金涌投资(01328) - 2025 - 中期财报

Summary This section provides a concise overview of the Group's financial performance for the six months ended June 30, 2025, highlighting key revenue, profit, and investment changes - For the six months ended June 30, 2025, total Investment Management (IM) service revenue was approximately HKD 11.642 million, an increase of approximately HKD 0.4 million compared to the same period last year[5] - Net fair value gain on direct investments under the SDI segment significantly increased to approximately HKD 23.538 million, compared to a loss of approximately HKD 0.993 million in the prior year period[5] - Profit attributable to owners of the Company decreased to approximately HKD 29.341 million, primarily due to the absence of a one-off loan interest income of approximately HKD 17.406 million in the prior year period, and the net effect of reduced net fair value gains on strategic investments and increased total expenses[5] Key Financial Indicators for H1 2025 (HKD) | Indicator | H1 2025 (HKD thousands) | H1 2024 (HKD thousands) | Change (HKD thousands) | Change Percentage | | :--- | :--- | :--- | :--- | :--- | | IM Service Revenue | 11,642 | 11,242 | +400 | 3.6% | | SDI Direct Investment Net Fair Value Gain | 23,538 | (993) | +24,531 | 2470.4% | | SDI Strategic Investment Net Fair Value Gain | 5,902 | 32,924 | -27,022 | -82.1% | | Consulting Fee Revenue | 2,964 | – | +2,964 | Not Applicable | | Profit Attributable to Owners of the Company | 29,341 | 47,695 | -18,354 | -38.5% | | Adjusted Profit Before Income Tax (Excluding One-off Loan Interest) | 35,710 | 32,261 | +3,449 | 10.7% | | Basic Earnings Per Share | 11.43 HK cents | 20.07 HK cents | -8.64 HK cents | -43.1% | Management Discussion and Analysis This section provides a detailed review of the Group's financial performance, business operations, and future outlook for the period Key Financial Highlights This section summarizes the key financial performance for the six months ended June 30, 2025, compared to the prior year period, including changes in revenue, profit, and assets under management Key Financial Highlights (For the six months ended June 30) | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | Percentage Change | | :--- | :--- | :--- | :--- | | IM Service Revenue | 11,642 | 11,242 | 3.6% | | Consulting Fee Revenue | 2,964 | – | Not Applicable | | Dividend Income from Investments – Direct Investments | 986 | 811 | 21.6% | | Dividend Income from Investments – Strategic Investments | 246 | 299 | -17.7% | | Net Fair Value Gain/(Loss) on Financial Assets and Liabilities at Fair Value Through Profit or Loss – Direct Investments | 23,538 | (993) | 2,470.4% | | Net Fair Value Gain/(Loss) on Financial Assets and Liabilities at Fair Value Through Profit or Loss – Strategic Investments | 5,902 | 32,924 | -82.1% | | Other Income | 2,590 | 20,304 | -87.2% | | Total Operating Expenses | (18,083) | (16,571) | 9.1% | | Profit Before Income Tax | 35,710 | 49,667 | -28.1% | | Adjusted Profit Before Income Tax (1) | 35,710 | 32,261 | 10.7% | | Profit Attributable to Owners of the Company | 29,341 | 47,695 | -38.5% | | Adjusted Profit Attributable to Owners of the Company (1) | 29,626 | 32,294 | -8.3% | | Assets Under Management (AUM) (USD millions) | 470 | 455 | 3.3% | Business Overview The Group primarily engages in Investment Management (IM) and Strategic Direct Investment (SDI) businesses, committed to continuous expansion to create greater value for investors IM Business The IM business covers providing securities advisory services, asset management, and securities trading - The Group's IM business includes providing securities advisory services and asset management[8] - The Group's IM business also includes securities trading[8] SDI Business The SDI business involves proprietary investments in financial markets (direct and strategic investments) and general advisory services for financing and corporate finance analysis - The SDI business includes proprietary investments in financial markets directly managed by the Company's investment department (direct investments)[10] - The SDI business includes proprietary investments in funds and/or discretionary accounts managed by Goldstream Capital Management Limited or third parties (strategic investments)[10] - The SDI business also includes providing general advisory services related to financing and corporate finance analysis[10] Financial Review The Group's operating results for the six months ended June 30, 2025, were primarily driven by IM and SDI businesses, with profit decreasing due to the absence of one-off loan interest income and increased expenses, but adjusted profit grew Assets Under Management (AUM) As of June 30, 2025, the Group's AUM grew to approximately USD 470 million, driven by investment returns, new subscriptions, and the net effect of some client redemptions or scale-downs - As of June 30, 2025, the Group's AUM was approximately USD 470 million, an increase of approximately USD 15 million from approximately USD 455 million as of December 31, 2024[14] - The increase in AUM was due to the combined effect of growth in investment returns, redemptions or scale-downs by existing clients due to revised business plans and investment objectives, and new subscriptions[14] - Funds/accounts managed by the Group achieved good performance and recorded overall net gains[14] IM Service Revenue IM service revenue grew by 3.6% to HKD 11.642 million, primarily due to increased management fees from higher average AUM, but performance fees were not collected as funds had not reached high-water marks - Total IM service revenue increased by 3.6% from approximately HKD 11.242 million to approximately HKD 11.642 million[15] - The increase in revenue was primarily attributable to higher management fees resulting from an increase in the Group's average AUM[15] - Despite double-digit percentage growth in funds, performance fees were not collected as they had not yet recovered to their respective high-water marks[15] Consulting Fee Revenue The Group recognized consulting fee revenue of approximately HKD 2.964 million during the period, with no such revenue in the prior year period - The Group recognized consulting fee revenue of