阜博集团(03738) - 2025 - 中期业绩

Financial Summary The company's financial performance for the period shows significant growth in revenue, gross profit, and net profit, alongside a robust increase in total assets and net assets Summary of Interim Condensed Consolidated Statement of Profit or Loss For the six months ended June 30, 2025, the company's revenue grew 23.4% to HKD 1,456,315 thousand, gross profit increased 27.5% to HKD 642,730 thousand, and profit for the period surged 118.6% to HKD 101,242 thousand, with adjusted net profit and EBITDA also showing significant growth Interim Condensed Consolidated Statement of Profit or Loss Summary | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Revenue | 1,456,315 | 1,180,634 | | Gross Profit | 642,730 | 504,117 | | Profit Before Tax | 126,872 | 69,832 | | Profit for the Period | 101,242 | 46,322 | | Adjusted Net Profit (Non-IFRS) | 120,850 | 64,261 | | Adjusted EBITDA (Non-IFRS) | 272,401 | 196,306 | Summary of Interim Condensed Consolidated Statement of Financial Position As of June 30, 2025, the company's total assets increased to HKD 4,837,965 thousand and net assets grew to HKD 3,065,445 thousand, reflecting robust growth in asset scale and shareholders' equity Interim Condensed Consolidated Statement of Financial Position Summary | Indicator | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Total Assets | 4,837,965 | 3,916,882 | | Total Liabilities | 1,772,520 | 1,624,945 | | Net Assets | 3,065,445 | 2,291,937 | | Total Equity | 3,065,445 | 2,291,937 | Management Discussion and Analysis This section provides an overview of the Group's operational performance, strategic initiatives, and future outlook, highlighting key financial and business developments Business Review and Outlook The Group focused on enhancing core business efficiency, strengthening subscription and value-added services, optimizing revenue structure, improving cost efficiency, and advancing AI capabilities to capitalize on the creative entertainment industry's growth and AI-generated content adoption - The Group focused on deepening and improving efficiency in its core businesses, strengthening the dual engines of subscription and value-added services, optimizing revenue structure, and enhancing cost efficiency[3] - Actively promoting AI-related capabilities and ecosystem layout to address the explosive growth of the creative entertainment industry and the widespread application of AI-generated content[3] Company Financial Performance For the six months ended June 30, 2025, total revenue grew 23.4% to approximately HKD 1,456 million, with strong 33.3% growth in value-added services revenue, leading to an improved gross profit margin of 44.1% and substantial increases in profit for the period and adjusted net profit - Total revenue increased by 23.4% year-on-year to approximately HKD 1,456 million[4] - Subscription service revenue was HKD 610 million, a year-on-year increase of 11.8%, accounting for 41.9% of total revenue; value-added service revenue was HKD 846 million, a year-on-year increase of 33.3%, accounting for 58.1% of total revenue[4] - Gross profit was HKD 643 million, a year-on-year increase of 27.5%, with a gross profit margin of 44.1%, an increase of approximately 1.4 percentage points from the same period in 2024[4] - Profit for the period was HKD 101 million, a year-on-year increase of 118.6%, with a profit margin of 7.0%, an increase of approximately 3.0 percentage points from the same period in 2024[4] - Adjusted net profit was HKD 121 million, an increase of 88.1% from the same period in 2024[4] Company Strategy and Outlook The company's strategy focuses on transforming the creative entertainment industry in the AI era, building a complete value chain from content rights confirmation to transactions through Vobile MAX and DreamMaker, and expanding AI service capabilities for scaled development and new digital content asset circulation - The creative entertainment industry is experiencing an explosion, with multi-modal large models accelerating iteration, AI-generated content effects far exceeding expectations, and new forms such as AI-powered music videos, immersive entertainment, and intelligent interactive narratives gradually being implemented[3] - Vobile has built a commercialization engine for AI applications in the creative industry, developing Vobile MAX and DreamMaker as foundational platforms[6] - Vobile MAX is a digital content asset trading platform, integrating rights confirmation, revenue sharing, and transaction infrastructure, built on blockchain and Web3 technologies to create an efficient content distribution system[7] - DreamMaker is an integrated audio-video creation platform based on diverse AI large models, built on NVIDIA's Media2 ecosystem, offering multi-modal creation tools and direct connection to Vobile MAX[8] Strategic Development Opportunities The company identifies three strategic development opportunities: expanding AI service capabilities, achieving scaled development through platform-based business upgrades, and building a new paradigm for digital content asset circulation, deeply participating in the digital trade ecosystem - Seizing strategic opportunities of the era to expand AI service capabilities, providing solutions for the creative economy in the AI era[9] - Achieving scaled development through platform-based business upgrades, using Web3 technology to establish transparent rights confirmation mechanisms and refined revenue sharing systems[10] - Building a new paradigm for digital content asset circulation, deeply participating in the digital trade ecosystem, and optimizing the cultural digital asset trading platform[11] Principal Businesses The company's principal businesses, subscription and value-added services, are IP-centric, offering comprehensive digital content rights confirmation and transaction solutions, with subscription revenue growing 11.8% and value-added revenue growing 33.3% year-on-year, collectively driving business expansion - Businesses are primarily divided into subscription services and value-added services, centered on IP, providing comprehensive digital content rights confirmation and transaction