Condensed Consolidated Financial Statements Condensed Consolidated Statement of Profit or Loss For the six months ended June 30, 2025, the Group significantly narrowed its loss, primarily due to a substantial reduction in net fair value losses and lower finance costs, despite a slight increase in revenue Condensed Consolidated Statement of Profit or Loss (HKD Thousands) | Indicator | 2025 (HKD Thousands) | 2024 (HKD Thousands) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 421,209 | 410,008 | 2.73% | | Cost of Sales | (155,625) | (143,855) | 8.18% | | Gross Profit | 265,584 | 266,153 | -0.21% | | Administrative Expenses | (221,779) | (222,794) | -0.46% | | Other Operating Expenses | (78,700) | (104,795) | -24.91% | | Net Fair Value Loss on Financial Instruments at FVTPL | (987) | (51,822) | -98.09% | | Other Losses — Net | (9,530) | (6,657) | 43.16% | | Finance Costs | (37,645) | (57,176) | -34.16% | | Share of Results of Associates | (4,370) | 20,436 | -121.38% | | Share of Results of Joint Ventures | 40,657 | (433,063) | -109.39% | | Loss Before Tax | (46,770) | (589,718) | -92.06% | | Loss for the Period | (50,513) | (594,847) | -91.51% | | Loss for the Period Attributable to Owners of the Company | (38,668) | (436,942) | -91.14% | | Basic and Diluted Loss Per Share (HK cents) | (7.8) | (88.6) | -91.20% | Condensed Consolidated Statement of Comprehensive Income The period saw a shift from a significant total comprehensive loss in the prior year to a positive value, driven by improved exchange differences on foreign operations and share of other comprehensive income from associates/joint ventures Condensed Consolidated Statement of Comprehensive Income (HKD Thousands) | Indicator | 2025 (HKD Thousands) | 2024 (HKD Thousands) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Loss for the Period | (50,513) | (594,847) | -91.51% | | Exchange Differences on Translation of Foreign Operations | 50,344 | (28,066) | -279.46% | | Share of Other Comprehensive Income/(Loss) of Associates | 64,883 | (20,592) | -415.08% | | Share of Other Comprehensive Income/(Loss) of Joint Ventures | 119,588 | (358,545) | -133.35% | | Other Comprehensive Income/(Loss) for the Period (Net of Tax) | 240,225 | (494,244) | -148.61% | | Total Comprehensive Income/(Loss) for the Period | 189,712 | (1,089,091) | -117.42% | | Total Comprehensive Income/(Loss) for the Period Attributable to Owners of the Company | 115,874 | (794,999) | -114.58% | Condensed Consolidated Statement of Financial Position As of June 30, 2025, the Group's net assets significantly decreased, primarily due to the derecognition of assets and liabilities related to subsidiaries classified as held for distribution following the HKC share distribution, and a corresponding decline in total equity Condensed Consolidated Statement of Financial Position (HKD Thousands) | Indicator | June 30, 2025 (HKD Thousands) | December 31, 2024 (HKD Thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Non-current Assets | 3,139,404 | 3,015,287 | 4.12% | | Current Assets | 576,705 | 702,089 | -17.86% | | Assets Classified as Held for Distribution | - | 9,545,440 | -100.00% | | Current Liabilities | 541,285 | 998,266 | -45.78% | | Liabilities Directly Associated with Assets Classified as Held for Distribution | - | 563,296 | -100.00% | | Non-current Liabilities | 1,544,858 | 1,521,554 | 1.53% | | Net Assets | 1,629,966 | 10,179,700 | -83.99% | | Equity Attributable to Owners of the Company | 805,012 | 6,981,959 | -88.42% | | Non-controlling Interests | 824,954 | 3,197,741 | -74.20% | | Total Equity | 1,629,966 | 10,179,700 | -83.99% | - Net current assets significantly decreased from HKD 8,685,967 thousand as of December 31, 2024, to HKD 35,420 thousand as of June 30, 2025, primarily due to the reclassification and derecognition of related assets and liabilities following the HKC share distribution6 Notes to the Financial Statements 1. Basis of Preparation This interim report is prepared in accordance with HKAS 34 and Listing Rules disclosure requirements, adopting newly revised HKFRSs with no significant financial impact for the period - This interim report has been prepared in accordance with Hong Kong Accounting Standard 34 and the applicable disclosure requirements of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited8 - Newly adopted revised Hong Kong Financial Reporting Standards (e.g., HKAS 21 amendment "Lack of Exchangeability") for the period had no significant financial impact on this interim report910 2. Segment Information The Group's operations are divided into eight segments: property investment, property development, financial investment, securities investment, food business, healthcare services, property management, and