Company Information and Financial Summary This section presents the company's unaudited condensed interim consolidated financial results and position for the six months ended June 30, 2025, along with key financial highlights Interim Results Announcement The Board of Directors of Zhong Zefeng International Limited (the Company) announced the unaudited condensed interim consolidated results for the six months ended June 30, 2025, which have been reviewed by the Company's audit committee - The unaudited condensed interim consolidated results of the Company and its subsidiaries (collectively, the "Group") for the six months ended June 30, 2025, have been reviewed by the Company's audit committee3 Condensed Consolidated Statement of Comprehensive Income For the six months ended June 30, 2025, the Group's revenue increased by 20.3% to HK$456,539 thousand, while loss for the period narrowed to HK$48,693 thousand, with loss attributable to owners of the Company at HK$47,714 thousand, and total comprehensive income for the period turned positive due to significant improvement in other comprehensive income Key Data from Condensed Consolidated Statement of Comprehensive Income | Indicator | June 30, 2025 (HK$ thousand) | June 30, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Revenue | 456,539 | 379,435 | | Cost of sales | (333,672) | (256,621) | | Gross profit | 122,867 | 122,814 | | Other income/(loss) — net | 160 | (60,107) | | Fair value gain on investment properties | 19,746 | 32,228 | | Impairment loss on financial assets — net | (60,488) | (68,995) | | Write-off of property inventories | (7,208) | (67,952) | | Finance costs — net | (38,931) | (11,101) | | Loss before income tax | (37,656) | (162,657) | | Loss for the period | (48,693) | (143,219) | | Loss attributable to owners of the Company | (47,714) | (79,768) | | Other comprehensive income/(expense) for the period | 94,965 | (60,308) | | Total comprehensive income/(expense) for the period | 46,272 | (203,527) | | Basic loss per share (HK cents) | (1.78) | (2.98) | Condensed Consolidated Statement of Financial Position As of June 30, 2025, the Group's total assets increased to HK$10,169,465 thousand, with net current assets significantly rising to HK$1,196,549 thousand, reflecting improved liquidity, while total liabilities slightly increased, and net assets maintained robust growth Key Data from Condensed Consolidated Statement of Financial Position | Indicator | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Assets | | | | Non-current assets | 5,557,004 | 5,447,390 | | Current assets | 4,612,461 | 4,482,395 | | Total assets | 10,169,465 | 9,929,785 | | Liabilities | | | | Current liabilities | 3,415,912 | 3,607,914 | | Non-current liabilities | 1,116,992 | 731,582 | | Total liabilities | 4,532,904 | 4,339,496 | | Net assets | 5,636,561 | 5,590,289 | | Net current assets | 1,196,549 | 874,481 | Notes to the Condensed Interim Consolidated Financial Statements This section details the basis of preparation, significant accounting policies, estimates, and segment information for the Group's interim financial statements General Information Zhong Zefeng International Limited is incorporated in the Cayman Islands, with its principal place of business in Hong Kong, and its shares are listed on the Main Board of The Stock Exchange of Hong Kong Limited, with these interim financial statements presented in HK$ thousand and reviewed by the audit committee - The Company is incorporated in the Cayman Islands as an exempted company with its shares listed on the Main Board of The Stock Exchange of Hong Kong Limited1011 - These condensed interim consolidated financial statements are presented in HK$ thousand and have been reviewed by the Company's audit committee1213 Basis of Preparation These condensed interim consolidated financial statements are prepared in accordance with HKAS 34 "Interim Financial Reporting" and applicable disclosure provisions of the Listing Rules, and should be read in conjunction with the annual financial statements for the year ended December 31, 2024 - These condensed interim consolidated financial statements are prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" and the applicable disclosure provisions of the Listing Rules of the Stock Exchange14 - These statements should be read in conjunction with the Group's annual financial statements for the year ended December 31, 202414 Accounting Policies The Group has adopted all new and revised Hong Kong Financial Reporting Standards effective from January 1, 2025, which had no significant impact on the condensed interim consolidated financial statements, and new standards not yet effective are currently being evaluated - The Group has adopted all new and revised Hong Kong Financial Reporting Standards effective for accounting periods beginning on or after January 1, 202515 - The adoption of new and revised Hong Kong Financial Reporting Standards had no significant impact on the Group's condensed interim consolidated financial statements15 Significant Accounting Estimates and Judgments The significant judgments, estimates, and assumptions made by management in preparing the condensed interim consolidated financial statements are consistent with those used in the annual consolidated financial statements for the year ended December 31, 2024, though actual results may differ - The significant judgments made by management in applying the Group's accounting policies and the key sources of estimation uncertainty are consistent with those applied in the consolidated financial statements for the year ended December 31, 202416 Segment Information The Group's operating segments include automation, financial services, property investment and development, and securities investment, with the automation segment showing significant revenue growth of 54.4% in the first half of 2025, becoming the primary revenue source, while property investment and development revenue decreased but operating loss significantly narrowed - The Group's reportable segments include: automation, financial services, property investment and development, and securities investment18 Segment Revenue and Results Analysis In the first half of 2025, the automation segment's revenue surged by 54.4% to HK$352,705 thousand, accounting for 77.3% of total revenue, while the property investment and development segment's revenue decreased by 32.2% to HK$84,111 thousand but its operating performance turned profitable, and both financial services and securities investment segments experienced revenue declines Segment Revenue and Results (For the six months ended June 30) | Segment | 2025 Revenue (HK$ thousand) | 2024 Revenue (HK$ thousand) | 2025 Segment