | -12.4% | | Less: Loss Allowance | (1,046) | (1,027) | +1.8% | | Total | 37,350 | 32,627 | +14.4% | - Among trade receivables, the 0-30 day aging period accounted for the largest portion, at HK$14,097 thousand 31 - Among retention receivables, the amount to be recovered more than 12 months after the period end was HK$8,648 thousand 32 Contract Assets/Liabilities As of June 30, 2025, total contract assets were HK$61,948 thousand, a decrease from December 31, 2024, primarily due to reduced contract assets in the Permanent Gondola Business, while total contract liabilities significantly increased to HK$14,279 thousand Contract Assets/Liabilities | Metric | June 30, 2025 (HK$ '000) | December 31, 2024 (HK$ '000) | Change | | :--- | :--- | :--- | :--- | | Contract Assets | | | | | Green Power Energy Business | 2,853 | 1,208 | +136.2% | | Permanent Gondola Business | 59,677 | 86,783 | -31.2% | | Less: Loss Allowance | (582) | (867) | -32.9% | | Total Contract Assets | 61,948 | 87,124 | -29.0% | | Contract Liabilities | | | | | Green Power Energy Business | 4,526 | 2,481 | +82.4% | | Permanent Gondola Business | 9,753 | 5,410 | +80.3% | | Total Contract Liabilities | 14,279 | 7,891 | +80.9% | Share Capital As of June 30, 2025, the company's issued and fully paid share capital increased to 937,170,000 shares, with a share capital amount of HK$9,372 thousand, primarily due to the placement and subscription of new shares Share Capital Movement | Event | Number of Ordinary Shares (thousands) | Share Capital (HK$ '000) | | :--- | :--- | :--- | | January 1, 2024, December 31, 2024, and January 1, 2025 | 624,000 | 6,240 | | Placement of new shares | 124,800 | 1,248 | | Subscription of new shares | 188,370 | 1,884 | | June 30, 2025 | 937,170 | 9,372 | - On April 8, 2025, the placement of 124,800,000 new shares was completed, with total proceeds of HK$17,222,400 34 - On June 26, 2025, the subscription of 188,370,000 new shares was completed, with proceeds of HK$32,399,640 settled by offsetting part of the loan, resulting in no cash proceeds 35 Trade and Retention Payables As of June 30, 2025, total trade and retention payables were HK$32,493 thousand, a slight decrease from December 31, 2024, with a change in the aging structure of trade payables, where the 0-30 day aging period significantly increased Trade and Retention Payables | Metric | June 30, 2025 (HK$ '000) | December 31, 2024 (HK$ '000) | Change | | :--- | :--- | :--- | :--- | | Trade Payables | 28,611 | 31,090 | -8.0% | | Retention Payables | 3,882 | 3,524 | +10.2% | | Total | 32,493 | 34,614 | -6.2% | - The credit period for most trade payables is 30 days from the invoice date 37 - As of June 30, 2025, trade payables with an aging of 0 to 30 days amounted to HK$22,764 thousand, representing a significant increase in proportion 37 Management Discussion and Analysis Business Review and Outlook During the period, the Group's revenue decreased by 19.7% year-on-year to HK$67.4 million, recording a net loss of HK$24.4 million, with the Green Power Energy Business's revenue contribution significantly rising to 36% of total revenue, while the Permanent Gondola Business's contribution decreased to 64%, indicating a strategic shift towards green energy - Revenue for the period was approximately HK$67.4 million, a year-on-year decrease of 19.7% 39 - A net loss of approximately HK$24.4 million was recorded for the period, compared to a net profit of approximately HK$4.5 million in the prior period 39 - The revenue contribution from the Green Power Energy Business increased to 36% of total revenue, while the Permanent Gondola Business decreased to 64% 46 Green Power Energy Business New Zealand's renewable energy business performed well with nearly 20% revenue growth, aligning with expansion strategy despite a slight loss, while AI+power trading in Guangdong continued to grow, but Shandong recorded negative revenue due to abnormal wholesale power price fluctuations, with future policy improvements expected to drive recovery - Revenue from New Zealand subsidiary Future Energy Auckland Limited was approximately HK$26.6 million, an increase of nearly 20% compared to the second half of last year 40 - Revenue from Guangdong AI+power trading business increased to approximately HK$7.3 million (prior period 2024: HK$4.6 million) 41 - Shandong power trading business recorded a negative revenue of approximately HK$10.3 million, primarily due to abnormal fluctuations in medium-to-long-term wholesale power prices leading to increased procurement costs 4142 - Traded electricity volume in Shandong increased from approximately 131,000 MWh in the prior period to approximately 1,059,000 MWh in the current period, indicating increased market activity 42 - Looking ahead, Shandong's power trading business is expected to improve as new energy suppliers gradually participate in the trading market, allowing for procurement of lower-cost new energy power 43 Permanent Gondola Business Due to challenging investment environment, project delays, and fewer new investment properties, Permanent Gondola Business activities decreased, with revenue falling by 44.5% year-on-year to HK$43.1 million and segment profit by 72.0% to HK$3.3 million, prompting the company to optimize internal