others, with varying performance and financial positions, notably the food business as the largest revenue contributor and property investment/joint venture results significantly impacted by the HKC distribution - The Group's operations are divided into eight operating segments: property investment, property development, financial investment, securities investment, food business, healthcare services, property management, and "others"1114 Segment Revenue and Results for H1 2025 (HKD Thousands) | Segment | Revenue | Segment Results | | :--- | :--- | :--- | | Property Investment | 17,712 | (4,243) | | Property Development | - | (1,702) | | Financial Investment | 2,271 | 2,271 | | Securities Investment | 4,267 | 5,785 | | Food Business | 392,320 | (2,478) | | Healthcare Services | - | - | | Property Management | 6,221 | 4,942 | | Other | 871 | 39 | | Consolidated Total | 421,209 | 4,596 | Segment Assets and Liabilities as of June 30, 2025 (HKD Thousands) | Segment | Segment Assets | Interests in Associates | Interests in Joint Ventures | Segment Liabilities | | :--- | :--- | :--- | :--- | :--- | | Property Investment | 1,126,212 | - | - | 209,219 | | Property Development | 780 | - | - | 645 | | Financial Investment | 148,303 | - | - | - | | Securities Investment | 642,427 | - | 41,736 | 41,989 | | Food Business | 700,821 | - | 37,768 | 324,003 | | Healthcare Services | - | 509,172 | - | 442,517 | | Property Management | 1,031 | - | - | 1,065 | | Other | 4,631 | 371,617 | - | 295,183 | | Consolidated Total | 2,618,719 | 880,789 | 79,504 | 326,309 | 3. Revenue Total revenue for the period increased by 2.73% to HKD 421,209 thousand, primarily driven by growth in food manufacturing and restaurant operations, with the food business accounting for the vast majority of total revenue, while interest and dividend income significantly decreased Revenue Analysis (HKD Thousands) | Revenue Source | 2025 | 2024 | YoY Change (%) | | :--- | :--- | :--- | :--- | | Food Manufacturing Business Revenue | 202,855 | 166,400 | 21.91% | | Restaurant Operations Revenue | 187,787 | 179,479 | 4.63% | | Provision of Management Services | 6,130 | 6,555 | -6.50% | | Total Revenue from Contracts with Customers | 396,772 | 352,434 | 12.58% | | Property Rental Income | 8,955 | 11,491 | -22.07% | | Interest Income | 9,912 | 38,067 | -73.96% | | Dividend Income | 4,094 | 6,835 | -40.09% | | Other | 1,476 | 1,181 | 24.98% | | Total Revenue from Other Sources | 24,437 | 57,574 | -57.56% | | Total Revenue | 421,209 | 410,008 | 2.73% | - Revenue from contracts with customers primarily originated from Singapore (HKD 222,956 thousand) and Hong Kong (HKD 130,191 thousand)20 4. Other Losses — Net Other losses net increased during the period, mainly due to expanded fair value losses on investment properties and increased impairment provisions for inventories, partially offset by a reversal of provisions for loans and receivables Other Losses — Net (HKD Thousands) | Item | 2025 | 2024 | YoY Change (%) | | :--- | :--- | :--- | :--- | | Loss on Disposal of Property, Plant and Equipment | (320) | (150) | 113.33% | | Fair Value Loss on Investment Properties | (8,650) | (5,000) | 73.00% | | Provision for Impairment Loss on Inventories | (836) | (540) | 54.81% | | Reversal of/(Provision for) Impairment Loss on Loans and Receivables | 63 | (1,103) | -105.71% | | Exchange Gains/(Losses) — Net | 124 | (786) | -115.78% | | Total | (9,530) | (6,657) | 43.16% | 5. Loss Before Tax Loss before tax significantly narrowed during the period, primarily due to a substantial reduction in net fair value losses on financial instruments at fair value through profit or loss, and a decrease in other operating expenses such as legal and professional fees, and consultancy and service fees Key Components of Loss Before Tax (HKD Thousands) | Item | 2025 | 2024 | YoY Change (%) | | :--- | :--- | :--- | :--- | | Net Fair Value Gains/(Losses) on Financial Instruments at FVTPL | (987) | (51,822) | -98.09% | | Staff Costs | (167,960) | (163,518) | 2.72% | | Depreciation of Property, Plant and Equipment | (29,959) | (34,693) | -13.79% | | Depreciation of Right-of-use Assets | (33,787) | (33,187) | 1.81% | | Selling and Distribution Expenses | (29,554) | (22,163) | 33.36% | | Legal and Professional Fees | (5,824) | (34,153) | -82.99% | | Consultancy and Service Fees | (5,739) | (8,171) | -29.76% | | Cost of Inventories Sold | (154,549) | (141,521) | 9.21% | 6. Share of Results of Joint Ventures The share of results of joint ventures shifted from a significant loss in the prior period to a profit, mainly due to the contribution from Lippo ASM Asia Property Limited (LAAPL), which ceased to be a joint venture of the Company after the HKC share distribution - For the six months ended June 30, 2025, the share of results of joint ventures primarily included a profit of HKD 41,432 thousand from Lippo ASM Asia Property Limited (LAAPL), compared to a loss of HKD 430,239 thousand in the same period of 202424 - Following the completion of the HKC share distribution in January 2025, LAAPL ceased to be a joint venture of the Company24 7. Income Tax Income tax expense decreased during the period, primarily stemming from tax expenditures in Hong Kong and Mainland China/overseas regions Income Tax Expense (HKD Thousands) | Region | 2025 | 2024 | | :--- | :--- | :--- | | Hong Kong | 398 | 2,842 | | Mainland China and Overseas | 3,345 | 2,287 | | Total Expense for the Period | 3,743 | 5,129 | - Hong Kong profits tax is calculated at 8.25% or 16.5%, while corporate tax rates in Mainland China, Singapore, and Malaysia are 25%, 17%, and 24%, respectively26 8. Loss Per Share Attributable to Owners of the Company Basic and diluted loss per share significantly narrowed during the period, reflecting a reduced loss for the period and the absence of potentially dilutive ordinary shares issued by the Group Loss Per Share (HK cents) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Basic and Diluted Loss Per Share | (7.8) | (88.6) | - Basic loss per share is calculated based on the consolidated loss for the period attributable to owners of the Company and the weighted average number of approximately 493,154,000 ordinary shares in issue during the period27 - For the six months ended June 30, 2025 and 2024, the Group had no ordinary shares in issue with potential dilutive effects27 9. Interim Dividend The Board of Directors has resolved not to declare any interim dividend for the six months ended June 30, 2025, consistent with the prior year period - The Directors have resolved not to declare any interim dividend for the six months ended June 30, 2025 (2024 — Nil)28 10. Trade and Other Receivables, Prepayments and Other Assets As of June 30, 2025, total trade receivables increased, with balances within 30 days and 31-60 days accounting for a larger proportion Ageing Analysis of Trade Receivables (HKD Thousands) | Ageing | June 30, 2025 | December 31, 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Within 30 days | 37,960 | 35,339 | 7.42% | | 31 to 60 days | 29,501 | 22,548 | 30.84% | | 61 to 90 days | 16,679 | 13,749 | 21.31% | | Over 90 days | 1,653 | 1,115 | 48.25% | | Total | 85,793 | 72,751 | 17.92% | 11. HKC Share Distribution / Assets Classified as Held for Distribution / Liabilities Directly Associated with Assets Classified as Held for Distribution The Company completed the HKC share distribution in January 2025, resulting in the derecognition of HKC Group's assets and liabilities as it ceased to be a subsidiary, and a reduction of HKD 6,329,256 thousand in equity attributable to owners of the Company - The Company completed the distribution in specie of 1,193,432,757 shares of Hongkong Chinese Limited (HKC) to its shareholders in January 2025, reducing the Company's interest in HKC from 73.95% to 14.23%3031 - Following the completion of the HKC share distribution, the HKC Group ceased to be a subsidiary of the Company, and its assets and liabilities were derecognized3132 Impact of HKC Share Distribution on Equity (HKD Thousands) | Item | 2025 | | :--- | :--- | | Net Assets Derecognized | 6,702,964 | | Special Interim Distribution Payable for HKC Share Distribution Derecognized | (304,325) | | HKC Shares Retained by the Group Recognized | (72,492) | | Transaction Costs of HKC Share Distribution | 3,109 | | Decrease in Equity Attributable to Owners of the Company | 6,329,256 | 12. Bank and Other Borrowings The Group's total bank and other borrowings slightly decreased, with secured bank loans forming the largest portion and collateralized by various assets, while unsecured bank loans are related to a privatization proposal with some restricted funds Bank and Other Borrowings (HKD Thousands) | Loan Type | June 30, 2025 | December 31, 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Current Portion: Bank Loans — Secured | 206,977 | 311,554 | -33.69% | | Non-current Portion: Bank Loans — Secured | 571,122 | 604,304 | -5.50% | | Non-current Portion: Bank Loans — Unsecured | 73,056 | - | N/A | | Non-current Portion: Other Loans — Unsecured | 790,000 | 790,000 | 0.00% | | Total | 1,641,155 | 1,705,858 | -3.80% | - Bank loans bear interest at annual rates ranging from 0.8% to 6.4% (December 31, 2024: 5.0% to 7.3%)34 - Bank loans are secured by investment properties, land and buildings, financial assets at fair value through profit or loss, and shares in a listed associate37 - Restricted cash of HKD 71,251 thousand (December 31, 2024 — Nil) is