Financial Summary Yuzhou Group announced its unaudited consolidated results for the six months ended June 30, 2025, with contract sales down 14.21% to RMB 3.72851 billion and revenue down 62.42% to RMB 2.39652 billion, while loss attributable to owners of the parent narrowed to RMB 5.63206 billion 2025 H1 Key Financial Indicators Comparison | Indicator | 2025 H1 (RMB thousand) | 2024 H1 (RMB thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Contract Sales Amount | 3,728,510 | 4,346,239 | -14.21 | | Revenue | 2,396,521 | 6,377,536 | -62.42 | | Loss Attributable to Owners of the Parent | (5,632,062) | (6,255,983) | 9.97 (Loss narrowed) | Condensed Consolidated Financial Statements This section presents Yuzhou Group's condensed consolidated statement of profit or loss, statement of comprehensive income, and statement of financial position for the six months ended June 30, 2025, detailing the company's financial performance in terms of revenue, profit, assets, liabilities, and equity Condensed Consolidated Statement of Profit or Loss For the six months ended June 30, 2025, Yuzhou Group's revenue decreased by 62.42% year-on-year to RMB 2.39652 billion, with gross profit significantly reduced to RMB 22.55 million Condensed Consolidated Statement of Profit or Loss Key Data (For the six months ended June 30) | Indicator | 2025 (RMB thousand) | 2024 (RMB thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 2,396,521 | 6,377,536 | -62.42 | | Cost of Sales | (2,373,971) | (6,269,505) | -62.13 | | Gross Profit | 22,550 | 108,031 | -79.13 | | Net Fair Value Loss on Investment Properties | (727,389) | (346,271) | 110.07 | | Administrative Expenses | (684,847) | (201,699) | 239.55 | | Write-down of Properties Held for Sale and Properties Under Development to Net Realizable Value | (2,923,061) | (3,300,538) | -11.44 | | Loss Before Tax | (7,578,223) | (7,890,109) | 3.95 (Loss narrowed) | | Loss for the Period | (7,391,533) | (8,012,801) | 7.75 (Loss narrowed) | | Loss Attributable to Owners of the Parent | (5,632,062) | (6,255,983) | 9.97 (Loss narrowed) | | Basic Loss Per Share (RMB cents) | (88.28) | (97.79) | 9.72 (Loss narrowed) | Condensed Consolidated Statement of Comprehensive Income For the six months ended June 30, 2025, Yuzhou Group recorded a total comprehensive loss of RMB 7.29357 billion, a narrowing from RMB 8.31998 billion in the prior year period Condensed Consolidated Statement of Comprehensive Income Key Data (For the six months ended June 30) | Indicator | 2025 (RMB thousand) | 2024 (RMB thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Loss for the Period | (7,391,533) | (8,012,801) | 7.75 (Loss narrowed) | | Exchange Differences on Translation of Overseas Operations | 97,959 | (307,178) | 131.89 (Turned from loss to gain) | | Total Comprehensive Loss for the Period | (7,293,574) | (8,319,979) | 12.34 (Loss narrowed) | | Total Comprehensive Loss Attributable to Owners of the Parent | (5,534,103) | (6,563,161) | 15.68 (Loss narrowed) | Condensed Consolidated Statement of Financial Position As of June 30, 2025, Yuzhou Group's total non-current and current assets both decreased, with significant reductions in properties under development and prepayments, leading to an expanded capital deficit of RMB 19.44661 billion Condensed Consolidated Statement of Financial Position Key Data (As of June 30) | Indicator | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Total Non-current Assets | 19,592,612 | 20,891,513 | -6.22 | | Total Current Assets | 54,944,885 | 62,175,342 | -11.63 | | Properties Under Development | 13,526,029 | 18,112,748 | -25.32 | | Prepayments, Other Receivables and Other Assets | 22,452,918 | 24,856,097 | -9.67 | | Total Current Liabilities | 85,698,233 | 85,976,898 | -0.32 | | Net Current Liabilities | (30,753,348) | (23,801,556) | 29.21 (Worsened) | | Net Liabilities | (19,446,614) | (11,735,686) | 65.71 (Worsened) | | Equity Attributable to Owners of the Parent | (18,214,103) | (12,547,450) | 45.16 (Worsened) | | Capital Deficit | (19,446,614) | (11,735,686) | 65.71 (Worsened) | Notes This section details Yuzhou Group's financial statement preparation basis, accounting policies, revenue and expense components, segment information, and key financial liabilities Company and Group Information Yuzhou Group Holdings Company Limited, listed on the HKEX, primarily engages in property development, investment, management, and hotel operations in mainland China and Hong Kong - Company's main businesses include property development, property investment, property management, and hotel operations, primarily in mainland China and Hong Kong11 - Mr. Lam Lung On and Ms. Kwok Ying Lan are the controlling shareholders of the Company12 Basis of Presentation and Preparation The Group's condensed consolidated financial statements are prepared on a going concern basis, despite facing significant liquidity challenges and implementing an offshore debt restructuring plan - The Group's condensed consolidated financial statements are prepared on a going concern basis, despite priority note defaults and all priority notes being reclassified as current liabilities13 - As of June 30, 2025, the Group's total principal amount of interest-bearing bank and other borrowings, corporate bonds, and priority notes was RMB 51.971635 billion, while cash and cash equivalents were only RMB 1.29684 billion13 - The Group has formulated and implemented various measures to alleviate cash flow pressure, including an offshore debt restructuring plan (effective August 29, 2025), promoting sales to reduce inventory, ensuring property delivery, asset disposal, continuous cash flow monitoring, and cost control1317 Basis of Presentation The Group's condensed consolidated financial statements are prepared on a going concern basis, addressing challenges like priority note defaults and increased net current liabilities through debt restructuring 2025 H1 Key Financial Position | Indicator | Amount (RMB thousand) | | :--- | :--- | | Total Principal Amount of Interest-bearing Bank and Other Borrowings, Corporate Bonds and Priority Notes | 51,971,635 | | Cash and Cash Equivalents | 1,296,840 | | Loss Attributable to Owners of the Parent | (5,632,062) | | Net Current Liabilities | (30,753,348) | | Net Liabilities | (19,446,614) | Basis of Preparation The condensed consolidated financial statements are prepared in accordance with HKAS 34 and HKEX Listing Rules, maintaining consistency with 2024 annual financial statements, except for HKFRS amendments - The condensed consolidated financial statements are prepared in accordance with HKAS 34 "Interim Financial Reporting" and the applicable disclosure requirements of Appendix D2 to the HKEX Listing Rules15 - Except for changes due to the application of amendments to HKFRSs, accounting policies remain consistent with the 2024 annual financial statements15 Application of Amendments to HKFRSs The Group first applied HKAS 21 amendment "Lack of Exchangeability" in this interim period, which did not result in significant changes to accounting policies or financial presentation - The Group first applied the amendment to HKAS 21 "Lack of Exchangeability", effective January 1, 202516 - This amendment did not result in significant changes to the Group's accounting policies, financial position, and performance presentation and/or disclosures16 Revenue, Other Income and Gains For the six months ended June 30, 2025, Yuzhou Group's total revenue was RMB 2.39652 billion, a 62.42% year-on-year decrease, primarily due to a significant drop in property sales Revenue, Other Income and Gains Analysis (For the six months ended June 30) | Item | 2025 (RMB thousand) | 2024 (RMB thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | | | | | Property Sales | 2,174,382 | 6,128,391 | -64.52 | | Investment Property Rental Income | 116,897 | 122,619 | -4.67 | | Property Management Fee Income | 105,234 | 125,423 | -16.09 | | Hotel Operations Income | 8 | 1,103 | -99.27 | | Total Revenue | 2,396,521 | 6,377,536 | -62.42 | | Other Income and Gains | | | | | Bank Interest Income | 13,834 | 27,398 | -49.51 | | Others | 5,797 | 4,310 | 34.50 | | Total Other Income and Gains | 19,631 | 31,708 | -38.09 | Operating Segment Information Yuzhou Group's operating segments include property development, investment, management, hotel operations, and others, with property development being the largest revenue contributor but also incurring significant losses - The Group is divided into five reportable operating segments: property development, property investment, property management, hotel operations, and others1920 - Over 90% of the Group's external customer revenue and segment assets are derived from mainland China, thus no geographical information is presented23 Segment Revenue and Results (For the six months ended June 30) | Segment | 2025 Segment Revenue (RMB thousand) | 2025 Segment Results (RMB thousand) | 2024 Segment Revenue (RMB thousand) | 2024 Segment Results (RMB thousand) | | :--- | :--- | :--- | :--- | :--- | | Property Development | 2,179,662 | (5,122,374) | 6,131,727 | (5,849,235) | | Property Investment | 117,351 | (619,394) | 123,250 | (291,290) | | Property Management | 105,287 | 33,945 | 125,440 | 117,917 | | Hotel Operations | 8 | (162) | 1,103 | 954 | | Others | 10 | (9,860) | 326 | 2,331 | | Total | 2,402,318 | (5,717,845) | 6,381,846 | (6,019,323) | Finance Costs For the six months ended June 30, 2025, Yuzhou Group's finance costs were RMB 1.87421 billion, a slight decrease from the prior year, mainly due to reduced interest on borrowings Finance Costs Analysis (For the six months ended June 30) | Item | 2025 (RMB thousand) | 2024 (RMB thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Interest on Interest-bearing Bank and Other Borrowings, Corporate Bonds and Priority Notes | 2,062,908 | 2,132,214 | -3.25 | | Less: Capitalized Interest | (188,696) | (234,030) | -19.37 | | Total Finance Costs | 1,874,212 | 1,898,184 | -1.26 | Loss Before Tax For the six months ended June 30, 2025, Yuzhou Group's loss before tax was RMB 7.57822 billion, a narrowing from the prior year, influenced by property costs, service costs, and administrative expenses Loss Before Tax Components (For the six months ended June 30) | Item | 2025 (RMB thousand) | 2024 (RMB thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Cost of Properties Sold | 2,306,839 | 6,185,653 | -62.69 | | Cost of Services Provided | 67,132 | 79,071 | -15.09 | | Depreciation | 25,342 | 25,945 | -2.32 | | Employee Benefit Expenses (Net) | 64,681 | 63,473 | 1.90 | | Direct Operating Expenses Arising from Investment Properties That Generate Rental Income | 7,387 | 6,016 | 22.79 | | Fair Value Loss on Financial Assets at Fair Value Through Profit or Loss | – | 55,792 | -100.00 | | Impairment of Goodwill | – | 65,963 | -100.00 | Income Tax For the six months ended June 30, 2025, Yuzhou Group recorded an income tax credit of RMB 186.69 million, a shift from an expense in the prior year, primarily due to a decrease in deferred tax liabilities - No provision for Hong Kong profits tax was made due to no assessable profits for the period29 Income Tax (Credit)/Expense Analysis (For the six months ended June 30) | Item | 2025 (RMB thousand) | 2024 (RMB thousand) | Change (RMB thousand) | | :--- | :--- | :--- | :--- | | Current: PRC Enterprise Income Tax | 108,375 | 103,346 | 5,029 | | Current: Over-provision in Prior Years | (80,774) | (78,718) | (2,056) | | Current: PRC Land Appreciation Tax | 18,120 | 11,354 | 6,766 | | Deferred: For the Period | (232,411) | 86,710 | (319,121) | | Total Tax (Credit)/Expense for the Period | (186,690) | 122,692 | (309,382) | Dividends The Board of Directors does not recommend the payment of an interim dividend for the six months ended June 30, 2025, or 2024 - The Board does not recommend the payment of an interim dividend for the first half of 2025 and 202431 Loss Per Share Attributable to Ordinary Equity Holders of the Parent For the six months ended June 30, 2025, Yuzhou Group's basic and diluted loss per share was RMB 0.8828, a narrowing from RMB 0.9779 in the prior year Loss Per Share Calculation Data (For the six months ended June 30) | Item | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Loss for the Period Attributable to Owners of the Parent | (5,632,062) | (6,255,983) | | Distribution in Respect of Senior Perpetual Securities | (135,503) | (133,044) | | Loss Used in Calculating Basic and Diluted Loss Per Share | (5,767,565) | (6,389,027) | | Basic and Diluted Loss Per Share (RMB cents) | (88.28) | (97.79) | Number of Shares (For the six months ended June 30) | Item | 2025 (Shares) | 2024 (Shares) | | :--- | :--- | :--- | | Weighted Average Number Used in Calculating Basic Loss Per Share | 6,533,584,996 | 6,533,584,996 | | Weighted Average Number Used in Calculating Diluted Loss Per Share | 6,533,584,996 | 6,533,584,996 | Trade Payables As of June 30, 2025, Yuzhou Group's total trade payables were RMB 7.33214 billion, a decrease from December 31, 2024, with the majority due within one year - Trade payables are non-interest bearing and unsecured35 Trade Payables Ageing Analysis (As of June 30) | Ageing | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Within 1 year | 4,116,582 | 4,784,145 | | 1 to 2 years | 3,215,562 | 3,175,858 | | Total | 7,332,144 | 7,960,003 | Corporate Bonds As of June 30, 2025, Yuzhou Group's total corporate bonds amounted to RMB 2.839 billion, with a portion classified as current liabilities, and several bonds having extended maturities and adjusted interest rates - The 6.5% corporate bonds issued in 2019 have been approved for maturity extension, with principal to be settled in installments in April 2026, October 2026, and 202736 - The 6.5% corporate bonds II and III issued in 2020 have been approved for maturity extension, with principal to be settled in installments from July 2025 to 2028, and the coupon rate adjusted to 4% per annum3637 Corporate Bonds Balance and Classification (As of June 30) | Item | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Corporate Bonds Due in 2024 | 1,075,000 | 1,075,000 | | Corporate Bonds Due in 2025 | 1,764,000 | 1,800,000 | | Total | 2,839,000 | 2,875,000 | | Portion Classified as Current Liabilities | (269,750) | (900,000) | | Non-current Liabilities | 2,569,250 | 1,975,000 | Priority Notes As of June 30, 2025, Yuzhou Group's total priority notes were RMB 38.61815 billion, all classified as current liabilities due to defaults on interest and principal payments - As of June 30, 2025, the Group had unpaid priority note interest of USD 227.328 million (approximately RMB 1.605742 billion) and unpaid priority note principal of USD 886 million (approximately RMB 6.258315 billion)39 - The related unpaid interest or overdue principal constituted an event of default under the priority note agreements, resulting in all priority notes being classified as current liabilities39 Priority Notes Balance (As of June 30) | Item | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Total Priority Notes | 38,618,153 | 38,789,815 | | Portion Classified as Current Liabilities | (38,618,153) | (38,789,815) | | Non-current Portion | – | – | Management Discussion and Analysis This section analyzes Yuzhou Group's H1 2025 market environment, operating performance, and financial position, highlighting significant revenue and gross profit declines amid a challenging real estate