processes and strengthen risk management - Permanent Gondola Business activities decreased, primarily due to a challenging investment environment, leading to project delays and a reduction in new investment property projects 44 - Revenue from Permanent Gondola Business decreased by approximately 44.5% to approximately HK$43.1 million (prior period 2024: HK$77.6 million) 45 - Segment profit from Permanent Gondola Business decreased by approximately 72.0% to approximately HK$3.3 million (prior period 2024: HK$11.8 million) 45 Expansion of Green Power Energy Business in Southeast Asia The Group plans to focus on expanding its Green Power Energy Business in Southeast Asian regions like the Philippines and Vietnam, aiming for a total installed capacity of 10-20 GW within five years to become a major local green power producer, addressing local power shortages and seizing economic development opportunities - Plans to expand Green Power Energy Business in Southeast Asian regions such as the Philippines and Vietnam 46 - Aims for a total installed capacity of 10-20 GW within the next five years, becoming a major local green power producer 46 - The revenue contribution from the Green Power Energy Business increased to approximately 36% of total revenue, while the Permanent Gondola Business decreased to approximately 64%, indicating a shift in business focus 46 Financial Review During the period, the Group's revenue decreased by 19.7%, with gross profit and margin significantly declining due to lower Permanent Gondola Business profitability and negative revenue from Shandong power trading, administrative expenses rose sharply due to the New Zealand business acquisition, and net finance costs increased due to higher borrowings, ultimately resulting in a net loss for the period Revenue Revenue for the period was approximately HK$67.4 million, a 19.7% year-on-year decrease, primarily due to reduced revenue from the Permanent Gondola Business and negative revenue from the Shandong power trading business Revenue Breakdown by Business Segment and Geographical Region | Business Segment/Region | 2025 (HK$ '000) | 2024 (HK$ '000) | YoY Change | | :--- | :--- | :--- | :--- | | Permanent Gondola Business | 43,053 | 77,573 | -44.5% | | Green Power Energy Business - Professional Technical Services | 26,577 | – | New | | Green Power Energy Business - AI+Power Trading | (2,253) | 5,948 | Turn from profit to loss | | Green Power Energy Business - Others | – | 411 | -100% | | Total | 67,377 | 83,932 | -19.7% | - Shandong power trading business recorded a negative revenue of approximately HK$10.3 million, while Guangdong recorded HK$7.3 million 48 Gross Profit and Gross Profit Margin Gross profit and gross profit margin for the period decreased from approximately HK$20.9 million and 24.9% to approximately HK$1.9 million and 2.8% respectively, primarily attributable to reduced profitability in the Permanent Gondola Business and negative revenue from the Shandong power trading business Gross Profit and Gross Profit Margin | Metric | 2025 | 2024 | YoY Change | | :--- | :--- | :--- | :--- | | Gross Profit (HK$ '000) | 1,877 | 20,900 | -91.0% | | Gross Profit Margin | 2.8% | 24.9% | -22.1 percentage points | Other Income/(Losses) Net Net other income for the period primarily consisted of exchange differences, attributable to realized exchange gains from the purchase of permanent gondolas from Spain - Net other income primarily consisted of exchange differences, arising from realized exchange gains on the purchase of permanent gondolas from Spain 50 Administrative Expenses Administrative expenses significantly increased to approximately HK$27.1 million (prior period 2024: HK$12.7 million), primarily due to the development of the Green Power Energy Business, including the consolidation of administrative expenses after the acquisition of the New Zealand renewable energy business Administrative Expenses | Metric | 2025 (HK$ '000) | 2024 (HK$ '000) | YoY Change | | :--- | :--- | :--- | :--- | | Administrative Expenses | 27,137 | 12,744 | +113.0% | - The increase in administrative expenses was primarily due to the development of the Green Power Energy Business, including the consolidation of expenses after the acquisition of the New Zealand renewable energy business 51 Finance Income and Finance Costs Net finance costs for the period increased from approximately HK$1.5 million in the prior period of 2024 to approximately HK$2.2 million, primarily due to an increase in borrowings drawn by the Company Net Finance Costs | Metric | 2025 (HK$ '000) | 2024 (HK$ '000) | YoY Change | | :--- | :--- | :--- | :--- | | Net Finance Costs | (2,246) | (1,547) | +45.2% | - The increase in net finance costs was primarily due to an increase in borrowings drawn by the Company 52 Income Tax Expense Income tax expense for the period was HK$478 thousand, with different tax rates applicable across operating regions and preferential rates for some Chinese subsidiaries Income Tax Expense | Metric | 2025 (HK$ '000) | 2024 (HK$ '000) | | :--- | :--- | :--- | | Income Tax Expense | 478 | 1,845 | - Applicable tax rates for subsidiaries in Hong Kong, China, Macau, and New Zealand are 16.5%, 25%, 12%, and 28% respectively, with some Chinese subsidiaries enjoying