solutions[13] Subscription Services Subscription services leverage proprietary film and television gene digital fingerprint and watermark technology for copyright monitoring, piracy identification, and management, achieving substantial progress in short-form dramas, music (via PEX acquisition), and animation, with revenue reaching HKD 610 million, up 11.8% year-on-year - Subscription services are based on proprietary film and television gene digital fingerprint and watermark core patent technology, providing copyright monitoring, piracy infringement identification, and copyright management services[13] - In the first half of 2025, collaborated with leading platforms in the short-form drama sector to provide integrated automated protection; completed the acquisition of PEX's technology and team to strengthen music content identification capabilities; and continued to expand Japanese animation clients[14] Subscription Services Revenue | Indicator | H1 2025 (HKD thousands) | Year-on-year Growth | | :--- | :--- | :--- | | Subscription Service Revenue | 610,000 | 11.8% | | Proportion of Total Revenue | 41.9% | -4.3 percentage points | Value-Added Services Value-added services, through Rights ID and Channel ID, enhance client content penetration and profitability, managing 4.29 million active assets on social media platforms and adding 13 new media channels for major international film groups, contributing HKD 846 million in revenue, a 33.3% year-on-year increase - Value-added services are centered on Rights ID (rights management revenue sharing) and Channel ID (content zone management services), managing client-authorized content on global mainstream platforms to generate various forms of content distribution revenue[16] - Active assets under management on social media platforms reached 4.29 million, with secondary creation driven by AI creation tools bringing new active assets and revenue sources[17] - For Channel ID, 13 new media channels of major international film groups were added, contributing approximately 10.5 million new subscribers and approximately 9.5 billion views during the period[17] Value-Added Services Revenue | Indicator | H1 2025 (HKD thousands) | Year-on-year Growth | | :--- | :--- | :--- | | Value-Added Service Revenue | 846,000 | 33.3% | | Proportion of Total Revenue | 58.1% | +4.3 percentage points | Strong Growth in Key Business Regions The company maintained strong growth in its core markets, the US and China, with North American revenue increasing 26.8% to HKD 725 million and China revenue increasing 20.1% to HKD 727 million, both contributing similar proportions to total revenue - North American revenue was HKD 725 million, a year-on-year increase of approximately 26.8%, accounting for 49.8% of total revenue[18] - China revenue was HKD 727 million, a year-on-year increase of approximately 20.1%, accounting for approximately 49.9% of total revenue[18] - Promoting the localized application of DreamMaker and MAX platforms in North America, and collaborating with the University of Florida on AI research[18] - Actively participating in the construction of the digital cultural economy and digital trade platforms in China, providing overseas expansion services for short-form drama clients[18] Technology Research and Development Vobile Group continuously builds technical infrastructure for digital content asset protection and transactions, leveraging digital fingerprint and watermark patent technology to enhance the accuracy and authority of AI-generated content rights confirmation, thereby strengthening copyright protection and monetization capabilities in the AI era - Building a "rights confirmation at birth" technical service system, and relying on smart contract-driven dynamic revenue sharing mechanisms to achieve real-time rights confirmation and efficient monetization of AI original and re-created content[21] - Launched Vobile MAX, a digital content asset trading platform, supporting concurrent rights confirmation and transactions for massive small and medium-sized content, and applying underlying technologies like blockchain to provide transparent and trustworthy infrastructure[21] - Upgraded core visual gene matching algorithms, improving identification efficiency and optimizing computing resources, achieving significant results in short-form drama copyright services[22] - Completed the acquisition of PEX, a leading audio content identification technology company, integrating its professional audio identification technology into core product lines, significantly enhancing real-time monitoring and rights confirmation capabilities for audio content[23] - Collaborating with the University of Florida and Zhejiang University on AI R&D, and building digital rights confirmation and AI generation related technology applications based on NVIDIA's Media2 ecosystem[24] Financial Review This section provides a detailed review of the company's financial performance, including key income statement and balance sheet items, non-IFRS measures, and liquidity Summary of Interim Condensed Consolidated Statement of Profit or Loss For the six months ended June 30, 2025, the company's revenue, gross profit, profit before tax, profit for the period, adjusted net profit, and adjusted EBITDA all achieved significant growth, reflecting improved operating efficiency and profitability Interim Condensed Consolidated Statement of Profit or Loss Summary | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Revenue | 1,456,315 | 1,180,634 | | Gross Profit | 642,730 | 504,117 | | Profit Before Tax | 126,872 | 69,832 | | Profit for the Period | 101,242 | 46,322 | | Adjusted Net Profit (Non-IFRS) | 120,850 | 64,261 | | Adjusted EBITDA (Non-IFRS) | 272,401 | 196,306 | Adjusted Net Profit (Non-IFRS) Adjusted net profit, a key supplementary measure of operating performance, excludes equity-settled share-based payment expenses, loss on derecognition of financial liabilities, fair value changes, and other one-off expenses, reaching HKD 120,850 thousand as of June 30, 2025, an 88.1% year-on-year increase - Adjusted net profit refers to profit before equity-settled share-based payment expenses, loss on derecognition of financial