江苏宏信(02625) - 2025 - 中期财报

Company Information Board of Directors and Supervisors The company's Board of Directors comprises executive, non-executive, and independent non-executive directors, with established audit, nomination, and remuneration committees, and lists its Supervisory Board members - Board members include Mr. Gao Feng (Chairman), Mr. Yuan Yuan, Mr. Zhang Jia'an, Mr. Yao Jun, Ms. Shen Zhigen, Ms. Ni Jingjing, Mr. Wang Fei (Executive Directors); Ms. Wei Yan (Non-executive Director); Mr. Lin Jiade, Mr. Zheng Manjun, Mr. Zheng Yu, Mr. Zhu Bo (Independent Non-executive Directors)[6] - Supervisory Board members include Ms. Zhan Mingyu, Mr. Xia Zhonglin, and Ms. Zhu Aizhen[6] - The Audit Committee is chaired by Mr. Lin Jiade, the Nomination Committee by Mr. Zheng Manjun, and the Remuneration Committee by Mr. Zheng Yu[6] Company Secretary, Auditor, and Legal Advisors The company has appointed joint company secretaries, KPMG as auditor, and engaged Glory Capital Limited as compliance advisor, with DeHeng Law Offices (Hong Kong) LLP and Beijing Deheheng Law Firm as legal advisors - Joint Company Secretaries are Ms. Xu Chunling and Mr. Xu Hongqun[7] - The auditor is KPMG[7] - The compliance advisor is Glory Capital Limited, Hong Kong legal advisor is DeHeng Law Offices (Hong Kong) LLP, and PRC legal advisor is Beijing Deheheng Law Firm[8] Registered Office and Principal Places of Business The company's registered office and principal place of business in China are located in Shaobo Town Industrial Concentration Zone Logistics Park, Jiangdu District, Yangzhou City, Jiangsu Province, with its principal place of business in Hong Kong at 28/F, Hennessey Building, 5 Queen's Road Central - Registered office and principal place of business in China: Logistics Park, Shaobo Town Industrial Concentration Zone, Jiangdu District, Yangzhou City, Jiangsu Province, PRC[8] - Principal place of business in Hong Kong: 28/F, Hennessey Building, 5 Queen's Road Central, Hong Kong[8] H Share Registrar and Principal Bankers The H share registrar is Hong Kong Registrars Limited, and principal bankers include Agricultural Bank of China, Bank of China, China Construction Bank, Agricultural Development Bank of China, and Jiangsu Jiangdu Rural Commercial Bank - H Share Registrar: Hong Kong Registrars Limited[8] - Principal bankers: Agricultural Bank of China Yangzhou Jiangdu Sub-branch, Bank of China Jiangdu Sub-branch, China Construction Bank Corporation Jiangdu Sub-branch, Agricultural Development Bank of China Yangzhou Jiangdu District Sub-branch, and Jiangsu Jiangdu Rural Commercial Bank Co., Ltd[8][10] Company Website and Listing Information The company's website is www.hxsupermarket.cn, with stock code 2625 and listing date of March 31, 2025 - Company website: www.hxsupermarket.cn[10](index=10&type=chunk) - Stock code: 2625[10] - Listing date: March 31, 2025[10] Management Discussion and Analysis Business Review and Outlook The company, a grain and oil wholesaler, operates "Hongxinlong" brand supermarkets and convenience stores in central Jiangsu, with a central kitchen for meal supply, actively expanding omni-channel retail, smart unmanned stores, and logistics, while planning to increase market share, warehousing, and meal processing capacity, and enhancing its ERP system - The company's main businesses include grain and oil wholesale, operating "Hongxinlong" brand supermarkets and convenience stores, mall sales (fashion, cosmetics, home appliances, etc.), leasing, and central kitchen meal supply[11][12][13][14] - In the first half of 2025, the company's total revenue was RMB 771.3 million, a year-on-year increase of 16.2%, primarily from retail, wholesale, and meal supply[16] - Future strategies include expanding market share and retail store count, establishing new distribution centers to increase warehousing capacity, building new central kitchens to expand meal processing capacity, and enhancing ERP and infrastructure systems to improve operational efficiency[18] Market and Industry Overview China's retail sector accelerated its shift to omni-channel in 2023 amid economic recovery, with online retail growing, while chain supermarkets declined but small-to-medium formats showed resilience, and convenience stores saw strong growth, facing opportunities in a large consumer base and technology integration, but challenges from e-commerce and operating costs - China's economy recovered in 2023, with GDP growth of 5.2% and an increase in per capita disposable income, supporting consumer spending[17] - Retail formats accelerated their transformation to omni-channel strategies, with online retail accounting for 32.7% in 2023[17] China Retail Market Compound Annual Growth Rate (CAGR) | Market Type | 2017-2023 CAGR | 2024-2027 Estimated CAGR | | :------- | :--------------- | :------------------- | | China Chain Supermarkets | -1.28% | 1.43% | | Jiangsu Province Small-to-Medium Chain Supermarkets | 15.7% | 8.7% | | Yangzhou City Small-to-Medium Supermarkets | 14.6% | 4.7% | | National Convenience Stores | 14.3% | 9.0% | | Yangzhou Convenience Stores | 14.3% | 8.0% | - Key opportunities include China's vast consumer base, urbanization, increasing demand for quality and fresh goods, and technological integration (omni-channel)[20] - Major challenges include intense market competition (especially e-commerce), shifting consumer preferences, and managing operating costs such as labor and rent[20] Financial Review For the six months ended June 30, 2025, total revenue increased by 16.2% to RMB 771.3 million, driven by wholesale and retail bulk sales, but gross profit decreased by 6.7% to RMB 138.9 million, with gross margin falling to 18.0% due to rising grain and oil costs, declining high-end liquor sales, and increased promotions, resulting in a 26.6% decrease in profit for the period to RMB 13.5 million, mainly due to increased listing expenses Key Financial Indicators for H1 2025 | Indicator | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | Y-o-Y Change | | :--- | :----------------------- | :----------------------- | :------- | | Revenue | 771,288 | 663,625 | +16.2% | | Cost of Sales | (632,409) | (514,765) | +22.9% | | Gross Profit | 138,879 | 148,860 | -6.7% | | Gross Margin | 18.0% | 22.4% | -4.4 percentage points | | Profit for the Period | 13,516 | 18,421 | -26.6% | Revenue Total revenue increased by 16.2% year-on-year to RMB 771.3 million, with wholesale revenue up 24.1% to RMB 441.1 million due to market expansion, retail bulk sales surging 104.0% to RMB 33.9 