Results (HK$ thousand) | 2024 Segment Results (HK$ thousand) | | :--- | :--- | :--- | :--- | :--- | | Automation | 352,705 | 228,409 | 19,696 | 16,825 | | Financial Services | 22,929 | 24,829 | 10,516 | 19,150 | | Property Investment and Development | 84,111 | 124,146 | 26,859 | (54,504) | | Securities Investment | (3,206) | 2,051 | 2,023 | (2,965) | | Total | 456,539 | 379,435 | 59,094 | (21,494) | - In the first half of 2025, the automation segment's revenue grew by 54.4%, accounting for 77.3% of the Group's total revenue19 - The operating results of the property investment and development segment turned from a loss of HK$54,504 thousand in the same period of 2024 to a profit of HK$26,859 thousand in the same period of 20251920 Revenue Breakdown by Major Product or Service Line Sales of goods remained the Group's largest revenue source, increasing by 53.4% year-on-year to HK$335,059 thousand in the first half of 2025, while securities investment income turned from profit to loss, and rental income slightly decreased Revenue Breakdown by Major Product or Service Line (For the six months ended June 30) | Revenue Source | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Sales of goods | 335,059 | 218,445 | | Property sales | 16,425 | 43,464 | | Installation and maintenance income | 3,302 | 3,072 | | Commission and brokerage income | 7,245 | 2,803 | | Management and performance fee income | 1,985 | 1,493 | | Others (revenue from contracts with customers) | 928 | 3,359 | | Securities investment (loss)/income | (8,269) | 17,215 | | Interest income | 19,356 | 5,663 | | Rental income | 80,508 | 83,921 | | Total | 456,539 | 379,435 | - Sales of goods revenue increased by 53.4% from HK$218,445 thousand in 2024 to HK$335,059 thousand in 202522 - Securities investment income turned from a profit of HK$17,215 thousand in 2024 to a loss of HK$8,269 thousand in 202522 Timing of Revenue Recognition The majority of the Group's revenue is recognized at a point in time, amounting to HK$359,657 thousand in the first half of 2025, with revenue recognized over time totaling HK$5,287 thousand Timing of Revenue Recognition (For the six months ended June 30) | Timing of Recognition | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | At a point in time | 359,657 | 268,071 | | Over time | 5,287 | 4,565 | | Total | 364,944 | 272,636 | Loss for the Period The loss for the period was primarily influenced by factors such as the cost of inventories and property inventories, impairment loss provisions for financial assets, and depreciation of property, plant, and equipment, with both recognized cost of inventories and property inventories and impairment loss provisions for financial assets increasing in the first half of 2025 Components of Loss for the Period (For the six months ended June 30) | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Cost of inventories and property inventories recognized | 304,083 | 232,466 | | Depreciation of property, plant and equipment | 7,892 | 9,965 | | Directors' and chief executive's emoluments | 1,666 | 2,060 | | Employee benefit expenses | 33,215 | 34,693 | | Net foreign exchange gain | (6,573) | (4,453) | | Impairment loss provision for financial assets — net | 60,488 | 68,995 | - Cost of inventories and property inventories recognized increased from HK$232,466 thousand in 2024 to HK$304,083 thousand in 202524 - Net impairment loss provision for financial assets decreased from HK$68,995 thousand in 2024 to HK$60,488 thousand in 202524 Finance Costs — Net In the first half of 2025, the Group's net finance costs significantly increased to HK$38,931 thousand, primarily due to a substantial decrease in interest income from financial assets measured at amortized cost, coupled with increased finance costs for bank loans and corporate bonds Finance Costs — Net (For the six months ended June 30) | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Total finance income | 15,645 | 53,946 | | Interest income from bank deposits | 11,263 | 17,383 | | Interest income from financial assets measured at amortized cost | 4,382 | 36,563 | | Total finance costs | (54,576) | (65,047) | | Finance costs on bank loans | (6,880) | (8,676) | | Finance costs on corporate bonds | (15,055) | (9,384) | | Finance costs on other loans | (32,258) | (46,706) | | Finance costs — net | (38,931) | (11,101) | - Interest income from financial assets measured at amortized cost significantly decreased from HK$36,563 thousand in 2024 to HK$4,382 thousand in 202525 - Finance costs on corporate bonds increased from HK$9,384 thousand in 2024 to HK$15,055 thousand in 202525 Income Tax Expense/(Credit) In the first half of 2025, the Group incurred an income tax expense of HK$11,037 thousand, compared to an income tax credit of HK$19,438 thousand in the same period of 2024, primarily due to temporary differences arising from fair value losses on investment properties and write-off of inventories Income Tax Expense/(Credit) (For the six months ended June 30) | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Current tax | 3,915 | 4,265 | | Over-provision in prior year | 6,790 | 1,605 | | Deferred tax | 332 | (25,308) | | Total | 11,037 | (19,438) | - Hong Kong profits tax provision is calculated at a rate of 16.5% on the estimated assessable profits, with some qualifying corporations subject to a two-tiered tax rate of 8.25% and 16.5%26 - The statutory income tax rate for PRC operating entities is 25%27 Loss Per Share For the six months ended June 30, 2025, the basic loss per share attributable to owners of the Company narrowed to 1.78 HK cents, compared to 2.98 HK cents in the prior year, with diluted loss per share being the same as basic loss per share due to the absence of potential dilutive ordinary shares during the period Loss Per Share (For the six months ended June 30) | Indicator | 2025 (HK cents) | 2024 (HK cents) | | :--- | :--- | :--- | | Basic loss per share | (1.78) | (2.98) | | Diluted loss per share | (1.78) | (2.98) | - Loss attributable to owners of the Company decreased from HK$79,768 thousand in 2024 to HK$47,714 thousand in 202532 - The weighted average number of ordinary shares in issue was 2,680,000,000 for both periods, thus diluted loss per share is the same as basic loss per share2830 Dividends The Board does not recommend the declaration of an interim dividend for the six months ended June 30, 2025 and 2024, and no final dividends for any prior financial year were approved or paid during these periods - The Board does not recommend the declaration of an interim dividend for the six months ended June 30, 2025 and 202433 - No final dividends for any prior financial year were approved or paid by the Board during the six months