market Market and Business Review In H1 2025, China's real estate market continued its downward trend, with TOP-100 developers experiencing double-digit contract sales declines despite government support policies - In H1 2025, the real estate market experienced a volatile downturn, with cumulative contract sales of TOP-100 developers decreasing by double digits year-on-year43 - Market differentiation intensified, with first-tier and strong second-tier cities showing stronger recovery capabilities, while weaker second-tier and third/fourth-tier cities performed below expectations43 2025 H1 Real Estate Investment Amount | Indicator | Amount (RMB) | YoY Change (%) | | :--- | :--- | :--- | | Real Estate Investment Amount | 4.67 trillion | -11.2 | Overall Performance In H1 2025, Yuzhou Group reported revenue of RMB 2.39652 billion, a loss for the period of RMB 7.39153 billion, and a capital deficit of RMB 19.44661 billion, reflecting severe financial challenges - The Board does not recommend the payment of an interim dividend for the six months ended June 30, 202544 2025 H1 Overall Financial Performance | Indicator | Amount (RMB) | | :--- | :--- | | Revenue | 2.39652 billion | | Loss for the Period | 7.39153 billion | | Capital Deficit | 19.44661 billion | Property Sales In H1 2025, Yuzhou Group's property sales revenue significantly decreased by 64.52% to RMB 2.17438 billion, with a total GFA delivered of approximately 278,399 square meters - The decrease in property sales revenue was primarily due to a reduction in the GFA of properties delivered during the period45 - The Central China region, Bohai Rim region, and Yangtze River Delta region were the main contributors to recognized revenue45 Property Sales Revenue and Area (2025 H1) | Indicator | 2025 H1 | 2024 H1 | YoY Change (%) | | :--- | :--- | :--- | :--- | | Property Sales Revenue (RMB thousand) | 2,174,382 | 6,128,391 | -64.52 | | Total GFA Delivered (square meters) | 278,399 | 442,612 | -37.11 | | Average Selling Price (RMB/square meter) | 7,810 | 13,846 | -43.60 | Contract Sales In H1 2025, Yuzhou Group's cumulative contract sales amounted to RMB 3.72851 billion, with a GFA of 254,589 square meters, as the Group actively adjusted marketing strategies to counter market downturns - The Yangtze River Delta region contributed 54.16% of the Group's total contract sales, and the Greater Bay Area contributed 25.31%47 - The Group actively adjusted its marketing strategies, strengthened its "Yuzhou Star Power" anchor matrix, and expanded digital marketing channels through platforms such as WeChat, Weibo, Douyin, and Xiaohongshu48 Contract Sales Amount and Area (2025 H1) | Indicator | 2025 H1 | 2024 H1 | YoY Change (%) | | :--- | :--- | :--- | :--- | | Contract Sales Amount (RMB thousand) | 3,728,510 | 4,346,239 | -14.21 | | Contract Sales Area (square meters) | 254,589 | 279,311 | -8.85 | | Average Contract Sales Price (RMB/square meter) | 14,645 | 15,561 | -5.90 | Property Investment Yuzhou Group's property investment portfolio includes "Yue" shopping centers and "Yuzhou Plaza" offices, with 39 projects across 9 cities, totaling over 1.53 million square meters of commercial area - The property investment segment features three product lines: "Yue" shopping centers and "Yuzhou Plaza" office buildings and commercial streets51 - There are 32 operational projects and 7 projects in the preparation phase, totaling 39 projects, creating over 1.53 million square meters of commercial area51 - In 2025, the Group launched its Minnan culture dissemination strategy, with "Super New Highlights" as the quarterly theme, hosting diverse cultural events that attracted nearly 10 million participants52 - Through the U-Square service system, the Group has built a comprehensive business platform centered on assurance services, warm services, and functional services, offering six major service systems: "Yuzhou Professional, Yuzhou Secure, Yuzhou Butler, Yuzhou Colorful, Yuzhou Space, Yuzhou Resources"53 Hotel Operations In H1 2025, Yuzhou Group's hotel business revenue was approximately RMB 0.008 million, a significant year-on-year decrease, as the Group focuses on optimizing operations and enhancing service quality - The Group's hotels adopt diversified and innovative operational management models, focusing on service quality, customer experience, and reputation enhancement54 - Several hotels, including Xiamen Tong'an Jiamelun Hot Spring Hotel and Quanzhou Hui'an Jiamelun Business Hotel, are currently under construction54 Hotel Operations Revenue (2025 H1) | Indicator | 2025 H1 (RMB ten thousand) | 2024 H1 (RMB ten thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Hotel Operations Revenue | 0.8 | 110.3 | -99.27 | Quality and Safety and Product Line Design Yuzhou Group adheres to green development principles, with 145 projects exceeding 21 million square meters meeting green building standards, and continuously innovates its "Temperature Space" residential product series - The Group adheres to low-carbon environmental protection and green development concepts, responding to national "dual carbon" goals by creating green premium projects55 - As of June 30, 2025, 145 projects, totaling over 21 million square meters of property, met green building standards, with approximately 5.55 million square meters achieving Green Building Two-Star rating or above55 - Based on the "Yong", "Lang", and "Jia" three major residential product series, the Group has refined its product system, clarified top-level design, and innovatively iterated the "Temperature Space" series, built around "1 core, 3 spaces, 5 product propositions, and 6 product values"56 Land Bank As of June 30, 2025, Yuzhou Group's land bank comprised approximately 10.35 million square meters of saleable GFA across 161 projects in 38 cities, with an average floor cost of RMB 5,943 per square meter - The land bank is primarily distributed across six major metropolitan areas: the West Coast Economic Zone, Yangtze River Delta region, Bohai Rim region, Central China region, Greater Bay Area, and Southwest region575859 - The Group believes its existing land bank is sufficient for two to three years of future development needs57 Land Bank Overview (As of June 30, 2025) | Indicator | Data | | :--- | :--- | | Total Saleable GFA | Approximately 10.35 million square meters | | Number of Projects | 161 | | Cities Covered | 38 | | Average Floor Cost | Approximately RMB 5,943/square meter | Financial Performance Analysis This section analyzes Yuzhou Group's H1 2025 financial performance, detailing significant declines in revenue and gross profit, increased fair value losses on investment properties, and changes in various expenses Revenue In H1 2025, Yuzhou Group's total revenue decreased by 62.42% to RMB 2.39652 billion, primarily due to reduced property sales Revenue Composition and Change (2025 H1) | Revenue Source | 2025 H1 (RMB thousand) | 2024 H1 (RMB thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Property Sales | 2,174,382 | 6,128,391 | -64.52 | | Property Management Fee Income | 105,234 | 125,423 | -16.10 | | Investment Property Rental Income | 116,900 | 122,619 | -4.67 | | Hotel Operations Income | 8 | 1,103 | -99.27 | | Total Revenue | 2,396,521 | 6,377,536 | -62.42 | Cost of Sales In H1 2025, Yuzhou Group's cost of sales decreased by 62.13% to RMB 2.37397 billion, mainly attributable to a reduction in the GFA of properties delivered - The decrease in cost of sales was primarily due to a reduction in the GFA of properties delivered during the period61 Cost of Sales Change (2025 H1) | Indicator | 2025 H1 (RMB thousand) | 2024 H1 (RMB thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Cost of Sales | 2,373,971 | 6,269,505 | -62.13 | Gross Profit and Gross Profit Margin In H1 2025, Yuzhou Group's gross profit significantly decreased to RMB 22.55 million, with a gross profit margin of 0.94%, primarily due to fewer properties delivered - The decrease in gross profit was primarily due to a reduction in the GFA of properties delivered during the period62 Gross Profit and Gross Profit Margin Change (2025 H1) | Indicator | 2025 H1 (RMB thousand) | 2024 H1 (RMB thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Gross Profit | 22,550 | 108,031 | -79.13 | | Gross Profit Margin | 0.94% | 1.70% | -44.71 (Decrease) | Fair Value Loss on Investment Properties In H1 2025, Yuzhou Group recorded a fair value loss on investment properties of RMB 727.39 million, a 110.07% increase from the prior year, mainly from properties in Xiamen, Hefei, and Shenzhen - The loss was primarily due to fair value losses on investment properties located in Xiamen, Hefei, and Shenzhen63 Fair Value Loss on Investment Properties Change (2025 H1) | Indicator | 2025 H1 (RMB thousand) | 2024 H1 (RMB thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Fair Value Loss on Investment Properties | (727,389) | (346,271) | 110.07 (Loss widened) | Other Income and Gains In H1 2025, Yuzhou Group's other income and gains decreased by 38.09% to RMB 19.63 million, primarily due to a reduction in bank interest income - The decrease was primarily due to a reduction in bank interest income64 Other Income and Gains Change (2025 H1) | Indicator | 2025 H1 (RMB thousand) | 2024 H1 (RMB thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Other Income and Gains | 19,631 | 31,708 | -38.09 | Selling and Distribution Costs In H1 2025, Yuzhou Group's selling and distribution costs decreased by 46.17% to RMB 73.08 million, mainly due to effective cost control measures and reduced marketing expenses - The decrease was primarily due to effective cost control measures and reduced marketing and promotion expenses65 Selling and Distribution Costs Change (2025 H1) | Indicator | 2025 H1 (RMB thousand) | 2024 H1 (RMB thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Selling and Distribution Costs | 73,083 | 135,754 | -46.17 | Administrative Expenses In H1 2025, Yuzhou Group's administrative expenses significantly increased by 239.55% to RMB 684.85 million, primarily driven by higher exchange losses during the period - The increase was primarily due to increased exchange losses during the period66 Administrative Expenses Change (2025 H1) | Indicator | 2025 H1 (RMB thousand) | 2024 H1 (RMB thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Administrative Expenses | 684,847 | 201,699 | 239.55 | Other Expenses In H1 2025, Yuzhou Group's other expenses significantly decreased by 85.72% to RMB 26.64 million, mainly due to reduced impairment of goodwill and fair value losses on financial assets - The decrease was primarily due to reduced impairment of goodwill and fair value losses on financial assets at fair value through profit or loss67 Other Expenses Change (2025 H1) | Indicator | 2025 H1 (RMB thousand) | 2024 H1 (RMB thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Other Expenses | 26,643 | 186,430 | -85.72 | Finance Costs In H1 2025, Yuzhou Group's finance costs decreased by 1.26% to RMB 1.87421 billion, primarily due to a reduction in domestic loan amounts - The decrease was primarily due to a reduction in domestic loan amounts68 Finance Costs Change (2025 H1) | Indicator | 2025 H1 (RMB thousand) | 2024 H1 (RMB thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Finance Costs | 1,874,212 | 1,898,184 | -1.26 | Share of Profits and Losses of Joint Ventures In H1 2025, Yuzhou Group's share of losses from joint ventures was RMB 285.27 million, a reversal from a profit in the prior year, with joint ventures reporting a negative gross profit margin - Joint ventures' total revenue was RMB 282.25 million, with a gross profit margin of -5.47%69 Share of Profits and Losses of Joint Ventures Change (2025 H1) | Indicator | 2025 H1 (RMB thousand) | 2024 H1 (RMB thousand) | Change (RMB thousand) | | :--- | :--- | :--- | :--- | | Share of Profits and Losses of Joint Ventures | (285,266) | 45,070 | (330,336) (Turned from profit to loss) | Share of Profits and Losses of Associates In H1 2025, Yuzhou Group's share of losses from associates expanded to RMB 254.50 million, with associates reporting a negative gross profit margin - Associates' total revenue was RMB 1.34125 billion, with a gross profit margin of -12.06%70 Share of Profits and Losses of Associates Change (2025 H1) | Indicator | 2025 H1 (RMB thousand) | 2024 H1 (RMB thousand) | Change (RMB thousand) | | :--- | :--- | :--- | :--- | | Share of Profits and Losses of Associates | (254,504) | (155,334) | (99,170) (Loss widened) | Income Tax In H1 2025, Yuzhou Group recorded an income tax credit of RMB 186.69 million, a shift from an expense in the prior year, primarily due to a decrease in deferred tax liabilities - The decrease in income tax expense was primarily due to a reduction in deferred tax liabilities during the period71 Income Tax (Credit)/Expense Change (2025 H1) | Indicator | 2025 H1 (RMB thousand) | 2024 H1 (RMB thousand) | Change (RMB thousand) | | :--- | :--- | :--- | :--- | | Income Tax (Credit)/Expense | (186,690) | 122,692 | (309,382) (Turned from expense to credit) | Loss for the Period In H1 2025, Yuzhou Group's loss for the period narrowed to RMB 7.39153 billion, primarily due to impairment provisions, fair value losses on investment properties, and reduced revenue - The loss was primarily due to impairment loss provisions, fair value losses on investment properties, and reduced revenue during the period72 Loss for the Period Change (2025 H1) | Indicator | 2025 H1 (RMB thousand) | 2024 H1 (RMB thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Loss for the Period | (7,391,533) | (8,012,801) | 7.75 (Loss narrowed) | Loss Attributable to Non-controlling Interests In H1 2025, Yuzhou Group's loss attributable to non-controlling interests was RMB 1.75947 billion, largely consistent with the prior year, driven by impairment of properties under development and fair value losses - The loss was primarily due to impairment of properties under development, fair value losses on investment properties, and losses from certain non-wholly owned projects73 Loss Attributable to Non-controlling Interests Change (2025 H1) | Indicator | 2025 H1 (RMB thousand) | 2024 H1 (RMB thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Loss Attributable to Non-controlling Interests | (1,759,471) | (1,756,818) | 0.15 (Loss slightly increased) | Basic Loss Per Share For the period ended June 30, 2025, Yuzhou Group's basic loss per share was RMB 0.88 Basic Loss Per Share (2025 H1) | Indicator | 2025 H1 (RMB) | | :--- | :--- | | Basic Loss Per Share | 0.88 | Liquidity and Financial Resources Yuzhou Group actively manages its debt, with cash and restricted cash totaling RMB 2.80824 billion as of June 30, 2025, and total borrowings of RMB 51.97164 billion, indicating severe liquidity pressure Cash Position As of June 30, 2025, Yuzhou Group's cash and cash equivalents and restricted cash totaled approximately RMB 2.80824 billion Cash and Cash Equivalents and Restricted Cash (As of June 30, 2025) | Indicator | Amount (RMB thousand) | | :--- | :--- | | Cash and Cash Equivalents and Restricted Cash | 2,808,240 | Borrowings As of June 30, 2025, Yuzhou Group's total interest-bearing bank and other borrowings, corporate bonds, and priority notes amounted to RMB 51.97164 billion, with a weighted average interest rate of 7.91% - The decrease in borrowings was due to the repayment of bank and other borrowings during the period77 Borrowings Overview (As of June 30, 2025) | Indicator | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Interest-bearing Bank and Other Borrowings, Corporate Bonds and Priority Notes Balance | 51,971,640 | 52,620,220 | -1.23 | | Weighted Average Interest Rate | 7.91% | 8.07% | -0.16 percentage points | | Asset-Liability Ratio Excluding Pre-receipts | 127.83% | 115.10% | 12.73 percentage points (Increase) | Net Gearing Ratio As of June 30, 2025, Yuzhou Group's net gearing ratio was -252.81%, indicating negative equity and extremely high financial leverage Net Gearing Ratio (As of June 30, 2025) | Indicator | Ratio | | :--- | :--- | | Net Gearing Ratio | -252.81% | Guarantees As of June 30, 2025, Yuzhou Group provided mortgage loan guarantees to banks totaling RMB 12.81392 billion and financing guarantees to joint ventures and associates Guarantee Amounts (As of June 30, 2025) | Guaranteed Party | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Mortgage Loans to Property Purchasers | 12,813,920 | 11,450,960 | | Financing for Joint Ventures | 52,920 | 52,920 | | Financing for Associates | 1,170,040 | 888,940 | | Financing for Contractors | 10,020 | 6,760 | | Financing for Independent Third Parties | 4,774,860 | 4,798,420 | Currency Risk As of June 30, 2025, approximately 83.62% of Yuzhou Group's total borrowings were denominated in HKD and USD, exposing the Group to currency risk - Approximately 83.62% of borrowings were denominated in HKD and USD, posing exchange rate risk80 - The Group regularly monitors exchange rate risk but currently deems no foreign exchange hedging arrangements necessary81 Borrowings and Cash Balance by Currency (As of June 30, 2025) | Currency | Borrowings Balance (RMB thousand) | Cash Balance (RMB thousand) | | :--- | :--- | :--- | | HKD | 608,057 | 36,574 | | RMB | 8,510,643 | 2,653,331 | | USD | 42,852,935 | 118,335 | | Total | 51,971,635 | 2,808,240 | Employees and Remuneration Policy As of June 30, 2025, Yuzhou Group had 981 employees, focusing on enhancing organizational effectiveness, fostering team vitality, and integrating cultural assessment into talent selection and retention Number of Employees and Corporate Culture As of June 30, 2025, Yuzhou Group had 981 employees, guided by core values of "Responsibility, Pragmatism, Synergy, Win-win" and an annual theme of "Acting with Integrity" - The Group's core values are "Responsibility, Pragmatism, Synergy, Win-win", with an annual theme of "Acting with Integrity"82 - Cultural assessment is integrated into talent selection and retention to develop responsible and pragmatic talent, and to continuously motivate employees82 Number of Employees (As of June 30, 2025) | Indicator | Quantity | | :--- | :--- | | Total Employees | 981 | Employment and Remuneration Policy Yuzhou Group's employee remuneration is determined by market levels, individual performance, and experience, with bonuses distributed based on performance - Employee remuneration is determined based on market salary levels, individual performance, and work experience84 - The Group distributes bonuses based on employee performance84 Events After Reporting Period Post-reporting period, Yuzhou Group completed a rights issue raising approximately HKD 92.2 million and implemented an offshore debt restructuring plan, resolving approximately USD 6.68 billion in debt to improve capital structure and liquidity - The rights issue has been completed, with 2,690,960,456 rights shares allotted and issued, raising net proceeds of approximately HKD 92.2 million for restructuring support agreement fees, creditor fees, and general working capital4285 - The offshore debt restructuring plan became effective on August 29, 2025, with approximately USD 6.68 billion of debt (together with related accrued interest) fully discharged and released in exchange for cash, new shares, and new notes4287 - After the restructuring effective date, a total of 5,645,000,000 new shares (representing approximately 37.9% of the total issued shares immediately after the allotment of new equity) were issued to scheme creditors42 - The terms of the short-term notes have been revised, including capitalization of accrued interest, the right to pay interest in kind, removal of mandatory redemption dates, and reduction of minimum principal amounts, to enhance the Group's financial stability after the restructuring effective date86 Other Information This section covers Yuzhou Group's other key information, including no interim dividend, no significant acquisitions or disposals, financial assistance to affiliates, public float, and corporate governance updates Interim Dividend The Board of Directors does not recommend the payment of 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, 202589 Significant Acquisitions and Disposals of Subsidiaries, Joint Ventures and Associates During the reporting period, the Company did not undertake any significant acquisitions or disposals - During the period, the Company did not undertake any significant acquisitions or disposals90 Financial Assistance to Affiliated Companies As of June 30, 2025, Yuzhou Group provided total financial assistance of RMB 