million from group purchasing, and meal supply revenue soaring 409.8% to RMB 13.9 million as schools resumed catering bids, while operating lease rental income decreased by 12.9% to RMB 7.0 million Revenue Composition and Changes | Revenue Source | H1 2025 (RMB million) | H1 2024 (RMB million) | Y-o-Y Change | | :------- | :----------------------- | :----------------------- | :------- | | Total Revenue | 771.3 | 663.6 | +16.2% | | Wholesale Revenue | 441.1 | 355.5 | +24.1% | | Retail General Sales Revenue | 261.6 | 262.0 | Stable | | Retail Bulk Sales Revenue | 33.9 | 16.6 | +104.0% | | Meal Supply and Sales Revenue | 13.9 | 2.7 | +409.8% | | Operating Lease Rental Income | 7.0 | 8.0 | -12.9% | - Wholesale revenue growth was primarily due to the introduction of various brands and specifications of grain and oil, and the gradual expansion into the northern Jiangsu grain and oil wholesale market[21] - The increase in retail bulk sales revenue was mainly due to active expansion of group purchasing business with local enterprises and government agencies[21] - The increase in meal supply revenue was mainly due to some schools resuming catering tender processes in the second half of 2024[23] Cost of Sales For the six months ended June 30, 2025, cost of sales increased by 22.9% year-on-year to RMB 632.4 million, primarily due to higher wholesale and bulk sales costs in the retail business Cost of Sales | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | Y-o-Y Change | | :--- | :----------------------- | :----------------------- | :------- | | Cost of Sales | 632.4 | 514.8 | +22.9% | - The increase in cost of sales was primarily attributable to higher wholesale and bulk sales costs in the retail business[24] Gross Profit and Gross Margin Gross profit decreased by 6.7% year-on-year to RMB 138.9 million, with gross margin falling by 4.4 percentage points to 18.0%, mainly due to slight increases in grain and oil costs, lower gross margins for new grain and oil categories, decreased sales of high-end liquor (affected by alcohol ban), and increased promotional activities Gross Profit and Gross Margin | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | Y-o-Y Change | | :--- | :----------------------- | :----------------------- | :------- | | Gross Profit | 138.9 | 148.9 | -6.7% | | Gross Margin | 18.0% | 22.4% | -4.4 percentage points | - The decrease in gross margin was mainly due to a slight increase in grain and oil costs and lower gross margins for new grain and oil categories; a decline in high-end liquor sales volume due to the alcohol ban issued by the PRC central government; and a decrease in retail business gross margin due to holiday promotions and post-listing "promotion frenzy"[25] Other Income and Net Gains Other income increased to RMB 3.4 million, primarily due to higher service income and government grants, while net other gains decreased to RMB 0.4 million, mainly from lower net exchange gains Other Income and Net Gains | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | Y-o-Y Change | | :--- | :----------------------- | :----------------------- | :------- | | Other Income | 3.4 | 2.5 | +36.0% | | Net Other Gains | 0.4 | 1.0 | -60.0% | - The increase in other income was mainly due to higher service income from processing meals for two catering operators in Yangzhou and increased government grants[26] - The decrease in net other gains was mainly due to lower net exchange gains[27] Selling and Distribution Costs Selling and distribution costs decreased by 5.5% year-on-year to RMB 75.1 million, primarily due to reduced staff costs Selling and Distribution Costs | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | Y-o-Y Change | | :--- | :----------------------- | :----------------------- | :------- | | Selling and Distribution Costs | 75.1 | 79.5 | -5.5% | - The decrease in selling and distribution costs was mainly due to reduced staff costs[28] Administrative and Other Operating Expenses Administrative and other operating expenses increased by 7.1% year-on-year to RMB 32.7 million, primarily due to higher listing expenses, partially offset by reduced staff costs Administrative and Other Operating Expenses | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | Y-o-Y Change | | :--- | :----------------------- | :----------------------- | :------- | | Administrative and Other Operating Expenses | 32.7 | 30.5 | +7.1% | - The increase in administrative and other operating expenses was mainly due to higher listing expenses, partially offset by reduced staff costs[29] Impairment Loss on Trade and Other Receivables Impairment loss on financial assets decreased by RMB 1.5 million year-on-year to RMB 2.9 million, primarily due to a reduction in trade receivables Impairment Loss on Financial Assets | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | Y-o-Y Change | | :--- | :----------------------- | :----------------------- | :------- | | Impairment Loss | 2.9 | 4.3 | -1.5 | - The decrease in impairment loss was mainly due to a reduction in trade receivables compared to the same period last year[30] Net Finance Costs Net finance costs decreased by RMB 2.2 million year-on-year to RMB 9.2 million, primarily due to increased interest income from bank deposits and reduced interest expenses on lease liabilities Net Finance Costs | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | Y-o-Y Change | | :--- | :----------------------- | :----------------------- | :------- | | Net Finance Costs | 9.2 | 11.4 | -2.2 | - The decrease in net finance costs was mainly due to increased interest income from bank deposits and reduced interest expenses on lease liabilities[31] Income Tax Income tax expense increased year-on-year to RMB 9.3 million, primarily due to higher non-deductible listing expenses Income Tax Expense | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | Y-o-Y Change | | :--- | :----------------------- | :----------------------- | :------- | | Income Tax Expense | 9.3 | 8.3 | +1.0 | - The increase in income tax expense was mainly due to higher non-deductible listing expenses[32] Profit for the Period Profit for the period decreased by 26.6% year-on-year to RMB 13.5 million, primarily due to increased listing expenses Profit for the Period | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | Y-o-Y Change | | :--- | :----------------------- | :----------------------- | :------- | | Profit for the Period | 13.5 | 18.4 | -26.6% | - The decrease in profit for the period was mainly due to increased listing expenses[33] Non-IFRS Measures