ended June 30, 2025 and 202433 Financial Assets at Fair Value Through Other Comprehensive Income As of June 30, 2025, the Group's total financial assets at fair value through other comprehensive income amounted to HK$17,854 thousand, a decrease from HK$23,312 thousand as of December 31, 2024, primarily due to changes in the fair value of Hong Kong listed equity securities Financial Assets at Fair Value Through Other Comprehensive Income (HK$ thousand) | Asset Class | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Listed shares — US | 64 | 110 | | Listed shares — Hong Kong | 3,932 | 18,996 | | Unlisted shares | 13,858 | 4,206 | | Total | 17,854 | 23,312 | - The fair value of Hong Kong listed equity securities decreased from HK$18,996 thousand as of December 31, 2024, to HK$3,932 thousand as of June 30, 202534 - The fair value of unlisted shares increased from HK$4,206 thousand as of December 31, 2024, to HK$13,858 thousand as of June 30, 202534 Loans and Advances As of June 30, 2025, the Group's net loans and advances decreased to HK$85,644 thousand from HK$147,301 thousand as of December 31, 2024, primarily due to increased impairment provisions, while margin loans receivable are secured by pledged securities, and the market value of collateral has increased Loans and Advances (HK$ thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Loans and advances | 761,934 | 768,050 | | Margin loans receivable | 75,281 | 78,234 | | Total | 837,215 | 846,284 | | Less: Impairment provision | (751,571) | (698,983) | | Net | 85,644 | 147,301 | - Impairment provision increased from HK$698,983 thousand as of December 31, 2024, to HK$751,571 thousand as of June 30, 202536 - Margin loans receivable are secured by securities pledged by customers to the Group, with the undiscounted market value increasing from HK$231,008,800 as of December 31, 2024, to HK$266,837,400 as of June 30, 202536 Trade Receivables As of June 30, 2025, the Group's net trade receivables increased to HK$333,589 thousand from HK$268,160 thousand as of December 31, 2024, with a significant increase in trade receivables aged over 120 days Trade Receivables (HK$ thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Gross trade receivables | 347,180 | 282,795 | | Less: Impairment provision | (13,591) | (14,635) | | Net | 333,589 | 268,160 | Ageing Analysis of Trade Receivables (HK$ thousand) | Ageing | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | 0 to 30 days | 84,157 | 79,560 | | 31 to 60 days | 21,631 | 25,087 | | 61 to 90 days | 19,298 | 12,792 | | 91 to 120 days | 15,474 | 125,348 | | Over 120 days | 206,620 | 40,008 | | Total | 347,180 | 282,795 | - Trade receivables aged over 120 days significantly increased from HK$40,008 thousand as of December 31, 2024, to HK$206,620 thousand as of June 30, 202538 Financial Assets at Fair Value Through Profit or Loss As of June 30, 2025, the Group's total financial assets at fair value through profit or loss increased to HK$209,867 thousand from HK$198,353 thousand as of December 31, 2024, primarily driven by the growth in debt investments at fair value through profit or loss Financial Assets at Fair Value Through Profit or Loss (HK$ thousand) | Asset Class | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Listed securities — Hong Kong equity securities | 13,087 | 20,585 | | Debt investments at fair value through profit or loss | 196,780 | 177,768 | | Total | 209,867 | 198,353 | - Debt investments at fair value through profit or loss increased from HK$177,768 thousand as of December 31, 2024, to HK$196,780 thousand as of June 30, 202539 Trade and Bills Payables As of June 30, 2025, the Group's total trade and bills payables slightly increased to HK$1,075,985 thousand from HK$1,066,430 thousand as of December 31, 2024, with payables aged over 120 days still constituting a significant proportion Trade and Bills Payables (HK$ thousand) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Trade payables | 1,040,776 | 1,053,031 | | Bills payable | 35,209 | 13,399 | | Total | 1,075,985 | 1,066,430 | Ageing Analysis of Trade and Bills Payables (HK$ thousand) | Ageing | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | 0 to 30 days | 221,489 | 212,588 | | 31 to 60 days | 6,110 | 10,266 | | 61 to 90 days | 5,440 | 3,731 | | 91 to 120 days | 2,659 | 5,440 | | Over 120 days | 840,287 | 834,405 | | Total | 1,075,985 | 1,066,430 | - Bills payable increased from HK$13,399 thousand as of December 31, 2024, to HK$35,209 thousand as of June 30, 202540 Management Discussion and Analysis This section provides an overview of the global and Hong Kong economic environment, a detailed review of the Group's business segments, future outlook, and a comprehensive financial review Global and Hong Kong Economic Review In the first half of 2025, the global economy faced challenges including slowing growth, inflation, geopolitical conflicts, and supply chain restructuring, while Hong Kong's stock market performed strongly with a significant increase in IPO fundraising, but the real economy and property market remained weak, against which the Group made significant progress - The International Monetary Fund (IMF) forecasts global GDP growth of 3.2% for 2025, while the United Nations Conference on Trade and Development (UNCTAD) projects 2.7%, indicating a slowdown in global economic growth41 - In the first half of 2025, Hong Kong saw 42 new listings, a 40% year-on-year increase, with total IPO fundraising exceeding HK$107 billion, surpassing the total for the entire previous year42 - The total value of property sales and purchase agreements in Hong Kong decreased by 1.4% year-on-year in the first half, indicating a generally weak property market42 Business Review The Group achieved significant progress across its business operations in the first half of 2025, with automation business showing encouraging growth, property investment and development significantly narrowing operating losses, financial services maintaining stability amidst challenges, and securities investment turning from profit to loss - The Group achieved significant progress in its various business operations in the first half of 2025, evidenced by encouraging growth in the automation business and important financial support for property investment projects43 Automation Business Review The automation segment achieved strong revenue growth of 54.4% to HK$352.7 million in the first half of 2025, accounting for 77.3% of the Group's total revenue, primarily driven by overseas market revenue growth exceeding 100% and product structure optimization, with operating profit increasing by 17.1% to HK$19.7 million, as the company actively expanded overseas markets and benefited from