雅居乐集团(03383) - 2025 - 中期业绩

Summary Agile Group reported RMB 13.574 billion in revenue and a RMB 8.030 billion loss attributable to owners for the first half of 2025, with presales reaching RMB 5.17 billion and total borrowings decreasing by RMB 1.475 billion Financial Summary Agile Group reported RMB 13.574 billion in revenue and a RMB 8.030 billion loss attributable to owners for the first half of 2025 Key Financial Indicators for H1 2025 | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | | :--- | :--- | :--- | | Revenue | 13,574 | 21,137 | | Gross Loss | (919) | (1,870) | | Loss for the Period | (7,387) | (8,900) | | Loss Attributable to Owners of the Company | (8,030) | (9,674) | | Basic Loss Per Share (RMB Yuan) | (1.591) | (1.917) | Business Summary The Group's presales reached RMB 5.17 billion, with a 29.62 million sq.m. land bank, and total borrowings decreased by RMB 1.475 billion - The Group's presales amounted to RMB 5.17 billion, corresponding to a cumulative presales GFA of 552,000 sq.m., with an average presales price of RMB 9,363 per sq.m.[5] - As of June 30, 2025, the Group held a land bank with an estimated total GFA of 29.62 million sq.m. across 73 cities and regions, at an average land cost of RMB 2,338 per sq.m.[5] - Revenue contributions from property development, property management, and other businesses were 45.0%, 47.2%, and 7.8%, respectively[5] - As of June 30, 2025, the Group's total borrowings decreased by RMB 1.475 billion compared to December 31, 2024[5] - As of June 30, 2025, the Group's total cash and bank balances amounted to RMB 5.507 billion[5] Chairman's Report The Chairman's Report provides an overview of the Group's business performance, strategic outlook, and expresses gratitude to stakeholders Business Review The Group reported RMB 13.574 billion in revenue and a RMB 0.919 billion gross loss, with presales down 42.5% amid market pressure Revenue Composition for H1 2025 | Business Type | Revenue (RMB 100 million) | Proportion | | :--- | :--- | :--- | | Property Development | 61.10 | 45.0% | | Property Management | 64.08 | 47.2% | | Other Businesses | 10.56 | 7.8% | | Total | 135.74 | 100% | - The Group's overall gross loss was RMB 0.919 billion, with a gross loss margin of 6.8%[6] - As of June 30, 2025, the Group's net gearing ratio was 127.7%, and total cash and bank balances were RMB 5.507 billion[6] - Affected by property market policies and buyer confidence, the Group's total presales amounted to RMB 5.17 billion, a 42.5% year-on-year decrease; presales GFA was 552,000 sq.m., a 14.6% year-on-year decrease; and average presales price was RMB 9,363 per sq.m., a 32.7% year-on-year decrease[7] - The Group cumulatively delivered 6,700 units across 24 cities, with a total delivered area exceeding 504,600 sq.m., fulfilling its delivery commitments[8] Outlook The Group expects property policies to stabilize demand and optimize supply, focusing on key city clusters and accelerating offshore debt restructuring - Property policies are expected to focus on "stabilizing demand, optimizing supply, and preventing risks," gradually improving the market environment[10] - The Group will continue to accelerate property presales and deliveries, adopting a prudent strategy for development in key city clusters such as the Pearl River Delta and Yangtze River Delta[10] - As of June 30, 2025, the Group's land bank was approximately 29.62 million sq.m., with the Pearl River Delta accounting for about 26% (7.67 million sq.m.) and the Yangtze River Delta for about 6% (1.75 million sq.m.)[10] - The Group will further advance offshore debt restructuring, aiming to present a preliminary restructuring plan by the end of 2025, and accelerate communication with offshore creditors to improve financial conditions and ensure sustainable operations[10] Acknowledgement The Chairman expresses sincere gratitude to all stakeholders for their unwavering support and dedication to the Group's development - The Chairman, on behalf of the Board, extends sincere gratitude to shareholders, customers, all employees, and other stakeholders for their unwavering support and dedication to the Group's continued development[11] Results This section presents the Group's condensed interim consolidated financial statements, including profit or loss, comprehensive income, and financial position Condensed Interim Consolidated Statement of Profit or Loss The Group reported RMB 13.574 billion in revenue, a 35.8% decrease, with a RMB 8.030 billion loss