To provide a more comprehensive view of operational performance, the company presents adjusted net profit and adjusted net profit margin (non-IFRS measures), which add back listing expenses, with adjusted net profit at RMB 26.1 million and adjusted net profit margin at 3.4% for the six months ended June 30, 2025 - Non-IFRS measures (adjusted net profit and adjusted net profit margin) aim to provide a more comprehensive view of operating performance, especially when comparing periods and evaluating the overall operating and financial performance[35][36] - Listing expenses are added back as they are incurred solely due to the listing[36] Adjusted Net Profit and Net Profit Margin (Non-IFRS Measures) | Indicator | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Profit for the Period | 13,516 | 18,421 | | Adjusted for: Listing Expenses | 12,552 | 7,040 | | Adjusted Net Profit for the Period | 26,068 | 25,461 | | Adjusted Net Profit Margin | 3.4% | 3.8% | Financial Position As of June 30, 2025, shareholders' equity increased to RMB 662.5 million, driven by global offering and profit for the period, with a current ratio of approximately 1.41 indicating sound liquidity, a gearing ratio of approximately 86.0%, and a debt-to-asset ratio of approximately 59.7%, while capital expenditure for the period was RMB 71.3 million, mainly for property, plant, and equipment acquisition Key Financial Position Indicators | Indicator | June 30, 2025 (RMB million) | December 31, 2024 (RMB million) | | :--- | :----------------------- | :----------------------- | | Shareholders' Equity | 662.5 | 540.9 | | Cash and Cash Equivalents | 167.9 | 216.9 | | Total Current Assets | 1,212.3 | 1,056.6 | | Total Current Liabilities | 861.9 | 774.6 | | Current Ratio | 1.41 | 1.36 | | Gearing Ratio | 86.0% | 86.6% | | Debt-to-Asset Ratio | 59.7% | - | - The increase in shareholders' equity was mainly due to the global offering and profit for the reporting period[38] - For the six months ended June 30, 2025, net cash used in operating activities was approximately RMB 141.8 million (H1 2024: RMB 45.4 million)[39] - Capital expenditure amounted to RMB 71.3 million, mainly comprising the acquisition of property, plant and equipment, financial assets measured at fair value through other comprehensive income, and interests in associates[43] - The Group pledged land use rights with a net book value of RMB 27.6 million and buildings with a net book value of RMB 28.7 million as collateral for bank loans and other borrowings totaling RMB 376.8 million[44] - As of June 30, 2025, the company had no contingent liabilities, and controlling shareholders had not pledged any shares[45][46] Significant Acquisitions and Disposals of Subsidiaries, Associates, and Joint Ventures During the reporting period, the Group invested RMB 25.0 million in Haike Hongxin Digital Technology (Jiangsu) Co., Ltd. (18% stake) and HKD 20.0 million (approximately RMB 18.3 million) in Han Hong Holdings Limited (40% stake), with Haike classified as a financial asset measured at fair value through other comprehensive income and Han Hong as an associate accounted for using the equity method - Investment of RMB 25.0 million in Haike Hongxin Digital Technology (Jiangsu) Co., Ltd., holding an 18% equity interest, classified as a financial asset measured at fair value through other comprehensive income[48] - Investment of HKD 20.0 million (approximately RMB 18.3 million) in Han Hong Holdings Limited, holding a 40% equity interest, classified as an associate and accounted for using the equity method[48] - Haike is primarily engaged in providing IT-related information services, while Han Hong is mainly engaged in providing business consulting services[48] Future Plans for Material Investments and Capital Assets As of June 30, 2025, the company has no other material investment and capital asset plans beyond those disclosed in the "Future Plans and Use of Proceeds" section of the prospectus - As of June 30, 2025, the company had no plans for material investments and capital assets other than those disclosed in the "Future Plans and Use of Proceeds" section of the prospectus[50] Risks of Foreign Currency Exchange Rate Fluctuations The Group's assets, liabilities, and cash flows are primarily denominated in RMB, with some in HKD, and management believes RMB exchange rate fluctuations against foreign currencies have no material impact on its financial position or performance, with no hedging activities undertaken during the reporting period - The majority of the Group's assets, liabilities, and cash flows are denominated in RMB, with some assets denominated in HKD[51] - Management believes that changes in the RMB exchange rate against foreign currencies have no material impact on the Group's financial position and performance[51] - For the six months ended June 30, 2025, the Group did not undertake any hedging activities and has no intention to do so in the foreseeable future[51] Material Investments and Significant Events During the Reporting Period As of June 30, 2025, the Group had not made any material investments (5% or more of total assets) - As of June 30, 2025, the Group had not made any material investments (including any investment value in investee companies accounting for 5% or more of the Group's total assets as of June 30, 2025)[52] Events After the Reporting Period Except as disclosed in this report, no other material events affecting the Group occurred after the reporting period up to the latest practicable date - Except as disclosed in this report, no other material events affecting the Group occurred after June 30, 2025, and up to the latest practicable date[54] Employees and Remuneration Policy As of June 30, 2025, the company had 1,412 employees, with total employee benefits amounting to RMB 43.7 million, a year-on-year decrease, providing social insurance and housing provident fund contributions, basic salaries, and discretionary bonuses, despite past non-compliance in underpaying contributions without administrative action or penalties Number of Employees and Total Employee Benefits | Indicator | June 30, 2025 | June 30, 2024 | | :--- | :------------- | :------------- | | Total Employees | 1,412 people | - | | Total Employee Benefits | RMB 43.7 million | RMB 52.2 million | - Total employee benefits (including directors' emoluments) decreased year-on-year, mainly due to reduced staff costs[55] - The company contributes to five types of social insurance and housing provident fund for its employees in accordance