China's thriving electronic manufacturing industry and large-scale equipment renewal policies Automation Segment Performance (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | Year-on-year growth | | :--- | :--- | :--- | :--- | | Revenue | 352.7 | 228.4 | 54.4% | | % of Group's total revenue | 77.3% | 60.2% | - | | Operating profit | 19.7 | 16.8 | 17.1% | - Overseas market revenue showed strong growth, increasing by over 100% compared to the same period last year44 - Jiali Technology has proactively expanded into overseas markets, establishing sales and service networks in Southeast Asia45 - The Chinese government is promoting large-scale equipment renewal in the industrial sector, providing significant demand support for high-end, intelligent, and green manufacturing equipment45 Property Investment and Business Development Review In the first half of 2025, the property investment and development segment's revenue decreased by 32.2% to HK$84.1 million, but its operating performance turned profitable to HK$26.9 million, primarily due to reduced losses from the disposal of property, plant, and equipment, while the Shenzhen Bangkai Science Park's occupancy rate declined due to apartment renovations and office market competition, but it secured bank credit support and accelerated Phase III construction, and the Ganzhou project recouped funds through auction, with the Shantou project maintaining stable leasing but poor sales Property Investment and Development Segment Performance (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | Year-on-year change | | :--- | :--- | :--- | :--- | | Revenue | 84.1 | 124.1 | (32.2)% | | % of Group's total revenue | 18.4% | 32.7% | - | | Operating profit/(loss) | 26.9 | (54.5) | Turned profitable | | Reason for reduction in operating loss | Loss on disposal of property, plant and equipment reduced by approximately HK$63.0 million | - | - | Shenzhen Bangkai Science Park Project Bangkai Science Park's occupancy rate was approximately 81.6% in the first half, affected by apartment renovations and office market competition, but it secured credit support of up to RMB625 million from Bank of China Shenzhen Guangming Branch and is accelerating Phase III construction, with talent apartments expected to be operational by the end of 2026 - Bangkai Science Park's occupancy rate was approximately 81.6% in the first half, affected by apartment renovations and office market competition49 - Secured credit support of up to RMB625 million from Bank of China Shenzhen Guangming Branch49 - Phase III construction of the industrial park is accelerating, with over 60,000 square meters of talent apartments expected to be operational as early as the end of 202649 Ganzhou Project The Group has sold two hotel properties and office buildings in Ganzhou through public auction to recoup cash, currently still holds and operates two commercial plazas, Ganzhou Century City and Ganzhou Taikoo City, with stable leasing, and plans to publicly auction Ganzhou Taikoo City Huanlehui Shopping Mall to further improve its financial position - Two hotel properties and office buildings in Ganzhou have been successfully sold through public auction to expedite cash recovery50 - Currently still holds and operates two large commercial plazas, Ganzhou Century City and Ganzhou Taikoo City, with an operating area exceeding 60,000 square meters, and leasing conditions remain stable year-on-year50 - The Group has publicly listed Ganzhou Taikoo City Huanlehui Shopping Mall for auction on Alibaba Asset Platform, expecting further improvement in funds upon successful auction51 Shantou Project In the first half of 2025, leasing at the Shantou Taisheng project remained stable with an occupancy rate above 70%, but other property sales were dismal due to the sluggish real estate market, and the project is currently focused on settlement with the general contractor, China Construction Second Engineering Bureau Third Company - Leasing at the Shantou Taisheng project remained stable, with an occupancy rate maintained at over 70%52 - Other property sales were dismal due to the sluggish real estate market in Shantou52 Financial Services Business Review In the first half of 2025, the financial services segment's net income was approximately HK$22.9 million, a 7.7% year-on-year decrease, with operating profit of approximately HK$10.5 million, a 45.2% year-on-year decrease, as securities brokerage services faced pressure on commission income and margin financing interest spreads amidst market volatility and high interest rates, asset management business had approximately HK$3.9 billion in assets under management, and lending business adopted strict credit controls, with the overall weighted average loan-to-value ratio of the loan portfolio rising to 96.6% Financial Services Segment Performance (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | Year-on-year change | | :--- | :--- | :--- | :--- | | Net income | 22.9 | 24.8 | (7.7)% | | % of Group's total revenue | 5.0% | 6.5% | - | | Operating profit | 10.5 | 19.2 | (45.2)% | Securities Brokerage Services The securities brokerage team continued to serve listed issuers, institutional, and high-net-worth clients, facing pressure on commission income due to Hong Kong's volatile Hang Seng Index, low trading volume, and squeezed margin financing interest spreads from high interest rates, leading to reduced retail investment participation, while the asset management team managed approximately HK$3.9 billion in assets - The Hong Kong Hang Seng Index fluctuated between 18,670 and 24,800 points, with trading volume remaining sluggish54 - High interest rates led to squeezed margin financing interest spreads, and decreased retail investment participation resulted in sustained pressure on commission income54 - As of June 30, 2025, the asset management team managed approximately HK$3.9 billion in total assets55 Lending Business Baoxin Credit Limited primarily provides share mortgage loans, property mortgage loans, and secured loans, and in response to economic and property market challenges, the company implemented strict credit controls, resulting in the overall weighted average loan-to-value ratio of its loan portfolio increasing from 65.4% in 2024 to 96.6% in 2025, with a significant reduction in active accounts and loan customers - Baoxin Credit adopted strict credit controls, with the overall weighted average loan-to-value ratio of its loan portfolio increasing from 65.4% in 2024 to 96.6% in 202556 - As of June 30, 2025, Baoxin Credit had 1 active account, compared to 5 in 202460 - Total share mortgage loans receivable accounted for approximately zero of Baoxin Credit's total loans receivable (2024: 59.8%), and