approximately HKD 2.964 million during the period[16] - Consulting fee revenue was zero in the prior year period[16] SDI Gains Net fair value gains on direct investments in the SDI business significantly increased to HKD 23.538 million, while strategic investment fair value gains decreased by 82.1% to HKD 5.902 million - Net fair value gain on direct investments increased to approximately HKD 23.538 million during the period, from a loss of approximately HKD 0.993 million in the prior year period[17] - Net fair value gain on strategic investments decreased by 82.1% from approximately HKD 32.924 million in the prior year period to approximately HKD 5.902 million during the period[17] Other Income Other income significantly decreased by 87.2% to HKD 2.590 million, mainly due to the absence of one-off loan interest income in the prior year and reduced interest income from lower cash balances - Other income decreased by approximately 87.2% from approximately HKD 20.304 million in the prior year period to approximately HKD 2.590 million during the period[18] - The primary reason was the absence of a one-off loan interest income (approximately HKD 17.406 million) from a fellow subsidiary, as the related loan was fully repaid in November 2024[18] - Interest income decreased due to a reduction in cash held as fixed bank deposits and cash deployed for SDI business in money market funds during the period[18] Operating Expenses The Group's total expenses increased by 9.1% to HKD 18.083 million, primarily influenced by higher employee benefit expenses and legal and professional fees - The Group's total expenses increased by approximately 9.1% from approximately HKD 16.571 million in the prior year period to approximately HKD 18.083 million during the period[19] - Employee benefit expenses increased by approximately 33.7% to approximately HKD 10.642 million, due to an increase in headcount and the granting of share options to senior management and employees[19] - Legal and professional fees increased by approximately 37.1% to approximately HKD 2.195 million, primarily due to the share consolidation and granting of share options[19] Profit Before Income Tax and Profit Attributable to Owners of the Company Profit before income tax decreased by 28.1% to HKD 35.710 million, and profit attributable to owners of the Company decreased to HKD 29.341 million, primarily due to the absence of one-off loan interest income and the net effect of increased total expenses - The Group recorded a profit before income tax expense of approximately HKD 35.710 million for the six months ended June 30, 2025, a decrease of approximately 28.1%[20] - Profit attributable to owners of the Company decreased to HKD 29.341 million, primarily due to the absence of a one-off loan interest income of approximately HKD 17.406 million from a fellow subsidiary in the prior year period[21] - The decrease in profit was also affected by the net impact of reduced net fair value gains on strategic investments and increased total expenses[21] Non-IFRS Measures: Adjusted Profit Before Income Tax and Adjusted Profit Attributable to Owners of the Company Adjusted profit before income tax (excluding one-off loan interest income) increased to HKD 35.710 million, while adjusted profit attributable to owners of the Company slightly decreased to HKD 29.626 million - Adjusted profit before income tax (excluding one-off loan interest income) was approximately HKD 35.710 million, compared to approximately HKD 32.261 million in the prior year period[22] - Adjusted profit attributable to owners of the Company (excluding one-off loan interest income and related tax impact) was approximately HKD 29.626 million, compared to approximately HKD 32.294 million in the prior year period[22] Reconciliation of Non-IFRS Measures (For the six months ended June 30) | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Profit Before Income Tax | 35,710 | 49,667 | | Excluding: Loan Interest Income | – | (17,406) | | Adjusted Profit Before Income Tax | 35,710 | 32,261 | | Profit Attributable to Owners of the Company | 29,341 | 47,695 | | Excluding: Loan Interest Income | – | (17,406) | | Tax Impact | 285 | 2,005 | | Adjusted Profit Attributable to Owners of the Company | 29,626 | 32,294 | Statement of Financial Position As of June 30, 2025, the Group's financial position remained strong, with total assets primarily comprising goodwill and intangible assets, interests in associates, and financial assets at fair value through profit or loss Goodwill and Intangible Assets As of June 30, 2025, the Group held approximately HKD 197.965 million in goodwill and HKD 10.520 million in intangible assets, with management believing economic conditions showed no signs of impairment loss - As of June 30, 2025, the Group had approximately HKD 197.965 million in goodwill and approximately HKD 10.520 million in intangible assets[25] - Goodwill of approximately HKD 197.833 million related to the acquisition of Goldstream in 2018 was not subject to impairment as of December 31, 2024[25] - Management concluded that as of June 30, 2025, there were no indications of changes in economic conditions that would lead to an impairment loss[25] Interests in Associates The Group invested in Goldstream Healthcare Focus Fund SP, Feasible Result Investments Limited, and United Strength Fortune Limited, completing the acquisition of a 32% stake in United Strength Fortune Limited on January 7, 2025 - The Group invested in Goldstream Healthcare Focus Fund SP, Feasible Result Investments Limited, and United Strength Fortune Limited[27] - On January 7, 2025, the Group completed the acquisition of 32% of the total issued shares of United Strength Fortune Limited for a consideration of HKD 39 million[27] - The Group exercised significant influence over Goldstream Healthcare Focus Fund SP, Feasible Result, and United Strength Fortune Limited during the period[28] Financial Assets at Fair Value Through Profit or Loss The Company's capital is primarily invested in funds managed by the Group and external investments under the SDI segment, including listed equity securities, options, depositary receipts, and futures - The Company's capital is invested in funds managed by the