with China's social insurance system[57] - The company had instances of non-compliance in failing to pay full social insurance and housing provident fund contributions for all employees, but has not been subject to administrative actions, fines, or penalties by government authorities[57] Recruitment Policy and Training The company primarily recruits employees through the open market, providing mandatory new employee induction training and regular customized training for management and frontline staff to enhance retention and cultivate managerial talent, with no significant labor disputes during the reporting period - The company generally recruits employees from the open market by publishing recruitment advertisements and continuously assesses human resource needs[58] - Mandatory training for new employees (company introduction and work procedures) and store manager training are provided, along with regular and tailored training for management and frontline staff to cultivate candidates for promotion[59] - During the reporting period and up to the latest practicable date, the company experienced no strikes or significant labor disputes, nor did it encounter any material difficulties in recruiting or retaining qualified employees[59] Corporate Governance and Other Information Corporate Governance The company has adopted and complied with all principles and applicable code provisions of the Corporate Governance Code in Appendix C1 of the Listing Rules since its listing date, committed to maintaining high standards of corporate governance - The company has adopted and complied with all principles and applicable code provisions of the Corporate Governance Code set out in Appendix C1 to the Listing Rules since its listing date[61] - The Board will continue to review corporate governance policies and compliance to maintain high standards of corporate governance[61] Material Legal Proceedings During the reporting period, no Group member companies were involved in any material litigation, arbitration, or claims, nor were there any pending or threatened material legal disputes to the directors' knowledge - During the reporting period, no member companies of the Group were involved in any material litigation, arbitration, or claims, and to the best knowledge of the directors, no member companies of the Group had any pending or threatened material litigation, arbitration, or claims[62] Audit Committee The Audit Committee, comprising four independent non-executive directors and one non-executive director, has reviewed and confirmed the unaudited interim condensed consolidated results for the six months ended June 30, 2025, deeming them compliant with relevant accounting standards, rules, and regulations - The Audit Committee comprises Mr. Lin Jiade (Chairman), Mr. Zheng Manjun, Mr. Zheng Yu, Mr. Zhu Bo (Independent Non-executive Directors), and Ms. Wei Yan (Non-executive Director)[63] - The Audit Committee has reviewed the unaudited interim condensed consolidated results for the six months ended June 30, 2025, and confirmed compliance with applicable accounting principles, standards, and requirements, with adequate disclosures made[63] Interim Dividend The Board of Directors recommends not to declare an interim dividend for the six months ended June 30, 2025 - The Board recommends not to declare an interim dividend for the six months ended June 30, 2025 (for the six months ended June 30, 2024: nil)[64] Compliance with Laws and Regulations Except for the "non-compliance" matters disclosed in the prospectus, the Group has complied in all material respects with relevant laws and regulations significantly affecting it during the reporting period - Except for those disclosed in the "Business - Non-compliance" section of the prospectus, the Group has complied in all material respects with relevant laws and regulations that have a significant impact on the Group during the reporting period[65] Central Kitchen Relocation Plan The company initially planned to relocate its Muyuan Central Kitchen due to defective land and property, but after receiving official confirmation from Shaobo Town People's Government around June 2025 that the land met planning requirements and assistance would be provided for land use conversion, the company decided to temporarily suspend the relocation and instead pursue the legalization of property rights for the defective property and related land - The company originally planned to relocate the Muyuan Central Kitchen because it was located on defective land and property for which land use rights certificates and property ownership certificates could not be obtained[66] - Around June 2025, the company received an official confirmation letter from the Shaobo Town People's Government, stating that the defective land met the village and town land planning requirements and was primarily used for vegetable processing and central kitchen purposes[68] - The Shaobo Town People's Government will assist the company in completing the procedures for converting agricultural land use, expected to be finalized by the end of December 2026, and confirmed that the company has not been subject to any penalties for land, property, construction, fire safety, or other related matters[68][69] - Given the confirmation letter and the path to legalizing property rights, the company has decided to temporarily suspend the central kitchen relocation plan and instead proceed with obtaining land use rights and property ownership for the defective property and related land[69] Gongnong Road Defective Property The defective portion of Gongnong Road property, lacking property ownership certificates, was primarily used for storage, but its storage activities were relocated to other validly certified areas within the same building before the listing date, rendering this defective portion idle - The defective portion of Gongnong Road property, approximately 2,500 square meters in area, lacked property ownership certificates due to temporary structures not obtaining necessary permits and acceptance procedures, and was primarily used for storage[70] - The relocation of storage functions from the defective portion of Gongnong Road property was completed before the listing date, and this area has become an idle property with no operational activities[70] Continuing Disclosure Obligations under Listing Rules Except as disclosed in this report, the company has no other continuing disclosure obligations under Rules 13.20, 13.21, and 13.22 of the Listing Rules - Except as disclosed