total property mortgage loans receivable accounted for approximately zero (2024: 20.9%)59 Compliance with Ordinances and Regulations Baoxin Credit strictly complies with the Money Lenders Ordinance and the Anti-Money Laundering and Counter-Terrorist Financing Ordinance, and during this period, no objections were raised against its license renewal, and policies and procedures have been established to mitigate money laundering and terrorist financing risks - Baoxin Credit strictly complies with the Money Lenders Ordinance and the Anti-Money Laundering and Counter-Terrorist Financing Ordinance57 - During this period, no objections were raised by the Registrar of Money Lenders or the Commissioner of Police regarding the renewal of its money lender's license57 Business Model and Loan Portfolio Baoxin Credit primarily offers share mortgage loans, property mortgage loans, and secured loans, but as of June 30, 2025, the proportion of share mortgage loans and property mortgage loans in the total loan portfolio significantly decreased, along with a substantial reduction in active accounts and customer numbers - As of June 30, 2025, total share mortgage loans receivable accounted for approximately zero of Baoxin Credit's total loans receivable (2024: 59.8%)59 - As of June 30, 2025, total property mortgage loans receivable accounted for approximately zero of Baoxin Credit's total loans receivable (2024: 20.9%)59 - As of June 30, 2025, Baoxin Credit had 1 active account (2024: 5), including 1 corporate client (2024: 4)60 Credit Approval Procedures and Credit Risk Assessment Policy Before accepting loan applications, Baoxin Credit conducts Know-Your-Client procedures to verify identity and assess credit and money laundering risks, with the credit team recommending proposed loan terms to management based on application materials and KYC results, primarily considering collateral quality, loan-to-value ratio, loan amount, tenor, and client net worth - Baoxin Credit will perform Know-Your-Client procedures to verify client identity and assess relevant credit and money laundering risks62 - Key factors for loan approval include collateral quality, loan-to-value ratio, loan amount, tenor, and client net worth6367 Loan Impairment Assessment The Group has established policies and procedures to appropriately assess and measure expected credit losses in accordance with the impairment requirements of HKFRS 9, with changes in impairment provisions and write-offs for loans and interest receivables disclosed in Note 12 - The Group has established policies and procedures to assess and measure expected credit losses in accordance with the impairment requirements of Hong Kong Financial Reporting Standard 964 Securities Investment In the first half of 2025, the Group's securities investment business incurred a loss of approximately HK$3.2 million, compared to a profit of approximately HK$2.1 million in the same period last year, with the segment's operating profit at HK$2.0 million, compared to an operating loss of approximately HK$3.0 million in the prior year Securities Investment Performance (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | | :--- | :--- | :--- | | Business income/(loss) | (3.2) | 2.1 | | Operating profit/(loss) | 2.0 | (3.0) | - The Group continues to adjust its investment strategy, adopting a cautious approach to address uncertainties in the financial markets65 Other Investments As of June 30, 2025, the Company held a 32% equity interest in Yunnan International Holdings Group Limited, which primarily engages in clean energy, health, investment management, new energy, and financial services, aiming to participate in the "Belt and Road" strategic initiative - The Company holds a 32% equity interest in Yunnan International Holdings Group Limited, which primarily engages in clean energy, health, investment management, new energy, and financial services66 - The establishment of the associate company aims to participate in the "Belt and Road" strategic initiative66 Business Outlook The Group remains optimistic about the automation business outlook, continuing to deepen its presence in high-end electronic intelligent manufacturing, expand overseas markets, and explore new business opportunities, while property investment projects will focus on leasing promotion, efficient cash collection, and accelerated construction, and financial services will deepen client relationships, expand product capabilities, and seek cross-border business opportunities Automation Business Outlook The Group remains optimistic about the automation segment's prospects and growth potential, anticipating significant market development space driven by national initiatives for new quality productive forces, recovery in the consumer electronics market, and increased demand for AI application terminals, while accelerating overseas expansion with the Vietnam subsidiary expected to be operational in the second half, and continuously monitoring development opportunities in semiconductor and AI-related fields - The nation encourages the development of new quality productive forces, new and emerging electronic manufacturing will continue to grow, and increasingly widespread AI application scenarios will foster more AI application terminals68 - The company will accelerate its pace with clients to provide more comprehensive intelligent manufacturing and service solutions overseas, with the Vietnam subsidiary expected to complete establishment and commence operations in the second half of the year68 - The company will continue to monitor development opportunities in semiconductor and artificial intelligence-related fields, including but not limited to seeking distribution and investment opportunities across the industry value chain69 Property Investment Project Outlook The Group will continue to focus on leasing promotion, efficient rent collection, and Phase III construction of Shenzhen Bangkai Science Park to enhance brand value, while the Ganzhou project will aim to enhance the unique appeal of Global Plaza, attract large children's entertainment and F&B businesses, and offer parking space sales incentives, and the Shantou project will streamline sales and leasing strategies, promote sales, deliver completed buildings on time, and seek contract renewals with major and government clients - Shenzhen Bangkai Science Park aims to enhance occupancy rates and collection rates for receivables, while accelerating Phase III project construction and striving to attract high-quality national high-tech enterprises and specialized, sophisticated, distinctive, and innovative enterprises to the park71 - Ganzhou Global Plaza will renovate its ancient tree plaza, create unique features