瑞和数智(03680) - 2025 - 中期财报

Company Information This section provides detailed information on DataMargin Technology Holdings Limited and its subsidiaries, including basic registration, board members, senior management, committee structures, auditors, legal advisors, registered office, principal place of business, share registrar, principal bankers, company website, and stock code - The company was incorporated in the Cayman Islands on December 6, 2018, primarily engaging in data solutions, integrated services for software and hardware, IT maintenance and support, and commodity trading[108] - The Board of Directors comprises executive, non-executive, and independent non-executive directors, with Mr. Xue Shouguang serving as both Chairman and CEO[6] - The company's stock code is 3680, and its website is www.datamargin.com[7](index=7&type=chunk) Financial Highlights During the reporting period, the Group's revenue decreased by 33.5% year-on-year due to strategic business adjustments, with significant reductions in data solutions, integrated services, and IT maintenance revenue; despite lower gross profit, net profit was achieved, turning losses into gains, driven by fair value gains on financial assets and cost-efficiency measures 2025 First Half Financial Highlights | Indicator | 2025 First Half (RMB Thousand) | 2024 First Half (RMB Thousand) | Year-on-Year Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 120,392 | 181,011 | -33.5% | | Gross Profit | 9,111 | 14,577 | -37.5% | | Net Profit/(Loss) | 41,098 | (38,635) | Turned profitable | | Basic Earnings/(Loss) Per Share | 6.28 cents | (5.48) cents | Turned profitable | - Revenue decline was primarily due to a 54.4% decrease in data solutions business revenue, a 39.1% decrease in integrated services revenue, and an 88.9% decrease in IT maintenance and support services revenue[8] - Key drivers for achieving net profit include a fair value gain of approximately RMB 63,015,000 from shares held in Tokyo Chuo Auction Holdings Limited, alongside aggressive cost-efficiency measures reducing R&D, administrative, financing, and selling expenses[9][10] Management Discussion and Analysis This section details the company's business performance, industry background, future strategy, and financial position for the first half of 2025, highlighting its continued focus on fintech, new market expansion, and optimized financial structure through cost control and equity financing, leading to a significant profit turnaround driven by investment gains and cost management Business Review In the first half of 2025, the Group strengthened its core competitiveness in data intelligence and marketing technology, benefiting from China's stable economic growth and digital economy, particularly policies promoting digital transformation in the financial sector, while actively exploring new business models and financing channels Industry Background Analysis In the first half of 2025, China's GDP grew by 5.3% year-on-year, with the digital economy and transformation driving growth, particularly in information transmission, software, and IT services which saw an 11.1% increase; financial regulators mandated banks to raise IT investment to over 3% of revenue, focusing on AI, big data, and blockchain to accelerate digital transformation - China's GDP grew by 5.3% year-on-year in the first half of 2025, with the information transmission, software, and IT services sector growing by 11.1%[11] - Financial regulators issued the "Implementation Guidelines for Digital Transformation in the Banking Industry," requiring commercial banks to increase technology investment to over 3% of operating revenue, focusing on core technologies like AI, big data, and blockchain[11] China Banking IT Solutions Market Size | Year | Market Size (RMB Billion) | Year-on-Year Growth Rate (%) | | :--- | :--- | :--- | | 2024 | 71.305 | 2.9% | | 2029 (Forecast) | 103.939 | 7.8% | - IDC predicts that by the end of 2025, 65% of financial institutions will leverage AI large model platforms/tools to enhance their digital intelligence capabilities[13] - China's big data industry is reshaping the digital economy landscape with an average annual growth rate of 20%, projected to exceed RMB 2.8 trillion by 2025 and RMB 6.5 trillion by 2030[15] Performance Review During the reporting period, the Group deepened its engagement with banking, securities, and manufacturing clients, securing multiple cooperation projects with major state-owned and commercial banks, thereby solidifying its market influence in data intelligence and marketing technology; concurrently, it actively expanded into new areas such as data assets and financial AI large models, while broadening financing channels through equity investments and share placements - The Group continued to sign cooperation projects with the head office and Shenzhen and Macau branches of a major state-owned bank, covering data warehouse application migration, credit corporate cards, basic platform upgrades, precision marketing, Xinchuang transformation, payroll systems, and operation and maintenance[17] - Awarded the "Model Development" project for a state-owned commercial bank in Southeast China, enhancing its operational decision-making accuracy, marketing management efficiency, and risk early warning timeliness, and also secured "Database" and "Business System Xinchuang Transformation" projects for the same bank[18] - Collaborated with Quanzhou Data Group Co., Ltd. to operate the "Quanxinrong Platform," exploring innovative cooperation models and leveraging big data analytics to provide convenient and efficient financial services to small and medium-sized enterprises in Quanzhou[21] - On April 25, 2025, acquired 15,000,000 ordinary shares (3%) of Tokyo Chuo Auction Holdings Limited for HKD 6.6 million, recognizing a fair value gain of approximately HKD 67.65 million, marking a step into diversified development[22] - Completed the placement of 130,000,000 shares on May 21, 2025, raising net proceeds of approximately HKD 38.6 million, with 80% used to repay borrowings and 20% for general working capital[25] Future Outlook The Group will continue to deepen its presence in the fintech sector, focusing on data intelligence and marketing technology, optimizing its client base, and expanding nationwide; concurrently, it will actively explore emerging areas such as digital assets, Web3.0, cryptocurrency assets, Xinchuang localization, and IT software/hardware integration, fostering a second growth curve through diversified cooperation and an "investment empowerment" strategy Continued Deepening in Data Intelligence and Marketing Technology The Group will continue to focus on the fintech sector, serving financial clients as its core, optimizing its client base, and actively expanding its national market footprint; by continuously upgrading product quality and solution service efficiency, it aims to enhance client satisfaction and market influence, and replicate its service model from financial institutions to broader industries, exploring niche markets within the financial sector - The future strategy involves continued deep cultivation in the fintech sector, with serving financial clients as the core, optimizing client base composition, and actively expanding the national market footprint[27] - The service model will be replicated from financial institutions to broader industries, promoting cross-industry technology transfer and opening up new growth opportunities[27] - The focus remains firmly on data intelligence and marketing technology, specializing and refining capabilities, leveraging end-to-end full-chain data advantages to provide mature, stable, and forward-looking product systems and service solutions[28] Actively Expanding Business Boundaries and Innovating Diversified Cooperation Models The Group will drive business expansion through diversified cooperation models such as industrial investment, joint operations, and business integration, extending service scenarios to government and enterprise digital transformation across all industries; concurrently, it will actively plan for Web3.0 and cryptocurrency assets, and intends to collaborate with domestic GPU hardware manufacturers to build integrated "hardware + software + industry solutions" capabilities, fostering cutting-edge technology applications in AI, blockchain, software-hardware integration, and digital asset trading - Actively exploring new strategic tracks, driving business expansion through diversified cooperation models such as industrial investment, joint operations, and business integration, to cultivate a second growth curve[30] - Actively planning for Web3.0 and cryptocurrency assets, with a key focus on accelerating the on-chain transformation of traditional financial services through digital asset investments and fostering on-chain financial resources[30] - Plans are in place to collaborate with domestic GPU hardware manufacturers to jointly build integrated "hardware + software + industry solutions" capabilities centered on domestic GPUs, establishing an innovation business unit to foster cutting-edge technology applications in AI, blockchain, software-hardware integration, and digital asset trading[31] - Deepening the "investment empowerment" model, integrating investment into a new growth paradigm, and achieving synergistic innovation and value enhancement through post-investment deep empowerment of enterprise development[31] Financial Review During the reporting period, the Group experienced a significant decline in revenue but achieved substantial net profit growth through stringent cost control and successful investment strategies; liquidity improved, and the debt-to-asset ratio significantly decreased, indicating an optimized financial structure, further supported by an equity placement for debt repayment and working capital Revenue During the reporting period, the Group's revenue was approximately RMB 120,392,000, a decrease of about 33.5% compared to the first half of 2024, primarily due to strategic adjustments in business composition, leading to significant declines in data solutions, integrated services, and IT maintenance service revenue Changes in Revenue Composition | Business Category | 2025 First Half (RMB Thousand) | 2024 First Half (RMB Thousand) | Change Amount (RMB Thousand) | Change Rate (%) | | :--- | :--- | :--- | :--- | :--- | | Data Solutions | 31,240 | 68,491 | (37,251) | -54.4% | | Integrated Services for Sale of Software and Hardware and Related Services | 28,592 | 46,968 | (18,376) | -39.1% | | IT Maintenance and Support Services | 426 | 3,832 | (3,406) | -88.9% | | Commodity Trading | 60,134 | 61,720 | (1,586) | -2.6% | | Total | 120,392 | 181,011 | (60,619) | -33.5% | Gross Profit and Gross Profit Margin During the reporting period, the Group's gross profit was approximately RMB 9,111,000, a decrease of about 37.5% compared to the first half of 2024; the gross profit margin was approximately 7.6%, down from 8.1% in the prior year, primarily due to a shift in revenue structure with an increased proportion of commodity trading Changes in Gross Profit and Gross Profit Margin | Indicator | 2025 First Half | 2024 First Half | Change Amount (RMB Thousand) | Change Rate (%) | | :--- | :--- | :--- | :--- | :--- | | Gross Profit (RMB Thousand) | 9,111 | 14,577 | (5,466) | -37.5% | | Gross Profit Margin | 7.6% | 8.1% | -0.5 percentage points | - | - The primary reason for the decline in gross profit and gross profit margin was the adjustment in revenue structure in the first half of 2025, with an increased proportion of commodity trading[34] Selling Expenses During the reporting period, selling expenses were approximately RMB 2,586,000, a decrease of about 53.2% compared to the first half of 2024, with the proportion of revenue falling from 3.1% to 2.1%, primarily due to the Group's effective reduction in selling expenses through organizational restructuring and optimized compensation incentive mechanisms Changes in Selling Expenses | Indicator | 2025 First Half (RMB Thousand) | 2024 First Half (RMB Thousand) | Change Amount (RMB Thousand) | Change Rate (%) | | :--- | :--- | :--- | :--- | :--- | | Selling Expenses | 2,586 | 5,528 | (2,942) | -53.2% | | As % of Revenue | 2.1% | 3.1% | -1.0 percentage points | - | - The primary reason for the reduction in selling expenses was the Group's adjustment of its organizational structure and optimization of compensation incentive mechanisms[36] Research and Development Expenses During the reporting period, R&D expenses were approximately RMB 7,385,000, a significant decrease of about 62% compared to the first half of 2024, with the proportion of revenue falling from 10.7% to 6.1%; this reduction is mainly attributed to the maturity of previously developed products, shifting the current focus to product promotion, application, and refinement Changes in Research and Development Expenses | Indicator | 2025 First Half (RMB Thousand) | 2024 First Half (RMB Thousand) | Change Amount (RMB Thousand) | Change Rate (%) | | :--- | :--- | :--- | :--- | :--- | | R&D Expenses | 7,385 | 19,449 | (12,064) | -62.0% | | As % of Revenue | 6.1% | 10.7% | -4.6 percentage points | - | - The primary reason for the reduction in R&D expenses is the increasing maturity of the Group's previously developed products, with the current focus shifting to product promotion and application, and continuous refinement during use[37] Administrative Expenses During the reporting period, administrative expenses were approximately RMB 20,983,000, a decrease of about 12.8% compared to the first half of 2024, primarily due to the optimization of the administrative management team, leading to an approximate 17.8% reduction in labor costs and a 63.2% decrease in office expenses Changes in Administrative Expenses | Indicator | 2025 First Half (RMB Thousand) | 2024 First Half (RMB Thousand) | Change Amount (RMB Thousand) | Change Rate (%) | | :--- | :--- | :--- | :--- | :--- | | Administrative Expenses | 20,983 | 24,053 | (3,070) | -12.8% | - The primary reasons for the decrease in administrative expenses were the optimization of the administrative management