attributable to owners for H1 2025 Condensed Interim Consolidated Statement of Profit or Loss (For the six months ended June 30) | Indicator | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Revenue | 13,574,487 | 21,136,953 | | Cost of sales | (14,493,054) | (23,007,033) | | Gross loss | (918,567) | (1,870,080) | | Other income and gains, net | 76,964 | 258,515 | | Selling and marketing expenses | (204,024) | (664,416) | | Administrative expenses | (703,466) | (924,553) | | Net impairment losses on financial and contract assets | (1,357,332) | (83,867) | | Other expenses | (1,770,794) | (1,571,027) | | Finance costs, net | (361,335) | (497,781) | | Share of loss of investments accounted for using the equity method | (61,042) | (265,830) | | Loss before income tax | (5,299,596) | (5,619,039) | | Income tax expense | (2,087,893) | (3,281,250) | | Loss for the period | (7,387,489) | (8,900,289) | | Loss attributable to owners of the Company | (8,030,343) | (9,673,862) | | Basic loss per share (RMB Yuan) | (1.591) | (1.917) | Condensed Interim Consolidated Statement of Comprehensive Income The Group reported a RMB 7.387 billion loss for the period and a total comprehensive loss of RMB 8.426 billion attributable to owners for H1 2025 Condensed Interim Consolidated Statement of Comprehensive Income (For the six months ended June 30) | Indicator | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Loss for the period | (7,387,489) | (8,900,289) | | Other comprehensive (loss)/income for the period, net of tax | (395,672) | 169,502 | | Total comprehensive loss for the period | (7,783,161) | (8,730,787) | | Total comprehensive loss attributable to owners of the Company | (8,426,360) | (9,560,184) | - In H1 2025, exchange differences on translation resulted in an other comprehensive loss of RMB 0.396 billion, compared to an income of RMB 26.6 million in H1 2024[17] Condensed Interim Consolidated Statement of Financial Position The Group's total assets decreased to RMB 182.390 billion, with total liabilities at RMB 149.561 billion and total equity at RMB 32.829 billion Condensed Interim Consolidated Statement of Financial Position (As of June 30) | Indicator | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | ASSETS | | | | Total non-current assets | 68,925,454 | 71,073,558 | | Total current assets | 113,464,159 | 124,421,972 | | TOTAL ASSETS | 182,389,613 | 195,495,530 | | EQUITY | | | | Capital and reserves attributable to owners of the Company | 1,952,951 | 10,343,591 | | Perpetual capital securities | 15,848,370 | 15,317,290 | | Non-controlling interests | 15,027,258 | 14,618,155 | | TOTAL EQUITY | 32,828,579 | 40,279,036 | | LIABILITIES | | | | Total non-current liabilities | 17,110,628 | 18,163,831 | | Total current liabilities | 132,450,406 | 137,052,663 | | TOTAL LIABILITIES | 149,561,034 | 155,216,494 | | TOTAL EQUITY AND LIABILITIES | 182,389,613 | 195,495,530 | - As of June 30, 2025, capital and reserves attributable to owners of the Company significantly decreased from RMB 10.344 billion on December 31, 2024, to RMB 1.953 billion[22] Notes This section provides detailed notes on the Group's financial statements, covering general information, accounting policies, segment data, and specific financial line items General Information Agile Group Holdings Limited, incorporated in the Cayman Islands, primarily engages in property development and management in China, listed on HKEX since 2005 - The Company was incorporated in the Cayman Islands on July 14, 2005, primarily engaged in investment holding, with its subsidiaries mainly involved in property development and property management in China[23] - The Company's shares have been listed on The Stock Exchange of Hong Kong Limited since December 15, 2005[24] Basis of Preparation Interim financials, prepared under HKAS 34, show a RMB 7.387 billion net loss and significant uncertainties due to overdue borrowings, but the Board affirms going concern - For the six months ended June 30, 2025, the Group recorded a net loss of RMB 7.387 billion[25] - As of June 30, 2025, the Group had cash and bank balances (including restricted cash) of RMB 5.507 billion and short-term borrowings of RMB 37.869 billion[25] - As of June 30, 2025, principal and interest on bank borrowings, other borrowings, and senior notes were not repaid by their scheduled due dates, indicating significant uncertainty[25] - The Board has implemented measures to improve liquidity, including advancing offshore borrowing