to attract customers, and draw in large children's entertainment and F&B businesses, while also launching parking space sales promotions72 - The Shantou development project will streamline sales and leasing strategies to promote sales and ensure timely delivery of completed buildings, while also seeking contract renewals with major and government clients73 Shenzhen Development Project Shenzhen Bangkai Science Park will focus on leasing promotion and efficient rent collection to improve occupancy and collection rates, while accelerating Phase III project construction and striving to attract high-quality national high-tech and specialized, sophisticated, distinctive, and innovative enterprises to enhance the park's brand value - Shenzhen Bangkai Science Park focuses on leasing promotion and efficient rent collection, aiming to enhance occupancy rates and collection rates for receivables71 - The Group will continue to enhance the park's brand value, striving to attract high-quality national high-tech enterprises and specialized, sophisticated, distinctive, and innovative enterprises to the park71 Ganzhou Development Project The Group is committed to enhancing the unique appeal of Ganzhou Global Plaza by renovating the ancient tree plaza and creating distinctive features to attract customers, while also conducting business planning and tenant recruitment based on market demand to draw in large children's entertainment and F&B businesses, and offering parking space sales incentives to boost sales rates - The Group is committed to enhancing the unique appeal of Ganzhou Global Plaza by renovating its ancient tree plaza and creating distinctive features to attract customers72 - Will combine market demand with tenant recruitment and business planning to attract large children's entertainment and F&B businesses72 Shantou Development Project The Group is streamlining the sales and leasing strategies for the Shantou development project to meet market demand, focusing on promoting sales and ensuring timely delivery of completed buildings, while leveraging its existing tenant network to explore new sales opportunities, seeking contract renewals with major and government clients, and closely monitoring market trends to adjust promotion strategies - The Group is streamlining the sales and leasing strategies for the Shantou development project to meet market demand, focusing on promoting sales and ensuring timely delivery of completed buildings73 - The Group also strives to renew contracts with major and government clients, maintaining important partnerships, and attracting new clients by promoting project details and policy advantages73 Financial Services Business Outlook Despite challenging market conditions, the Group's securities brokerage business recorded solid performance with significantly improved commission income and profitability, and will continue to focus on deepening client relationships, expanding product capabilities, and seeking cross-border business opportunities to navigate complex markets and deliver sustainable value to clients and stakeholders - Increased trading activity in the Hong Kong and US stock markets led to a significant improvement in commission income and overall profitability74 - The brokerage business will continue to focus on deepening client relationships, expanding product capabilities, and seeking cross-border business opportunities74 Financial Review The Group's revenue increased by 20.3% to HK$456.5 million in the first half of 2025, primarily driven by the automation segment, while gross profit margin decreased to 26.9%, and loss for the period narrowed to HK$47.7 million, mainly due to reduced other losses and decreased write-off of property inventories Revenue The Group's revenue for the six months ended June 30, 2025, increased by 20.3% to approximately HK$456.5 million, with the automation segment being the primary revenue source, accounting for 77.3% of total revenue and growing by 54.4% year-on-year, while property investment and development segment revenue decreased by 32.2% Segment Revenue Analysis (For the six months ended June 30) | Segment | 2025 (HK$ million) | % of total revenue | 2024 (HK$ million) | % of total revenue | Percentage change | | :--- | :--- | :--- | :--- | :--- | :--- | | Automation | 352.7 | 77.3% | 228.4 | 60.2% | 54.4% | | Financial Services | 22.9 | 5.0% | 24.8 | 6.5% | (7.7)% | | Property Investment and Development | 84.1 | 18.4% | 124.1 | 32.7% | (32.2)% | | Securities Investment | (3.2) | (0.7)% | 2.1 | 0.6% | (256.3)% | | Total | 456.5 | 100% | 379.4 | 100.0% | 20.3% | - The automation segment and the property investment and development segment are the Group's primary revenue sources, accounting for 77.3% and 18.4% of total revenue, respectively77 Gross Profit and Gross Profit Margin Gross profit slightly increased by 0.04% to HK$122.9 million, but the gross profit margin decreased to 26.9% (2024: 32.4%), primarily due to reduced rental income from investment properties and gross loss from securities investment Gross Profit and Gross Profit Margin (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | Change | | :--- | :--- | :--- | :--- | | Gross profit | 122.9 | 122.8 | 0.04% | | Gross profit margin | 26.9% | 32.4% | (5.5) percentage points | - The decrease in gross profit margin was mainly due to reduced rental income from investment properties and gross loss from securities investment78 Other Income/(Loss) — Net Net other income for the period was approximately HK$0.2 million, compared to a net other loss of approximately HK$60.1 million in the prior year, primarily due to the disposal of property, plant, and equipment turning from a loss to a gain Other Income/(Loss) — Net (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | | :--- | :--- | :--- | | Other income/(loss) — net | 0.2 | (60.1) | | Gain/(loss) on disposal of property, plant and equipment | 0.007 | (60.6) | Other Income Other income increased by 66.5% to approximately HK$5.4 million, primarily due to an increase in handling fee income of approximately HK$2.5 million Other Income (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | Growth rate | | :--- | :--- | :--- | :--- | | Other income | 5.4 | 3.2 | 66.5% | | Increase in handling fee income | 2.5 | - | - | Distribution Costs Distribution costs increased by 18.0% to approximately HK$10.5 million, representing 2.3% of total revenue, mainly due to an increase in commission expenses of approximately HK$3.1 million Distribution Costs (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | Growth rate | | :--- | :--- | :--- | :--- | | Distribution costs | 10.5 | 8.9 | 18.0% | | % of total revenue | 2.3% | 2.3% | - | | Increase in commission