Financial Highlights The company reported a 30.4% revenue decrease and expanded loss for the period, with a slight gross margin improvement, and no interim dividend recommendation Summary of Key Financial Data for the Six Months Ended June 30, 2025 | Metric | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Y-o-Y Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 61,635 | 88,602 | -30.4% | | Gross Profit | 27,193 | 38,107 | -28.6% | | Overall Gross Profit Margin | 44.1% | 43.0% | +1.1 pp | | Loss for the Period | (8,115) | (7,188) | +12.9% | | Loss Attributable to Owners of the Company | (9,703) | (9,273) | +4.6% | - The Board does not recommend the payment of an interim dividend for the six months ended June 30, 20253 Condensed Consolidated Financial Statements Condensed Consolidated Statement of Profit or Loss Revenue declined by 30.4%, while increased administrative expenses and associate losses contributed to expanded operating and period losses Key Data from Condensed Consolidated Statement of Profit or Loss | Metric | For the six months ended June 30, 2025 (HK$ thousand) | For the six months ended June 30, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Revenue | 61,635 | 88,602 | | Cost of sales | (34,442) | (50,495) | | Gross profit | 27,193 | 38,107 | | Other income and gains | 1,913 | 2,117 | | Selling and distribution expenses | (1,503) | (1,881) | | Administrative expenses | (33,744) | (44,678) | | Share of results of an associate | (1,857) | – | | Operating loss | (7,998) | (6,335) | | Finance costs | (37) | – | | Loss before tax | (8,035) | (6,335) | | Income tax expense | (80) | (853) | | Loss for the period | (8,115) | (7,188) | | Loss attributable to owners of the Company | (9,703) | (9,273) | | Non-controlling interests | 1,588 | 2,085 | | Basic loss per share (HK cents) | (4.74) | (4.79) | Condensed Consolidated Statement of Comprehensive Income Despite a period loss of HK$8.115 million, foreign exchange gains led to a total comprehensive loss of HK$4.370 million, an improvement from the prior year Key Data from Condensed Consolidated Statement of Comprehensive Income | Metric | For the six months ended June 30, 2025 (HK$ thousand) | For the six months ended June 30, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Loss for the period | (8,115) | (7,188) | | Exchange differences on translating foreign operations | 3,745 | (3,426) | | Other comprehensive income for the period, net of tax | 3,745 | (3,426) | | Total comprehensive income for the period | (4,370) | (10,614) | | Attributable to owners of the Company | (7,260) | (11,233) | | Non-controlling interests | 2,890 | 619 | Condensed Consolidated Statement of Financial Position Total non-current assets slightly decreased, while total current assets increased due to higher receivables and cash, leading to a slight decline in net current assets and total equity Key Data from Condensed Consolidated Statement of Financial Position | Metric | As of June 30, 2025 (HK$ thousand) | As of December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Non-current assets | | | | Property, plant and equipment | 92,556 | 97,906 | | Intangible assets | 19,718 | 19,747 | | Investment properties | 1,858 | 1,863 | | Right-of-use assets | 11,550 | 11,751 | | Interest in an associate | 23,561 | 24,735 | | Deferred tax assets | 14,430 | 14,103 | | Total non-current assets | 163,673 | 170,105 | | Current assets | | | | Inventories | 4,201 | 3,736 | | Deposits, prepayments and other receivables | 4,700 | 1,284 | | Loan to an associate | 37,099 | 35,983 | | Restricted bank deposits | 3,826 | 153 | | Bank and cash balances | 78,204 | 73,412 | | Total current assets | 128,030 | 114,568 | | Current liabilities | | | | Accruals and other payables | 79,341 | 71,919 | | Contract liabilities | 6,736 | 2,952 | | Lease liabilities | 707 | 690 | | Total current liabilities | 86,784 | 75,561 | | Net current assets | 41,246 | 39,007 | | Total assets less current liabilities | 204,919 | 209,112 | | Non-current liabilities | | | | Provision for environmental restoration and rehabilitation | 4,780 | 4,645 | | Deferred tax liabilities | 15,519 | 15,119 | | Lease liabilities | 740 | 1,098 | | Total non-current liabilities | 21,039 | 20,862 | | Net assets | 183,880 | 188,250 | | Total equity | 183,880 | 188,250 | Notes General Information The company, incorporated in the Cayman Islands and listed in Hong Kong, primarily operates in coal mining - The