倢冠控股(08606) - 2025 - 中期业绩

Company Overview Provides an overview of Kinetix Holdings Limited, including company details, board members, and a summary of its financial performance for the six months ended June 30, 2025 Company Information This section provides basic registration information, board members, company secretary, registered and principal place of business, auditor, share registrar, stock code, and website for Kinetix Holdings Limited - The company's board members include executive directors Yu Hon Tung (Chairman and CEO), Lo Cheung Moon, Leung Cheong Yu, and independent non-executive directors Lam Shun Ka, Li Xiao Ping, and Tong Chi Kwan[8] - The company's stock code is 8606, and its website is www.kinetix.com.hk[9](index=9&type=chunk) Financial Highlights For the six months ended June 30, 2025, the company achieved growth in total revenue, gross profit, and net profit, with no interim dividend proposed 2025 Interim Financial Highlights (Compared to 2024 Corresponding Period) | Indicator | June 30, 2025 (HK$ thousand) | Corresponding Period 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Total Revenue | 215,700 | 181,159 | +19.1% | | Gross Profit | 38,300 | 34,845 | +9.8% | | Net Profit/(Loss) | 3,100 | (600) | Turnaround to profit | | Interim Dividend | Not recommended | Zero | - | Financial Results Details the group's financial performance for the six months ended June 30, 2025, including statements of profit or loss, financial position, changes in equity, and cash flows Interim Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income For the six months ended June 30, 2025, the Group achieved a net profit of HK$3,085 thousand, reversing a net loss of HK$620 thousand in the prior year, with revenue growing by 19.1% and gross profit by 9.8% Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (For the six months ended June 30) | Indicator | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Revenue | 215,710 | 181,159 | | Cost of sales | (177,458) | (146,314) | | Gross Profit | 38,252 | 34,845 | | Other income and gains | 474 | 337 | | Selling expenses | (7,457) | (7,007) | | Administrative and general expenses | (26,073) | (27,546) | | Provision for expected credit losses | (1,903) | (1,145) | | Finance costs | (141) | (118) | | Profit/(Loss) before tax | 3,152 | (634) | | Income tax expense/(credit) | (67) | 14 | | Profit/(Loss) for the period | 3,085 | (620) | | Profit/(Loss) attributable to owners of the company | 2,508 | (665) | | Profit/(Loss) attributable to non-controlling interests | 577 | 45 | | Basic and diluted earnings/(loss) per share (HK cents) | 0.17 | (0.05) | - Total comprehensive income for the period was HK$3,022 thousand, compared to a total comprehensive loss of HK$711 thousand for the corresponding period in 2024[12] Interim Condensed Consolidated Statement of Financial Position As of June 30, 2025, the Group's total assets increased to HK$272,447 thousand, a 49.1% growth from December 31, 2024, driven by significant increases in trade and other receivables and cash and cash equivalents Condensed Consolidated Statement of Financial Position (As at June 30, 2025) | Indicator | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Assets | | | | Non-current assets | 22,262 | 11,322 | | Current assets | 250,185 | 171,404 | | Total Assets | 272,447 | 182,726 | | Equity | | | | Equity attributable to owners of the company | 77,423 | 74,978 | | Non-controlling interests | (9,920) | (10,497) | | Total Equity | 67,503 | 64,481 | | Liabilities | | | | Non-current liabilities | 8,026 | 1,124 | | Current liabilities | 196,918 | 117,121 | | Total Liabilities | 204,944 | 118,245 | | Total Equity and Liabilities | 272,447 | 182,726 | - Current liabilities significantly increased from HK$117,121 thousand as of December 31, 2024, to HK$196,918 thousand as of June 30, 2025, primarily due to a substantial increase in contract liabilities[14] Interim Condensed Consolidated Statement of Changes in Equity For the six months ended June 30, 2025, equity attributable to owners of the company increased from HK$74,978 thousand to HK$77,423 thousand, primarily due to profit for the period Condensed Consolidated Statement of Changes in Equity (For the six months ended June 30) | Indicator | January 1, 2025 (HK$ thousand) | Profit for the period (HK$ thousand) | Actuarial loss (HK$ thousand) | Exchange differences (HK$ thousand) | June 30, 2025 (HK$ thousand) | | :--- | :--- | :--- | :--- | :--- | :--- | | Equity attributable to owners of the company | 74,978 | 2,508 | (34) | (29) | 77,423 | | Non-controlling interests | (10,497) | 577 | – | – | (9,920) | | Total Equity | 64,481 | 3,085 | (34) | (29) | 67,503 | - Total comprehensive income for the interim period of 2025 was HK$3,022 thousand, compared to a total comprehensive loss of HK$711 thousand for the corresponding period in 2024[15] Interim Condensed Consolidated Statement of Cash Flows For the six months ended June 30, 2025, net cash from operating activities significantly increased, leading to a net increase in cash and cash equivalents of HK$25,701 thousand, with an ending cash balance of HK$56,818 thousand Condensed Consolidated Statement of Cash Flows (For the six months ended June 30) | Indicator | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Net cash from operating activities | 30,110 | 17,112 | | Net cash used in investing activities | (1,234) | (270) | | Net cash used in financing activities | (3,175) | (1,883) | | Net increase in cash and cash equivalents | 25,701 | 14,959 | | Cash and cash equivalents at beginning of period | 31,188 | 30,323 | | Effect of exchange rate changes | (71) | (64) | | Cash and cash equivalents at end of period | 56,818 | 45,218 | - Net cash from operating activities increased from HK$17,112 thousand in the corresponding period of 2024 to HK$30,110 thousand in 2025, indicating improved operating efficiency[16] Notes to the Interim Condensed Consolidated Financial Statements Provides detailed explanatory notes to the interim condensed consolidated financial statements, covering general information, accounting policies, segment information, and other financial disclosures 1. General Information The company was incorporated in the Cayman Islands and primarily provides IT infrastructure, development, and maintenance support services - The company was incorporated in the Cayman Islands as an exempted company on September 16, 2016[17] - The Group's principal activities are the provision of information technology ("IT") infrastructure solution services, IT development solution services, and IT maintenance and support services[17] 2. Basis of Preparation and Presentation The unaudited interim condensed consolidated financial statements are prepared in accordance with HKAS 34 and GEM Listing Rules, presented in HKD on a historical cost basis, and reviewed by the audit committee - The financial statements are prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" issued by the Hong Kong Institute of Certified Public Accountants and the applicable disclosure requirements of the GEM Listing Rules[18] - The financial statements are presented in Hong Kong Dollars and have not been audited by the auditor but have been reviewed by the company's Audit Committee[18] 3. Adoption of Hong Kong Financial Reporting Standards ("HKFRSs") The adoption of new and revised HKFRSs in the current period did not result in significant changes to accounting policies - The adoption of new and revised HKFRSs did not result in significant changes to the accounting policies applied in the interim condensed consolidated financial statements[19] 4. Segment Information The Group's operating segments include IT infrastructure solutions, IT development solutions, and IT maintenance and support services - The Group's operating segments are solely the provision of IT infrastructure solution services, IT development solution services, and IT maintenance and support services[20] Geographical Information Provides revenue analysis by customer geographical location, highlighting significant growth in the Singapore market Revenue Analysis by Customer Geographical Location (For the six months ended June 30) | Geographical Market | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Hong Kong | 209,526 | 177,935 | +17.7% | | Macau | 1,281 | 2,691 | -52.4% | | Singapore | 4,903 | 453 | +982.3% | | United Kingdom | – | 80 | -100% | | Total | 215,710 | 181,159 | +19.1% | - Revenue from the Singapore market significantly increased from HK$453 thousand in 2024 to HK$4,903 thousand in 2025[22] Information on Major Customers Details revenue contributions from major customers accounting for 10% or more of the Group's total revenue Revenue from Major Customers Accounting for 10% or More of the Group's Revenue (For the six months ended June 30) | Customer | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Customer A | 26,200 | * | | Customer B | * | * | - In the corresponding period of 2024, no single customer accounted for more than 10% of revenue[25] 5. Revenue from Contracts with Customers, Other Income and Gains The Group's revenue primarily derives from IT solution services, with IT infrastructure solutions contributing the largest and most significant growth (a) Revenue from Contracts with Customers Presents a detailed breakdown of revenue by service category, showing growth in IT infrastructure and maintenance services Revenue Analysis (For the six months ended June 30) | Revenue Category | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | IT infrastructure solution services | 133,905 | 99,076 | +35.2% | | IT development solution services | 55,785 | 59,270 | -5.9% | | IT maintenance and support services | 26,020 | 22,813 | +14.1% | | Total Revenue | 215,710 | 181,159 | +19.1% | - Revenue recognized over time (HK$121,313 thousand) was higher than revenue recognized at a point in time (HK$94,397 thousand)[29][30] (b) Other Income and Gains Primarily consists of bank interest income for the six months ended June 30, 2025 - Other income and gains primarily refer to bank interest income for the six months ended June 30, 2025[31] 6. Profit/(Loss) Before Tax The Group's profit before tax turned from a loss of HK$634 thousand in 2024 to a profit of HK$3,152 thousand in 2025, influenced by software/hardware costs, IT solution service costs, and expected credit loss provisions Profit/(Loss) Before Tax Components (For the six months ended June 30) | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Software and hardware costs recognized as expenses | 118,663 | 80,642 | | IT solution service costs | 43,221 | 29,698 | | IT maintenance and support service costs | 15,574 | 17,017 | | Provision for expected credit losses | 1,903 | 1,145 | | Directors' fees, salaries, allowances and other benefits in kind - Directors of the company | 2,139 | 1,708 | | Directors' fees, salaries, allowances and other benefits in kind - Other staff | 23,149 | 25,294 | - Software and hardware costs significantly increased from HK$80,642 thousand in 2024 to HK$118,663 thousand in 2025[34] - Provision for expected credit losses increased by approximately HK$0.8 million, from HK$1,145 thousand in 2024 to HK$1,903 thousand in 2025[34] 7. Key Management Personnel Compensation and Directors' Emoluments Total compensation paid to key management personnel for the six months ended June 30, 2025, was HK$2,139 thousand, an increase from the prior year Total Compensation Paid to Key Management Personnel (For the six months ended June 30) | Compensation Category | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Directors' fees | 66 | 66 | | Short-term employee benefits | 2,049 | 1,615 | | Post-employment benefits | 24 | 27 | | Total | 2,139 | 1,708 | 8. Income Tax Expense/(Credit) Income tax expense for the period was HK$67 thousand, compared to a credit of HK$14 thousand in the prior year, mainly due to increased deferred income tax expense Income Tax Expense/(Credit) (For the six months ended June 30) | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Hong Kong Profits Tax - Current year | – | (59) | | Hong Kong Profits Tax - Over-provision in prior years | – | 22 | | Deferred income tax | (67) | 51 | | Total | (67) | 14 | - Hong Kong Profits Tax is calculated at a rate of 8.25% on the first HK$2 million and 16.5% on profits exceeding HK$2 million[38] 9. Dividends The Board of Directors does not recommend the payment of an interim dividend for the six months ended June 30, 2025 - The directors do not recommend the payment of an interim dividend for the six months ended June 30, 2025 (June 30, 2024: nil HK$)[39] 10. Earnings/(Loss) Per Share For the six months ended June 30, 2025, basic earnings per share were HK0.17 cents, compared to a loss per share of HK0.05 cents in the prior year, indicating a return to profitability Basic Earnings/(Loss) Per Share (For the six months ended June 30) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Profit/(Loss) for the period attributable to owners of the company (HK$ thousand) | 2,508 | (665) | | Weighted average number of ordinary shares in issue (thousand shares) | 1,445,850 | 1,445,850 | | Basic Earnings/(Loss) Per