expenses | 3.1 | - | - | Administrative Expenses Administrative expenses decreased by 5.3% to approximately HK$68.7 million, primarily due to a reduction in depreciation of property, plant, and equipment of approximately HK$2.0 million and an increase in net foreign exchange gain of approximately HK$2.1 million Administrative Expenses (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | Change | | :--- | :--- | :--- | :--- | | Administrative expenses | 68.7 | 72.5 | (5.3)% | | Decrease in depreciation of property, plant and equipment | 2.0 | - | - | | Increase in net foreign exchange gain | 2.1 | - | - | Finance Costs — Net Net finance costs increased to approximately HK$38.9 million (2024: HK$11.1 million), primarily due to a decrease in interest income from financial assets measured at amortized cost of approximately HK$32.2 million Finance Costs — Net (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | | :--- | :--- | :--- | | Net finance costs | 38.9 | 11.1 | | Decrease in interest income from financial assets measured at amortized cost | 32.2 | - | Income Tax (Expense)/Credit Income tax expense was approximately HK$11.0 million (2024: income tax credit of approximately HK$19.4 million), mainly attributable to temporary differences arising from fair value losses on investment properties and write-off of inventories Income Tax (Expense)/Credit (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | | :--- | :--- | :--- | | Income tax expense/credit | 11.0 | (19.4) | Loss Attributable to Owners of the Company Loss attributable to owners of the Company narrowed to approximately HK$47.7 million (2024: HK$79.8 million), primarily due to reduced other losses and decreased write-off of property inventories Loss Attributable to Owners of the Company (For the six months ended June 30) | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | | :--- | :--- | :--- | | Loss attributable to owners of the Company | 47.7 | 79.8 | | Other losses (2024) | 60.1 | - | | Write-off of property inventories (2025) | 7.2 | 68.0 | - The reduction in loss was mainly due to a loss of approximately HK$60.1 million from the disposal of property, plant and equipment in the same period of 2024, compared to other income of approximately HK$0.2 million in the current period85 - Write-off of property inventories amounted to approximately HK$7.2 million in the current period (2024: approximately HK$68.0 million)85 Financial Resources Review The Group maintained a healthy financial position with increased cash and cash equivalents, improved net current assets and current ratio, while the gearing ratio slightly increased, and the borrowing structure includes corporate bonds, bank loans, and other loans, with certain assets pledged Liquidity and Financial Resources As of June 30, 2025, the Group's cash and cash equivalents increased to HK$981.3 million, net current assets rose to HK$1,196.5 million, and the current ratio improved to 1.4, with a gearing ratio of 31.6%, and total borrowings comprising corporate bonds, bank loans, and other loans Liquidity and Financial Resources (HK$ thousand) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Cash and cash equivalents | 981.3 | 777.7 | | Net current assets | 1,196.5 | 874.5 | | Current ratio | 1.4 | 1.2 | | Gearing ratio | 31.6% | 28.8% | | Corporate bonds | 402 | 290 | | Bank loans | 749.9 | 195.9 | | Other loans | 631.8 | 1,124.0 | - Bank loans significantly increased from HK$195.9 million as of December 31, 2024, to HK$749.9 million as of June 30, 202586 - Other loans decreased from HK$1,124.0 million as of December 31, 2024, to HK$631.8 million as of June 30, 202586 Pledged Assets As of June 30, 2025, the Group's borrowings were secured by guarantees from the Company, its shareholders, certain subsidiaries, and associates, as well as by property, plant, and equipment, investment properties, and pledged bank deposits, with certain properties under development also pledged as collateral for bank borrowings of associates - Borrowings are secured by guarantees provided by the Company, its shareholders, certain subsidiaries, and associates87 Value of Pledged Assets (HK$ thousand) | Pledged Assets | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Property, plant and equipment | 149.5 | 149.9 | | Investment properties | 1,774.9 | 1,740.4 | | Pledged bank deposits | 237.8 | 237.8 | | Properties under development (as collateral for associate borrowings) | 244.0 | 240.3 | Capital and Other Commitments As of June 30, 2025, the Group's contracted but unprovided capital and other commitments amounted to approximately HK$4,286.9 million, primarily related to investment properties and property development expenditures Capital and Other Commitments (HK$ thousand) | Type of Commitment | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Investment properties and property development expenditures | 4,286.9 | 3,389.4 | | Investments in associates | - | 215.2 | Currency Risk and Management The Group's receipts and payments are primarily denominated in HKD, RMB, and USD, and due to the automation and property investment and development businesses mainly operating in mainland China, RMB exchange rate fluctuations will impact profitability, thus the Group will closely monitor RMB trends and consider entering into foreign exchange forward contracts to mitigate risks when necessary, though no such contracts were entered into during this period - The Group's receipts are primarily denominated in HKD, RMB, and USD, and payments are mainly made in HKD, RMB, and USD89 - RMB exchange rate fluctuations will affect the Group's profitability, and the Group will closely monitor RMB trends89 - The Group did not enter into any foreign exchange forward contracts during this period89 Future Capital Investment Plans and Expected Funding Sources The Group's operating and capital expenditures are primarily funded through internal resources such as operating cash flow and owners' equity, as well as bank financing, and it expects to have ample resources and bank financing to meet its capital expenditures and working capital needs - The Group's operating and capital expenditures are primarily funded through internal resources such as operating cash flow and owners' equity, as well as bank financing90 - The Group expects to have ample resources and bank financing to meet its capital expenditures and working capital needs90 Fundraising for Future Business Development When the Group identifies funding needs for expanding existing businesses and developing new ones, it will explore potential financing methods such as debt financing, placing new shares, or issuing corporate bonds - The Group will explore potential financing methods, such as