Company is an investment holding company, with its subsidiaries primarily engaged in the production and sale of coal (the “Coal Mining Business”)9 Basis of Preparation and Accounting Policies These condensed consolidated financial statements adhere to HKEX Listing Rules and HKAS 34, maintaining consistency with prior year accounting policies - The condensed consolidated financial statements are prepared in accordance with the applicable disclosure requirements of Appendix D2 to the Rules Governing the Listing of Securities on the Stock Exchange and Hong Kong Accounting Standard 34 'Interim Financial Reporting' issued by the Hong Kong Institute of Certified Public Accountants10 Adoption of New and Revised Hong Kong Financial Reporting Standards The Group adopted HKAS 21 (Amendment) with no material impact, and future new standards are also not expected to significantly affect financial performance - During the interim period, the Group has initially adopted HKAS 21 (Amendment) 'Lack of Exchangeability', which has no significant impact on the Group's condensed consolidated financial position and performance and/or disclosures in these condensed consolidated financial statements for the current and prior periods11 - The directors anticipate that the adoption of new and revised HKFRSs (including HKFRS 18 'Presentation and Disclosure in Financial Statements', etc.) that have been issued but are not yet effective will not have a significant impact on the Group's consolidated financial performance and position1213 Revenue The Group's revenue, solely from coal mining, decreased by 30.4% to HK$61.635 million, with all external customers based in China Revenue from Coal Mining Business | Business Segment | For the six months ended June 30, 2025 (HK$ thousand) | For the six months ended June 30, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Coal Mining Business | 61,635 | 88,602 | - Revenue decreased by approximately 30.4% compared to the prior period, with all external customers located in the People's Republic of China14 Segment Information The Group operates solely in coal mining, with all revenue and most non-current assets located in mainland China - The Group has only one reportable operating segment, the Coal Mining Business15 Revenue and Non-current Assets by Geographical Location | Region | Revenue for the six months ended June 30, 2025 (HK$ thousand) | Revenue for the six months ended June 30, 2024 (HK$ thousand) | Non-current assets as of June 30, 2025 (HK$ thousand) | Non-current assets as of December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | :--- | :--- | | Hong Kong | – | – | 13,890 | 14,719 | | China (excluding Hong Kong) | 61,635 | 88,602 | 111,792 | 116,548 | | Consolidated Total | 61,635 | 88,602 | 125,682 | 131,267 | Revenue Contribution from Major Customers | Customer | For the six months ended June 30, 2025 (HK$ thousand) | For the six months ended June 30, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Customer A | 40,297 | 16,797 | | Customer B | N/A | 22,231 | | Customer C | – | 11,609 | | Customer D | – | 9,170 | | Customer E | – | 9,089 | Finance Costs Finance costs for the period totaled HK$37 thousand, solely from interest expenses on lease liabilities Composition of Finance Costs | Item | For the six months ended June 30, 2025 (HK$ thousand) | For the six months ended June 30, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Interest on lease liabilities | 37 | – | Loss Before Tax Loss before tax was primarily impacted by reduced interest income, amortization, cost of sales, depreciation, directors' emoluments, and net exchange and asset disposal losses Key Items Affecting Loss Before Tax | Item | For the six months ended June 30, 2025 (HK$ thousand) | For the six months ended June 30, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Interest income | (184) | (713) | | Amortisation of intangible assets | 596 | 973 | | Cost of inventories sold | 34,442 | 50,495 | | Depreciation of property, plant and equipment | 7,318 | 7,886 | | Depreciation of investment properties | 58 | 59 | | Depreciation of right-of-use assets | 488 | 202 | | Directors' emoluments | 1,509 | 1,663 | | Net exchange (gain)/loss | (1,116) | 786 | | Net loss on disposal/write-off of property, plant and equipment | 393 | 31 | | Short-term lease expenses | 92 | 77 | Income Tax Expense Income tax expense was HK$80 thousand, mainly deferred tax, with no provision for Hong Kong or PRC taxes