Group and external investments from direct and strategic investments under the SDI segment[30] - The investment scope includes listed equity securities, listed options, index options, depositary receipts, and futures[30] Business Review In H1 2025, the Group made substantial progress in both IM and SDI businesses, with IM growing through strategic transformation and partnerships, and SDI making strategic investments in technology-driven sectors while strengthening risk management IM Business The Group's IM business made substantial progress in H1 2025, diversifying revenue streams and client base by implementing strategic revenue model transformation, attracting new AUM, and strengthening business partnerships - The Group made substantial progress in improving business operations and performance, and consolidating its market position in the IM business[32] - Results were primarily attributable to the strategic transformation of the revenue model and successful attraction of new assets under management from independent third parties for the IM business[32] - Strategic partnerships opened up funding transaction flows and fundraising channels for the Group, creating cross-selling opportunities that led to new subscription applications and advisory income[32] SDI Business Direct investment gains in the SDI segment grew significantly, with the Group making a cornerstone investment in Lens Technology's IPO and allocating capital to emerging technology-driven sectors like AI, precision manufacturing, and digital innovation - Direct investment gains in the SDI segment recorded significant growth[34] - The Group made a cornerstone investment in Lens Technology's initial public offering, demonstrating its support for enterprises with growth potential[34] - The Group continued to allocate capital to AI, precision manufacturing, digital innovation, and other emerging technology-driven sectors, including digital entertainment, SaaS solutions, Web3.0, and virtual assets[36] - The Group financed its investments through internal resources and existing cash reserves, without relying on leverage or external borrowings[36] Outlook The Group expects to benefit from macroeconomic adjustments, RMB internationalization, and expanded Hong Kong-Mainland China market connections, while continuing to focus on AI and advanced manufacturing to enhance competitive advantage, with the IM-SDI flywheel driving IM business growth - The Group anticipates continued opportunities amidst ongoing macroeconomic adjustments and structural transformations in major economies[37] - The ongoing internationalization of the RMB and the expanding connectivity between Hong Kong and Mainland China markets will unlock broader cross-border investment potential[37] - Technological advancements, particularly in artificial intelligence and advanced manufacturing, will remain a strategic focus for the Group to enhance research, portfolio management, and operational efficiency[37] - The IM-SDI flywheel has become a driving force for the Group's IM business growth, enhancing the IM business's reputation and competitive advantage[37] Events After Reporting Period Subsequent to the reporting period, the Group completed a cornerstone investment in Lens Technology's IPO and repurchased some ordinary shares as treasury shares on the Stock Exchange - The Group entered into a cornerstone investment agreement with Lens Technology to subscribe for Lens Technology shares, with a total investment of USD 6 million, which was completed on August 6, 2025[39] - Subsequent to the reporting period, the Group repurchased a total of 149,000 ordinary shares through the Stock Exchange for a total consideration of approximately HKD 1.513 million, held as treasury shares[39] Other Information This section covers various corporate governance, financial position, and operational details, including capital structure, risk management, and employee policies Capital Structure As of June 30, 2025, the Company's shareholders' equity was approximately HKD 999.632 million, with 256,635,944 shares issued, following a share consolidation and repurchase of some treasury shares - As of June 30, 2025, the Company's shareholders' equity was approximately HKD 999.632 million, with a total of 256,635,944 issued shares[41] - On April 25, 2025, the consolidation of every fifty shares of HKD 0.01 par value into one consolidated share of HKD 0.5 par value became effective, changing the board lot size from 10,000 shares to 1,000 consolidated shares[41] - The Company repurchased 7,000 ordinary shares as treasury shares on June 25 and 26, 2025[41] Liquidity and Financial Position The Group maintains a prudent financial policy, with cash and deposit balances of approximately HKD 160.575 million as of June 30, 2025, and improved current and quick ratios - The Group's cash and deposit balances as of June 30, 2025, were approximately HKD 160.575 million[42] - For the six months ended June 30, 2025, cash and cash equivalents decreased by approximately HKD 7.418 million[42] - As of June 30, 2025, the current ratio and quick ratio were 10.39, an improvement from 7.24 as of December 31, 2024[43] Foreign Exchange Risk The Group manages foreign exchange risk by monitoring foreign currency receipts and payments and has not entered into forward foreign exchange contracts for hedging - The Group manages risks arising from its foreign currency transactions by monitoring its foreign currency receipts and payments[44] - The Group has not entered into any forward foreign exchange contracts to hedge its foreign exchange risk[44] Asset Mortgages As of June 30, 2025, the Group had no outstanding asset mortgages or pledged assets - As of June 30, 2025, the Group had no outstanding asset mortgages or pledged assets[45] Contingent Liabilities As of June 30, 2025, the Group had no significant contingent liabilities - As of June 30, 2025, the Group had no significant contingent liabilities[46] Significant Acquisitions and Disposals The Group completed the acquisition of a 32% stake in United Strength Fortune Limited on January 7, 2025, and entered into a cornerstone investment agreement for Lens Technology on June 27, 2025 - On January 7, 2025, the Group completed the acquisition