in this report, the company has no other disclosure obligations under Rules 13.20, 13.21, and 13.22 of the Listing Rules[71] Purchase, Sale, or Redemption of the Company's Listed Securities From the listing date to the date of this report, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities, and as of June 30, 2025, the company held no treasury shares - From the listing date to the date of this report, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities[72] - As of June 30, 2025, the company held no treasury shares[72] Standard Code for Securities Transactions by Directors and Supervisors The company has adopted a standard code governing securities transactions by directors, supervisors, and relevant employees, and all directors and supervisors confirmed strict compliance, with no violations by relevant employees found during the reporting period - The company has adopted a standard code governing all dealings in the company's securities by directors, supervisors, and relevant employees[73] - All directors and supervisors have confirmed strict compliance with the required standards set out in the standard code from the listing date up to the latest practicable date[73] - During the period from the listing date to June 30, 2025, the company found no instances of non-compliance with the standard code by any relevant employees of the company[74] Global Offering and Use of Proceeds The company's H shares were listed on the Main Board of the Stock Exchange on March 31, 2025, through a global offering of 53,562,000 H shares at HKD 2.50 per share, yielding net proceeds of approximately HKD 89.04 million (after adjusting for actual listing expenses), of which approximately HKD 21.7 million has been utilized, primarily for opening new retail stores, store renovations, and purchasing shelves - The company's H shares were listed on the Main Board of the Stock Exchange on March 31, 2025, through a global offering of 53,562,000 H shares at an offer price of HKD 2.50 per H share[76] - The net proceeds from the global offering were approximately HKD 92.55 million, with actual listing expenses of approximately RMB 41.4 million (approximately HKD 44.9 million), resulting in actual net proceeds of approximately HKD 89.04 million[78] Details of Use of Net Proceeds from Global Offering (as of the date of this report) | Purpose | Estimated Allocation in Prospectus (approx. HKD million) | Revised Allocation (approx. HKD million) | Utilized (approx. HKD million) | Remaining Amount (approx. HKD million) | | :--- | :----------------------- | :----------------------- | :----------------------- | :----------------------- | | Opening new retail stores | 32.5 | 27.5 | 20.7 | 6.8 | | Store renovations | 9.7 | 8.2 | 8.2 | – | | Purchasing shelves | 9.4 | 7.9 | 5.2 | 2.7 | | Purchasing refrigeration facilities, lighting, air conditioning, CCTV surveillance systems, and POS systems | 8.8 | 7.5 | 3.4 | 4.1 | | Installing fire safety systems | 4.6 | 3.9 | 3.9 | – | | Establishing new distribution centers | 43.3 | 36.7 | – | 36.7 | | Establishing new central kitchens | 28.1 | 23.9 | – | 23.9 | | Enhancing ERP and infrastructure systems | 1.2 | 1.0 | 1.0 | – | | Total | 137.6 | 116.6 | 42.4 | 74.2 | Interests and Short Positions of Directors, Supervisors, and Chief Executive in Shares, Underlying Shares, and Debentures As of June 30, 2025, several directors, supervisors, and the chief executive held interests in the company's shares, with Mr. Gao Feng, Mr. Yuan Yuan, and Mr. Zhang Jia'an, along with their concert parties, collectively holding approximately 31.11% of the equity Interests of Directors, Supervisors, and Chief Executive in the Company | Name | Nature of Interest | Number of Shares | Approximate Percentage of Shareholding (%) | | :--- | :------- | :------- | :----------------- | | Mr. Gao Feng | Beneficial owner, interest in controlled corporation, interest of concert parties | 66,674,976 | 31.11 | | Mr. Yuan Yuan | Beneficial owner, interest of concert parties | 66,674,976 | 31.11 | | Mr. Zhang Jia'an | Beneficial owner, interest of concert parties | 66,674,976 | 31.11 | | Mr. Yao Jun | Beneficial owner | 500,000 | 0.23 | | Ms. Shen Zhigen | Beneficial owner | 600,000 | 0.28 | | Ms. Zhan Mingyu | Beneficial owner | 2,700,000 | 1.26 | | Mr. Xia Zhonglin | Beneficial owner | 550,000 | 0.26 | | Ms. Zhu Aizhen | Beneficial owner | 200,000 | 0.09 | - All disclosed interests are long positions[83] - The interests of Mr. Gao Feng, Mr. Yuan Yuan, and Mr. Zhang Jia'an include shares directly held by them and shares deemed to be owned due to their concert party relationship[83] Interests and Short Positions of Substantial Shareholders and Other Persons in Shares, Underlying Shares, and Debentures As of June 30, 2025, substantial shareholders and their associates, excluding directors, supervisors, and the chief executive, held interests in the company's shares, with Mr. Gao Feng, Ruichuanda Investment, and his spouse Ms. Leng Yuemei, Mr. Yuan Yuan and his spouse Ms. Gu Xia, and Mr. Zhang Jia'an and his spouse Ms. Wang Xia, all deemed to hold approximately 31.11% equity; Qiequan Fund and its associates held approximately 10.07% equity; Jiangdu Fund and its associates held approximately 7.65% equity; and Mr. Xu Shihe and his spouse Ms. Yu Qin held approximately 5.07% equity Interests of Substantial Shareholders and Other Persons in the Company | Shareholder Name/Name | Nature of Interest | Number of Shares | Approximate Percentage of Interest in the Company (%) | | :--- | :------- | :------- | :----------------- | | Mr. Gao Feng | Beneficial owner, interest in controlled corporation, interest of concert parties | 66,674,976 | 31.11 | | Ruichuanda Investment | Beneficial owner, interest of concert parties | 66,674,976 | 31.11 | | Ms. Leng Yuemei | Spouse's interest | 66,674,976 | 31.11 | | Mr. Yuan Yuan | Beneficial owner, interest of concert parties | 66,674,976 | 31.11 | | Ms. Gu Xia | Spouse's interest | 66,674,976 | 31.11 | | Mr. Zhang Jia'an | Beneficial owner, interest of concert parties | 66,674,976 | 31.11 | | Ms. Wang Xia | Spouse's interest | 66,674,976 | 31.11 | | Qiequan Fund | Beneficial owner | 21,558,441 | 10.07 | | Xingongxiao Fund | Interest in controlled corporation | 21,558,441 | 10.07 | | Jiangdu Fund | Beneficial owner | 16,393,442 | 7.65 | | Mr. Xu Shihe | Beneficial owner | 10,870,051 | 5.07 | | Ms. Yu Qin | Spouse's interest | 10,870,051 | 5.07 | - All disclosed interests are long positions, and both unlisted domestic shares and H shares are ordinary