team, leading to an approximate 17.8% reduction in related labor costs, and a 63.2% decrease in office expenses[38] Income Tax Credit During the reporting period, income tax credit was approximately RMB 167,000, a decrease from RMB 473,000 in the first half of 2024, primarily due to a reduction in deferred income tax credit Changes in Income Tax Credit | Indicator | 2025 First Half (RMB Thousand) | 2024 First Half (RMB Thousand) | Change Amount (RMB Thousand) | | :--- | :--- | :--- | | Income Tax Credit | 167 | 473 | (306) | - The primary reason for the decrease in income tax credit was a reduction in deferred income tax credit during the reporting period[39] Profit for the Period During the reporting period, the Group achieved a net profit of approximately RMB 41,098,000, successfully reversing the net loss of approximately RMB 38,635,000 in the first half of 2024, primarily due to the recognition of fair value gains on financial assets and the implementation of cost-efficiency measures Changes in Profit/(Loss) for the Period | Indicator | 2025 First Half (RMB Thousand) | 2024 First Half (RMB Thousand) | Change Amount (RMB Thousand) | | :--- | :--- | :--- | | Net Profit/(Loss) | 41,098 | (38,635) | 79,733 | - Key reasons for achieving profit include the recognition of a fair value gain of approximately RMB 63,015,000 from shares in Tokyo Chuo Auction Holdings Limited, and reductions in R&D expenses, administrative expenses, financing costs, and selling expenses compared to the prior year[10][44] Profit for the Period Attributable to Owners of the Company During the reporting period, profit attributable to owners of the Company was approximately RMB 43,186,000, representing a significant turnaround from the loss of approximately RMB 36,040,000 in the first half of 2024, primarily due to the increase in net profit for the period Changes in Profit/(Loss) for the Period Attributable to Owners of the Company | Indicator | 2025 First Half (RMB Thousand) | 2024 First Half (RMB Thousand) | Change Amount (RMB Thousand) | | :--- | :--- | :--- | | Profit/(Loss) Attributable to Owners of the Company | 43,186 | (36,040) | 79,226 | - These changes were primarily due to the increase in net profit during the reporting period[40] Earnings Per Share During the reporting period, the company's basic and diluted earnings per share were approximately RMB 6.28 cents, successfully reversing the basic and diluted loss per share of approximately RMB 5.48 cents in the first half of 2024 Changes in Earnings/(Loss) Per Share | Indicator | 2025 First Half (RMB cents) | 2024 First Half (RMB cents) | | :--- | :--- | :--- | | Basic Earnings/(Loss) Per Share | 6.28 | (5.48) | | Diluted Earnings/(Loss) Per Share | 6.28 | (5.48) | Liquidity and Financial Resources During the reporting period, the Group's net cash outflow from operating activities decreased, net cash outflow from investing activities increased primarily due to share acquisition, while net cash inflow from financing activities significantly increased, mainly driven by proceeds from share issuance, substantially improving the company's liquidity position Changes in Cash Flow | Cash Flow Category | 2025 First Half (RMB Thousand) | 2024 First Half (RMB Thousand) | Change Amount (RMB Thousand) | | :--- | :--- | :--- | | Net cash from/(used in) operating activities | (30,650) | (32,104) | 1,454 | | Net cash from/(used in) investing activities | (6,796) | (5,308) | (1,488) | | Net cash from/(used in) financing activities | 47,079 | (7,228) | 54,307 | - Net cash used in operating activities decreased by approximately RMB 1,454,000, primarily due to reduced project procurement, staff costs, and other miscellaneous expenses[43] - Net cash used in investing activities increased by approximately RMB 1,488,000, mainly due to the acquisition of shares in Tokyo Chuo Auction Holdings Limited, resulting in a cash outflow of approximately RMB 6,197,000[46] - Net cash generated from financing activities increased by approximately RMB 54,307,000, primarily due to proceeds from share issuance of approximately RMB 36,086,000 during the reporting period[47] Capital Structure As of June 30, 2025, the Group's short-term bank borrowings were approximately RMB 42,960,000, and other borrowings were approximately RMB 84,489,000; the debt-to-asset ratio significantly decreased to approximately 110.9% (December 31, 2024: approximately 277.9%), primarily due to an increase in total equity of approximately RMB 74,753,000 during the reporting period, indicating a substantial improvement in capital structure Borrowing Status | Borrowing Category | June 30, 2025 (RMB Thousand) | | :--- | :--- | | Short-term Bank Borrowings | 42,960 | | Other Borrowings | 84,489 | - The Group had no debt securities or other contingent liabilities at the end of the reporting period, other than those disclosed in Note 24[49][50] Changes in Debt-to-Asset Ratio | Indicator | June 30, 2025 | December 31, 2024 | Change | | :--- | :--- | :--- | :--- | | Debt-to-Asset Ratio | 110.9% | 277.9% | Significant decrease | - The primary reason for the decrease in the debt-to-asset ratio was an increase in total equity of approximately RMB 74,753,000 during the reporting period compared to the beginning of the period[52] Pledge of Assets As of June 30, 2025, the Group's bank borrowings were secured by guarantees from independent third-party enterprises, pledged bank deposits, certain trade receivables, and personal guarantees from legal representatives of two subsidiaries; other borrowings were secured by certain shares in the company held by a major shareholder, a director, and a former director, as well as a personal guarantee from a former director - Bank borrowings were guaranteed by independent third-party enterprises for approximately RMB 6,500,000 (December 31, 2024: RMB 9,500,000)[58] - Pledged bank deposits amounted to approximately RMB 632,000 (December 31, 2024: approximately RMB 329,000)[58] - Trade receivables from certain customers, amounting to approximately RMB 21,978,000 (December 31, 2024: approximately RMB 22,501,000), were pledged as collateral[58] - Other borrowings were secured by certain shares in the company held by a major shareholder, a director, and a former director, as well as a personal guarantee from a former director[58] Significant Investments Held On April 25, 2025, the Group acquired 15,000,000 ordinary shares (3%) of Tokyo Chuo Auction Holdings Limited for HKD 6.6 million; as of June 30, 2025, the carrying amount of this investment, classified as financial assets at fair value through profit or loss, was approximately RMB 67.7 million - On April 25, 2025, the Company acquired 15,000,000 ordinary shares, representing 3% of Tokyo Chuo Auction Holdings Limited's issued ordinary shares, for a consideration of HKD 6.6 million[53] - As of June 30, 2025, the carrying amount of this investment, classified as financial assets at fair value through profit or loss, was approximately RMB 67.7 million[53] Capital Commitments As of June 30, 2025, the Group had no capital commitments - As of June 30, 2025, the