of 32% of the total issued share capital of United Strength Fortune Limited for a consideration of USD 5 million (approximately HKD 39 million)[47] - On June 27, 2025, the Group entered into a cornerstone investment agreement with Lens Technology to subscribe for Lens Technology shares for USD 6 million, which was completed on August 6, 2025[47] Material Investments As of June 30, 2025, the Group's strategic direct investments totaled approximately HKD 310.142 million, primarily including investments in TechStar Acquisition Corporation, Feasible Result, and Marketingforce Management Ltd - As of June 30, 2025, the Group recorded strategic direct investments of approximately HKD 310.142 million[49] - The Group held 5,060,000 Class A ordinary shares of TechStar Acquisition Corporation, with a fair value of approximately HKD 54.424 million[49] - The Group held 30 shares of Feasible Result, with a fair value of approximately HKD 255.598 million[50] - The Group subscribed for and acquired shares in Marketingforce Management Ltd, with a carrying value of approximately HKD 51.082 million[51] Pledge of Assets As of June 30, 2025, the Group had no pledged assets - As of June 30, 2025, the Group had no pledged assets[52] Management Contracts During the period, no contracts concerning the management and administration of all or any substantial part of the Company's business were entered into or existed - During the period, no contracts concerning the management and administration of all or any substantial part of the Company's business were entered into or existed[53] Future Plans for Material Investments or Capital Assets As of June 30, 2025, the Group had no definite plans for any material investments or capital assets - As of June 30, 2025, the Group had no definite plans for any material investments or capital assets[54] Capital Commitments As of June 30, 2025, and December 31, 2024, there were no significant capital expenditures contracted but not yet incurred - As of June 30, 2025, and December 31, 2024, there were no significant capital expenditures contracted but not yet incurred[55] Segment Reporting The Group has identified two reportable segments: IM business and SDI business, reported in accordance with IFRS 8 - The Group has identified two reportable segments, namely the IM business and the SDI business[57] - Operating segments are reported in a manner consistent with the internal reports submitted to the chief operating decision-maker[56] Employees and Remuneration Policy As of June 30, 2025, the Group had 27 employees, with total staff remuneration of approximately HKD 10.642 million, and incentivizes employees through share option and share award schemes - As of June 30, 2025, the Group had 27 employees, an increase from 24 as of December 31, 2024[58] - For the six months ended June 30, 2025, total staff remuneration paid (including directors' emoluments) was approximately HKD 10.642 million, an increase from the prior year period[59] - The Group has adopted a share option scheme and a share award scheme to incentivize employees and promote the Company's long-term development[59] Information Required to be Disclosed Under Chapter 13 of the Listing Rules During the period, the Directors confirmed no circumstances requiring disclosure under Rules 13.13 to 13.19 of the Listing Rules were found - During the period, the Directors confirmed that they were not aware of any circumstances requiring disclosure under Rules 13.13 to 13.19 of the Listing Rules[60] Dividends The Board does not recommend the payment of any interim dividend for the six months ended June 30, 2025 - The Board does not recommend the payment of any interim dividend for the six months ended June 30, 2025[61] Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares and Debentures of the Company As of June 30, 2025, several Directors and the Chief Executive held interests in the Company's shares or underlying shares, with Mr. Zhao Linghuan holding an approximate percentage of 63.02% Directors' and Chief Executive's Interests in Shares and Underlying Shares - Long Positions (As of June 30, 2025) | Director Name | Total Interests in Shares or Underlying Shares | Capacity | Approximate Percentage of Company's Share Capital | | :--- | :--- | :--- | :--- | | Mr. Zhao Linghuan | 161,730,786 | Interest in Controlled Corporation/Beneficial Owner/Other | 63.02% | | Mr. Gao Ziqi | 7,942,200 | Beneficial Owner | 3.09% | | Mr. Jin Qingjun | 1,134,600 | Beneficial Owner | 0.44% | | Mr. Li Jianping | 1,134,600 | Beneficial Owner | 0.44% | | Mr. Shu Huadong | 1,134,600 | Beneficial Owner | 0.44% | | Ms. Ge Xin | 1,134,600 | Beneficial Owner | 0.44% | - Mr. Zhao Linghuan (through his controlled corporations) controlled one-third or more of the voting power at the Company's general meetings and had an interest in 7,000 treasury shares of the Company[62] - Mr. Zhao Linghuan had an interest in 5,673,000 shares related to conditionally granted share options[63] Substantial Shareholders' and Other Persons' Interests and Short Positions in Shares and Underlying Shares of the Company As of June 30, 2025, Hony Gold Holdings, L.P. was the Company's largest substantial shareholder, holding a 60.81% equity interest Substantial Shareholders' and Other Persons' Interests in Ordinary Shares of the Company - Long Positions (As of June 30, 2025) | Name or Designation | Capacity | Number of Shares | Approximate Percentage of Interest | | :--- | :--- | :--- | :--- | | Hony Gold Holdings, L.P. | Beneficial Owner | 156,057,786 | 60.81% | | Hony Gold GP Limited | Interest in Controlled Corporation | 156,057,786 | 60.81% | | Hony Group Management Limited | Interest in Controlled Corporation | 156,057,786 | 60.81% | | Hony Managing Partners Limited | Interest in Controlled Corporation | 156,057,786 | 60.81% | | Exponential Fortune Group Limited | Interest in Controlled Corporation | 156,057,786 | 60.81% | | Glory Moment Investments Limited | Beneficial Owner | 16,800,000 | 6.55% | | Advanced Summit Ventures Limited | Interest in Controlled Corporation | 16,800,000 | 6.55% | | Mr. Zhao Wen | Interest in Controlled Corporation | 16,800,000 | 6.55% | | Bailihong Chemical Group Co., Ltd. | Beneficial Owner | 14,117,371 | 