Share (HK cents) | 0.17 | (0.05) | - Diluted earnings/(loss) per share is the same as basic earnings/(loss) per share due to the anti-dilutive effect of potential ordinary shares[41] 11. Property, Plant and Equipment For the six months ended June 30, 2025, the Group acquired approximately HK$733 thousand in property, plant, and equipment and wrote off approximately HK$4 thousand in net book value - The Group acquired items of property, plant and equipment at a cost of approximately HK$733 thousand, an increase from HK$193 thousand in the corresponding period of 2024[42] - Net book value of approximately HK$4 thousand was written off, compared to approximately HK$50 thousand in the corresponding period of 2024[42] 12. Trade and Other Receivables As of June 30, 2025, total trade and other receivables increased to HK$118,798 thousand, primarily driven by a significant increase in trade receivables Trade and Other Receivables (As at June 30, 2025) | Item | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Trade receivables | 76,613 | 40,298 | | Unbilled receivables | 6,672 | 7,014 | | Deposits | 2,638 | 872 | | Prepayments | 29,895 | 21,192 | | Prepayments for life insurance policies | 160 | 160 | | Other receivables | 2,820 | 2,176 | | Total | 118,798 | 71,712 | - Total trade receivables (before provision) increased from HK$55,757 thousand as of December 31, 2024, to HK$93,877 thousand as of June 30, 2025[44] - Trade receivables aged 0 to 30 days increased from HK$26,084 thousand as of December 31, 2024, to HK$67,880 thousand as of June 30, 2025[45] 13. Share Capital As of June 30, 2025, the company's issued and fully paid share capital was HK$14,459 thousand, comprising 1,445,849,998 shares, consistent with the end of 2024 - The company's authorized ordinary share capital is 10,000,000,000 shares of HK$0.01 each, totaling HK$100,000 thousand[46] - The number of issued and fully paid ordinary shares is 1,445,849,998, with a share capital of HK$14,459 thousand[46] 14. Trade and Other Payables As of June 30, 2025, total trade and other payables increased to HK$111,348 thousand, primarily driven by an increase in accrued purchases and service costs Trade and Other Payables (As at June 30, 2025) | Item | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Trade payables | 37,906 | 33,407 | | Accrued purchases and service costs | 60,886 | 53,482 | | Amounts due to directors of subsidiaries | 5,168 | 7,156 | | Other payables and accrued charges | 7,388 | 4,900 | | Total | 111,348 | 98,945 | - Trade payables aged 0 to 30 days increased from HK$22,682 thousand as of December 31, 2024, to HK$36,033 thousand as of June 30, 2025[48] 15. Related Party Transactions For the six months ended June 30, 2025, the Group did not engage in any related party transactions - For the six months ended June 30, 2025, and June 30, 2024, there were no transactions with related parties[49] 16. Bank Borrowings As of June 30, 2025, the Group had no bank borrowings, compared to HK$262 thousand in secured bank borrowings as of December 31, 2024 Bank Borrowings (As at June 30, 2025) | Item | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Secured bank borrowings | – | 262 | - Bank borrowings were secured by assignment deeds of life insurance policies purchased for the company's directors and a corporate guarantee of HK$31,000,000 provided by the company[51] Management Discussion and Analysis Provides an in-depth review of the Group's business and financial performance, liquidity, capital structure, and future outlook for the period Business Review and Outlook The Group achieved a turnaround to profit in the first half of 2025, driven by increased gross profit and reduced administrative expenses, partially offset by higher expected credit loss provisions and selling expenses - The Group recorded a profit of approximately HK$3.1 million in the first half of 2025, compared to a net loss of approximately HK$0.6 million in the first half of 2024, successfully turning losses into profits[53] - The turnaround was primarily due to an increase in gross profit of approximately HK$3.4 million (from IT infrastructure solution services and IT maintenance and support services) and a decrease in administrative and general expenses of approximately HK$1.5 million[53] - This growth was partially offset by an increase in provision for expected credit losses of approximately HK$0.8 