liabilities measured at amortized cost, fair value changes, and other one-off expenses[27] Adjusted Net Profit Reconciliation | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Profit for the Period | 101,242 | 46,322 | | Add: Equity-settled share-based payment expenses | 13,491 | 17,524 | | Add: Loss on derecognition of financial liabilities measured at amortized cost | 2,445 | — | | Add: Transaction costs for business acquisition | 3,672 | — | | Add: Net fair value changes of financial assets at fair value through profit or loss | — | 415 | | Adjusted Net Profit | 120,850 | 64,261 | Adjusted EBITDA (Non-IFRS) Adjusted EBITDA, a key supplementary measure of operating performance, excludes finance costs, income tax, depreciation and amortization, equity-settled share-based payment expenses, and other one-off or non-cash expenses, reaching HKD 272,401 thousand as of June 30, 2025, a 38.8% year-on-year increase - Adjusted EBITDA is profit before finance costs, finance income, income tax, depreciation and amortization, equity-settled share-based payment expenses, loss on derecognition of financial liabilities measured at amortized cost, fair value changes, and other one-off or non-cash expenses[31] Adjusted EBITDA Reconciliation | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Profit Before Tax | 126,872 | 69,832 | | Add: Equity-settled share-based payment expenses | 13,491 | 17,524 | | Add: Finance costs | 35,491 | 46,033 | | Add: Depreciation and amortization | 88,159 | 65,244 | | Add: Loss on derecognition of financial liabilities measured at amortized cost | 2,445 | — | | Add: Transaction costs for business acquisition | 3,672 | — | | Add: Net fair value changes of financial assets at fair value through profit or loss | — | 415 | | Add: Impairment/(reversal of impairment) of trade receivables | 4,163 | (892) | | Less: Interest income | (1,892) | (1,850) | | Adjusted EBITDA | 272,401 | 196,306 | Revenue Total revenue for the six months ended June 30, 2025, was approximately HKD 1,456 million, a 23.4% year-on-year increase, primarily driven by value-added services which grew 33.3% to HKD 846 million and accounted for 58.1% of total revenue - Total revenue was approximately HKD 1,456 million, an increase of approximately HKD 275 million or approximately 23.4% compared to the same period in 2024[35] Revenue by Source | Revenue Source | 2025 (HKD thousands) | 2024 (HKD thousands) | Year-on-year Growth | Proportion of Total Revenue (2025) | | :--- | :--- | :--- | :--- | :--- | | Subscription Services | 609,902 | 545,431 | 11.8% | 41.9% | | Value-Added Services | 846,413 | 635,203 | 33.3% | 58.1% | | Total Revenue | 1,456,315 | 1,180,634 | 23.4% | 100% | - Future success depends on expanding content base, retaining customers, increasing customer content penetration, providing more content monetization channels, developing new solutions, strengthening ecosystem and partnerships, and expanding content verticals and geographical coverage[37] Gross Profit and Gross Profit Margin For the six months ended June 30, 2025, gross profit was approximately HKD 643 million, a 27.5% year-on-year increase, with the gross profit margin rising from 42.7% to 44.1%, indicating improved cost efficiency - Gross profit was approximately HKD 643 million, an increase of approximately HKD 139 million or approximately 27.5% compared to the same period in 2024[38] - Gross profit margin increased from 42.7% in the same period of 2024 to 44.1% in the same period of 2025[38] Selling and Marketing Expenses For the six months ended June 30, 2025, selling and marketing expenses were approximately HKD 193 million, a 26.6% year-on-year increase, primarily due to increased sales and marketing activities during the period - Selling and marketing expenses were approximately HKD 193 million, an increase of approximately HKD 41 million or approximately 26.6% compared to the same period in 2024[39] - The increase was primarily due to increased sales and marketing activities during the period[39] Administrative Expenses For the six months ended June 30, 2025, administrative expenses were approximately HKD 113 million, a 20.4% year-on-year increase - Administrative expenses were approximately HKD 113 million, an increase of approximately HKD 19 million or approximately 20.4% compared to the same period in 2024[40] Research and Development Expenses For the six months ended June 30, 2025, R&D expenses were approximately HKD 163 million, a 14.4% year-on-year increase, primarily due to more R&D activities conducted during the period - Research and development expenses were approximately HKD 163 million, an increase of approximately HKD 20 million or approximately 14.4% compared to the same period in 2024[41] - The increase was primarily due to more research and development activities conducted during the period[41] Finance Costs Finance costs, primarily comprising interest expenses on interest-bearing borrowings and convertible bonds, amounted to approximately HKD 35 million for the six months ended June 30, 2025, a decrease from the same period in 2024 - Finance costs primarily include interest expenses on interest-bearing borrowings and convertible bonds of approximately HKD 35 million (2024: HKD 46 million) and interest expenses on lease liabilities[42] Income Tax Expense Income tax expense, mainly from corporate income tax in the US, mainland China, Hong Kong, and Japan, totaled HKD 25,630 thousand for the six months ended June 30, 2025, a slight increase from the same period in 2024 - Income tax expense primarily includes deferred tax expense arising from the utilization of tax losses in the US and tax expense in mainland China[43] Profit for the Period Profit for the six months ended June 30, 2025, was approximately HKD 101 million, a significant 118.6% year-on-year increase, with basic earnings per share at HKD 0.0442 and diluted earnings per share at HKD 0.0412 - Profit for the period was approximately HKD 101 million, an increase of approximately HKD 55 million or approximately 118.6% compared to the same period in 2024[44] - Basic earnings per share were approximately HKD 0.0442 (2024: HKD 0.0184), and diluted earnings per share were