Group had no capital commitments[54] Significant Investments, Acquisitions, and Disposals of Subsidiaries, Associates, and Joint Ventures During the reporting period, the Group held no significant investments in, nor made any other acquisitions or disposals of, subsidiaries, associates, or joint ventures - During the reporting period, the Group held no significant investments in, nor made any other acquisitions or disposals of, subsidiaries, associates, or joint ventures[55] Foreign Exchange Exposure The Group faces foreign currency risks as most business transactions, assets, and liabilities are denominated in the functional currency of each group entity; the Group implements effective management policies to closely monitor exchange rate fluctuations, regularly review foreign exchange risks, and will consider hedging significant foreign currency exposures when necessary - The Group faces certain foreign currency risks as most business transactions, assets, and liabilities are primarily denominated in the functional currency of each group entity[56] - The Group implements effective management policies to closely monitor foreign exchange rate fluctuations, regularly review foreign exchange risks, and will consider hedging significant foreign currency exposures when necessary[56] Future Major Investment or Capital Asset Plans The Group currently has no other major investment or capital asset plans - The Group currently has no other major investment or capital asset plans[57] Corporate Governance and Other Information This section discloses directors' and major shareholders' equity interests, remuneration policies, employee benefits, and share incentive schemes; it also reports on compliance with corporate governance codes and standard codes, changes in board members, interim dividend policy, public float, significant litigation, audit committee review, and post-reporting period events and interim report publication Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares, and Debentures of the Company or its Associated Corporations As of June 30, 2025, the Company's directors and chief executive held interests in the company's shares, with Mr. Xue Shouguang holding approximately 16.75% through controlled corporations and beneficial interests, Mr. Wu Xiaohua holding approximately 3.73% through controlled corporations, Dr. Wu Fushi beneficially holding approximately 1.45%, and Mr. Xue Xindi beneficially holding approximately 0.11% Directors' and Chief Executive's Shareholding Profile | Director/Chief Executive Name | Capacity/Nature of Interest | Number of Shares | Approximate % of Shareholding | Long/Short Position | | :--- | :--- | :--- | :--- | :--- | | Mr. Xue Shouguang | Interest in controlled corporation | 104,000,000 | 13.15 | Long Position | | | Beneficial interest | 28,495,000 | 3.60 | Long Position | | Mr. Xue Xindi | Beneficial interest | 846,000 | 0.11 | Long Position | | Mr. Wu Xiaohua | Interest in controlled corporation | 29,490,000 | 3.73 | Long Position | | Dr. Wu Fushi | Beneficial interest | 11,450,000 | 1.45 | Long Position | - Mr. Xue Shouguang, through his 100% equity interest in Baoshu Asia Holdings Limited, is deemed to have an interest in the 104,000,000 shares held by it[61] - Mr. Wu Xiaohua, through his 100% equity interest in Zhibao Holdings Limited, is deemed to have an interest in the 29,490,000 shares held by it[61] Substantial Shareholders' Interests and Short Positions in Shares and Underlying Shares As of June 30, 2025, the Company's substantial shareholders, including Baoshu Asia Holdings Limited, Ms. Chen Weiping (spouse of Mr. Xue Shouguang), Mr. Gu Yi and his controlled entities Mindas Touch Global Limited and Jiaying Management Limited, Hong Kong Hesheng Investment Co., Ltd., and Mr. Chen Zhenping and his spouse Ms. Wu Xinlan, held various forms of interests in the company's shares Substantial Shareholders' Shareholding Profile | Shareholder Name | Capacity/Nature of Interest | Number of Shares Interested | Percentage (%) | Long/Short Position | | :--- | :--- | :--- | :--- | :--- | | Baoshu Asia Holdings Limited | Beneficial interest | 104,000,000 | 13.15 | Long Position | | Ms. Chen Weiping | Spouse's interest | 132,495,000 | 16.75 | Long Position | | Mr. Gu Yi | Interest in controlled corporation | 70,003,840 | 8.85 | Long Position | | Jiaying Management Limited | Interest in controlled corporation | 70,003,840 | 8.85 | Long Position | | Mindas Touch Global Limited | Beneficial interest | 70,003,840 | 8.85 | Long Position | | Hong Kong Hesheng Investment Co., Ltd. | Share charge interest holder | 66,080,000 | 8.36 | Long Position | | Mr. Chen Zhenping | Beneficial interest | 42,980,000 | 5.43 | Long Position | | Ms. Wu Xinlan | Spouse's interest | 42,980,000 | 5.43 | Long Position | - Ms. Chen Weiping, spouse of Mr. Xue Shouguang, is deemed to have an interest in the 132,495,000 shares in which Mr. Xue Shouguang has an interest[66] - Mr. Gu Yi and Jiaying Management Limited hold interests in shares through Mindas Touch Global Limited[66] Remuneration Policy and Employee Benefits As of June 30, 2025, the Group employed 183 staff in mainland China and Hong Kong, offering competitive remuneration, retirement plans, and benefits, with discretionary bonuses based on performance; director and senior management remuneration packages are designed to retain and incentivize talent, linking compensation to company objective achievement, with no labor disputes or recruitment difficulties reported during the period - As of June 30, 2025, the Group had a total of 183 employees in mainland China and Hong Kong[65] - The Group provides comprehensive and competitive remuneration, retirement plans, and benefits to its employees, with discretionary bonuses based on employee performance[65] - The remuneration packages for directors and senior management are designed to retain and incentivize them, linking compensation to performance in achieving company objectives[65] - During the reporting period, the Group did not experience any serious issues with employees due to labor disputes or operational disruptions, nor did it encounter any difficulties in recruiting and retaining experienced staff[65] Share Incentive Schemes The Group has a Share Option Scheme and a Share Award Scheme designed to recognize and incentivize contributions from eligible participants, aiding in employee retention and recruitment; the Share Option Scheme has an authorized limit of 10% of total issued shares, while the Share Award Scheme is limited to 5% of total issued shares, both incorporating vesting periods and performance conditions to align incentives with company and individual performance Share Option Scheme The Share Option Scheme, adopted by shareholders on June 8, 2020, authorizes the Board to grant options to participants over ten years, with a limit of 10% of total issued shares (40,000,000 shares); as of June 30, 2025, 39,384,562 options were available for grant, with vesting periods and exercise prices determined by offer and performance conditions - The Share Option Scheme was adopted