million and an increase in selling expenses of approximately HK$0.5 million[53] Provision of IT Development Solution Services Reviews the revenue performance of IT development solution services, noting a slight decrease due to project revenue recognition pace IT Development Solution Services Revenue (For the six months ended June 30) | Indicator | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 55,800 | 59,300 | -5.9% | | Percentage of total revenue | 25.9% | - | - | - The decrease in revenue was mainly due to a slightly slower pace of project revenue recognition in the first half of 2025[54] Provision of IT Infrastructure Solution Services Examines the revenue growth in IT infrastructure solution services, attributed to an increase in projects and contract values IT Infrastructure Solution Services Revenue (For the six months ended June 30) | Indicator | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 133,900 | 99,100 | +35.2% | | Percentage of total revenue | 62.1% | - | - | - The increase in revenue was mainly due to an increase in the total number of projects obtained and an increase in the total contract value of IT infrastructure solution service projects in the first half of 2025[55] Provision of IT Maintenance and Support Services Discusses the revenue increase in IT maintenance and support services, primarily due to higher average contract values IT Maintenance and Support Services Revenue (For the six months ended June 30) | Indicator | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 26,000 | 22,800 | +14.1% | | Percentage of total revenue | 12.0% | - | - | - The increase in revenue was mainly due to an increase in the average contract value of IT maintenance and support services in the first half of 2025[56] Prospects and Outlook Addresses the uncertain macroeconomic environment and outlines the Group's strategies for cost management, risk mitigation, and expansion into emerging IT areas - The macroeconomic environment remains uncertain, with persistent inflation, high interest rates, and geopolitical tensions continuing to affect consumer and business confidence[57] - The Group will continue to manage costs and allocate resources prudently and flexibly, strengthen its risk management framework, and enhance its core competitiveness and expand its value-added IT solution product portfolio[57] - The aim is to seize opportunities in emerging areas such as cloud integration, AI-driven analytics, and enterprise automation to improve service quality and diversify revenue streams[57] Financial Review Reviews the Group's financial performance for the first half of 2025, including revenue, gross profit, operating expenses, and the shift from loss to profit Revenue Provides a detailed breakdown of the Group's revenue performance by service segment for the period Revenue Review (For the six months ended June 30) | Indicator | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Total Revenue | 215,700 | 181,200 | +19.1% | | Increase in IT infrastructure solution services revenue | 34,800 | - | - | | Increase in IT maintenance and support services revenue | 3,200 | - | - | | Decrease in IT development solution services revenue | (3,500) | - | - | Gross Profit and Gross Margin Analyzes the Group's gross profit and gross margin, noting a slight decrease in margin due to lower-margin IT development solution services Gross Profit and Gross Margin Review (For the six months ended June 30) | Indicator | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Gross Profit | 38,300 | 34,800 | +9.8% | | Gross Margin | 17.7% | 19.2% | -1.5% | - The decrease in gross margin was mainly due to a reduction in the gross margin of certain IT development solution services with relatively lower gross margins in the first half of 2025[59] Selling Expenses Reviews the changes in selling expenses, primarily driven by increases in sales personnel salaries and commissions Selling Expenses Review (For the six months ended June 30) | Indicator | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Selling expenses | 7,500 | 7,000 | +6.4% | | Increase in sales staff salary expenses | 300 | - | - | | Increase in sales commissions | 200 | - | - | Administrative and General Expenses Examines the changes in administrative and general expenses, influenced by reduced salary expenses and increased depreciation of right-of-use assets Administrative and General