solely for funding the cash consideration for shareholders electing cash distribution and paying related distribution costs35 13. Trade and Other Payables, Accruals and Other Liabilities As of June 30, 2025, total trade payables decreased, primarily due to the settlement of the special interim distribution payable related to the HKC share distribution in January Ageing Analysis of Trade Payables (HKD Thousands) | Ageing | June 30, 2025 | December 31, 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Within 30 days | 26,539 | 27,003 | -1.69% | | 31 to 60 days | 8,112 | 13,186 | -38.50% | | 61 to 90 days | 444 | 3,794 | -88.29% | | Over 90 days | 648 | 483 | 34.16% | | Total | 35,743 | 44,466 | -19.62% | - The HKD 340,128 thousand special interim distribution payable for the HKC share distribution included in trade payables as of December 31, 2024, was settled in January 202536 14. Share Capital The Company's issued share capital remained unchanged, but a capital reduction effective July 29, 2025, transferred an amount from the share capital account to the capital reduction reserve account to offset accumulated losses Issued and Fully Paid Share Capital (HKD Thousands) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | 493,154,032 Ordinary Shares | 986,598 | 986,598 | - The Company announced a capital reduction in May 2025, reducing the amount credited to the share capital account to HKD 50,000 thousand, effective July 29, 2025, generating a credit of HKD 934,440 thousand transferred to the capital reduction reserve account to offset accumulated losses39 15. Events After Reporting Period Post-reporting period events include the effective capital reduction and a privatization proposal involving the Company's privatization via a scheme of arrangement and a special distribution of Lippo China Resources shares, expected to be effective in September 2025 with delisting - The Company's capital reduction became effective on July 29, 202540 - LL Capital Holdings Limited proposed a privatization, including the privatization of the Company via a scheme of arrangement (cash consideration of HKD 0.14 per share) and a special distribution of Lippo China Resources shares (shareholders can choose shares or cash)40 - The privatization proposal is expected to become effective on September 23, 2025, with the delisting of shares from the Hong Kong Stock Exchange after 4:00 p.m. on September 25, 202540 Business Review and Outlook Overview Global economic performance was mixed in H1 2025, with Hong Kong's economy expanding steadily but facing a weak property market and challenging food retail, while Singapore's economy continued to grow despite global trade headwinds and tariff uncertainties - Global economic performance was mixed in the first half of 2025, with the Hong Kong economy expanding steadily in Q2 but facing a weak property market and challenging food retail business41 - The Singapore economy continued its growth, increasing by 4.4% in Q2 2025, despite ongoing global trade headwinds and US tariff uncertainties41 Results for the Period The consolidated loss attributable to owners of the Company significantly narrowed to HKD 39,000 thousand for the period, mainly due to the derecognition of the HKC Group and reduced net fair value losses on financial instruments at fair value through profit or loss, with the food business remaining the primary revenue source, achieving a 13% revenue increase Consolidated Loss Attributable to Owners of the Company (HKD Thousands) | Period | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Consolidated Loss | (39,000) | (437,000) | - The narrowed loss was primarily due to the derecognition of the HKC Group after January 2025 and a reduction in net fair value losses on financial instruments at fair value through profit or loss recorded by the Group during the period42 - Revenue for the period increased to HKD 421,000 thousand (2024 — HKD 410,000 thousand), with 55% from Singapore and 32% from Hong Kong43 - Food business revenue increased by 13%, accounting for 93% of total revenue for the period (2024 — 85%)43 - Other operating expenses decreased to HKD 79,000 thousand (2024 — HKD 105,000 thousand), mainly due to reduced legal and professional fees43 Food Business Food business revenue grew to HKD 392,000 thousand during the period, primarily from food manufacturing and restaurant operations; Singapore and Malaysia operations improved, but the Hong Kong market faced challenges from declining consumption and outbound travel, leading to a segment loss Food Business Revenue and Results (HKD Thousands) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Revenue | 392,000 | 348,000 | | Segment Loss | (2,000) | (20,000) | - Food manufacturing revenue