a preferential tax rate of 5% 53 Net Loss/Profit for the Period A net loss of approximately HK$24.4 million was recorded for the period, primarily attributable to reduced profitability from permanent gondola installations, negative revenue from Shandong power trading, and increased expenses for developing the Green Power Energy Business Net Loss/Profit for the Period | Metric | 2025 (HK$ '000) | 2024 (HK$ '000) | | :--- | :--- | :--- | | Net Loss/Profit for the Period | (24,390) | 4,478 | - The loss was primarily attributable to reduced profitability from permanent gondola installations, negative revenue from Shandong power trading, and increased expenses for developing the Green Power Energy Business 54 Liquidity, Financial Resources and Capital Structure As of June 30, 2025, the Group's monetary assets slightly decreased, but total borrowings significantly dropped due to loan capitalization, leading to a substantial improvement in the debt-to-asset ratio from 78.6% to 37.7%, resulting in a net cash position Monetary Assets and Borrowings As of June 30, 2025, monetary assets decreased to approximately HK$63.6 million, and total borrowings significantly reduced to approximately HK$41.6 million, primarily due to the capitalization of part of the loan through subscription Monetary Assets and Borrowings | Metric | June 30, 2025 (HK$ '000) | December 31, 2024 (HK$ '000) | Change | | :--- | :--- | :--- | :--- | | Monetary Assets | 63,600 | 67,900 | -6.4% | | Total Borrowings | 41,600 | 79,700 | -47.8% | - Loan balance with shareholder Mr. Kwan Kam Tim was approximately HK$38.8 million, with an annual interest rate of 6% 55 - Loan with shareholder Treasure Ship Holding Limited was approximately HK$0.3 million, primarily due to the capitalization of HK$32,399,640 of the loan through the subscription 5657 Net Debt-to-Equity Ratio and Debt-to-Asset Ratio As of June 30, 2025, the Group was in a net cash position, with the debt-to-asset ratio significantly decreasing from 78.6% on December 31, 2024, to 37.7%, primarily due to reduced borrowings from loan capitalization Leverage Ratios | Metric | June 30, 2025 | December 31, 2024 | Change | | :--- | :--- | :--- | :--- | | Net Debt-to-Equity Ratio | Net cash position | 20.2% | Significant improvement | | Debt-to-Asset Ratio | 37.7% | 78.6% | Decrease of 40.9 percentage points | - The improvement in the debt-to-asset ratio was primarily due to the capitalization of loans through the subscription, leading to reduced borrowings 59 Treasury Policy The Group adopts a prudent financial management strategy, closely monitoring its liquidity position to ensure sufficient cash for business operations and development - Adopts a prudent financial management strategy to maintain a sound liquidity position 60 - The Board closely monitors the liquidity position to ensure funding requirements are met 60 Foreign Exchange Risk and Hedging The Group primarily operates in Hong Kong, Macau, China, and New Zealand, with most transactions denominated in local currencies, resulting in immaterial foreign exchange risk, and no derivative instruments were used for hedging during the period - Principal operating regions are Hong Kong, Macau, China, and New Zealand, with most transactions denominated in local currencies 61 - The Directors consider foreign exchange risk to be immaterial, and no derivative instruments were used for hedging during the period 61 Placement of New Shares Under General Mandate On April 8, 2025, the company completed the placement of 124,800,000 new shares at HK$0.138 per share, raising net proceeds of approximately HK$16.4 million, to be used for expanding New Zealand renewable energy business, China power trading business, and general working capital - On April 8, 2025, the placement of 124,800,000 new shares was completed at a placement price of HK$0.138 per share 62 - Net proceeds from the placement amounted to approximately HK$16.4 million 62 - Proceeds are intended for expanding the New Zealand renewable energy business, China power trading business, and general working capital 6366 Subscription of New Shares Under Specific Mandate On June 26, 2025, the company allotted and issued 188,370,000 new shares to Treasure Ship Holding Limited at a subscription price of HK$0.172 per share, with the subscription consideration settled by offsetting part of the loan payable to Treasure Ship, resulting in no cash proceeds - On June 26, 2025, 188,370,000 new shares were allotted and issued to Treasure Ship at a subscription price of HK$0.172 per share 63 - The subscription consideration was settled by offsetting part of the loan payable by the Company to Treasure Ship, resulting in no cash proceeds 63 Material Acquisitions and Disposals During the period, the Group did not make any material acquisitions or disposals of assets, subsidiaries, associates, or joint ventures - There were no material acquisitions or disposals during the period 64 Major Investments Held As of June 30, 2025, the Group held no major equity investments other than investments in subsidiaries - Other than investments in subsidiaries, there were no other major equity investments 65 Future Plans for Material Investments or Capital Assets Other than those disclosed, as of June 30, 2025, the