debt financing, placing new shares, or issuing corporate bonds, to meet future business development funding needs91 Employees and Remuneration Policy As of June 30, 2025, the Group employed 270 full-time employees in Hong Kong and China, with remuneration determined based on individual responsibility, talent, experience, and performance, as well as market compensation levels, offering benefits such as medical insurance and provident funds, and adopted a share option scheme in 2020 to encourage and reward employees - As of June 30, 2025, the Group employed 270 full-time employees in Hong Kong and China92 - Employee remuneration is determined based on individual responsibility, talent, skills, experience, performance, and market compensation levels92 - The Company adopted a share option scheme on June 2, 2020, to grant share options to eligible employees92 Events After Reporting Period On August 26, 2025, the Company entered into a placing agreement with its wholly-owned subsidiary, Baoxin Securities Limited, to place a maximum of 2,320,000,000 placing shares at HK$0.128 per share to no less than six placees, representing approximately 86.6% of the existing issued share capital - On August 26, 2025, the Company entered into a placing agreement with Baoxin Securities Limited to place a maximum of 2,320,000,000 placing shares at a price of HK$0.128 per share93 - The placing shares represent approximately 86.6% of the Company's existing issued share capital as of the announcement date, and approximately 46.4% of the issued share capital as enlarged by the placing93 Risks and Corporate Governance This section outlines the Group's principal risks and uncertainties, including operational, industry, financial, human resources, and business risks, along with details on corporate governance practices and compliance Principal Risks and Uncertainties The Group faces operational, industry (financial services regulation, real estate market volatility, pandemic impact, securities market fluctuations), financial (market, liquidity, credit risks), human resources, and business risks, which the Group has identified and taken measures to manage, though risks cannot be entirely eliminated - The Group has identified principal risks and uncertainties including operational risk, industry risk, financial risk, human resources and retained risk, and business risk95 Operational Risk Operational risk stems from financial or reputational losses due to inadequate or failed internal processes, systems, and people performance, which the Group manages through standard operating procedures, authorization limits, and reporting frameworks, while identifying, assessing, and reporting key operational risk issues - Operational risk is the risk of financial or reputational loss resulting from inadequate or failed internal processes, systems, and people performance96 - The Group manages operational risk through standard operating procedures, authorization limits, and reporting frameworks guiding key functions, and identifies and assesses key operational risks96 Industry Risk The financial services business is subject to regulatory requirements and market changes, with non-compliance potentially leading to fines or business restrictions, while the property investment and development business is affected by real estate market conditions and government policies, the automation business by the pandemic, and the securities investment business is sensitive to market conditions and price fluctuations of held securities - The financial services business is subject to various regulatory requirements, and failure to comply with applicable rules and regulations may result in fines or business restrictions97 - The property investment and development business is constrained by market fluctuations, economic performance, and government policies, with poor real estate market performance having a direct negative impact98 - The automation business was inevitably affected by the COVID-19 pandemic98 - The securities investment business is highly sensitive to market conditions and price fluctuations of securities held by the Group98 Financial Risk The Group faces market, liquidity, and credit risks, where changes in exchange rates, interest rates, and stock prices could adversely affect its financial position and operating results, and it manages liquidity risk by monitoring cash flows and maintaining sufficient cash and credit lines, while strengthening credit assessments for new clients to mitigate credit risk - The Group is exposed to various financial risks, including market, liquidity, and credit risks99 - The Group closely monitors the foreign exchange positions of its assets and liabilities to minimize foreign exchange risk99 - The Group manages liquidity risk by monitoring cash flows and maintaining adequate levels of cash and credit facilities99 - To mitigate credit risk, credit assessments for new clients are strengthened, and existing clients are continuously monitored99 Human Resources and Retained Risk Competition for human resources may prevent the Group from attracting and retaining key talent with the required skills, experience, and capabilities, thus the Group will continue to offer competitive remuneration packages and incentive programs to attract, retain, and motivate suitable candidates and personnel - Competition for human resources may prevent the Group from attracting and retaining key talent with the skills, experience, and capabilities required to meet its demands100 - The Group will continue to offer remuneration packages and incentive programs to attract, retain, and motivate suitable personnel100 Business Risk The Group constantly faces challenges in measuring and responding to market changes within the industries it operates, and failure to correctly interpret market trends and adjust strategies accordingly could have a significant adverse impact on its business, financial condition, operating results, and prospects - The Group constantly faces challenges in measuring and responding to market changes within the industries it operates101 - Failure to correctly interpret market trends and adjust strategies accordingly could have a significant adverse impact on the Group's business, financial condition, operating results, and prospects101 Interim Dividend The Board does not recommend the payment of an interim dividend for the current period (2024 interim dividend: HK$nil) - The Board does not recommend the payment of an interim dividend for the current period (2024 interim dividend: HK$nil)102 [Purchase, Sale or Redemption of the Company's Listed Securities](index=38&type=section&id=%E8%B3%BC%E8%B2%B7%E3%80%81%E5%87%BA%E5%94%AE%E6%
中泽丰(01282) - 2025 - 中期业绩