increased by 22%, and restaurant operations revenue increased by 5%44 - The Group operates restaurants under the brands "Chatterbox Café", "Délifrance", "alfafa", and "Lippo Huen"44 - Food manufacturing businesses in Singapore and Malaysia showed improved performance, but the operating environment for the food business in Hong Kong remained challenging due to declining consumption and residents traveling to the Greater Bay Area or overseas for short trips44 Property Investment Property investment segment revenue decreased during the period, mainly due to the derecognition of the HKC Group after the HKC share distribution; fair value losses on investment properties expanded, resulting in a segment loss, while the share of results of joint ventures turned from loss to profit, primarily from LAAPL Property Investment Segment Revenue and Results (HKD Thousands) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Total Segment Revenue | 18,000 | 45,000 | | Fair Value Loss on Investment Properties | (9,000) | (5,000) | | Segment Loss/(Profit) Before Share of Results of Joint Ventures | (4,000) | 10,000 | | Share of Joint Ventures Profit/(Loss) | 41,000 | (433,000) | - The decrease in revenue was primarily due to the derecognition of the HKC Group after the HKC share distribution, resulting in no further contributions from the HKC Group45 - The expanded fair value loss on investment properties was mainly due to a decline in the market value of Hong Kong properties45 - The share of joint ventures profit primarily came from a HKD 41,000 thousand profit from Lippo ASM Asia Property Limited (LAAPL), which ceased to be a joint venture of the Company after the HKC share distribution45 Financial and Securities Investments Total revenue from financial and securities investments decreased during the period, but a net fair value gain was recorded, turning the segment from a loss to a profit; the total value of the investment portfolio declined, primarily comprising financial assets at fair value through profit or loss and at fair value through other comprehensive income Financial and Securities Investment Performance (HKD Thousands) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Total Revenue | 7,000 | 11,000 | | Net Fair Value Gains/(Losses) | 2,000 | (52,000) | | Segment Profit/(Loss) | 8,000 | (42,000) | Financial and Securities Investment Portfolio (HKD Thousands) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Total Value | 791,000 | 1,008,000 | | Cash and Bank Balances | 156,000 | 450,000 | | Financial Assets at Fair Value Through Profit or Loss | 496,000 | 496,000 | | Financial Assets at Fair Value Through Other Comprehensive Income | 127,000 | 46,000 | Financial Assets at Fair Value Through Profit or Loss The Group's total assets in this category amounted to HKD 496,000 thousand, primarily consisting of equity securities, debt securities, and investment funds, with GSH equity securities recording unrealized fair value gains, and Amasia CIV and Quantedge funds showing varied performance Composition of Financial Assets at Fair Value Through Profit or Loss (HKD Thousands) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Equity Securities | 113,000 | 102,000 | | Debt Securities | 17,000 | 20,000 | | Investment Funds | 366,000 | 374,000 | | Total | 496,000 | 496,000 | Key Financial Assets at Fair Value Through Profit or Loss (HKD Thousands) | Investment Item | Fair Value as of June 30, 2025 | Fair Value as of December 31, 2024 | Net Fair Value Gains/(Losses) for H1 2025 | | :--- | :--- | :--- | :--- | | GSH Corporation Limited | 76,326 | 63,254 | 13,072 | | Amasia CIV T, L.P. | 56,419 | 55,814 | 582 | | Quantedge Global Fund | 40,681 | 44,551 | 147 | | Other | 322,534 | 332,054 | (14,283) | | Total | 495,960 | 495,673 | (482) | - GSH Corporation Limited equity securities recorded an unrealized fair value gain of HKD 13,000 thousand, benefiting from positive factors in Malaysia's tourism and real estate markets50 - Amasia CIV, a single portfolio fund investing in AI communications intelligence platform Dialpad, recorded a fair value gain of HKD 582 thousand for the Group during the period51 - The Group redeemed HKD 4,000 thousand of Quantedge investment during the period and recorded an unrealized fair value gain of HKD 100 thousand52 Financial Assets at Fair Value Through Other Comprehensive Income The carrying value of these assets increased to HKD 127,000 thousand, primarily due to the reclassification of the Group's retained HKC interest after the HKC share distribution, with other key investments including GenieBiome Holdings Limited (GB) and H2G Green Limited (H2G) - As of June 30, 2025, the carrying value of financial assets at fair value through other comprehensive