by shareholders on June 8, 2020, aiming to recognize and incentivize contributions from eligible participants, provide incentives, and assist the Group in retaining existing employees and recruiting additional staff[67] - The authorized limit of the Share Option Scheme shall not exceed 10% of the total issued shares as of June 8, 2020, which is 40,000,000 shares[68] Share Option Scheme Overview | Indicator | January 1, 2025 | June 30, 2025 | | :--- | :--- | :--- | | Number of Share Options Authorized for Grant | 39,370,621 | 39,384,562 | | Total Outstanding Share Options | 629,379 | 615,438 | - The vesting period for share options is from the grant date until the commencement of the exercise period, subject to the terms and conditions of the Share Option Scheme and/or the offer, and may include Group financial performance targets and individual key performance indicators[69] Share Award Scheme The Share Award Scheme, adopted by shareholders on June 8, 2020, authorizes the Board to grant restricted shares to participants over ten years, with a limit of 5% of total issued shares (20,000,000 shares); as of June 30, 2025, 13,289,099 restricted shares were available for grant, with vesting periods and performance conditions varying by grantee to incentivize employees - The Share Award Scheme was adopted by shareholders on June 8, 2020, empowering the Board to grant restricted shares to participants at any time during a ten-year period[73] - The limit of the Share Award Scheme shall not exceed 5% of the total issued shares as of June 8, 2020 (i.e., 20,000,000 shares)[74] Share Award Scheme Overview | Indicator | January 1, 2025 | June 30, 2025 | | :--- | :--- | :--- | | Number of Restricted Shares Authorized for Grant | 13,289,099 | 13,289,099 | | Total Unvested Restricted Shares | 213,725 | 40,348 | - The vesting period for restricted shares may vary among grantees, and vesting is subject to the terms and conditions of the Share Award Scheme and/or the grant, potentially including Group financial performance targets and individual key performance indicators[75] Purchase, Sale or Redemption of the Company's Listed Securities During the reporting period, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities; as of June 30, 2025, the Company held no treasury shares - During the reporting period, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[79] - As of June 30, 2025, the Company held no treasury shares[80] Use of Net Proceeds from Share Offer On May 21, 2025, the Company completed the placement of 130,000,000 shares, raising net proceeds of approximately HKD 38.6 million; 80% (approximately HKD 30.9 million) was allocated to repay Group borrowings, with HKD 29.6 million utilized, and the remaining 20% (approximately HKD 7.7 million) for general working capital, which has been fully utilized - On May 21, 2025, the Company completed the placement of 130,000,000 shares, raising net proceeds of approximately HKD 38.6 million[81] Use of Net Proceeds from Share Offer | Purpose | Allocation Ratio (%) | Allocated Amount (HKD Million) | Amount Utilized (HKD Million) | Unutilized Amount (HKD Million) | | :--- | :--- | :--- | :--- | :--- | | Repayment of Group Borrowings | 80% | 30.9 | 29.6 | 1.3 | | Replenishment of General Working Capital | 20% | 7.7 | 7.7 | – | | Total | 100% | 38.6 | 37.3 | 1.3 | Compliance with Corporate Governance Code The Company has adopted and complied with all code provisions of the Corporate Governance Code during the reporting period, except for the combined roles of Chairman and CEO held by Mr. Xue Shouguang, which the Board believes ensures consistent leadership and effective strategy implementation, and will be regularly reviewed; the Company previously failed to comply with Listing Rules due to insufficient independent non-executive directors but regained compliance upon Ms. Chu Jijun's appointment on March 14, 2025 - The Company has adopted the principles and code provisions of the Corporate Governance Code as set out in Appendix C1 to the Listing Rules[83] - Mr. Xue Shouguang serves as both the Chairman of the Board and Chief Executive Officer, a structure the Board believes ensures consistent leadership and the ability to effectively formulate and implement the Company's overall strategy[83] - The Company previously failed to comply with Listing Rules due to an insufficient number of independent non-executive directors and the absence of independent non-executive directors with the required qualifications, leading to the Audit Committee not meeting minimum membership and composition requirements[85] - Following the appointment of Ms. Chu Jijun as an independent non-executive director and a member of the Audit Committee on March 14, 2025, the Company has regained compliance with the relevant Listing Rules[86] Compliance with Model Code The Company has adopted the Model Code as the code of conduct for directors' dealings in company securities, with all directors confirming compliance during the reporting period; the Model Code is also applied to relevant employees who may possess inside information, with no breaches identified during the period - The Company has adopted the Model Code as the code of conduct for directors' dealings in the Company's securities, and all directors confirmed compliance with the Model Code throughout the reporting period[87] - The Company has also adopted the Model Code as the standard for relevant employees who may possess inside information regarding the Company and/or its securities to deal in the Company's securities, and no breaches of the Model Code by any employee were identified during the reporting period[87] Board of Directors The Company's Board of Directors is responsible for overseeing the Group's business, strategic decisions, and performance, ensuring objective decision-making in the Company's best interests; as of the interim report date, the Board comprises three executive directors, three non-executive directors, and four independent non-executive directors - The Company is led by an effective Board of Directors responsible for overseeing the Group's business, strategic decisions, and performance, making objective decisions in the Company's best interests[88] - As of the date of this interim report, the Board of Directors includes three executive directors: Mr. Xue Shouguang, Mr. Sun Dexin, and Mr. Xue Xindi; three non-executive directors: Dr. Wu Fushi, Mr. Wu Xiaohua, and Mr. Fei Xiang; and four independent non-executive directors: Dr. Tian Yu, Mr. Wei Junheng, Ms. Chu Jijun, and Mr. Yang Huan[88] Interim Dividend The Board of Directors does not recommend the payment of an interim dividend for the reporting period (first half of 2024: nil) - The Board of Directors does not recommend the payment of an interim dividend for the reporting period (first half of 2024: nil)[89] Sufficient Public Float Based on publicly available information, the Company has maintained a sufficient public float of its issued shares as required by the Listing Rules (i.e., at least 25% of the issued shares held by the public) - The Company has