approximately HKD 0.0412 (2024: HKD 0.0171)[44] Interim Dividend 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 six months ended June 30, 2025[45] Drivers of Adjusted EBITDA Growth For the six months ended June 30, 2025, adjusted EBITDA was approximately HKD 272 million, a 39% year-on-year increase, primarily driven by continuous growth in US operations and expansion of mainland China business through strategic and commercial collaborations, leading to substantial revenue growth - Adjusted EBITDA was approximately HKD 272 million, an increase of approximately HKD 76 million or approximately 39% compared to the same period in 2024[46] - The significant increase was primarily due to the continuous growth of US operations and the expansion of mainland China business driven by strategic and commercial collaborations, leading to substantial revenue growth[46] Summary of Interim Condensed Consolidated Statement of Financial Position As of June 30, 2025, total assets increased to HKD 4,837,965 thousand and net assets grew to HKD 3,065,445 thousand, reflecting the expansion of the company's asset base and shareholders' equity Interim Condensed Consolidated Statement of Financial Position Summary | Indicator | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Total Assets | 4,837,965 | 3,916,882 | | Total Liabilities | 1,772,520 | 1,624,945 | | Net Assets | 3,065,445 | 2,291,937 | | Total Equity | 3,065,445 | 2,291,937 | Goodwill As of June 30, 2025, goodwill was approximately HKD 1,250 million, an increase of approximately HKD 103 million from December 31, 2024, primarily due to the acquisition of Pexeso, Inc.'s business - As of June 30, 2025, goodwill was approximately HKD 1,250 million, an increase of approximately HKD 103 million from HKD 1,147 million as of December 31, 2024[48] - The increase in goodwill was due to the acquisition of Pexeso, Inc.'s business[48] Intangible Assets As of June 30, 2025, intangible assets were approximately HKD 662 million, an increase of approximately HKD 141 million from December 31, 2024, primarily due to the acquisition of Pexeso, Inc.'s business and additions of intangible assets during the period - As of June 30, 2025, intangible assets were approximately HKD 662 million, an increase of approximately HKD 141 million from HKD 521 million as of December 31, 2024[49] - The increase was primarily due to the acquisition of Pexeso, Inc.'s business and additions of intangible assets during the period[49] Interest-Bearing Borrowings As of June 30, 2025, interest-bearing borrowings were approximately HKD 778 million, a slight decrease from December 31, 2024, with HKD 507 million repayable within one year - As of June 30, 2025, the Group's interest-bearing borrowings were approximately HKD 778 million, compared to approximately HKD 790 million as of December 31, 2024[50] - HKD 507 million is repayable within one year, HKD 133 million within the second year, HKD 106 million within the third to fifth years, and HKD 32 million after five years[50] Convertible Bonds The company issued multiple convertible bonds in May 2024, November 2024, and May 2025, with the November 2024 bonds fully converted into ordinary shares during the period, and new bonds with a principal amount of HKD 155.8 million issued in May 2025 - On May 24, 2024, the company issued convertible bonds with a principal amount of HKD 159,997,200, with an initial conversion price of HKD 1.87 per share[51] - Zero-coupon convertible bonds with a principal amount of HKD 78,000,000 issued on November 9, 2024, with an initial conversion price of HKD 1.95 per share, were fully converted into ordinary shares of the company during the six months ended June 30, 2025[51] - On May 30, 2025, the company issued convertible bonds with a principal amount of HKD 155,800,000, with an initial conversion price of HKD 3.8 per share[51] Liquidity and Capital Resources As of June 30, 2025, cash and cash equivalents were approximately HKD 578 million, an increase of HKD 358 million from December 31, 2024, and the current ratio improved to 1.84 times from 1.77 times - As of June 30, 2025, cash and cash equivalents were approximately HKD 578 million, an increase of HKD 358 million from approximately HKD 220 million as of December 31, 2024[52] - The current ratio (current assets divided by current liabilities) was 1.84 times, compared to 1.77 times as of December 31, 2024[52] Significant Events After Reporting Period No significant events occurred after June 30, 2025, and up to the date of this announcement - No significant events occurred after June 30, 2025, and up to the date of this announcement[53] Financial Statements This section presents the unaudited interim condensed consolidated financial statements, including the statement of profit or loss, comprehensive income, and financial position, providing a detailed view of the company's financial health Interim Condensed Consolidated Statement of Profit or Loss The unaudited interim condensed consolidated statement of profit or loss for the six months ended June 30, 2025, details revenue, costs, gross profit, various expenses, and profit for the period, showing a significant improvement in the company's profitability Interim Condensed Consolidated Statement of Profit or Loss | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Revenue | 1,456,315 | 1,180,634 | | Cost of services provided | (813,585) | (676,517) | | Gross Profit | 642,730 | 504,117 | | Other income and gains | 13,232 | 6,844 | | Selling and marketing expenses | (193,005) | (152,462) | | Administrative expenses | (112,716) | (93,646) | | Research and development expenses | (163,441) | (142,902) | | Finance costs | (35,491) | (46,033) | | Other expenses | (24,437) | (6,086) | | Profit Before Tax | 126,872 | 69,832 | | Income tax expense | (25,630) | (23,510) | | Profit for the Period | 101,242 | 46,322 | | Profit attributable to owners of the company | 102,344 | 41,474 | | Profit attributable to non-controlling interests | (1,102) | 4,848 | | Basic earnings per share (HKD) | 0.0442 | 0.0184 | | Diluted earnings per share (HKD) | 0.0412 | 0.0171 | Interim Condensed Consolidated Statement of Comprehensive Income The unaudited