restructuring, refinancing existing borrowings, accelerating property presales and collections, controlling administrative costs and capital expenditures, and seeking to dispose of non-core properties and businesses[27] - The Board believes that, after considering the aforementioned plans and measures, the Group will have sufficient working capital for the twelve months from June 30, 2025, and is satisfied that the condensed interim consolidated financial statements are prepared on a going concern basis[28] Application of Revised Hong Kong Financial Reporting Standards The Group adopted revised HKFRS, including HKAS 21 (Amendment) "Lack of Exchangeability," with no significant impact on financial reporting - The Group first applied revised Hong Kong Financial Reporting Standards issued by the HKICPA during this period, including HKAS 21 (Amendment) "Lack of Exchangeability"[29] - The application of these revised standards had no significant impact on the Group's accounting policies, financial position, and performance presentation and/or disclosure[29] Operating Segment Information The Group's three segments reported varied results, with property development incurring a RMB 4.788 billion operating loss, and total assets at RMB 182.390 billion - The Group is divided into three business segments: property development, property management, and other businesses, with associates and joint ventures primarily engaged in property development and property management[31] - The majority of the Group's consolidated revenue and results are derived from the PRC market, and most of its non-current assets are also located in the PRC[32] Segment Results for H1 2025 (RMB thousand) | Segment | Total Segment Sales | Sales to External Customers | Operating (Loss)/Profit | | :--- | :--- | :--- | :--- | | Property Development | 6,109,762 | 6,109,762 | (4,787,548) | | Property Management | 6,437,397 | 6,408,082 | 540,010 | | Other | 1,056,643 | 1,056,643 | (629,681) | | The Group | 13,603,802 | 13,574,487 | (4,877,219) | Segment Assets, Liabilities and Capital Expenditure for H1 2025 (RMB thousand) | Indicator | Property Development | Property Management | Other | The Group | | :--- | :--- | :--- | :--- | :--- | | Segment Assets | 90,806,635 | 17,947,165 | 64,046,553 | 172,514,234 | | Segment Liabilities | 13,546,948 | 6,904,052 | 54,882,728 | 75,047,609 | | Capital Expenditure | 8,988 | 55,747 | 124,718 | 189,453 | Revenue, Other Income and Gains, Net The Group's revenue reached RMB 13.574 billion, primarily from property sales and management, while other income and gains significantly decreased Revenue Analysis (For the six months ended June 30) | Source of Income | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Property sales | 6,109,762 | 12,466,227 | | Property management services | 6,408,082 | 6,856,366 | | Other | 969,644 | 1,701,274 | | Gross rental income from investment properties under operating leases | 86,999 | 113,086 | | Total revenue | 13,574,487 | 21,136,953 | Other Income and Gains, Net Analysis (For the six months ended June 30) | Item | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Interest income | 27,706 | 70,023 | | Government grants | 36,272 | 14,897 | | Gains on disposal of intangible assets, property, plant and equipment and right-of-use assets | – | 71,411 | | Net exchange gains | 7,049 | 35,766 | | Total | 76,964 | 258,515 | Other Expenses Other expenses increased by 12.7% to RMB 1.771 billion, mainly driven by a substantial rise in losses from losing control over subsidiaries Other Expenses Analysis (For the six months ended June 30) | Item | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Loss on disposal of joint ventures and associates | 232,413 | 649,174 | | Loss arising from loss of control over subsidiaries | 1,342,262 | 12,655 | | Fair value loss on investment properties | 15,118 | 76,571 | | Total | 1,770,794 | 1,571,027 | - Losses arising from loss of control over subsidiaries significantly increased from RMB 12.655 million in H1 2024 to RMB 1.342 billion in H1 2025[50] Finance Costs, Net Net finance costs decreased by 27.4% to RMB 0.361 billion, driven by reduced capitalized interest and exchange losses, and exchange gains on borrowings Finance Costs, Net Analysis (For the six months ended June 30) | Item | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Total interest expense | 1,815,112 | 2,178,785 | | Exchange (gains)/losses on borrowings | (215,183) | 189,738 | | Less: Interest and exchange losses capitalized | (1,238,694) | (1,869,081) | | Finance costs, net | 361,335 | 497,781 | - Exchange on borrowings shifted from a loss of RMB 0.190 billion in H1 2024 to a gain of RMB 0.215 billion in H1 2025[52] - Capitalized interest and exchange losses decreased from RMB 1.869 billion in H1 2024 to RMB 1.239 billion in H1 2025[52] Income Tax Expense Income tax expense decreased to RMB 2.088 billion, with the Group benefiting from various preferential tax policies in mainland China - The Group benefits from a 15% preferential corporate income tax rate for high-tech enterprises, Zhuhai Hengqin (Free Trade Zone), western cities, and Hainan Free Trade Port in mainland China[53][54][56] - Subsidiaries providing environmental services enjoy a "three-year corporate income tax exemption, three-year half reduction" policy[54] Income Tax Expense Analysis (For the six months ended June 30) | Item | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Corporate income tax | 305,097 | 752,919 | | PRC land appreciation tax | 1,187,760 | 1,387,895 | | Deferred income tax | 595,036 | 1,140,436 | | Income tax expense | 2,087,893 | 3,281,250 | Dividends The Board does not recommend any interim dividend for the six months ended June 30, 2025, or 2024 - The Board does not recommend the payment of any interim dividend for the six months ended June 30, 2025, and 2024[58] Loss Per Share Basic and diluted loss per share improved to RMB 1.591, calculated based on loss attributable to owners and 5.046 billion weighted average shares Loss Per Share Calculation (For the six months ended June 30) | Indicator | 2025 (Unaudited) | 2024 (Unaudited) | | :--- | :--- | :--- | | Loss attributable to owners of the Company (RMB thousand) | (8,030,343) | (9,673,862) | | Weighted average number of ordinary shares in issue (thousand shares) | 5,046,048 | 5,046,048 | | Basic and diluted loss per share (RMB Yuan) | (1.591) | (1.917) | - The Group had no potential ordinary shares with dilutive effect in issue for the six months ended June 30, 2025, and 2024[60] Trade and Other Receivables Total trade receivables were RMB 11.076 billion (RMB 9.387 billion net), and other receivables were RMB 45.190 billion (RMB 40.454 billion net) Trade and Other Receivables (As of June 30) | Item | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Total trade receivables | 11,076,234 | 11,054,674 | | Less: Impairment allowance for trade receivables | (1,689,636) | (1,663,224) | | Total trade receivables, net | 9,386,598 | 9,391,450 | | Total other receivables | 45,190,472 | 44,997,279 | | Less: Impairment allowance for other receivables | (4,736,943) | (3,803,560) | | Total other receivables, net | 40,453,529 | 41,193,719 | | Trade and other receivables - current portion | 44,554,033 | 45,268,843 | Trade Receivables Ageing Analysis (As of June 30) | Ageing | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Within 90 days | 4,924,668 | 5,597,286 | | Over 90 days and within 365 days | 3,004,432 | 2,233,285 | | Over 365 days | 3,147,134 | 3,224,103 | | Total | 11,076,234 | 11,054,674 | Trade and Other Payables Total trade and other payables amounted to RMB 52.471 billion, with trade payables at RMB 21.576 billion and other payables at RMB 30.950 billion Trade and Other Payables (As of June 30) | Item | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Trade payables | 21,576,387 | 21,721,016 | | Total other payables | 30,899,885 | 30,458,095 | | Total trade and other payables | 52,471,155 | 52,408,808 | | Trade and other payables - current portion | 47,656,732 | 47,622,434 | Trade Payables Ageing Analysis (As of June 30) | Ageing | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Within 90 days | 3,629,053 | 4,359,418 | | Over 90 days and within 180 days | 4,233,181 | 4,405,056 | | Over 180 days and within 365 days | 3,927,876 | 4,329,235 | | Over 365 days | 9,786,277 | 8,627,307 | | Total | 21,576,387 | 21,721,016 | Management Discussion and Analysis This section provides an in-depth analysis of the Group's financial performance, operational highlights, liquidity, and future strategies Overall Performance Revenue decreased by 35.8% to RMB 13.574 billion, with a RMB 8.030 billion loss attributable to owners, primarily due to challenging market conditions and impairment losses Overall Performance for H1 2025 | Indicator | H1 2025 (RMB 100 million) | H1 2024 (RMB 100 million) | Year-on-year change | | :--- | :--- | :--- | :--- | | Revenue | 135.74 | 211.37 | -35.8% | | Operating loss | (48.77) | (48.55) | +0.4% | | Loss