Expenses Review (For the six months ended June 30) | Indicator | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Administrative and general expenses | 26,100 | 27,600 | -5.3% | | Decrease in salary expenses | 2,200 | - | - | | Increase in depreciation expense of right-of-use assets | 500 | - | - | Loss and Total Comprehensive Loss for the Period Highlights the Group's turnaround from a net loss to a net profit and total comprehensive income for the period - The Group recorded a profit of approximately HK$3.1 million in the first half of 2025, compared to a loss of approximately HK$0.6 million in the first half of 2024[62] - Total comprehensive income for the first half of 2025 was approximately HK$3.0 million, compared to a total comprehensive loss of approximately HK$0.7 million in the first half of 2024[62] Liquidity and Financial Resources The Group's liquidity position is good, with a significant increase in cash and cash equivalents and no bank borrowings, though the gearing ratio has risen Liquidity Position (As at June 30, 2025) | Indicator | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Cash and cash equivalents | 56,800 | 31,200 | | Bank borrowings | – | 300 | | Gearing ratio | 24.2% | 11.1% | - The Group has a credit facility of HK$10 million from The Bank of East Asia, secured by assignment deeds of directors' life insurance policies and a corporate guarantee of HK$31 million[63] Capital Structure Describes the company's capital structure, comprising issued share capital, reserves, and bank borrowings (currently zero) - The company's capital structure comprises issued share capital and reserves as well as bank borrowings[65] Material Investments Confirms that the Group held no material equity investments in other companies during the first half of 2025 - In the first half of 2025, the Group did not hold any material investments in the equity of any other companies[66] Material Acquisitions and Disposals of Subsidiaries, Associates and Joint Ventures States that the Group did not undertake any material acquisitions or disposals of subsidiaries, associates, or joint ventures during the first half of 2025 - In the first half of 2025, the Group did not undertake any material acquisitions and disposals of subsidiaries, associates, and joint ventures[67] Employees and Remuneration Policy As of June 30, 2025, the Group had 148 employees with total staff costs of approximately HK$47.7 million, and its remuneration policy is regularly reviewed by the Remuneration Committee Employees and Remuneration (For the six months ended June 30) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Total number of employees | 148 | 166 | | Total staff costs (HK$ thousand) | 47,700 | 46,300 | - The remuneration policy is regularly reviewed with reference to the legal framework, market conditions, and the performance of the Group and individual employees, with executive directors' and senior management's remuneration reviewed by the Remuneration Committee[68] Share Option Scheme The company's share option scheme was adopted on June 22, 2018, with 68,427,536 unexercised share options representing approximately 4.73% of issued shares as of June 30, 2025 - The share option scheme was adopted on June 22, 2018[69] Details of Unexercised Share Options (As at June 30, 2025) | Category of Participant | Number of Share Options | Exercise Price (HK$) | | :--- | :--- | :--- | | Executive Directors (Yu Hon Tung, Lo Cheung Moon, Leung Cheong Yu) | 2,459,276 | 0.152 - 0.154 | | Chief Executive (Lam Tai Wai) | 9,878,261 | 0.152 | | Other Employees | 56,089,999 | 0.152 - 0.154 | | Total | 68,427,536 | - | - The number of unexercised share options represents approximately 4.73% of the company's issued shares as of June 30, 2025[71] Future Plans for Material Investments or Capital Assets Except as disclosed in the rights issue prospectus, the Group had no other material investment or capital asset plans as of June 30, 2025 - Except as disclosed in the rights issue prospectus, there were no other material investments or capital asset plans as of June 30, 2025[72] Pledge of Group Assets As of June 30, 2025, the Group's bank facilities were secured by assignment deeds of life insurance policies for directors and a corporate guarantee of HK$31 million - Bank facilities were secured by assignment deeds of life insurance policies purchased for the company's