5.50% | | Mr. Huang Shaokang | Interest in Controlled Corporation | 14,117,371 | 5.50% | | Ms. Ye Zhiru | Spouse's Interest | 14,117,371 | 5.50% | | Ms. Guo Jinghua | Beneficial Owner | 13,698,000 | 5.34% | | Mr. Li Jiancheng | Spouse's Interest | 13,698,000 | 5.34% | - Mr. Zhao Linghuan, Hony Gold Holdings, L.P., and their related entities were deemed to have an interest in 7,000 treasury shares of the Company[66] Rights of Directors and Chief Executive to Acquire Shares or Debentures During the period, no Director, Chief Executive, or their respective spouses or minor children were granted or exercised any rights to acquire benefits by purchasing shares or debentures of the Company, except as disclosed in this report - During the period, any Director or Chief Executive of the Company or their respective spouses or minor children were not granted any rights to acquire benefits by purchasing shares or debentures of the Company, nor did they exercise any such rights[69] Share Option Scheme The Company adopted a share option scheme on June 4, 2020, to incentivize and retain talent, and it was revised on August 28, 2025, to comply with Listing Rules, with options granted to senior management and Directors during the period - The Share Option Scheme was adopted on June 4, 2020, to recognize, incentivize, and reward individuals who have contributed to the Group[70] - On August 28, 2025, the Company's shareholders approved amendments to the Share Option Scheme to comply with the latest requirements of Chapter 17 of the Listing Rules and update the scheme's authorization limit[70] - On June 13, 2025, the Board conditionally granted share options to certain Director grantees to subscribe for up to a total of 18,153,600 new shares at an exercise price of HKD 1.51 per share[71] Share Award Scheme The Company adopted a share award scheme on September 21, 2020, to attract, incentivize, and retain talent, with 34,244,192 awards available under the scheme limit as of June 30, 2025 - The Company adopted a Share Award Scheme on September 21, 2020, to attract new talent, incentivize existing talent, and retain both new and old talent within the Group[72] - Under the Share Award Scheme, the total number of shares to be awarded shall not exceed 15% of the total issued shares of the Company from time to time[72] - As of June 30, 2025, the number of awards that could be granted under the Share Award Scheme limit was 34,244,192[72] Standard Code for Securities Transactions by Directors The Company has adopted a code of conduct no less exacting than the Model Code, and all Directors confirmed compliance for the six months ended June 30, 2025 - The Company has adopted its own code of conduct, which is no less exacting than the Model Code set out in Appendix C3 of the Listing Rules[77] - The Directors confirmed that they had complied with the required standards set out in the Model Code and the code of conduct for the six months ended June 30, 2025[77] Purchases, Sales, Redemptions or Cancellations of the Company's Listed Securities or Redeemable Securities The Company repurchased 7,000 shares as treasury shares in June 2025 for a total consideration of approximately HKD 12 thousand, and no other listed securities were redeemed, purchased, sold, or cancelled - On June 25 and 26, 2025, the Company purchased a total of 7,000 shares on the Stock Exchange for a total consideration of approximately HKD 12 thousand, held as treasury shares[78] - As of June 30, 2025, the Company held 7,000 treasury shares[78] - Save as disclosed, neither the Company nor any of its subsidiaries redeemed, purchased, sold, or cancelled any of the Company's listed securities[79] Equity Fundraising Activities or Disposal of Treasury Shares for Cash and Use of Proceeds During the review period, the Company did not issue any equity securities or dispose of treasury shares for cash - During the review period, the Company did not issue any equity securities or dispose of treasury shares for cash[80] Directors' Interests in Competing Business For the six months ended June 30, 2025, and up to the date of this report, no Director or their respective associates were deemed to have interests in businesses competing or likely to compete with the Group's business - For the six months ended June 30, 2025, and up to the date of this report, no Director or their respective associates were deemed to have interests in businesses that compete or are likely to compete with the Group's business[81] Compliance with Corporate Governance Code The Company has complied with all code provisions of the Corporate Governance Code, except for the Chairman's absence from the Annual General Meeting due to other work commitments - The Company has complied with all code provisions of the Corporate Governance Code set out in Part 2 of Appendix C1 of the Listing Rules, except for the Chairman's inability to attend the Annual General Meeting[82] - Mr. Zhao Linghuan, the Chairman of the Board, was unable to attend the Company's Annual General Meeting held on June 5, 2025, due to other work commitments, with Mr. Gao Ziqi, Executive Director and Chief Executive Officer, acting as Chairman[82] Audit Committee The Audit Committee reviewed the Group's unaudited condensed consolidated interim financial information and interim report for the six months ended June 30, 2025, found no objections to accounting policies, and confirmed the effectiveness and adequacy of risk management and internal control systems - The Audit Committee reviewed the Group's unaudited condensed consolidated interim financial information and the Company's interim report for the six months ended June 30, 2025, and had no objections to the accounting policies or standards adopted[83] - The Audit Committee considered the risk management and internal control systems implemented by the Group during the review period to be effective and adequate[83] - The Audit Committee comprises three independent non-executive Directors, with Mr. Shu Huadong as Chairman[83] Changes in Information of Directors and Chief Executive Under Rule 13.51B(1) of the Listing Rules Mr. Zhao Linghuan resigned as a non-executive director of China Glass Holdings Limited, and Ms. Ge Xin was appointed as a