maintained a sufficient public float of its issued shares as required by the Listing Rules (i.e., at least 25% of the issued shares held by the public)[90] Significant Litigation During the reporting period, the Company was not involved in any significant litigation or arbitration, and the directors were unaware of any pending or threatened significant litigation or claims against the Company - During the reporting period, the Company was not involved in any significant litigation or arbitration, and the directors were unaware of any pending or threatened significant litigation or claims against the Company during the reporting period[91] Audit Committee and Review of Financial Information The Audit Committee has reviewed the Group's unaudited interim condensed consolidated financial information for the reporting period, discussing accounting policies and internal controls with senior management, and confirmed that the unaudited interim condensed consolidated financial statements were prepared in accordance with applicable accounting standards and fairly presented the financial position and results - The Audit Committee has reviewed the Group's unaudited interim condensed consolidated financial information for the reporting period and discussed matters concerning the accounting policies and practices adopted by the Company and internal controls with members of senior management[92] - The Audit Committee is satisfied that the Group's unaudited interim condensed consolidated financial statements were prepared in accordance with applicable accounting standards and fairly presented the Group's financial position and results for the reporting period[92] - The Group's interim condensed consolidated financial information for the reporting period has not been audited by the Company's auditors[93] Disclosure of Changes in Directors' Information During the reporting period, the Company's Board of Directors underwent several changes, including the resignations of Mr. Chen Zhenping, Mr. Yang Haifeng, and Dr. Jin Yong; Mr. Fei Xiang's re-designation as a non-executive director; the appointments of Mr. Sun Dexin and Mr. Xue Xindi as executive directors; and the appointments of Mr. Wei Junheng, Ms. Chu Jijun, and Mr. Yang Huan as independent non-executive directors, with adjustments to Dr. Tian Yu's committee roles - Mr. Chen Zhenping, Mr. Yang Haifeng, Dr. Jin Yong, and Ms. Zhao Yiqing resigned from their directorships[95] - Mr. Fei Xiang was re-designated from an executive director to a non-executive director[95] - Mr. Sun Dexin and Mr. Xue Xindi were appointed as executive directors[95] - Mr. Wei Junheng, Ms. Chu Jijun, and Mr. Yang Huan were appointed as independent non-executive directors, serving on the Audit Committee, Remuneration Committee, and Nomination Committee[95] Compliance with Relevant Laws and Regulations Except for disclosures in the "Compliance with Corporate Governance Code" section, the Group found no significant non-compliance with any relevant laws and regulations that would materially affect its business and operations during the reporting period - Except for what is disclosed in the "Compliance with Corporate Governance Code" section, the Group found no significant non-compliance with any relevant laws and regulations that would materially affect its business and operations during the reporting period[96] Events After the Reporting Period No other significant events affecting the Group occurred from the end of the reporting period up to the date of this interim report - No other significant events that could affect the Group occurred from the end of the reporting period up to the date of this interim report[97] Publication of Interim Report The Company's interim report for the reporting period, containing all information required by the Listing Rules, has been published on the HKEXnews website (www.hkexnews.hk) and the Company's website (www.datamargin.com) - The Company's interim report for the reporting period, containing all information required by the Listing Rules, has been published on the HKEXnews website (www.hkexnews.hk) and the Company's website (www.datamargin.com)[98](index=98&type=chunk) Interim Condensed Consolidated Statement of Comprehensive Income This statement presents the Group's consolidated comprehensive income for the six months ended June 30, 2025, showing a net profit of RMB 41,098 thousand, a significant turnaround from the net loss of RMB 38,635 thousand in the prior year, primarily driven by fair value gains on financial assets at fair value through profit or loss Summary of Interim Condensed Consolidated Statement of Comprehensive Income | Indicator | 2025 First Half (RMB Thousand) | 2024 First Half (RMB Thousand) | | :--- | :--- | :--- | | Revenue | 120,392 | 181,011 | | Cost of sales | (111,281) | (166,434) | | Gross profit | 9,111 | 14,577 | | Operating loss | (18,170) | (32,320) | | Fair value gain on financial assets at fair value through profit or loss | 63,015 | – | | Profit/(Loss) for the period | 41,098 | (38,635) | | Profit/(Loss) for the period attributable to owners of the Company | 43,186 | (36,040) | | Basic earnings/(loss) per share (RMB cents) | 6.28 | (5.48) | - During the reporting period, the fair value gain on financial assets at fair value through profit or loss was RMB 63,015 thousand, a significant factor in achieving profit for the period[99] - Operating loss narrowed from RMB 32,320 thousand to RMB 18,170 thousand, indicating effective cost control measures[99] Interim Condensed Consolidated Statement of Financial Position This statement presents the Group's consolidated financial position as of June 30, 2025, showing total assets increased to RMB 343,872 thousand, and total equity significantly rose to RMB 117,634 thousand, primarily due to increased share capital and reduced accumulated losses, with an improved net current liabilities position indicating a healthier financial structure Summary of Interim Condensed Consolidated Statement of Financial Position | Indicator | June 30, 2025 (RMB Thousand) | December 31, 2024 (RMB Thousand) | | :--- | :--- | :--- | | Total assets | 343,872 | 298,852 | | Non-current assets | 163,982 | 105,900 | | Current assets | 179,890 | 192,952 | | Total equity | 117,634 | 42,881 | | Total liabilities | 226,238 | 255,971 | | Net current liabilities | (45,765) | (50,851) | - Non-current assets significantly increased, primarily due to the addition of financial assets at fair value through profit or loss of RMB 67,700 thousand[101] - Total equity significantly increased by approximately RMB 74,753 thousand, primarily due to an increase in share capital and a reduction in accumulated losses[101] - Net current liabilities decreased from RMB 50,851 thousand to RMB 45,765 thousand, indicating improved liquidity[102] Interim Condensed Consolidated Statement of Changes in Equity This statement presents the Group's consolidated equity changes for the six months ended June 30, 2025, showing equity attributable to owners of the Company increased from RMB 20,459 thousand at the beginning of the period to