income increased to HKD 127,000 thousand (December 31, 2024 — HKD 46,000 thousand), mainly due to the retained HKC interest being reclassified as such assets after the HKC share distribution53 - The Group's investment in HKC had a fair value of HKD 77,000 thousand, accounting for approximately 60.4% of the total value of these assets, and recorded an unrealized fair value gain of HKD 4,000 thousand53 - The investment in GenieBiome Holdings Limited (GB) had a fair value of HKD 24,000 thousand, recorded an unrealized fair value gain of HKD 300 thousand during the period, and contributed dividend income54 - The investment in H2G Green Limited (H2G) had a fair value of HKD 13,000 thousand, recorded an unrealized fair value gain of HKD 3,000 thousand during the period, and H2G listed warrants recorded a fair value gain of HKD 2,000 thousand55 Healthcare Services The Group holds a 40.8% interest in Healthway Medical Corporation Limited, which maintained revenue growth during the period, primarily from its general practice and specialist segments, with the Group recognizing a HKD 100 thousand share of profit - The Group holds a 40.8% interest in Healthway Medical Corporation Limited (Healthway), which operates a network of over 130 clinics56 - The Healthway Group maintained revenue growth during the period, primarily from its general practice and specialist segments, as well as revenue contributions from its day surgery centers56 Share of Healthway Group Results (HKD Thousands) | Period | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Share of Profit/(Loss) | 100 | (3,000) | - As of June 30, 2025, the Group's interest in Healthway was HKD 509,000 thousand (December 31, 2024 — HKD 470,000 thousand)56 Other Businesses The Group holds a 39.9% interest in TIH Limited, which primarily engages in investment and fund management; during the period, the Group recorded a share of loss from its TIH investment, reflecting the impact of macroeconomic headwinds on private equity investment activities - The Company owns a 39.9% interest in TIH Limited (TIH), whose group primarily has two segments: investment business and fund management57 Share of TIH Group Results (HKD Thousands) | Period | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Share of Loss/(Profit) | (4,000) | 13,000 | - Private equity investment activities were hampered by macroeconomic headwinds such as tariff fluctuations, prolonged regulatory processes, and heightened geopolitical tensions, leading to extended holding periods and a greater focus on liquidity management57 - As of June 30, 2025, the Group's interest in TIH was HKD 326,000 thousand (December 31, 2024 — HKD 310,000 thousand)57 Capital Reduction The Company proposed a capital reduction in May 2025, reducing the amount credited to the share capital account from HKD 984,440,426.08 to HKD 50,000,000.00, effective July 29, 2025, to enhance corporate activity flexibility and offset accumulated losses - The Company proposed to reduce the amount credited to the share capital account from HKD 984,440,426.08 to HKD 50,000,000.00 to enhance flexibility for corporate activities and the ability to declare distributions or dividends58 - The capital reduction became effective on July 29, 2025, generating a credit of HKD 934,440,426.08 transferred to the capital reduction reserve account to offset part of the accumulated losses58 Proposal (Privatization) LL Capital Holdings Limited proposed a privatization, including the Company's privatization via a scheme of arrangement (cash consideration of HKD 0.14 per share) and a special distribution of Lippo China Resources shares; this proposal is subject to conditions and is expected to be effective in September 2025 with delisting - LL Capital Holdings Limited requested the Board to put forward a privatization proposal to shareholders, with a consideration of HKD 0.14 cash per scheme share59 - The proposal also includes a distribution in specie to shareholders of up to 303,289,730 Lippo China Resources shares (approximately 33.01% of total issued shares), with shareholders having the option to receive shares or cash59 - The proposal remains subject to the fulfillment or waiver of the scheme conditions and distribution conditions, and is expected to become effective on September 23, 2025, with the delisting of shares from the Hong Kong Stock Exchange after 4:00 p.m. on September 25, 202559 Financial Position As of June 30, 2025, the Group's total assets remained at HKD 3,700,000 thousand (excluding HKC Group), total liabilities decreased to HKD 2,100,000 thousand, and total bank and other borrowings slightly declined, while the capital gearing ratio significantly increased to 177.1%, primarily due to the HKC share distribution