for the period | (73.87) | (89.00) | -17.0% | | Loss attributable to owners of the Company | (80.30) | (96.74) | -17.0% | | Basic loss per share (RMB Yuan) | (1.591) | (1.917) | -17.0% | - Key reasons for the loss included a challenging property operating environment, impairment losses on financial and contract assets, and losses arising from loss of control over subsidiaries[68] Land Bank The Group's land bank totaled 29.62 million sq.m. across 73 cities, with a competitive average land cost of RMB 2,338 per sq.m. - As of June 30, 2025, the Group held a land bank with an estimated total GFA of 29.62 million sq.m. across 73 cities[69] - The land bank is distributed across South China, East China, Western China, Central China, Hainan, Yunnan, Northeast China, North China, Hong Kong, and overseas, with an average land cost of RMB 2,338 per sq.m.[69] Property Development and Sales Property development sales revenue decreased by 51.0% to RMB 6.110 billion, with total presales at RMB 5.17 billion and a 552,000 sq.m. presales GFA - During the review period, the Group's recognized property development sales revenue was RMB 6.110 billion, a 51.0% decrease compared to H1 2024[71] - Total recognized sales GFA was 470,000 sq.m., a 59.6% decrease compared to H1 2024[71] - The Group, together with its joint ventures and associates, and real estate projects managed by the Group and sold under the "Agile" brand, achieved total presales of RMB 5.17 billion, corresponding to a cumulative presales GFA of 552,000 sq.m. and an average presales price of RMB 9,363 per sq.m.[110] Property Management Property management revenue decreased by 6.5% to RMB 6.408 billion, with GFA under management down 10.4% to 516.7 million sq.m. - During the review period, the Group's property management revenue was RMB 6.408 billion, a 6.5% decrease compared to H1 2024[72] - As of June 30, 2025, the Group's total GFA under management was 516.7 million sq.m., a 10.4% decrease compared to June 30, 2024[72] - The property management business focused on four core tasks: "stable development, enhanced quality, accelerated collections, and improved efficiency," leveraging lean management and quality improvement to ensure healthy and sustainable business development[111] Other Businesses Other businesses, including property construction and environmental services, generated RMB 1.056 billion in income, a 41.8% year-on-year decrease - Other businesses primarily include property construction services, green ecological landscaping services, smart home and decoration services, environmental protection services, and commercial management services[73] - During the review period, the Group's other income was RMB 1.056 billion, a 41.8% decrease compared to H1 2024[73] Cost of Sales Cost of sales decreased by 37.0% to RMB 14.493 billion, mainly due to reduced recognized sales GFA, encompassing various operational expenses - The Group's cost of sales primarily refers to direct costs arising from property development and property management activities, including construction, decoration and design costs, land use rights costs, capitalized interest costs, employee benefit expenses, cleaning expenses, security expenses, and tax surcharges[74] - During the review period, the Group's cost of sales was RMB 14.493 billion, a 37.0% decrease compared to H1 2024, primarily due to a reduction in recognized sales GFA[74] Gross Loss The Group's gross loss decreased by 50.9% to RMB 0.919 billion, resulting in a gross loss margin of 6.8% - During the review period, the Group's gross loss was RMB 0.919 billion, a 50.9% decrease compared to H1 2024[76] - During the review period, the Group's gross loss margin was 6.8%[76] Other Income and Gains, Net Other income and gains, net, decreased by 70.2% to RMB 0.077 billion, mainly due to reductions in interest income, asset disposal gains, and exchange gains - During the review period, the Group's other income and gains, net, was a gain of RMB 0.077 billion, a 70.2% decrease compared to H1 2024[77] - The decrease primarily resulted from a RMB 0.046 billion reduction in interest income, no gains on disposal of intangible assets recorded in the current period (compared to RMB 0.071 billion in the prior year), and a RMB 0.029 billion decrease in exchange gains[79] Selling and Marketing Expenses Selling and marketing expenses decreased by 69.3% to RMB 0.204 billion, primarily due to effective cost control measures - During the review period, the Group's selling