RMB 97,300 thousand at the end, primarily driven by profit for the period and new share issuance Summary of Interim Condensed Consolidated Statement of Changes in Equity | Equity Item | Balance at January 1, 2025 (RMB Thousand) | Profit/(Loss) for the period (RMB Thousand) | Exchange differences (RMB Thousand) | Issue of new shares (RMB Thousand) | Share-based payments (RMB Thousand) | Balance at June 30, 2025 (RMB Thousand) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Subtotal of equity attributable to owners of the Company | 20,459 | 43,186 | (1,827) | 35,641 | (159) | 97,300 | | Non-controlling interests | 22,422 | (2,088) | – | – | – | 20,334 | | Total equity | 42,881 | 41,098 | (1,827) | 35,641 | (159) | 117,634 | - Profit for the period attributable to owners of the Company was RMB 43,186 thousand, significantly improving the equity position[105] - The issuance of new shares resulted in an equity increase of RMB 35,641 thousand, further strengthening the capital base[105] Interim Condensed Consolidated Statement of Cash Flows This statement presents the Group's consolidated cash flows for the six months ended June 30, 2025, showing a decrease in net cash outflow from operating activities, an increase in net cash outflow from investing activities, and a significant increase in net cash inflow from financing activities, leading to a substantial increase in cash and cash equivalents at period-end and improved liquidity Summary of Interim Condensed Consolidated Statement of Cash Flows | Cash Flow Category | 2025 First Half (RMB Thousand) | 2024 First Half (RMB Thousand) | | :--- | :--- | :--- | | Net cash used in operating activities | (30,650) | (32,104) | | Net cash used in investing activities | (6,796) | (5,308) | | Net cash from/(used in) financing activities | 47,079 | (7,228) | | Net increase/(decrease) in cash and cash equivalents | 9,633 | (44,640) | | Cash and cash equivalents at end of period | 25,723 | 70,232 | - Net cash generated from financing activities significantly increased, primarily due to proceeds from share issuance of RMB 36,086 thousand[107] - Cash and cash equivalents at the end of the period increased from RMB 16,399 thousand at the beginning of the period to RMB 25,723 thousand, indicating improved liquidity[107] Notes to the Interim Condensed Consolidated Financial Statements This section provides detailed notes to the interim condensed consolidated financial statements, covering company information, basis of preparation, application of accounting standards, estimates, financial risk management, revenue and segment information, specific analyses of expenses, assets, and liabilities, as well as related party transactions, dividends, and contingent liabilities, offering essential context and details for understanding the financial statements General Information DataMargin Technology Holdings Limited, incorporated in the Cayman Islands on December 6, 2018, is an investment holding company; the Group primarily provides data solutions, integrated services for software and hardware, IT maintenance and support, and commodity trading, with interim condensed consolidated financial information presented in RMB, rounded to the nearest thousand - The Company was incorporated in the Cayman Islands on December 6, 2018, as an investment holding company[108] - The Group is engaged in providing data solutions, integrated services for the sale of software and hardware and related services, IT maintenance and support services, and commodity trading[108] - The interim condensed consolidated financial information is presented in RMB, with all values rounded to the nearest thousand[109] Basis of Preparation The interim condensed financial information for the six months ended June 30, 2025, has been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting" and should be read in conjunction with the financial statements for the year ended December 31, 2024 - The interim condensed financial information has been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting"[110] - This interim condensed consolidated financial information should be read in conjunction with the financial statements for the year ended December 31, 2024, prepared in accordance with International Financial Reporting Standards[110] Application of New and Revised International Financial Reporting Standards During the period, the Group adopted all new and revised International Financial Reporting Standards issued by the IASB effective for the accounting year beginning January 1, 2025; the adoption of these new standards did not result in any significant impact on the Group's accounting policies, presentation of financial information, or reported amounts - The Group adopted all new and revised International Financial Reporting Standards issued by the International Accounting Standards Board that are relevant to its operations and effective for the accounting year beginning January 1, 2025[111] - The adoption of these new and revised International Financial Reporting Standards did not result in any significant impact on the Group's accounting policies, the presentation of the Group's interim condensed consolidated financial information, or the amounts reported for the current and prior periods[111] Estimates The preparation of interim condensed consolidated financial information requires management to make judgments, estimates, and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income, and expenses, with actual results potentially differing from these estimates; the significant judgments and key sources of estimation uncertainty made by management in preparing the interim condensed consolidated financial information are consistent with those applied in the financial statements for the year ended December 31, 2024 - The preparation of interim condensed consolidated financial information requires management to make judgments, estimates, and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income, and expenses[112] - The significant judgments made by management in applying the Group's accounting policies and the key sources of estimation uncertainty in preparing the interim condensed consolidated financial information are consistent with those applied in the financial statements for the year ended December 31, 2024[112] Financial Risk Management The Group is exposed to market risks (including foreign exchange and cash flow interest rate risks), credit risk, and liquidity risk; the Group's risk management approach aims to minimize the potential adverse impact of these risks on financial performance, with risk management policies remaining unchanged since the year ended December 31, 2024, and detailed management of credit and liquidity risks Financial Risk Factors The Group's operations expose it to various financial risks, including market risks (foreign exchange and cash flow interest rate risks), credit risk, and liquidity risk; the overall risk management approach focuses on the unpredictability of financial markets and aims to minimize potential adverse effects on the Group's financial performance, with