due to a lack of assessable profits Income Tax Expense | Item | For the six months ended June 30, 2025 (HK$ thousand) | For the six months ended June 30, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Deferred tax | 80 | 853 | - No provision for Hong Kong profits tax and PRC enterprise income tax was made for the period as the Group's Hong Kong and PRC subsidiaries did not generate any assessable profits22 Dividends The Board does not recommend an interim dividend for the six months ended June 30, 2025 - The Board does not recommend the payment of an interim dividend for the six months ended June 30, 202523 Loss Per Share Basic loss per share was HK4.74 cents, slightly lower than the prior period, with diluted loss per share being identical due to no dilutive shares Loss Per Share | Metric | For the six months ended June 30, 2025 (HK cents) | For the six months ended June 30, 2024 (HK cents) | | :--- | :--- | :--- | | Basic loss per share | (4.74) | (4.79) | | Diluted loss per share | (4.74) | (4.79) | - Basic loss per share is calculated based on the loss attributable to owners of the Company of approximately HK$9,703,000 and the weighted average number of ordinary shares in issue of approximately 204,616,916 shares for the period24 - Diluted loss per share is equal to basic loss per share as there were no potential dilutive ordinary shares in issue during the period25 Property, Plant and Equipment, Intangible Assets and Right-of-Use Assets No property, plant, and equipment additions were made, and impairment assessments on coal mining non-financial assets resulted in no recognized losses - During the six months ended June 30, 2025, the Group made no additions to property, plant and equipment (six months ended June 30, 2024: approximately HK$1,745,000)26 - Based on the impairment assessment review for the six months ended June 30, 2025, no impairment loss was recognized on the carrying amounts of non-financial assets of the Group's coal mining business segment27 - The recoverable amount of the coal mining cash-generating unit was determined by reference to a valuation prepared by an independent valuation company28 Interest in an Associate and Loan to an Associate The Group holds a 52% interest in a copper mining associate, retaining significant influence despite control issues, and has provided an unsecured, interest-free loan of HK$39.397 million Interest in an Associate and Loan | Item | As of June 30, 2025 (HK$ thousand) | As of December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Cost of investment in an associate | 26,764 | 26,764 | | Share of post-acquisition loss and other comprehensive income | (3,203) | (2,029) | | Interest in an associate | 23,561 | 24,735 | | Loan to an associate | 37,099 | 35,983 | - The Group completed the acquisition of a 52% equity interest in Laos Taishan Jiujiu Investment and Trade Co., Ltd. on August 26, 2024, which is primarily engaged in copper mining in Laos30 - Despite the non-cooperation from the associate's business partners, the Company's directors believe the Group retains significant influence over Taishan Jiujiu and accounts for it using the equity method in accordance with HKAS 2831 - The principal amount of the loan to the associate is RMB36,000,000 (approximately HK$39,397,000), which is unsecured, interest-free, and repayable on demand32 Trade Receivables Net trade receivables were zero due to full provision for expected credit losses, with the company requiring upfront payments or offering 90-day credit to major clients Trade Receivables | Item | As of June 30, 2025 (HK$ thousand) | As of December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Trade receivables | 1,208 | 1,174 | | Expected credit losses on trade receivables | (1,208) | (1,174) | | Net amount | – | – | - The Group requires customers to make upfront payments, but grants 90-day credit terms to certain major customers32 Share Capital The company's authorized share capital is 10 billion shares (HK$0.1 par), with 204,616,916 shares issued, reflecting a 2024 share placement and consolidation Movements in Share Capital | Item | Number of Ordinary Shares | HK$ thousand | | :--- | :--- | :--- | | Authorised Share Capital | | | | January 1, 2024 (par value HK$0.01 per share) | 100,000,000,000 | 1,000,000 | | Share consolidation | (90,000,000,000) | – | | December 31, 2024 and June 30, 2025 (par value HK$0.1 per share) | 10,000,000,000 | 1,000,000 | | Issued and Fully