director of Yum China Holdings, Inc - Mr. Zhao Linghuan resigned as a non-executive director of China Glass Holdings Limited, effective April 22, 2025[84] - Ms. Ge Xin was appointed as a director of Yum China Holdings, Inc., effective May 23, 2025[84] Condensed Consolidated Interim Statement of Profit or Loss This statement presents the Group's revenues, expenses, and profit for the six months ended June 30, 2025, and the comparative period Condensed Consolidated Interim Statement of Profit or Loss (For the six months ended June 30) | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Revenue | 45,278 | 44,283 | | Other Income | 2,590 | 20,304 | | Total Expenses | (18,083) | (16,571) | | Operating Profit | 29,785 | 48,016 | | Finance Costs | (319) | (227) | | Share of Results of Associates Accounted for Using Equity Method | 6,244 | 1,878 | | Profit Before Income Tax | 35,710 | 49,667 | | Income Tax Expense | (6,369) | (1,972) | | Profit for the Period | 29,341 | 47,695 | | Profit Attributable to Owners of the Company | 29,341 | 47,695 | | Basic Earnings Per Share (HK cents) | 11.43 | 20.07 | | Diluted Earnings Per Share (HK cents) | 11.34 | 20.07 | Condensed Consolidated Interim Statement of Comprehensive Income This statement details the Group's profit and other comprehensive income for the six months ended June 30, 2025, and the comparative period Condensed Consolidated Interim Statement of Comprehensive Income (For the six months ended June 30) | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Profit for the Period | 29,341 | 47,695 | | Other Comprehensive Income/(Loss) | | | | – Currency Translation Differences | 1,523 | (38) | | – Share of Other Comprehensive Income of Associates Accounted for Using Equity Method | 1,411 | – | | Other Comprehensive Income/(Loss) for the Period (Net of Tax) | 2,934 | (38) | | Total Comprehensive Income for the Period Attributable to Owners of the Company (Net of Tax) | 32,275 | 47,657 | Condensed Consolidated Interim Statement of Financial Position This statement presents the Group's assets, liabilities, and equity as of June 30, 2025, and December 31, 2024 Condensed Consolidated Interim Statement of Financial Position (As of June 30, 2025) | Indicator | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Assets | | | | Total Non-current Assets | 561,334 | 522,142 | | Total Current Assets | 485,409 | 517,096 | | Total Assets | 1,046,743 | 1,039,238 | | Equity | | | | Total Equity | 999,632 | 965,495 | | Liabilities | | | | Total Non-current Liabilities | 405 | 2,351 | | Total Current Liabilities | 46,706 | 71,392 | | Total Liabilities | 47,111 | 73,743 | | Total Equity and Liabilities | 1,046,743 | 1,039,238 | Condensed Consolidated Interim Statement of Changes in Equity This statement outlines the changes in the Group's equity components for the six months ended June 30, 2025 Condensed Consolidated Interim Statement of Changes in Equity (For the six months ended June 30, 2025) | Indicator | Share Capital (HKD thousands) | Share Premium (HKD thousands) | Shares Held for Employee Share Scheme (HKD thousands) | Treasury Shares (HKD thousands) | Other Reserves (HKD thousands) | Exchange Reserve (HKD thousands) | Accumulated Losses (HKD thousands) | Total (HKD thousands) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | As of January 1, 2025 | 128,318 | 1,735,566 | (414) | – | 1,553,715 | (2,019) | (2,449,671) | 965,495 | | Profit for the Period | – | – | – | – | – | – | 29,341 | 29,341 | | Total Other Comprehensive Income | – | – | – | – | – | 2,934 | – | 2,934 | | Share Repurchase | – | – | – | (12) | – | – | – | (12) | | Value of Employee Services Under Share Award Scheme and Share Option Scheme | – | – | – | – | 1,874 | – | – | 1,874 | | As of June 30, 2025 | 128,318 | 1,735,566 | (414) | (12) | 1,555,589 | 915 | (2,420,330) | 999,632 | Condensed Consolidated Interim Statement of Cash Flows This statement presents the Group's cash flows from operating, investing, and financing activities for the six months ended June 30, 2025 Condensed Consolidated Interim Statement of Cash Flows (For the six months ended June 30, 2025) | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Net Cash Generated from Operating Activities | 42,113 | 36,307 | | Net Cash Used in Investing Activities | (47,921) | (59,564) | | Net Cash (Used in)/Generated from Financing Activities | (2,095) | 29,126 | | Net (Decrease)/Increase in Cash and Cash Equivalents | (7,903) | 5,869 | | Cash and Cash Equivalents at Beginning of Period | 167,993 | 114,585 | | Exchange Gain/(Loss) on Cash and Cash Equivalents | 485 | (151) | | Cash and Cash Equivalents at End of Period | 160,575 | 120,303 | Notes to the Condensed Consolidated Interim Financial Information This section provides detailed explanations and disclosures for the condensed consolidated interim financial information, covering accounting policies, risk management, and segment data 1. General Information Goldstream Investment Limited and its subsidiaries primarily engage in IM services and SDI businesses, incorporated in the Cayman Islands and listed on the Main Board of the Hong Kong Stock Exchange - The principal activities of the Company and its subsidiaries are the provision of IM services and SDI businesses[94] - The Company was incorporated in the Cayman Islands as an exempted company with limited liability on September 18, 2000, under the Companies Act of the Cayman Islands[94] - The Company has been listed on the Main Board of The Stock Exchange of Hong Kong Limited since May 25, 2009[94] 2. Basis of Preparation The condensed consolidated interim financial information is prepared in accordance with IAS 34 and consistent with accounting policies used in the annual financial statements for the year ended December 31, 2024, except for the adoption of new and revised standards - The condensed consolidated interim financial information has been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting"[97] - The accounting policies adopted are consistent with those applied in the annual financial statements for the year ended December 31, 2024, except for the adoption of new and revised standards effective for reporting periods beginning on or after January 1, 2025, and the