directors and a corporate guarantee of HK$31 million (plus interest and other charges) provided by the company[73] Exposure to Exchange Rate Fluctuations The Group operates primarily in Hong Kong, Singapore, and China, facing foreign currency risks from HKD, SGD, and RMB denominated financial instruments, but management has not adopted hedging strategies - The Group primarily operates in Hong Kong, Singapore, and China, with most transactions denominated and settled in HKD, SGD, and RMB[74] - The Group's foreign currency risk primarily arises from trade receivables, cash and cash equivalents, trade payables, and bank borrowings[74] - In the first half of 2025 and 2024, the Group did not adopt any hedging strategies, but management continues to monitor exchange rate risks on a case-by-case basis[74] Purchase, Sale or Redemption of the Company's Listed Securities Neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities during the first half of 2025 - In the first half of 2025, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities[75] Contingent Liabilities As of June 30, 2025, the Group had no material contingent liabilities and was not aware of any pending or potential material legal proceedings - As of June 30, 2025, the Group had no material contingent liabilities and was not aware of any pending or potential material legal proceedings involving the Group[76] Use of Proceeds Of the HK$29.9 million net proceeds from the rights issue, HK$18 million has been utilized for China technology development solution services and working capital, with delays in the new energy vehicle industry development plan, and the remaining funds are expected to be fully utilized by December 31, 2025 Use of Proceeds from Rights Issue (As at June 30, 2025) | Purpose | Expected Use per Rights Issue Prospectus (HK$ million) | Actual Use as at June 30, 2025 (HK$ million) | Balance (HK$ million) | Expected Timeline for Remaining Net Proceeds | | :--- | :--- | :--- | :--- | :--- | | Development and cultivation of new energy vehicle industry | 11.9 | – | 11.9 | December 31, 2025 | | Expansion of technology development solution services in China | 8.0 | 8.0 | – | Fully utilized | | Working capital and other general corporate purposes | 10.0 | 10.0 | – | Fully utilized | | Total | 29.9 | 18.0 | 11.9 | - | - The use of proceeds for the development and cultivation of the new energy vehicle industry has been delayed, primarily due to unfavorable external economic conditions in China, insufficient demand for new energy vehicles, high inflation and interest rate environment, changes in promotional policies, and intensified market competition[91][92] - The remaining net proceeds are expected to be fully utilized by December 31, 2025[92] Other Information Provides additional disclosures including directors' and major shareholders' interests, corporate governance practices, audit committee review, and post-reporting period events Directors' and Chief Executive's Interests As of June 30, 2025, directors and the chief executive held interests in the company's shares, with Chairman Mr. Yu Hon Tung holding 31.80% through a controlled corporation Directors' and Chief Executive's Interests in the Company's Shares (As at June 30, 2025) | Director/Chief Executive | Nature of Interest | Number and Class of Securities | Approximate Percentage | | :--- | :--- | :--- | :--- | | Mr. Yu Hon Tung | Interest in controlled corporation | 459,810,000 ordinary shares (L) | 31.80% | | Mr. Yu Hon Tung | Beneficial owner (share options) | 987,826 ordinary shares (L) | 0.07% | | Mr. Lo Cheung Moon | Beneficial owner (share options) | 735,725 ordinary shares (L) | 0.05% | | Mr. Leung Cheong Yu | Beneficial owner (share options) | 735,725 ordinary shares (L) | 0.05% | | Mr. Lam Tai Wai | Beneficial owner (share options) | 9,878,261 ordinary shares (L) | 0.68% | - Mr. Yu Hon Tung holds approximately 31.80% of the company's shares through Vigorous King Limited, which he wholly owns[79] Substantial Shareholders' Interests As of June 30, 2025, Vigorous King Limited was the largest shareholder with 31.80% of the company's shares, alongside other major shareholders including Ms. Tong Po Kei, Ms. Yiu Wai Kei, Mr. Leung Wan Hung, and Mr. Lam Sze Chun Substantial Shareholders' Interests in the Company's Shares (As at June 30, 2025) | Shareholder | Capacity/Nature of Interest | Number and Class of