Group had no plans to acquire any material investments or capital assets - Other than those disclosed, there are no plans to acquire material investments or capital assets 67 Pledge of Assets As of June 30, 2025, approximately HK$12.0 million in pledged and restricted deposits, HK$3.0 million in other non-current assets, and HK$23.7 million in property, plant, and equipment were pledged as collateral for bank financing Pledged Assets | Asset Type | June 30, 2025 (HK$ '000) | December 31, 2024 (HK$ '000) | | :--- | :--- | :--- | | Pledged and Restricted Deposits | 12,000 | 5,400 | | Other Non-current Assets | 3,000 | 3,000 | | Property, Plant and Equipment | 23,700 | 24,300 | Capital Commitments and Contingent Liabilities As of June 30, 2025, the Group's contingent liabilities primarily included performance guarantees of HK$15,012 thousand and performance bond insurance contracts of HK$36,141 thousand, totaling HK$51,153 thousand, a significant increase from December 31, 2024, with no material capital commitments Contingent Liabilities | Metric | June 30, 2025 (HK$ '000) | December 31, 2024 (HK$ '000) | Change | | :--- | :--- | :--- | :--- | | Performance Guarantees | 15,012 | 13,715 | +9.5% | | Performance Bond Insurance Contracts | 36,141 | 16,907 | +113.8% | | Total | 51,153 | 30,622 | +67.0% | - Performance guarantees primarily relate to construction contracts, while performance bond insurance contracts relate to the Green Power Energy Business 71 - The Group has no material capital commitments 70 Corporate Governance and Other Information Employees and Remuneration Policy As of June 30, 2025, the Group had 137 full-time employees, with remuneration policies determined by market terms, individual value, performance, and experience, complemented by discretionary bonuses and share option schemes to reward contributions - As of June 30, 2025, the Group had 137 full-time employees 72 - Remuneration is determined by market terms and individual value, reviewed annually 72 - Discretionary bonuses and share option schemes are in place 72 Corporate Governance Practices The Group is committed to maintaining high standards of corporate governance, having adopted the Corporate Governance Code in Appendix C1 Part 2 of the Listing Rules, and confirmed compliance with all applicable code provisions during the period - The Corporate Governance Code set out in Appendix C1 Part 2 of the Listing Rules has been adopted 73 - Confirmed compliance with all applicable code provisions during the period 73 Material Events After Reporting Period The Company intends to conduct a placement of new shares under general mandate to raise additional funds for supporting its China AI+power trading business and supplementing general working capital, but the placement agreement has not yet been entered into, posing uncertainty - Intends to conduct a placement of new shares under general mandate to raise funds for supporting the China AI+power trading business and supplementing general working capital 74 - The placement agreement has not yet been entered into, terms are not finalized, and uncertainty exists 74 Purchase, Sale or Redemption of the Company's Listed Securities During the period and up to the date of this announcement, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities - During the period and up to the announcement date, neither the Company nor its subsidiaries purchased, sold, or redeemed any listed securities 76 Model Code for Securities Transactions 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, and all Directors confirmed compliance with the code during the period after due enquiry - The Model Code set out in Appendix C3 of the Listing Rules has been adopted 77 - All Directors confirmed compliance with the Model Code during the period 77 Interim Dividend The Board does not recommend the payment of any interim dividend for the period - The Board does not recommend the payment of an interim dividend for the period 78 Audit Committee The Audit Committee comprises three independent non-executive directors and has reviewed the Group's unaudited interim condensed consolidated financial information for the period - The Audit Committee comprises three independent non-executive directors, with Professor Mo Lai Lan as Chairman 79 - The Audit Committee has reviewed the unaudited interim condensed consolidated financial information for the period 79 Publication of Interim Results and Interim Report This announcement has been published on the websites of the Stock Exchange and the Company, and the interim report will be dispatched to shareholders and published in due course - This announcement has been published on the HKEX website (www.hkexnews.hk) and the Company's website (www.acmehld.com) 80 - The interim report will be dispatched to shareholders and published in due course 80 Board Composition As of the announcement date, the Board comprises six members, including three executive directors (Mr. Kwan Kam Tim, Mr. Yip Wing Shing, Mr. Zhang Guangying) and three independent non-executive directors (Dr. Lau Chi Pang, Mr. Chin Wai Keung, Professor Mo Lai Lan) - The Board comprises six members 81 - Including three executive directors and three independent non-executive directors 81
益美国际控股(01870) - 2025 - 中期业绩