interim condensed consolidated statement of comprehensive income for the six months ended June 30, 2025, shows a profit for the period of HKD 101,242 thousand, with total comprehensive income reaching HKD 175,105 thousand after including exchange differences on translation of overseas operations Interim Condensed Consolidated Statement of Comprehensive Income | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Profit for the Period | 101,242 | 46,322 | | Other comprehensive loss: Exchange differences on translation of overseas operations | 73,863 | (39,267) | | Other comprehensive loss for the period (net of tax) | 73,863 | (39,267) | | Total comprehensive income/(loss) for the period | 175,105 | 7,055 | | Attributable to owners of the company | 171,426 | 6,185 | | Attributable to non-controlling interests | 3,679 | 870 | Interim Condensed Consolidated Statement of Financial Position The unaudited interim condensed consolidated statement of financial position as of June 30, 2025, details the composition of non-current assets, current assets, current liabilities, and non-current liabilities, with significant growth in both total assets and net assets Interim Condensed Consolidated Statement of Financial Position | Indicator | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Non-current Assets | | | | Property, plant and equipment | 62,729 | 66,060 | | Investment properties | 163,664 | 98,333 | | Right-of-use assets | 24,733 | 25,791 | | Goodwill | 1,249,882 | 1,146,561 | | Other intangible assets | 661,739 | 521,034 | | Investments in associates | 11,505 | 962 | | Financial assets at fair value through profit or loss | 216,266 | 208,967 | | Deferred tax assets | 22,033 | 35,294 | | Prepayments and deposits | 2,069 | 1,679 | | Total Non-current Assets | 2,414,620 | 2,104,681 | | Current Assets | | | | Inventories | 38,279 | 16,824 | | Trade receivables | 1,473,875 | 1,402,212 | | Prepayments, deposits and other receivables | 317,506 | 168,877 | | Tax recoverable | 15,407 | 3,998 | | Cash and cash equivalents | 578,278 | 220,290 | | Total Current Assets | 2,423,345 | 1,812,201 | | Current Liabilities | | | | Trade payables | 409,020 | 466,713 | | Other payables and accrued expenses | 185,532 | 80,841 | | Interest-bearing borrowings | 507,029 | 428,010 | | Lease liabilities | 9,355 | 10,201 | | Tax payable | 44,825 | 34,304 | | Convertible bonds | 158,127 | 4,800 | | Total Current Liabilities | 1,313,888 | 1,024,869 | | Net Current Assets | 1,109,457 | 787,332 | | Total Assets Less Current Liabilities | 3,524,077 | 2,892,013 | | Non-current Liabilities | | | | Other payables | 18,548 | — | | Convertible bonds | 133,641 | 201,184 | | Interest-bearing borrowings | 271,166 | 362,286 | | Lease liabilities | 17,234 | 11,794 | | Deferred tax liabilities | 18,043 | 24,812 | | Total Non-current Liabilities | 458,632 | 600,076 | | Net Assets | 3,065,445 | 2,291,937 | | Equity | | | | Equity attributable to owners of the company | | | | Share capital | 484 | 450 | | Treasury shares | (4,123) | (6,536) | | Equity component of convertible bonds | 23,270 | 13,362 | | Reserves | 2,848,518 | 2,091,044 | | Total Equity attributable to owners of the company | 2,868,149 | 2,098,320 | | Non-controlling interests | 197,296 | 193,617 | | Total Equity | 3,065,445 | 2,291,937 | Notes to the Interim Condensed Consolidated Financial Information This section provides detailed notes to the interim condensed consolidated financial statements, covering company information, accounting policies, segment data, and specific financial line items 1. Company Information The company was incorporated in the Cayman Islands on July 28, 2016, and primarily operates in the Software-as-a-Service (SaaS) business sector - The company was incorporated as an exempted company in the Cayman Islands on July 28, 2016[60] - The Group is principally engaged in providing Software-as-a-Service (SaaS) business[61] 2. Basis of Preparation and Changes in the Group's Accounting Policies The interim condensed consolidated financial statements are prepared in accordance with IAS 34 and Listing Rules, applying consistent accounting policies as the 2024 annual financial statements, except for the initial adoption of revised standards - The interim condensed consolidated financial statements are prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting" and the applicable disclosure requirements of the Listing Rules[62] - The accounting policies adopted in the preparation of the interim condensed consolidated financial information are consistent with those applied in the preparation of the Group's annual consolidated financial statements for the year ended December 31, 2024, except for the initial adoption of revised standards during the current period[63] 3. Operating Segment Information The Group operates a single reportable segment, providing SaaS business, with revenue primarily from mainland China and the US, where non-current assets are also concentrated, and significant contributions from key customers A and B - The Group had only one reportable operating segment during the period, which is providing SaaS to help content owners protect their content from unauthorized use, measure content viewership, and monetize their content[65] Revenue by Geographical Location | Region | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Mainland China Revenue | 726,565 | 604,797 | | US Revenue | 725,042 | 571,780 | | Other Countries/Regions Revenue | 4,708 | 4,057 | | Total Revenue | 1,456,315 | 1,180,634 | Revenue from Major Customers | Customer | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Customer A | 200,011 | 180,929 | | Customer B | 160,804 | 134,623 | 4. Revenue, Other Income and Gains Revenue for the six months ended June 30, 2025, was HKD 1,456,315 thousand from services provided, while other income and gains, totaling HKD 13,232 thousand, primarily included bank interest, foreign exchange, and miscellaneous gains Revenue, Other Income and Gains | Item | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Revenue from contracts with customers: Provision of services | 1,456,315 | 1,180,634 | | Other income and gains: Bank interest income | 1,892 | 1,850 | | Other income and gains: Foreign exchange gains | 2,593 | 1,493 | | Other income and gains: Others | 8,747 | 3,501 | | Total Other Income and Gains | 13,232 | 6,844 | 5. Profit Before Tax The Group's profit before tax is reported after accounting for various expenses, including cost of services, employee benefits (HKD 123,724 thousand), depreciation, amortization, and R&D expenses (HKD 163,441 thousand) Profit Before Tax Components | Item | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Cost of services provided | 813,585 | 676,517 | | Total employee benefit expenses | 123,724 | 125,046 | | Depreciation of property, plant and equipment | 12,275 | 7,860 | | Depreciation of right-of-use assets | 7,648 | 6,693 | | Amortization of other intangible assets | 68,236 | 50,691 | | Net impairment/(reversal of impairment) of trade receivables | 4,163 | (892) | | Research and development expenses | 163,441 | 142,902 | | Net foreign exchange differences | 13,017 | 2,850 | 6. Finance Costs Finance costs, primarily comprising interest on borrowings (including convertible bonds) and notional interest on lease liabilities, totaled HKD 35,491 thousand for the six months ended June 30, 2025, a decrease from the prior year Finance Costs Breakdown | Item | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Interest on borrowings (including convertible bonds) | 34,991 | 45,689 | | Notional interest on lease liabilities | 500 | 344 | | Total | 35,491 | 46,033 | 7. Income Tax Expense Income tax expense, primarily from corporate income tax in the US, mainland China, Hong Kong, and Japan, totaled HKD 25,630 thousand for the six months ended June 30, 2025, with mainland China tax expense being the major component - Applicable US income tax is expensed at a federal rate of 21%, Hong Kong income tax is provided at a statutory rate of 16.5%, and mainland China income tax is provided at a statutory rate of 25%, with some high-tech enterprises enjoying a 15% preferential tax rate[73] Income Tax Expense Breakdown | Item | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Current—US | 25 | 31 | | Current—Mainland China | 16,414 | 16,032 | | Deferred tax expense | 9,191 | 7,447 | | Total tax expense for the period | 25,630 | 23,510 | 8. Dividends The Board does not recommend the payment of any dividend for the period ended June 30, 2025 - The Board does not recommend the payment of any dividend for the period ended June 30, 2025 (2024: nil)[74] 9. Earnings Per Share Attributable to Owners of the Company For the six months ended June 30, 2025, basic earnings per share attributable to owners of the company were HKD 0.0442, and diluted earnings per share were HKD 0.0412, both showing significant growth compared to the same period last year - The basic earnings per share amount is calculated based on the profit attributable to owners of the company and the weighted average number of ordinary shares outstanding during the period of 2,317,349,733 shares (2024: 2,252,048,052 shares)[75] Earnings Per Share Calculation | Item | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Profit attributable to owners of the company for calculating basic and diluted earnings per share | 102,344 | 41,474 | | Interest on convertible bonds | 7,211 | 6,442 | | Profit attributable to owners of the company before interest on convertible bonds | 109,555 | 47,916 | Weighted Average Number of Shares | Item | 2025 (shares) | 2024 (shares) | | :--- | :--- | :--- | | Weighted average number of ordinary shares outstanding for calculating basic earnings per share | 2,317,349,733 | 2,252,048,052 | | Weighted average number of ordinary share options for calculating diluted earnings per share | 2,598,670,341 | 2,461,420,313 | 10. Investment Properties As of June 30, 2025, the carrying amount of investment properties was HKD 163,664 thousand, a significant increase from HKD 98,333 thousand at the beginning of the year, primarily due to additions and exchange adjustments Investment Properties Carrying Amount | Item | HKD thousands | | :--- | :--- | | Carrying amount at January 1, 2025 | 98,333 | | Additions | 61,266 | | Exchange adjustments | 4,065 | | Carrying amount at June 30, 2025 | 163,664 | - The Group's investment properties under construction, held under leasehold interests to earn rentals upon completion, amounting to HKD 163,664,000, are measured using the fair value model[77] 11. Financial Assets at Fair Value Through Profit or Loss As of June 30, 2025, total financial assets at fair value through profit or loss amounted to HKD 216,266 thousand, primarily comprising call options and other unlisted investments Financial Assets at Fair Value Through Profit or Loss | Item | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Call options, measured at fair value | 151,802 | 147,486 | | Other unlisted investments, measured at fair value | 64,464 | 61,481 | | Total | 216,266 | 208,967 | - The aforementioned call options are derivative financial instruments that allow the Group, at its discretion, to progressively acquire the remaining 38.82% equity interest in Particle Technology for a consideration of RMB 542 million by 2026[78] 12. Trade Receivables As of June 30, 2025, net trade receivables were HKD 1,473,875 thousand, an increase from December 31, 2024, with an impairment provision of HKD 23,703 thousand, and impairment analysis performed using a provision matrix Trade Receivables | Item | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Trade receivables | 1,497,578 | 1,421,752 | | Impairment | (23,703) | (19,540) | | Net | 1,473,875 | 1,402,212 | Trade Receivables Ageing Analysis | Ageing | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Within 1 year | 1,418,961 | 1,345,764 | | 1 to 2 years | 51,639 | 53,558 | | 2 to 3 years | 3,275 | 2,890 | | Total | 1,473,875 | 1,402,212 | - The Group uses a provision matrix at each reporting date to measure expected credit losses, with provision rates determined based on the number of days past due for groups of customers with similar loss patterns[81] 13. Trade Payables As of June 30, 2025, trade payables were HKD 409,020 thousand, a decrease from December 31, 2024, and are typically settled within one year