shares in the company's share capital[86][87] - Qiequan Fund, Xingongxiao Fund, Jiangdu Fund, and others are linked to multiple state-owned or local government-related entities through complex equity structures[89][90][91] Changes in Information of Directors, Supervisors, and Chief Executive of the Company During the reporting period, there were no changes in the information of the company's directors, supervisors, and chief executive required to be disclosed under the Listing Rules - During the reporting period, there were no changes in the information of the company's directors, supervisors, and chief executive required to be disclosed under Rules 13.51B(1) and 13.51B(2) of the Listing Rules[92] Changes in Constitutional Documents The company adopted its Articles of Association on March 12, 2025, effective from the listing date, with no changes during the reporting period - The company adopted its Articles of Association on March 12, 2025, which became effective from the listing date[93] - There were no changes to the Articles of Association during the reporting period[93] Consolidated Statement of Comprehensive Income and Other Comprehensive Income For the six months ended June 30, 2025, the company reported revenue of RMB 771.3 million and a profit for the period of RMB 13.5 million, a 26.6% year-on-year decrease, with basic and diluted earnings per share at RMB 0.07 and total comprehensive income for the period at RMB 14.4 million Summary of Consolidated Statement of Comprehensive Income and Other Comprehensive Income | Indicator | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Revenue | 771,288 | 663,625 | | Gross Profit | 138,879 | 148,860 | | Operating Profit | 32,049 | 38,085 | | Profit Before Tax | 22,844 | 26,709 | | Profit for the Period | 13,516 | 18,421 | | Profit Attributable to Equity Holders of the Company | 12,499 | 18,002 | | Basic and Diluted Earnings Per Share (RMB yuan) | 0.07 | 0.11 | | Total Comprehensive Income for the Period | 14,356 | 19,877 | Consolidated Statement of Financial Position As of June 30, 2025, the company's total assets less current liabilities amounted to RMB 781.6 million, with share capital increasing to RMB 214.2 million and total equity rising to RMB 662.5 million, while total current assets were RMB 1,212.3 million and total current liabilities were RMB 861.9 million Summary of Consolidated Statement of Financial Position | Indicator | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Non-current Assets | 431,093 | 399,108 | | Current Assets | 1,212,323 | 1,056,580 | | Current Liabilities | 861,864 | 774,555 | | Net Current Assets | 350,459 | 282,025 | | Total Assets Less Current Liabilities | 781,552 | 681,133 | | Non-current Liabilities | 119,096 | 140,223 | | Net Assets | 662,456 | 540,910 | | Share Capital | 214,247 | 160,685 | | Total Equity | 662,456 | 540,910 | Consolidated Statement of Changes in Equity For the six months ended June 30, 2025, the company's total equity increased from approximately RMB 540.9 million as of January 1, 2025, to approximately RMB 662.5 million, primarily due to profit for the period and shares issued from the initial public offering Summary of Consolidated Statement of Changes in Equity | Indicator | Balance as of January 1, 2025 (RMB thousand) | Balance as of June 30, 2025 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Share Capital | 160,685 | 214,247 | | Capital Reserve | 147,996 | 201,624 | | Statutory Reserve | 28,891 | 28,891 | | Fair Value Reserve (Non-transferable) | 20,072 | 20,876 | | Retained Profits | 166,145 | 178,644 | | Total Equity Attributable to Equity Holders of the Company | 523,789 | 644,282 | | Non-controlling Interests | 17,121 | 18,174 | | Total Equity | 540,910 | 662,456 | - The increase in total equity was mainly due to profit for the period and shares issued upon completion of the initial public offering[103] Condensed Consolidated Statement of Cash Flows For the six months ended June 30, 2025, net cash used in operating activities was RMB 141.8 million, net cash used in investing activities was RMB 69.4 million, and net cash from financing activities was RMB 162.6 million, primarily from bank loans and IPO proceeds, with cash and cash equivalents at period-end totaling RMB 167.9 million Summary of Condensed Consolidated Statement of Cash Flows | Indicator | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Net cash used in operating activities | (141,783) | (45,425) | | Net cash used in investing activities | (69,372) | (25,810) | | Net cash from/(used in) financing activities | 162,590 | (33,479) | | Net decrease in cash and cash equivalents | (48,565) | (104,714) | | Cash and cash equivalents at end of period | 167,902 | 131,673 | - Net cash from financing activities primarily came from proceeds from bank loans and other borrowings (RMB 363.1 million) and proceeds from the issuance of ordinary shares in the initial public offering (RMB 107.2 million)[105] Notes to the Unaudited Interim Financial Report 1 General Information Jiangsu Hongxin Supermarket Chain Co., Ltd. was established in China on October 19, 2005, restructured into a joint stock company on September 30, 2007, and its H shares were listed on the Hong Kong Stock Exchange Main Board on March 31, 2025, with the Group primarily engaged in grain and oil wholesale and operating "Hongxinlong" brand supermarkets and convenience stores - The company was established in China as a limited liability company on October 19, 2005, and restructured into a joint stock company on September 30, 2007[107] - The company's shares were listed on the Main Board of the Hong Kong Stock Exchange on March 31, 2025[107] - The Group is primarily engaged in grain and oil wholesale business and operates "Hongxinlong" brand supermarkets and convenience stores in central Jiangsu[107] 2 Basis of Preparation This interim financial report is prepared in accordance with the applicable disclosure requirements of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited and International Accounting Standard 34, adopting the same accounting policies as the 2024 annual financial statements, and is unaudited - This interim financial report has been prepared in accordance with the applicable disclosure requirements of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited and International Accounting Standard 34[108] - The interim financial report has been prepared in accordance with the same accounting policies adopted in the 2024 annual financial statements[108] - This interim financial