and marketing expenses were RMB 0.204 billion, a 69.3% decrease compared to H1 2024, primarily due to the Group's effective control over selling and marketing costs[77] Administrative Expenses Administrative expenses decreased by 23.9% to RMB 0.703 billion, primarily attributed to the Group's stringent cost control measures - During the review period, the Group's administrative expenses were RMB 0.703 billion, a 23.9% decrease compared to H1 2024, primarily due to the Group's stringent cost control during the period[78] Other Expenses Other expenses increased by 12.7% to RMB 1.771 billion, mainly driven by higher losses from losing control over subsidiaries - During the review period, the Group's other expenses were RMB 1.771 billion, a 12.7% increase compared to H1 2024, primarily due to increased losses arising from loss of control over subsidiaries[80] Finance Costs, Net Net finance costs decreased by 27.4% to RMB 0.361 billion, driven by reduced capitalized interest and exchange losses, and lower interest expenses due to decreased average borrowing balances - During the review period, the Group's net finance costs were RMB 0.361 billion, a 27.4% decrease compared to H1 2024[81] - The decrease primarily resulted from a 33.7% reduction in capitalized interest and exchange losses to RMB 1.239 billion, and a 16.4% decrease in interest expenses to RMB 1.814 billion, the latter mainly due to lower average borrowing balances[84] Share of Loss of Investments Accounted for Using the Equity Method Share of loss from equity-accounted investments decreased by 77.0% to RMB 0.061 billion - During the review period, the share of loss of investments accounted for using the equity method was RMB 0.061 billion, a 77.0% decrease compared to H1 2024[81] Loss Attributable to Owners of the Company Loss attributable to owners of the Company decreased by 17.0% to RMB 8.030 billion for the period ended June 30, 2025 - For the period ended June 30, 2025, the loss attributable to owners of the Company was RMB 8.030 billion, a 17.0% decrease compared to H1 2024[82] Liquidity, Financial and Capital Resources Total cash and bank balances were RMB 5.507 billion, total borrowings RMB 47.442 billion, and gearing ratio rose to 127.7%, with overdue payments and commitments posing challenges Cash Position and Available Funds Total cash and bank balances were RMB 5.507 billion, with RMB 3.093 billion in cash and equivalents, and RMB 2.414 billion restricted for various guarantees Cash Position (As of June 30) | Item | 2025 (RMB 100 million) | 2024 (RMB 100 million) | | :--- | :--- | :--- | | Total cash and bank balances | 55.07 | 71.89 | | Cash and cash equivalents | 30.93 | 42.31 | | Restricted cash | 24.14 | 29.58 | - Restricted cash primarily includes guarantee deposits for mortgage loans, guarantee deposits for presales property construction, and accident compensation[85] Borrowings Total borrowings decreased to RMB 47.442 billion, but the gearing ratio rose to 127.7%, with overdue payments potentially triggering accelerated repayment demands Borrowings Repayment Schedule (As of June 30) | Type of Borrowing | Within 1 year (RMB million) | Over 1 year and within 2 years (RMB million) | Over 2 years and within 5 years (RMB million) | Subtotal (RMB million) | | :--- | :--- | :--- | :--- | :--- | | Bank and other borrowings | 23,874 | 2,953 | 990 | 27,817 | | Senior notes | 12,499 | – | – | 12,499 | | Domestic corporate bonds, etc | 1,496 | 5,405 | 225 | 7,126 | | Total | 37,869 | 8,358 | 1,215 | 47,442 | - As of June 30, 2025, the Group's total borrowings were RMB 47.442 billion, a decrease of RMB 1.474 billion compared to December 31, 2024[5][86][87] - The gearing ratio (net borrowings divided by total equity) increased from 103.6% as of December 31, 2024, to 127.7% as of June 30, 2025[90] - As of June 30, 2025, principal and interest on bank borrowings, other borrowings, and senior notes were not repaid by their scheduled due dates, and creditors may demand accelerated repayment[90] Currency Risk The Group primarily operates in RMB, with some foreign currency-denominated assets and liabilities, but no foreign currency forward contracts - The Group primarily conducts its business in RMB, with some bank deposits, bank loans, and senior notes denominated in HKD, USD, and MYR[91] - As of June 30, 2025, the Group had not entered into any foreign currency forward contracts[92] Borrowing Costs Total borrowing costs decreased by 16.4% to RMB 1.814 billion, with the effective