Trade Payables Ageing Analysis | Item | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Within 1 year | 409,020 | 466,713 | - Trade payables are interest-free and typically settled within one year[84] 14. Interest-Bearing Borrowings As of June 30, 2025, total interest-bearing borrowings were HKD 1,096,552 thousand, with a current portion of HKD 674,511 thousand, and weighted average effective interest rates of 5.7% for bank borrowings and 6.6% for convertible bonds Interest-Bearing Borrowings | Item | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Total current interest-bearing borrowings | 674,511 | 443,011 | | Total non-current interest-bearing borrowings | 422,041 | 575,264 | | Total | 1,096,552 | 1,018,275 | - Bank and other borrowings carry a weighted average effective interest rate of 5.7% (2024: 7.4%) and are due between 2025 and 2034[85] - Convertible bonds carry a weighted average effective interest rate of 6.6% (2024: 8.0%) and are due between 2026 and 2027[85] - Secured bank loans of HKD 459,693,000 are fully collateralized by shares, intellectual property, and bank balances of all the Group's major subsidiaries outside mainland China[86] 15. Convertible Bonds The company issued multiple convertible bonds in May 2024, November 2024, and May 2025, with the November 2024 bonds fully converted into ordinary shares during the period, and new bonds with a principal amount of HKD 155.8 million issued in May 2025, with the debt component amounting to HKD 291,768 thousand as of June 30, 2025 - On May 24, 2024, convertible bonds with a principal amount of HKD 159,997,200 were issued, with an effective annual interest rate of 7.6% for the debt component[87] - Zero-coupon convertible bonds with a principal amount of HKD 78,000,000 issued on November 9, 2024, were fully converted into ordinary shares of the company during the six months ended June 30, 2025[87] - On May 30, 2025, convertible bonds with a principal amount of HKD 155,800,000 were issued, with an effective annual interest rate of 5.4% for the debt component[88] Convertible Bonds Debt Component | Item | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Debt component at period/year-end | 291,768 | 205,984 | | Portion classified as current liabilities | (158,127) | (4,800) | | Non-current portion | 133,641 | 201,184 | 16. Business Combination On April 4, 2025, the Group acquired Pexeso, Inc.'s business for HKD 157 million cash, which contributed HKD 6,434 thousand in revenue and incurred a loss of HKD 7,595 thousand to the Group since acquisition - On April 4, 2025, the Group completed the acquisition of Pexeso, Inc.'s business for a cash consideration of HKD 157 million[91] Fair Value of Acquired Identifiable Assets and Liabilities | Acquired Business Identifiable Assets and Liabilities | Fair Value (HKD thousands) | | :--- | :--- | | Property, plant and equipment | 91 | | Intangible assets | 79,332 | | Trade receivables | 1,830 | | Cash and bank balances | 90 | | Other payables and accrued expenses | (4,827) | | Total identifiable net assets at fair value | 76,516 | | Goodwill arising from acquisition | 80,913 | | Total | 157,429 | - Since the acquisition, the acquired business contributed HKD 6,434,000 in revenue and incurred a loss of HKD 7,595,000 to the Group for the six months ended June 30, 2025[94] Other Information This section covers additional disclosures including material investments, capital expenditure, contingent liabilities, foreign exchange risk, gearing ratio, use of proceeds, employee information, and corporate governance practices Material Investments, Acquisitions and Disposals For the six months ended June 30, 2025, the Group made no other material investments, acquisitions, or disposals apart from the acquisition of Pexeso, Inc.'s business - For the six months ended June 30, 2025, apart from the acquisition of the acquired business, we made no other material investments, nor did we undertake any material acquisitions or disposals[96] Capital Expenditure The Group's capital expenditure for the six months ended June 30, 2025, amounted to approximately HKD 181 million, primarily for the purchase of property, plant and equipment, investment properties, and intangible assets - Our capital expenditure was primarily for the purchase of property, plant and equipment, investment properties, and intangible assets[97] - Our capital expenditure for the six months ended June 30, 2025, amounted to approximately HKD 181 million[97] Contingent Liabilities, Off-Balance Sheet Commitments and Arrangements and Pledges of Assets As of June 30, 2025, and the date of this announcement, the Group had no material contingent liabilities, off-balance sheet commitments, or pledges of assets - As of June 30, 2025, and the date of this announcement, we had no material contingent liabilities or guarantees; any liabilities under accepted trade receivables or accepted credits, debentures, mortgages, charges, finance leases or hire purchase commitments, guarantees of material covenants, or other material contingent liabilities; or any material off-balance sheet arrangements[98] Foreign Exchange Risk The Group is exposed to foreign exchange risks, primarily in USD and RMB, and continuously monitors them to ensure net exposure remains at an acceptable level, with no financial instruments used for hedging during the period - The Group is exposed to various foreign exchange risks, with USD and RMB being the most frequently used currencies apart from HKD[99] - To minimize the impact of foreign currency exchange rate fluctuations, we continuously monitor foreign exchange risk at the operational level to ensure that the net exposure remains at an acceptable level[99] - During the period, the company did not use any financial instruments for hedging purposes[99] Gearing Ratio As of June 30, 2025, the gearing ratio, calculated as net debt divided by equity attributable to owners of the company plus net debt, was 15%, a significant decrease from 27% as of December 31, 2024, indicating reduced financial leverage - The Group monitors capital using the gearing ratio, which is net external debt divided by capital (equity attributable to owners of the company) plus