Securities | Approximate Percentage | | :--- | :--- | :--- | :--- | | Vigorous King Limited | Beneficial owner | 459,810,000 ordinary shares (L) | 31.80% | | Ms. Tong Po Kei | Spouse's interest | 460,797,826 ordinary shares (L) | 31.87% | | Ms. Yiu Wai Kei | Beneficial owner | 73,400,000 ordinary shares (L) | 5.08% | | Mr. Leung Wan Hung | Spouse's interest | 73,400,000 ordinary shares (L) | 5.08% | | Mr. Lam Sze Chun | Beneficial owner | 134,350,000 ordinary shares (L) | 9.29% | | Golden Prosperity Hong Kong Investment Limited | Beneficial owner | 50,000,000 ordinary shares (L) | 3.46% | | Rich Creation Hong Kong Investment Limited | Beneficial owner | 50,000,000 ordinary shares (L) | 3.46% | - Ms. Tong Po Kei is deemed to hold Mr. Yu Hon Tung's interests due to her spousal relationship, totaling 31.87%[86] - Mr. Lam Sze Chun indirectly holds shares through Golden Prosperity Hong Kong Investment Limited and Rich Creation Hong Kong Investment Limited[86] Required Standard of Securities Transactions by Directors The company has adopted a code of conduct for directors' securities transactions and confirmed full compliance during the reporting period - The company has adopted a code of conduct for directors' securities transactions with terms no less stringent than Rules 5.48 to 5.67 of the GEM Listing Rules[85] - The directors confirm full compliance with the standards set out in the code of conduct throughout the entire accounting period covered by the report[85] Corporate Governance Practices The company has adopted the Corporate Governance Code but has deviations regarding the combined roles of Chairman and CEO and director legal action insurance, which the Board deems to be in the company's best interests and with manageable risks - The company has adopted the Corporate Governance Code as set out in Appendix C1 to the GEM Listing Rules and believes it has complied throughout the first half of 2025, with some deviations[87] - A deviation exists where the roles of Chairman and Chief Executive are combined and held by Mr. Yu Hon Tung, which the Board believes is in the best interests of the Group to ensure efficient management and business development[87] - Another deviation is the current lack of insurance arrangements for legal actions against directors, which the Board believes carries a low and manageable risk of directors being sued[88] Interests in Competing Business During the first half of 2025, directors were unaware of any business or interest that competes or may compete with the Group's business held by directors, controlling shareholders, or their close associates - In the first half of 2025, the directors were unaware of any business or interest that competes or may compete with the Group's business held by directors, the company's controlling shareholders, and their respective close associates[89] Audit Committee The Audit Committee has reviewed the Group's accounting principles, internal controls, and financial statements, concluding that the statements are prepared in accordance with applicable standards and provide adequate disclosures - The Audit Committee was established on June 22, 2018, with primary responsibilities including making recommendations on the appointment of external auditors, reviewing financial statements, and overseeing internal control procedures[93] - The Audit Committee has reviewed the accounting principles and practices adopted by the Group with management and has reviewed the unaudited financial statements for the six months ended June 30, 2025[93] Dividends The Board of Directors has resolved not to declare a dividend for the six months ended June 30, 2025 - The Board of Directors has resolved not to declare a dividend for the six months ended June 30, 2025[94] Disclosure of Information This report will be published on the HKEXnews website and the company's website and promptly dispatched to shareholders - This report will be published on the HKEXnews website (http://www.hkexnews.hk) and the company's website (http://www.kinetix.com.hk) and promptly dispatched to shareholders[95] Events After the Reporting Period Except as otherwise disclosed in this report, there were no significant events after the reporting period for the first half of 2025 - Except as otherwise disclosed in other parts of this report, there were no significant events after the reporting period for the first half of 2025[96]