accounting policies set out in Note 3[97] - The adoption of the amended standards is mandatory for financial years beginning on or after January 1, 2025, but has no significant impact on the Group's condensed consolidated interim financial information[98] 3. Accounting Policies The Group's accounting policies are consistent with those in the annual financial statements for the year ended December 31, 2024, with no changes or retrospective adjustments due to the adoption of amended standards - The accounting policies adopted are consistent with those applied in the annual financial statements for the year ended December 31, 2024[100] - Save for Note 2(a), the Group has not changed its accounting policies or made retrospective adjustments due to the adoption of the amended standards[100] 4. Estimates The significant judgments, estimates, and assumptions made by management in preparing the interim financial information are the same as those applied in the consolidated financial statements for the year ended December 31, 2024 - The significant judgments made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those applied to the consolidated financial statements for the year ended December 31, 2024[101] 5. Financial Risk Management The Group faces market risk, credit risk, liquidity risk, and price risk, and through regular monitoring of liquidity needs and adopting fair value valuation techniques, manages these risks 5.1 Financial Risk Factors The Group's operations are exposed to market risk (including foreign exchange and interest rate risks), credit risk, liquidity risk, and price risk, with no changes in risk management policies since year-end - The Group's operations are exposed to a range of financial risks: market risk (including foreign exchange risk and interest rate risk), credit risk, liquidity risk, and price risk[102] - There have been no changes in the risk management department or any risk management policies since the year-end[103] 5.2 Liquidity Risk The Group manages liquidity risk by regularly monitoring liquidity needs to ensure sufficient cash reserves and committed shareholder funding for both short-term and long-term requirements - The Group's policy for managing liquidity risk is to regularly monitor current and anticipated liquidity requirements to ensure sufficient cash reserves and adequate committed shareholder funding[104] Contractual Undiscounted Cash Flows (HKD thousands) | Liability Type | Within One Year | Over One Year but Within Two Years | Over Two Years but Within Five Years | Total | | :--- | :--- | :--- | :--- | :--- | | As of June 30, 2025 | | | | | | Lease Liabilities | 3,832 | 291 | – | 4,123 | | Financial Liabilities at Fair Value Through Profit or Loss | 9,096 | – | – | 9,096 | | Other Payables | 13,266 | – | – | 13,266 | | Brokerage Payables | 4,728 | – | – | 4,728 | | As of December 31, 2024 | | | | | | Lease Liabilities | 3,827 | 2,369 | – | 6,196 | | Financial Liabilities at Fair Value Through Profit or Loss | 8,824 | – | – | 8,824 | | Other Payables | 16,807 | – | – | 16,807 | | Brokerage Payables | 3,761 | – | – | 3,761 | 5.3 Fair Value Estimation The Group categorizes financial instruments into three fair value levels (Level 1, Level 2, Level 3) and uses market quotes, fund manager quotes, and specific valuation techniques to determine fair value - It is the Group's policy to recognize transfers between fair value hierarchies at the end of the reporting period[107] - Fair value hierarchies are categorized into Level 1 (quoted prices in active markets), Level 2 (observable market data), and Level 3 (unobservable market data)[107] - Specific valuation techniques used for financial instruments include using market quotes or dealer quotes for similar instruments, and quotes provided by fund managers for unlisted investment funds[113][116] Financial Assets at Fair Value Through Profit or Loss (As of June 30, 2025, HKD thousands) | Asset Type | Level 1 | Level 2 | Level 3 | Total | | :--- | :--- | :--- | :--- | :--- | | Listed Equity Securities – US | 87,905 | – | – | 87,905 | | Listed Equity Securities – Hong Kong | 122,052 | – | 54,553 | 176,605 | | Listed Equity Securities – Sweden | 3,090 | – | – | 3,090 | | Listed Equity Securities – Canada | 1,513 | – | – | 1,513 | | Futures – US | 25 | – | – | 25 | | Listed Options – US | 8,046 | – | – | 8,046 | | Depositary Receipts – Germany | 929 | – | – | 929 | | Depositary Receipts – Ireland | 184 | – | – | 184 | | Investment Funds – US | – | 40,941 | – | 40,941 | | Total Financial Assets | 223,744 | 40,941 | 54,553 | 319,238 | 6. Segment Information The Group's operating segments include IM and SDI businesses, with performance assessed by the chief operating decision-maker based on revenue and segment profit, and detailed geographical and customer revenue breakdowns provided 6.(a) Segment Results and Assets The chief operating decision-maker assesses the performance of IM and SDI businesses based on revenue and reported segment profit, with data provided for each segment's revenue, results, and assets - The chief operating decision-maker assesses the performance of operating segments based on the results and assets attributable to each segment[118] Segment Results and Assets (For the six months ended June 30, 2025, HKD thousands) | Indicator | IM Business | SDI Business | Total | | :--- | :--- | :--- | :--- | | IM Service Revenue | 11,642 | – | 11,642 | | Consulting Fee Revenue | – | 2,964 | 2,964 | | Dividend Income from Investments | – | 1,232 | 1,232 | | Net Fair Value Gain on Financial Assets and Liabilities at Fair Value Through Profit or Loss | – | 29,440 | 29,440 | | Total Segment Revenue | 11,642 | 33,636 | 45,278 | | Reported Segment Results | 2,077 | 33,952 | 36,029 | | Reported Segment Assets | 238,938 | 646,834 | 885,772 | 6.(b) Reconciliation of Reportable Segment Revenue, Profit or Loss and Assets This section provides a reconciliation of reportable segment revenue, profit, and assets to the consolidated financial statement totals Reconciliation of Reportable Segments (For the six months ended June 30, HKD thousands) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Reported Segment Revenue | 45,278 | 44,283 | | Consolidated Revenue | 45,278 | 44,283 | | Reported Segment Results | 36,029 | 49,894 | | Finance Costs | (319) | (227) | | Consolidated Profit Before Income Tax | 35,710 | 49,667 | | Reported Segment Assets | 885,772 | 870,707 | | Cash and Cash Equivalents | 160,575 | 167,993 | | Deferred Tax Assets | 396 | 538 | | Total Consolidated Assets | 1,046,743 | 1,039,238 | 6.