borrowing interest rate falling to 7.38% - During the review period, the Group's total borrowing costs (excluding interest expenses on lease liabilities) were RMB 1.814 billion, a 16.4% decrease compared to H1 2024, primarily due to lower average borrowing balances[93] - The Group's effective borrowing interest rate during the review period was 7.38% (H1 2024: 7.96%)[93] Contingent Liabilities and Financial Guarantees The Group's contingent liabilities include RMB 32.781 billion in mortgage loan guarantees, RMB 1.932 billion for associates, RMB 11.316 billion for joint ventures, and RMB 7.290 billion for third-party loans - As of June 30, 2025, the Group provided mortgage loan guarantees for property buyers, with outstanding guarantee amounts of RMB 32.781 billion[95] - The Group provided loan guarantees for associates, with an attributable guarantee amount of RMB 1.932 billion[96] - The Group provided loan guarantees for joint ventures, with an attributable guarantee amount of RMB 11.316 billion[97] - The Group provided guarantees for loan financing of RMB 7.290 billion to certain independent third parties[97] Commitments Capital commitments include RMB 14.544 billion for property development, RMB 0.916 billion for land acquisition, and RMB 0.001 billion for property, plant, and equipment - As of June 30, 2025, the Group's capital commitments for property development activities amounted to RMB 14.544 billion[98] - The Group's committed land acquisition premium payments amounted to RMB 0.916 billion[98] - The Group's capital commitments for the purchase of property, plant and equipment amounted to RMB 0.001 billion[98] Major Investments Held, Material Acquisitions and Disposals of Subsidiaries, Associates and Joint Ventures, and Future Plans for Material Investments or Capital Assets The Group disposed of its entire stake in Guangdong Zhujiangqiao Biotechnology Co., Ltd., with no other major investments, acquisitions, or disposals during the period - Agile New Investment, a wholly-owned subsidiary of the Company, disposed of approximately 21.1632% equity in Guangdong Zhujiangqiao Biotechnology Co., Ltd. for a consideration of RMB 191.219 million[101] - Agile New Investment entered into a repurchase agreement with the target company to repurchase approximately 4.7360% equity through a targeted capital reduction for a consideration of RMB 42.792 million[101] - Upon completion of the transactions, the Group will no longer hold any shares in the target company[101] - Other than the aforementioned disclosures, there were no other major investments held, material acquisitions or disposals of subsidiaries, associates, and joint ventures, nor any other plans for material investments or capital asset additions during the period[102] Comprehensive Debt Management Facing liquidity pressure, the Group failed to pay USD 483 million senior note interest and is actively negotiating an offshore debt restructuring plan, aiming for a consensual arrangement by end-2025 - The Company failed to pay interest on its USD 483 million 6.05% senior notes due May 13, 2024, and anticipates being unable to meet all payment obligations under its offshore indebtedness[103] - The Group has initiated discussions and negotiations with various classes of offshore creditors to formulate specific terms for an offshore debt restructuring plan[105] - The goal is to reach a consensual restructuring arrangement with the majority of the Group's key offshore creditors by the end of 2025[105] - The Company will issue further announcements as appropriate, in accordance with the Listing Rules and other regulations, to inform shareholders and other investors of any material developments regarding comprehensive offshore debt management[106] Other Information This section covers additional disclosures including post-reporting period events, employee information, dividend policy, and corporate governance matters Events After the Reporting Period The Group reported no other significant events after the reporting period - The Group had no other significant events after the reporting period[107] Employees and Remuneration Policy The Group employed 84,105 individuals, with total remuneration costs of RMB 2.924 billion, guided by market levels and employee performance - As of June 30, 2025, the Group had a total of 84,105 employees, with 84,079 located in mainland China[108] - For the six months ended June 30, 2025, total remuneration costs (including directors' emoluments) were RMB 2.924 