8.18949 billion to affiliated companies, including advances and financing guarantees - Advances are unsecured, interest-free, and have no fixed repayment terms93 Total Financial Assistance to Affiliated Companies (As of June 30, 2025) | Item | Amount (RMB thousand) | | :--- | :--- | | Advances to Affiliated Companies | 6,966,534 | | Financing Guarantees to Affiliated Companies | 1,222,959 | | Total | 8,189,493 | Consolidated Financial Position of Affiliated Companies and the Group's Share of Equity (As of June 30, 2025) | Indicator | Consolidated Financial Position (RMB thousand) | Group's Share of Equity (RMB thousand) | | :--- | :--- | :--- | | Net Assets | 25,022,376 | 8,392,503 | Sufficient Public Float As of the announcement date, the Company has maintained a sufficient public float as required by the Listing Rules - The Company has maintained a sufficient public float as required by the Listing Rules94 No Material Changes There have been no material changes in the Company's business since the publication of its most recent annual report for the year ended December 31, 2024 - There have been no material changes in the Company's business since the publication of the 2024 annual report95 Purchase, Sale or Redemption of the Company's Listed Securities During the reporting period, neither the Company nor its subsidiaries purchased, sold, or redeemed any of the Company's listed securities, and no treasury shares were held - During the period, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities96 - As of the end of the reporting period, the Company held no treasury shares96 Standard Code for Securities Transactions by Directors The Company has adopted a code for directors' securities transactions no less stringent than the Listing Rules, and directors confirmed compliance during the period - The Company has adopted a stringent code for directors' securities transactions, and directors have confirmed compliance with its provisions throughout the period97 Corporate Governance Yuzhou Group adheres to the Corporate Governance Code, with the Chairman and CEO roles combined, a deviation from the code, but the Board ensures sufficient balance of power - The Group has consistently adopted, applied, and complied with the Corporate Governance Code in Appendix C1 of the Listing Rules98 - The roles of Chairman and Chief Executive Officer are combined and held by Ms. Kwok Ying Lan, which deviates from Code Provision C.2.199 - The Board believes that sufficient balance of power and safeguards are in place and will be regularly reviewed and monitored99 Share Option Scheme No share options were granted by the Company during the six months ended June 30, 2025 - No share options were granted by the Company during the six months ended June 30, 2025100 Share Award Scheme Under the Share Award Scheme, the Board may grant awarded shares to selected employees, with a total of 10,324,504 shares available for award as of June 30, 2025 - The Board may, at its discretion, select employees to participate in the Share Award Scheme and grant awarded shares101 - The maximum number of shares that may be awarded to a selected employee shall not exceed 1% of the Company's issued share capital from time to time103 Total Shares Under Share Award Scheme (As of June 30, 2025) | Indicator | Quantity | | :--- | :--- | | Total Shares Available for Award | 10,324,504 shares | | Percentage of Issued Shares | Approximately 0.16% | Review of Accounts The Company's Audit Committee reviewed the Group's accounting policies and the unaudited condensed consolidated interim financial statements for the six months ended June 30, 2025, with no disagreements with the Board - The Audit Committee has reviewed the Group's accounting policies and interim financial statements105 - There were no disagreements between the Board and the Audit Committee105 Publication of Results Announcement and Interim Report This announcement has been published on the Company's and HKEX websites, and the 2025 interim report will be dispatched to shareholders and published accordingly - This announcement has been published on the Company's website (http://yuzhou-group.com/) and the HKEX website (www.hkexnews.hk)[106](index=106&type=chunk) - The 2025 interim report will be dispatched to shareholders and published on the aforementioned websites at the appropriate time106 Outlook Yuzhou Group anticipates a bottoming-out and recovery in the H2 2025 real estate market, with continued supportive national policies, and will focus on sales, cash management, asset revitalization, and talent development - The real estate market is expected to bottom out and recover in H2 2025, with national policies continuing to be relaxed to stimulate demand107 - The Group will address industry challenges with three core principles: "Strategic Clarity, Innovative Breakthroughs, and Collective Progress"108 - The Group will continue to prioritize sales and cash management, promote marketing innovation, strictly manage cash flow, accelerate the revitalization of existing assets, optimize its talent management system, and enhance service quality108
禹洲集团(01628) - 2025 - 中期业绩