Financial Position Overview (HKD Thousands) | Indicator | June 30, 2025 | December 31, 2024 (Excluding HKC Group) | | :--- | :--- | :--- | | Total Assets | 3,700,000 | 3,700,000 | | Total Liabilities | 2,100,000 | 2,500,000 | | Bank and Other Borrowings | 1,641,000 | 1,706,000 | | Consolidated Net Assets Attributable to Owners of the Company | 805,000 | 6,982,000 | | Net Assets Per Share (HKD) | 1.6 | 14.2 | - The decrease in total liabilities was mainly due to the non-cash settlement of the special interim distribution payable upon completion of the HKC share distribution in January 202560 - The capital gearing ratio (calculated as bank and other borrowings as per the consolidated statement of financial position (net of non-controlling interests) to equity attributable to owners of the Company) significantly increased from 21.3% as of December 31, 2024, to 177.1% as of June 30, 202562 - The Group monitors foreign exchange positions and uses hedging instruments to manage foreign exchange risk; as of June 30, 2025, total capital commitments were HKD 82,000 thousand, primarily related to committed investments in unlisted investment funds6364 Staff and Remuneration As of June 30, 2025, the Group's number of full-time employees slightly decreased, while staff costs slightly increased, with the Group offering competitive remuneration packages and benefits Staff Data (HKD Thousands) | Indicator | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Number of Full-time Employees | 851 | 856 | | Staff Costs | 168,000 | 164,000 | - The Group provides benefits such as medical insurance and provident funds to employees to maintain competitiveness65 Outlook Global growth is projected at 3.0% for 2025, with Hong Kong's economy and food retail expected to benefit from tourism promotion, and Singapore's economy outperforming expectations; however, uncertainties like rising tariffs and geopolitical tensions pose downside risks, requiring the Group to prudently manage its business and finances - Global growth is projected at 3.0% for 2025, slightly higher than previous forecasts, mainly due to lower average tariff rates in the US, a weaker US dollar, and fiscal expansion in some major economies66 - Hong Kong's economy and food retail business may benefit from the government's active promotion of tourism and major events66 - Singapore's Ministry of Trade and Industry revised its 2025 GDP growth forecast upwards to 1.5% to 2.5%, reflecting better-than-expected economic performance in the first half66 - Uncertainties such as rising tariffs and heightened geopolitical tensions continue to pose downside risks, potentially disrupting global trade, supply chains, and driving up inflation66 - The Group and its associates will continue to prudently manage their businesses, monitor assets and investments, and carefully manage funds in a challenging operating environment66 Corporate Governance and Other Information Purchase, Sale or Redemption of the Company's Listed Securities During 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 - During 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 securities68 Audit Committee The Company's Audit Committee, comprising two independent non-executive directors and one non-executive director, has reviewed the Group's accounting principles, practices, and interim financial report - The current members of the Audit Committee include Mr. Yung Hon Kwong (Chairman), Mr. Tsui King Fai (both independent non-executive directors), and Mr. Chan Nim Leung (non-executive director)69 - The Committee has reviewed the accounting principles and practices adopted by the Group and financial reporting matters, including the unaudited condensed consolidated interim financial report for the six months ended June 30, 202569 Corporate Governance The Company is committed to high-quality corporate governance practices and complied with the Corporate Governance Code during the period, except for the Chairman of the Board being unable to attend the AGM due to being overseas, with the Vice Chairman presiding - The Company complied with the code provisions of the Corporate Governance Code as set out in Appendix C1 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited for the six months ended June 30, 2025, except for the Chairman of the Board being unable to attend the Annual General Meeting70 - The Chairman of the Board was unable to attend the Company's Annual General Meeting held on June 23, 2025, due to being overseas, and the Vice Chairman of the Board presided as chairman70 - The Company's Board of Directors comprises nine directors, including four executive directors, two non-executive directors, and three independent non-executive directors70
力宝(00226) - 2025 - 中期业绩