report is unaudited[109] 3 Changes in Accounting Policies The Group has applied amendments to IAS 21, but these had no material impact on the interim report as no foreign currency non-exchangeable transactions were undertaken, and no other new standards or interpretations not yet effective were applied during this accounting period - The Group has applied the amendments to IAS 21, but these had no material impact on this interim report as no foreign currency transactions that are not exchangeable into another currency were undertaken[111] - The Group has not applied any new standards or interpretations that are not yet effective during this accounting period[112] 4 Revenue and Segment Reporting The Group's revenue primarily derives from goods sales (retail and wholesale), commission income, and meal supply, and as the chief operating decision-maker assesses the Group's performance as an integrated business, only one operating segment is presented, with no segment or geographical information provided Details of Revenue from Contracts with Customers | Revenue Source | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :------- | :----------------------- | :----------------------- | | Subtotal for sales of goods | 736,669 | 634,177 | | Subtotal for commission income | 13,758 | 18,710 | | Supply and sales of meals | 13,877 | 2,722 | | Other sources of income (operating lease rental income) | 6,984 | 8,016 | | Total Revenue | 771,288 | 663,625 | - The Group's revenue from contracts with customers is recognized at a point in time for the six months ended June 30, 2025, and 2024[114] - The Group has only one operating segment, and as the majority of its revenue and almost all non-current operating assets are located in China, no segment or geographical information is presented[115] 5 Other Income and Net Other Gains Other income, totaling RMB 3.4 million, primarily includes service income, government grants, and dividend income, while net other gains amounted to RMB 0.4 million, mainly from realized net gains on structured deposits and wealth management products and net exchange gains Other Income | Item | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Service income | 2,707 | 2,338 | | Government grants | 508 | 61 | | Dividend income | 165 | 79 | | Total | 3,380 | 2,478 | Net Other Gains | Item | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Net realized gains on structured deposits and wealth management products | 34 | 152 | | Net exchange gains | 210 | 970 | | Net loss on disposal of property, plant and equipment | (2) | (51) | | Others | 174 | (36) | | Total | 416 | 1,035 | 6 Profit Before Tax Profit before tax was RMB 22.8 million, with net finance costs of RMB 9.2 million primarily comprising interest expenses on bank loans and lease liabilities, and other major expenses including cost of inventories, depreciation, impairment losses, and listing expenses Net Finance Costs | Item | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Interest income from bank deposits | (1,728) | (929) | | Interest expense on bank loans and other borrowings | 9,083 | 9,591 | | Interest expense on lease liabilities | 1,850 | 2,714 | | Net Finance Costs | 9,205 | 11,376 | Other Major Expenses | Item | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Cost of inventories recognized as expense | 624,338 | 509,676 | | Depreciation expense (owned property, plant and equipment) | 26,552 | 21,575 | | Depreciation expense (right-of-use assets) | 15,266 | 13,961 | | Impairment loss on trade and other receivables | 2,873 | 4,335 | | Listing expenses | 12,552 | 7,040 | | Auditor's remuneration (other services) | 1,855 | 1,575 | 7 Income Tax Income tax expense in the consolidated statement of comprehensive income was RMB 9.3 million, primarily comprising current tax provision and deferred tax, with PRC income tax provisions determined by applicable corporate income tax rates and Hong Kong profits tax estimated at an annual effective rate of 16.5% Income Tax Expense | Item | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Current tax – provision for the period | 10,662 | 10,450 | | Deferred tax – origination and reversal of temporary differences | (1,334) | (2,162) | | Total | 9,328 | 8,288 | - PRC income tax provision is made based on the applicable corporate income tax rates determined by relevant PRC income tax rules and regulations for subsidiaries located in China[120] - Hong Kong profits tax provision is calculated at an estimated annual effective tax rate of 16.5% adopted for the six months ended June 30, 2025[120] 8 Earnings Per Share For the six months ended June 30, 2025, basic earnings per share were RMB 0.07, based on profit attributable to ordinary equity holders of RMB 12.5 million and a weighted average of 187.5 million ordinary shares outstanding, with diluted earnings per share being the same as basic earnings per share due to no potential dilutive ordinary shares Earnings Per Share | Indicator | H1 2025 | H1 2024 | | :--- | :----------- | :----------- | | Basic and Diluted Earnings Per Share (RMB yuan) | 0.07 | 0.11 | | Profit Attributable to Ordinary Equity Holders (RMB thousand) | 12,499 | 18,002 | | Weighted Average Number of Ordinary Shares in Issue (thousand shares) | 187,466 | 160,685 | - The company had no potential dilutive ordinary shares outstanding for the six months ended June 30, 2025, and 2024, thus diluted earnings per share were the same as basic earnings per share[122] 9 Inventories For the six months ended June 30, 2025, the decrease in the amount of inventories recognized (reversal of write-downs to net realizable value) was RMB 1.59 million, a significant increase compared to the same period last year Decrease in Inventory Amount | Indicator | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Decrease in inventory amount | 1,590 | 152 | 10 Trade and Bills Receivables As of June 30, 2025, total trade and bills receivables amounted to RMB 313.1 million, an increase from December 31, 2024, with all amounts expected to be recovered within one year, and the company endorsed bank acceptance bills to suppliers to settle payables, fully derecognizing them with limited perceived risk Trade and Bills Receivables | Item | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Trade receivables | 213,841 | 173,007 | | Bills receivable | 99,286 | 17,000 | | Total | 313,127 | 190,007 | Aging Analysis of Trade Receivables (Net of Loss Allowance) | Aging | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Within 3 months | 200,614 | 122,506 | | Over 3 months but within 6 months | 11,980 | 44,062 | | Over 6 months but within 9 months | 1,051 | 3,293 | | Over 9 months but within 12 months | 196 | 3,021 | | Over 12 months | – | 125 | - The Group endorsed certain bank acceptance bills to suppliers to settle equivalent trade and other payables on a full recourse basis and has fully derecognized them[126] - The Group considers the issuing banks of these bills to have good credit quality and that it is unlikely the issuing banks will fail to settle the bills at maturity, thus the risk is limited[126] 11 Prepayments, Deposits, and Other Receivables As of June 30, 2025, total prepayments, deposits, and other receivables amounted to RMB 408.2 million, an increase from December 31, 2024, with all amounts expected to be recovered or recognized as expenses within one year Prepayments, Deposits, and Other Receivables | Item | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Prepayments | 378,670 | 295,909 | | Recoverable VAT | 1,666 | 488 | | Other deposits and receivables | 30,067 | 23,824 | | Less: Loss allowance | (2,168) | (2,168) | | Total | 408,235 | 318,053 | - All prepayments, deposits, and other receivables are expected to be recovered or recognized as expenses within one year[127] 12 Restricted Deposits and Cash and Cash Equivalents As of June 30, 2025, restricted deposits amounted to RMB 6.1 million, primarily pledged letters of credit, while total cash and cash equivalents were RMB 167.9 million, mainly bank deposits, with outward remittances from mainland China subject to foreign exchange controls Restricted Deposits | Item | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Pledged letters of credit | 6,100 | 1,600 | Cash and Cash Equivalents | Item | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Bank deposits | 167,054 | 215,959 | | Cash on hand | 848 | 899 | | Total | 167,902 | 216,858 | - Outward remittances of funds from mainland China are subject to foreign exchange control regulations and rules[129] 13 Bank Loans and Other Borrowings As of June 30, 2025, total bank loans and other borrowings amounted to RMB 569.5 million, comprising RMB 528.0 million in short-term borrowings and RMB 41.5 million in long-term borrowings Bank Loans and Other Borrowings | Item | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Short-term bank loans and other borrowings | 527,463 | 409,265 | | Accrued interest (current) | 496 | 423 | | Long-term bank loans and other borrowings | 41,523 | 58,775 | | Accrued interest (non-current) | 24 | 54 | | Total | 569,506 | 468,517 | Maturity Profile of Interest-bearing Bank Loans and Other Borrowings | Maturity | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Within 1 year or on demand | 527,959 | 409,688 | | After 1 year but within 2 years | 37,397 | 48,787 | | After 2 years but within 5 years | 4,150 | 10,042 | | Total | 569,506 | 468,517 | 14 Trade and Bills Payables As of June 30, 2025, total trade and bills payables amounted to RMB 83.1 million, a decrease from December 31, 2024, with all amounts expected to be settled or repaid on demand within one year Trade and Bills Payables | Item | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Trade payables | 83,039 | 110,285 | | Bills payable | 100 | – | | Total | 83,139 | 110,285 | Aging Analysis of Trade and Bills Payables | Aging | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Within 3 months | 63,664 | 89,894 | | 3 to 12 months | 12,809 | 12,856 | | Over 12 months | 6,666 | 7,535 | | Total | 83,139 | 110,285 | 15 Other Payables and Accrued Expenses As of June 30, 2025, total other payables and accrued expenses amounted to RMB 99.2 million, an increase from December 31, 2024, primarily including staff-related costs, deposits received, and other taxes payable Other Payables and Accrued Expenses | Item | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Staff-related costs payable | 5,982 | 15,878 | | Deposits received | 14,054 | 12,423 | | Other taxes payable | 22,542 | 12,169 | | Others | 56,599 | 48,054 | | Total | 99,177 | 88,524 | - All other payables and accrued expenses are expected to be settled or repaid on demand within one year[132] 16 Capital, Reserves, and Dividends As of June 30, 2025, the company's share capital increased to RMB 214.2 million and capital reserve to RMB 201.6 million, primarily due to the issuance of H shares in the initial public offering, with no dividends paid or declared during the reporting period Changes in Share Capital and Capital Reserve | Item | Number of Ordinary Shares | Share Capital (RMB thousand) | Capital Reserve (RMB thousand) | Total (RMB thousand) | | :--- | :--------- | :---------------- | :---------------- | :---------------- | | As of December 31, 2024 | 160,684,910 | 160,685 | 147,996 | 308,681 | | Issuance of H shares through initial public offering | 53,562,000 | 53,562 | 53,628 | 107,190 | | As of June 30, 2025 | 214,246,910 | 214,247 | 201,624 | 415,871 | - On March 31, 2025, the company issued 53,562,000 new H shares with a par value of RMB 1.0 yuan each at a price of HKD 2.5 per share through the Hong Kong Public Offering and International Placing[133] - The company neither paid nor declared any dividends for the six months ended June 30, 2025, and 2024[134] 17 Commitments As of June 30, 2025, authorized and contracted commitments not provided for in the interim financial report amounted to RMB 15.8 million, a significant increase from December 31, 2024 Unfulfilled Commitments | Item | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Authorized and contracted | 15,786 | 1,453 | 18 Material Related Party Transactions As of June 30, 2025, certain bank loans and other borrowings granted to the Group (RMB 328.2 million) were guaranteed by controlling shareholder Mr. Gao Feng and his spouse Ms. Leng Yuemei, controlling shareholder Mr. Zhang Jia'an, and key management personnel Ms. Yin Qin Bank Loans and Other Borrowings Guaranteed by Related Parties | Item | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :----------------------- | :----------------------- | | Guarantees for bank loans and other borrowings granted | 328,186 | 327,040 | - Certain financings granted to the Group were guaranteed by controlling shareholder Mr. Gao Feng and his spouse Ms. Leng Yuemei, controlling shareholder Mr. Zhang Jia'an, and key management personnel Ms. Yin Qin[136] Definitions This section provides definitions for key terms and terminology used in the interim report to ensure readers have a clear understanding of the report's content