billion, a decrease compared to H1 2024[108] - The Group determines employee remuneration based on market levels, employee performance, and contributions, offering comprehensive welfare programs and career development opportunities[108] Interim Dividends The Board does not recommend any interim dividend for the six months ended June 30, 2025 - The Board does not recommend the payment of any interim dividend for the six months ended June 30, 2025[113] Review of Interim Results Interim results for H1 2025 were not independently audited, but the Audit Committee reviewed them, including accounting principles and internal controls - The Group's interim results for the six months ended June 30, 2025, were not audited or reviewed by the Company's independent auditors[114] - The Company's Audit Committee has reviewed the unaudited interim results and the adopted accounting principles and practices, and discussed internal controls and financial reporting matters[114] Compliance with the Standard Code for Securities Transactions by Directors The Company adopted a directors' securities transaction code, with all directors confirming full compliance during the review period - The Company has adopted a code for securities transactions by its directors, with terms no less exacting than the required standards set out in Appendix C3 of the Listing Rules[116] - Following specific enquiries with all directors, each director has confirmed to the Company that they fully complied with the code for securities transactions by directors for the six months ended June 30, 2025[116] Compliance with the Corporate Governance Code The Company complied with the Corporate Governance Code, except for the combined Chairman and CEO roles, which the Board believes provides unified leadership - For the six months ended June 30, 2025, the Company complied with all code provisions of the Corporate Governance Code set out in Appendix C1 Part 2 of the Listing Rules, except for Code Provision C.2.1[117] - The roles of Chairman and Chief Executive Officer are combined and held by Mr. Chan Cheuk Lin, which the Board believes provides strong and unified leadership for the Group's development[117] - The Board believes that other Board members have sufficient authority to review and/or monitor the exercise of power by the Chairman of the Board and the Chief Executive Officer of the Company[117] Purchase, Sale or Redemption of Listed Securities Guangzhou Panyu Agile exchanged RMB 0.5 billion of Public Bond I for restructuring bonds and redeemed RMB 50 million, also fully redeeming RMB 0.18 billion of Public Bond II - Guangzhou Panyu Agile Real Estate Development Co., Ltd. fully exchanged RMB 0.5 billion of Public Bond I due in 2025 for restructuring exchange bonds, and Public Bond I was delisted on April 8, 2025[118] - On July 2, 2025, Panyu Agile redeemed RMB 50 million of restructuring exchange bonds at a consideration of principal plus accrued interest[118] - On June 26, 2025, Panyu Agile fully redeemed RMB 0.18 billion of Public Bond II due in 2025 at a consideration of principal plus accrued interest, and it was delisted on the same day[120] - For the six months ended June 30, 2025, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of its listed securities[120] Publication of Interim Results and Interim Report on the Company's, HKEX and SGX Websites This announcement is published on the Company's, HKEX, and SGX websites, with the full interim report to follow for shareholders - This announcement has been published on the websites of the Company (www.agile.com.cn), The Stock Exchange of Hong Kong Limited (www.hkex.com.hk), and Singapore Exchange Limited (www.sgx.com)[121](index=121&type=chunk) - The Company's interim report for the six months ended June 30, 2025, containing all information required by the Listing Rules, will be dispatched to the Company's shareholders and published on the aforementioned websites in due course[121] Board of Directors As of this announcement, the Board of Directors consists of nine members, including executive, non-executive, and independent non-executive directors - As of the date of this announcement, the Board of Directors comprises nine members: Mr. Chan Cheuk Lin (Chairman and President), Mr. Wong Fung Chiew, Ms. Yue Yuan (Executive Directors), Mr. Chan Cheuk Hung, Mr. Chan Cheuk Hei, Mr. Chan Cheuk Nam (Non-executive Directors), Mr. Kwong Chi Keung, Mr. Hui Chiu Chung, and Dr. Poon Suk Lung (Independent Non-executive Directors)[122][123][124]