Paid Share Capital | | | | January 1, 2024 (par value HK$0.01 per share) | 1,723,477,166 | 17,235 | | Placement of new shares | 322,692,000 | 3,227 | | Share consolidation | (1,841,552,250) | – | | December 31, 2024 and June 30, 2025 (par value HK$0.1 per share) | 204,616,916 | 20,462 | - On March 4, 2024, the Company completed the placement of 322,692,000 new shares at a placing price of HK$0.185 per placing share to not less than six placees, raising net proceeds of approximately HK$59,101,00033 - Pursuant to an ordinary resolution passed by the Company's shareholders on October 23, 2024, every ten issued and unissued ordinary shares of HK$0.01 each were consolidated into one consolidated share of HK$0.1 each, effective from October 25, 202433 Business and Financial Review Business Overview Total revenue decreased by 30.4% to HK$61.635 million, and loss for the period expanded to HK$8.115 million, with coal mining as the sole business segment Financial Data from Business Overview | Metric | For the six months ended June 30, 2025 (HK$ thousand) | For the six months ended June 30, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Total revenue | 61,635 | 88,602 | | Loss for the period | (8,115) | (7,188) | | Loss attributable to owners of the Company | (9,703) | (9,273) | - For the six months ended June 30, 2025 and 2024, the Coal Mining Business was the Group's sole business segment34 Coal Mining Business Coal mining output and revenue declined due to cautious sales, stricter regulations, and lower prices, while the company updated licenses and continues resource assessment Coal Mining Business Production and Sales | Metric | For the six months ended June 30, 2025 | For the six months ended June 30, 2024 | | :--- | :--- | :--- | | Coal production volume (tonnes) | 332,000 | 447,000 | | Coal sales volume (tonnes) | 327,000 | 434,000 | - Inner Mongolia Jinyuanli has successfully renewed its safety production license (valid until September 24, 2026) and mining license (valid until October 26, 2034)35 - Both production and sales volumes and revenue of the coal mining business decreased compared to the prior period, primarily due to preliminary assessment of remaining coal resources, increasingly stringent coal industry regulations leading to cautious sales order approaches, and a slight decrease in coal sales prices36 - Compliance with evolving PRC government policies for the coal mining industry (e.g., smart production and environmental policies) and the continuous decline in recoverable coal resources pose operational challenges for the coal mining business, with ongoing capital expenditure and operating costs expected to continue rising37 Impairment Assessment Review Impairment assessment on coal mining non-financial assets resulted in no recognized losses, with cash flow forecasts based on 900,000 tonnes annual output and average unit selling price - The Company's management has conducted impairment assessment reviews on the carrying amounts of property, plant and equipment, intangible assets, and right-of-use assets under non-financial assets of the coal mining business cash-generating unit for each reporting period38 Key Assumptions for Cash Flow Forecast of Coal Mining Cash-Generating Unit | Key Assumption | June 30, 2024 | December 31, 2024 | June 30, 2025 | | :--- | :--- | :--- | :--- | | Forecast annual coal output (until expiry of commercial license) | 900,000 tonnes | 900,000 tonnes | 900,000 tonnes | | Average unit selling price per tonne of coal (including VAT) | 2024: RMB188 | 2025: RMB191 | 2025: RMB191 | | | 2025: RMB193 | 2026: RMB196 | 2026: RMB196 | | | After 2026: Growth with inflation rate | After 2027: Growth with inflation rate | After 2027: Growth with inflation rate | | Inflation rate | 2.5% | 2.5% | 2.5% | - Based on the impairment assessment review for the six months ended June 30, 2025, no impairment loss was recognized on the carrying amounts of non-financial assets of the Group's coal mining business segment40 Selling and Distribution Expenses Selling and distribution expenses decreased by HK$0.378 million to HK$1.503 million, mainly due to lower coal sales volume Selling and Distribution Expenses | Metric | For the six months ended June 30, 2025 (HK$ thousand) | For the six months ended June 30, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Selling and distribution expenses | 1,503 | 1,881 | - The decrease in selling and distribution expenses was primarily