net debt[100] - As of June 30, 2025, our gearing ratio was 15%, compared to 27% as of December 31, 2024[100] Use of Proceeds from Issue of Convertible Bonds and Placing of Shares The net proceeds of HKD 74 million from November 2024 convertible bonds were fully utilized; HKD 90 million of HKD 152 million from May 2025 convertible bonds was used for AI-generated content business; and HKD 111 million of HKD 513 million from June 2025 share placement was used, partly for debt repayment Use of Proceeds (November 2024 Convertible Bonds) | Intended Use of Proceeds (November 2024 Convertible Bonds) | Initial Intended Allocation (HKD millions) | Actual Amount Utilized during H1 2025 (HKD millions) | Net Unutilized Proceeds as of June 30, 2025 (HKD millions) | | :--- | :--- | :--- | :--- | | Investments | 56 | 56 | — | | General working capital | 18 | 18 | — | | Total | 74 | 74 | — | Use of Proceeds (May 2025 Convertible Bonds) | Intended Use of Proceeds (May 2025 Convertible Bonds) | Initial Intended Allocation (HKD millions) | Actual Amount Utilized during H1 2025 (HKD millions) | Net Unutilized Proceeds as of June 30, 2025 (HKD millions) | | :--- | :--- | :--- | :--- | | Development and investment in AI-generated content related businesses | 114 | 52 | 62 | | General working capital | 38 | 38 | — | | Total | 152 | 90 | 62 | Use of Proceeds (June 2025 Placing of Shares) | Intended Use of Proceeds (June 2025 Placing of Shares) | Initial Intended Allocation (HKD millions) | Actual Amount Utilized during H1 2025 (HKD millions) | Net Unutilized Proceeds as of June 30, 2025 (HKD millions) | | :--- | :--- | :--- | :--- | | Development and investment in AI-generated content related businesses | 334 | — | 334 | | Repayment of interest-bearing borrowings | 51 | 51 | — | | General working capital | 128 | 60 | 68 | | Total | 513 | 111 | 402 | Employees and Remuneration Policy As of June 30, 2025, the company employed 542 staff, with remuneration policies based on market terms, employee performance, qualifications, and experience, resulting in total staff costs of approximately HKD 124 million for the six months ended June 30, 2025 - As of June 30, 2025, we employed a total of 542 staff (December 31, 2024: 535 staff)[106] - Salaries, bonuses, and benefits are determined by market terms, individual employee performance, qualifications, and experience, and are reviewed periodically[106] - Total staff costs incurred by the Group for the six months ended June 30, 2025, were approximately HKD 124 million (six months ended June 30, 2024: HKD 125 million)[106] Corporate Governance Practices The Board is committed to high corporate governance standards, complying with all applicable code provisions except for the combined roles of Chairman and CEO, which is deemed beneficial for the Group's strategic planning and decision-making efficiency - The Board is committed to maintaining high corporate governance standards and has applied the principles set out in Part 2 of the Corporate Governance Code applicable to the company[108] - The company has complied with all applicable code provisions set out in the Corporate Governance Code, except for code provision C.2.1 (the roles of chairman and chief executive officer should be separate)[109] - The Board believes that combining the roles of Chairman and Chief Executive Officer ensures consistent internal leadership and promotes more effective and efficient overall strategic planning and decision-making for the Group[109] Model Code for Securities Transactions The company has adopted the Model Code for directors' securities transactions and established equally stringent guidelines for employees, with all directors confirming compliance and no employee violations found - The company has adopted the Model Code as its code of conduct for directors' securities transactions and has established guidelines for employees' transactions in the company's securities that are no less stringent than the Model Code[110] - All directors confirmed that they have complied with the standards set out in the Model Code during the six months ended June 30, 2025[110] Purchase, Sale or Redemption of the Company's Listed Securities 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 securities - 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 securities (including the sale of treasury shares)[111] Review of Interim Results The Audit Committee has reviewed the Group's unaudited interim results for the six months ended June 30, 2025, deeming them prepared in accordance with relevant accounting standards and adequately disclosed per Listing Rules requirements - The Audit Committee has reviewed the Group's unaudited interim results for the six months ended June 30, 2025, and the Committee believes that these interim results were prepared in accordance with relevant accounting standards and adequately disclosed as required by the Listing Rules[112] Publication of Interim Results Announcement and Interim Report This interim results announcement is available on the HKEX and company websites, with the full 2025 interim report, containing all Listing Rules required information, to be published and posted on these sites in due course - This interim results announcement is published on the HKEX website (www.hkexnews.hk) and the company's website (www.vobilegroup.com)[113](index=113&type=chunk) - The company will publish and post the 2025 interim report, containing all information required by the Listing Rules, on the aforementioned websites in due course[113] Appendix This section provides definitions for key terms and abbreviations used throughout the announcement to ensure clarity and consistent understanding for readers Definitions This section provides definitions for key terms and abbreviations used in this announcement to ensure consistent understanding of the report content by readers - In this announcement, unless the context otherwise requires, the following terms shall have the following meanings: AIGC (Artificial Intelligence Generated Content), EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization), GenAI (Generative AI), IP (Intellectual Property), SaaS (Software as a Service), etc[114][115]