risk management policies remaining unchanged since the year ended December 31, 2024 - The Group's operations expose it to various financial risks, including market risks (comprising foreign exchange risk and cash flow interest rate risk), credit risk, and liquidity risk[113] - The Group's overall risk management approach focuses on the unpredictability of financial markets and aims to minimize their potential adverse effects on the Group's financial performance[113] - There have been no changes in risk management policies since the year ended December 31, 2024[114] Credit Risk The Group's credit risk primarily arises from bank cash, pledged and restricted bank deposits, trade receivables, contract assets, and other receivables; to manage these risks, the Group only transacts with reputable financial institutions, conducts ongoing credit assessments of counterparties, establishes policies to ensure appropriate credit terms, and estimates expected credit losses considering past default experience and future prospects - The Group's credit risk primarily arises from bank cash, pledged and restricted bank deposits, trade receivables, contract assets, and other receivables[115] - To manage bank cash and deposit risks, the Group only transacts with state-owned or reputable financial institutions within China and reputable international financial institutions outside China[115] - To manage trade receivables and contract asset risks, the Group has established policies to ensure credit terms are entered into with counterparties having appropriate credit records and that management conducts ongoing credit assessments of counterparties[115] - For other receivables, the Group considers past default experience, future industry prospects, and/or external actual and forecast economic data when estimating the probability of default and loss given default[116] Liquidity Risk Liquidity risk refers to the risk of encountering difficulties in meeting financial liabilities; the Group's management, responsible for financial functions, aims to maintain funding flexibility through retaining sufficient cash and committed bank facilities, thereby prudently managing liquidity risk - Liquidity risk refers to the risk that an enterprise will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset[117] - The Group's management, responsible for financial functions, aims to maintain funding flexibility by retaining sufficient cash and committed bank facilities[117] Fair Value Measurement The carrying amounts of the Group's financial assets and liabilities approximate their fair values; fair value measurements are categorized into a three-level hierarchy: Level 1 (quoted prices in active markets), Level 2 (observable inputs), and Level 3 (unobservable inputs); as of June 30, 2025, financial assets at fair value through profit or loss (Hong Kong listed equity securities) amounted to RMB 67,700 thousand, classified as Level 1, while financial assets at fair value through other comprehensive income were RMB 1,950 thousand, classified as Level 3 - The carrying amounts of the Group's financial assets and financial liabilities approximate their respective fair values[118] - Fair value measurements use a three-level hierarchy: Level 1 (quoted prices in active markets), Level 2 (observable inputs), and Level 3 (unobservable inputs)[118] Fair Value Hierarchy Disclosure (June 30, 2025) | Description | Level 1 (RMB Thousand) | Level 2 (RMB Thousand) | Level 3 (RMB Thousand) | Total (RMB Thousand) | | :--- | :--- | :--- | :--- | :--- | | Financial assets at fair value through other comprehensive income | – | – | 1,950 | 1,950 | | Financial assets at fair value through profit or loss | 67,700 | – | – | 67,700 | | Total | 67,700 | – | 1,950 | 69,650 | - For the six months ended June 30, 2025 and 2024, there were no transfers between Level 1 and Level 2, nor any transfers into or out of Level 3 for financial instruments[120] - Level 3 fair value measurements typically involve external valuation experts with recognized professional qualifications and recent experience, with the Chief Financial Officer reporting directly to the Board of Directors[122] Revenue and Segment Information The Group's revenue primarily derives from integrated data technology services (including data solutions, integrated software/hardware services, and IT maintenance/support) and commodity trading; for the reporting period, total revenue was RMB 120,392 thousand, with integrated data technology services contributing RMB 60,258 thousand and commodity trading RMB 60,134 thousand, all generated from mainland China Summary of Revenue and Segment Information | Revenue Category | 2025 First Half (RMB Thousand) | 2024 First Half (RMB Thousand) | | :--- | :--- | :--- | | Integrated data technology services | 60,258 | 119,291 | | - Data solutions | 31,240 | 68,491 | | - Integrated services for sale of software and hardware and related services | 28,592 | 46,968 | | - IT maintenance and support services | 426 | 3,832 | | Commodity trading | 60,134 | 61,720 | | Total revenue | 120,392 | 181,011 | - In terms of revenue recognition timing, revenue recognized at a point in time was RMB 88,726 thousand, and revenue recognized over time was RMB 31,666 thousand[125] - All of the Group's revenue and non-current assets are primarily located in mainland China[129] - Segment profit or loss excludes share of profits of associates, finance income, corporate administrative expenses, and income tax expenses generated by the Company[126] Other Income and Other Net Gains During the reporting period, the Group's other income primarily consisted of government grants, approximately RMB 237 thousand, a significant decrease from RMB 2,890 thousand in the prior year; other net gains amounted to RMB 309 thousand, mainly including net gains from disposal of property and equipment and other gains Summary of Other Income and Other Net Gains | Item | 2025 First Half (RMB Thousand) | 2024 First Half (RMB Thousand) | | :--- | :--- | :--- | | Government grants | 237 | 2,890 | | Net gain on disposal of property and equipment | 16 | – | | Loss on write-off of property, plant and equipment | (8) | (18) | | Gain on lease termination | – | 818 | | Others | 301 | (157) | | Other net gains | 309 | 643 | - Government grants primarily relate to unconditional government grants received by the Group from relevant government authorities, aimed at encouraging enterprises to engage in R&D activities and refunding "Value-Added Tax" under the "collect-and-refund VAT" policy[131] Profit/(Loss) Before Income Tax The Group's profit/(loss) before income tax is net of various expenses and gains; during the reporting period, employee benefit expenses, amortization of intangible assets, and depreciation all decreased, while a fair value gain of RMB 63,015 thousand on financial assets at fair value through profit or loss was recognized, along with a reversal of expected credit losses for trade receivables, contract assets, and other receivables Components of Profit/(Loss) Before Income Tax | Item | 2025 First Half (RMB Th