due to the reduced coal sales volume during the period41 Administrative Expenses Administrative expenses decreased by HK$10.934 million to HK$33.744 million, driven by lower staff and professional fees, with ongoing cost-saving initiatives Administrative Expenses | Metric | For the six months ended June 30, 2025 (HK$ thousand) | For the six months ended June 30, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Administrative expenses | 33,744 | 44,678 | - The decrease in administrative expenses was mainly due to reduced staff costs and professional fees; the Company's management will continue to implement cost-saving measures43 Finance Costs Finance costs for the period totaled HK$37 thousand, exclusively from interest expenses on lease agreements - For the six months ended June 30, 2025, approximately HK$37,000 represented interest expenses arising from lease agreements44 Loss for the Period The Group's loss for the period expanded to HK$8.115 million, with loss attributable to owners reaching HK$9.703 million Loss for the Period | Metric | For the six months ended June 30, 2025 (HK$ thousand) | For the six months ended June 30, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Loss for the period | (8,115) | (7,188) | | Loss attributable to owners of the Company | (9,703) | (9,273) | Investment in Copper Mine in the Lao People's Democratic Republic ('Laos') The Group acquired a 52% stake in a Laos copper mine, retaining significant influence despite control issues, and has initiated legal action to secure financial data and management changes - The Group completed the acquisition of a 52% equity interest in Laos Taishan Jiujiu Investment and Trade Co., Ltd. on August 26, 2024, which is primarily engaged in copper mining in Laos46 - The Group provided a shareholder loan to Taishan Jiujiu with a principal amount of RMB36,000,000 (approximately HK$39,397,000)46 - Due to non-cooperation from Taishan Jiujiu's legal representative and business partners, the Group is unable to exercise control but retains significant influence, and has engaged Laotian legal counsel to initiate legal proceedings to obtain financial information and replace management474849 Liquidity and Financial Resources The Group holds HK$82.030 million in cash and restricted deposits, with no borrowings, a zero gearing ratio, and a current ratio of 1.48 Key Indicators of Liquidity and Financial Resources | Metric | As of June 30, 2025 (HK$ thousand) | As of December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Total restricted bank deposits and bank and cash balances | 82,030 | 73,565 | | Borrowings | Nil | Nil | | Gearing ratio | Zero | Zero | | Current ratio | 1.48 | 1.52 | Foreign Exchange Risk Sales and purchases are mainly in RMB, and despite recent exchange rate fluctuations, management sees no significant adverse impact, with hedging to be considered if needed - The Group's sales and purchases are primarily transacted in RMB, while its books are recorded in HKD; recent fluctuations in the RMB to HKD exchange rate are not considered by management to have a significant adverse impact on the Group's consolidated financial position at present53 - The Group currently has no foreign exchange hedging policy; the Company's management will continue to monitor foreign exchange risk and consider hedging significant foreign exchange exposures when necessary53 Acquisition and Disposal of Significant Subsidiaries, Associates and Joint Ventures The Group did not acquire or dispose of any significant subsidiaries, associates, or joint ventures during the period - For the six months ended June 30, 2025, the Group did not acquire or dispose of any significant subsidiaries, associates, or joint ventures54 Material Investments The Group did not purchase, sell, or hold any material investments during the period - For the six months ended June 30, 2025, the Group did not purchase, sell, or hold any material investments55 Contingent Liabilities The Group had no material contingent liabilities as of June 30, 2025 - As of June 30, 2025, the Group had no material contingent liabilities56 Capital Commitments Contracted but unprovided capital expenditure for property, plant and equipment significantly increased to HK$7.558 million Capital Commitments | Item | As of June 30, 2025 (HK$ thousand) | As of December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Capital expenditure contracted but not provided for property, plant and equipment | 7,558 | 1,213 | Employees The Group had 426 full-time employees, with staff costs (including directors' emoluments) decreasing to HK$29.662 million Employees and Staff Costs | Metric | As of June 30, 2025 | As of December 31, 2024 | | :--- | :--- | :--- | | Number of full-time employees | 426 | 425 | | Staff costs (including directors' emoluments) | HK$29,662 thousand | HK$39,240 thousand | - Staff remuneration is determined based on qualifications, job nature, performance, work experience, current market levels, and contributions to the Group58 Outlook and Strategies The Group is diversifying and seeking new mining investments to counter industry challenges, while addressing Laos copper mine issues and enhancing shareholder value through cost and capital management - The PRC government's increasingly stringent regulations and policies for the coal mining industry restrict the Group's working capital and reduce the profitability of its coal mining business, while the Inner Mongolia coal mining area 958, having operated for over ten years, faces challenges of aging machinery and diminishing coal resources59 - To diversify and build a more robust business portfolio, the Group is actively seeking suitable investment opportunities in the local and international mining and mineral industries59 - The Group will take all necessary actions to effectively address unforeseen challenges encountered in its Laos mining investment, protect its interests, and closely monitor progress59 - Looking ahead, the Group will continue to implement further cost control measures and improve capital management to strengthen its financial position, embrace future business opportunities, with the aim of expanding its business scope and enhancing overall development, ultimately increasing shareholder value59 Other Information Audit Committee The Audit Committee, composed of three independent non-executive directors, reviews financial information, oversees risk management, and has reviewed these interim financial statements - The Company's Audit Committee comprises three independent non-executive directors, whose primary duties include reviewing the Group's financial information and overseeing the financial reporting system, risk management, and internal control systems60 - The Company's unaudited interim financial statements and interim report for the six months ended June 30, 2025, have been reviewed by the Audit Committee60 Corporate Governance Corporate governance practices comply with HKEX Listing Rules, except for the combined Chairman and CEO roles, with suitable candidates being sought to fill vacancies - The Company has complied with the applicable code provisions of the Corporate Governance Code for the six months ended June 30, 2025, except for code provision C.2.1, which stipulates that the roles of chairman and chief executive officer should be separate and not performed by the same individual61 - The Company is currently identifying suitable candidates to fill the vacancies for Chairman and Chief Executive Officer61 Standard Code for Securities Transactions by Directors The Company adopted the Standard Code for Securities Transactions by Directors, with all directors confirming compliance during the reporting period - The Company has adopted the Standard Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix C3 of the Listing Rules, and all directors have confirmed their compliance with the required standards throughout the six months ended June 30, 202562 Purchase, Sale or Redemption of the Company's Listed Securities Neither the Company nor its subsidiaries purchased, sold, or redeemed any listed securities during the six months ended June 30, 2025 - For the six months ended June 30, 2025, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities63 Dividends The Board does not recommend an interim dividend for the six months ended June 30, 2025 - The Board does not recommend the payment of an interim dividend for the six months ended June 30, 202564 Publication of Interim Results Announcement and Interim Report The interim results announcement is available on HKEX and company websites, with the interim report to be dispatched to shareholders and published online soon - This interim results announcement is published on the HKEX website (www.hkexnews.hk) and the Company's website (www.grandocean65.com) respectively65 - 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 course65
弘海高新资源(00065) - 2025 - 中期业绩