(c) Geographical Information The Group's IM service revenue primarily originates from Hong Kong, while specific non-current assets are distributed across Hong Kong, China, the United States, and other regions Geographical Distribution of Service Revenue (For the six months ended June 30, HKD thousands) | Region | 2025 | 2024 | | :--- | :--- | :--- | | Hong Kong | 11,580 | 11,120 | | China | 62 | 122 | | Total | 11,642 | 11,242 | Geographical Distribution of Specific Non-current Assets (As of June 30, 2025, HKD thousands) | Region | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Hong Kong | 211,712 | 213,497 | | China | 256,836 | 253,957 | | United States | 40,941 | 42,725 | | Other | 51,449 | 11,425 | | Total | 560,938 | 521,604 | 6.(d) Disaggregation of Revenue from Contracts with Customers The Group's IM business revenue is primarily recognized over time, with two customers accounting for 10% or more of total revenue - The Group earns revenue from providing IM service types over time[126][127] - The Group had two customers whose transactions accounted for 10% or more of the total revenue for the six months ended June 30, 2025[128] Major Customer Revenue Contribution (For the six months ended June 30, HKD thousands) | Customer | 2025 | 2024 | | :--- | :--- | :--- | | Customer 1 | 6,481 | 5,690 | | Customer 2 | 2,594 | 2,867 | 6.(e) Other Income Other income primarily consists of bank interest income, while the prior year period included a larger loan interest income Details of Other Income (For the six months ended June 30, HKD thousands) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Loan Interest Income | – | 17,406 | | Bank Interest Income | 2,370 | 2,797 | | Other | 220 | 101 | | Total | 2,590 | 20,304 | 7. Other Expenses Total other expenses amounted to HKD 3.299 million, mainly comprising auditor's remuneration, information system expenses, and net exchange differences Details of Other Expenses (For the six months ended June 30, HKD thousands) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Auditor's Remuneration | 1,750 | 1,196 | | Information System Expenses | 1,278 | 1,231 | | Net Exchange Differences | (2,895) | 427 | | Travel and Entertainment Expenses | 133 | 115 | | Telecommunication Expenses | 155 | 161 | | Fund Operating Expenses | 399 | 557 | | Employee Benefits | 68 | 71 | | Insurance | 267 | 436 | | Other | 2,144 | 1,026 | | Total | 3,299 | 5,220 | 8. Employee Benefit Expenses (Including Directors' Emoluments) For the six months ended June 30, 2025, total employee benefit expenses were HKD 10.642 million, primarily including share-based payment expenses, wages, salaries, and other benefits Details of Employee Benefit Expenses (For the six months ended June 30, HKD thousands) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Share-based Payment Expenses | 1,874 | 81 | | Wages, Salaries and Other Benefits | 8,238 | 7,406 | | Retirement Benefit Scheme Contributions | 530 | 472 | | Total Employee Benefit Expenses | 10,642 | 7,959 | 9. Income Tax Expense For the six months ended June 30, 2025, total income tax expense was HKD 6.369 million, mainly from Hong Kong profits tax, with Chinese subsidiaries taxed at 25% and the Cayman Islands exempt from income tax Details of Income Tax Expense (For the six months ended June 30, HKD thousands) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Current Income Tax – Hong Kong | 6,138 | 2,135 | | Deferred Tax Expense/(Credit) | 231 | (163) | | Income Tax Expense | 6,369 | 1,972 | - Hong Kong profits tax has been provided at a rate of 16.5% based on the estimated assessable profits[133] - Subsidiaries located in China are subject to China corporate income tax at a rate of 25% on their assessable profits[134] - Under the current laws of the Cayman Islands, the Company is not subject to income tax or capital gains tax[135] 10. Dividends The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025 - The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025[136] 11. Earnings Per Share This section presents basic and diluted earnings per share for the six months ended June 30, 2025, explaining their calculation methods and adjustments to the weighted average number of shares 11.(a) Basic Earnings Per Share Basic earnings per share, calculated as profit attributable to owners of the Company divided by the weighted average number of ordinary shares outstanding during the period, was 11.43 HK cents Basic Earnings Per Share (For the six months ended June 30) | Indicator | 2025 | 2024 (Restated) | | :--- | :--- | :--- | | Profit Attributable to Owners of the Company (HKD thousands) | 29,341 | 47,695 | | Weighted Average Number of Ordinary Shares Outstanding (thousands of shares) | 256,636 | 237,588 | | Basic Earnings Per Share (HK cents) | 11.43 | 20.07 | 11.(b) Diluted Earnings Per Share Diluted earnings per share was 11.34 HK cents, calculated assuming the conversion of all dilutive potential ordinary shares Diluted Earnings Per Share (For the six months ended June 30) | Indicator | 2025 | 2024 (Restated) | | :--- | :--- | :--- | | Profit Attributable to Owners of the Company (HKD thousands) | 29,341 | 47,695 | | Weighted Average Number of Ordinary Shares Outstanding (thousands of shares) | 258,660 | 237,682 | | Diluted Earnings Per Share (HK cents) | 11.34 | 20.07 | 11.(c) Weighted Average Number of Shares as Denominator The weighted average number of shares used to calculate basic and diluted earnings per share has been restated to reflect the share consolidation effective April 25, 2025 Weighted Average Number of Shares as Denominator (For the six months ended June 30, thousands of shares) | Indicator | 2025 | 2024 (Restated) | | :--- | :--- | :--- | | Weighted Average Number of Ordinary Shares Used as Denominator in Calculating Basic Earnings Per Share | 256,636 | 237,588 | | Adjustments for Calculating Diluted Earnings Per Share: Share Awards | 2,024 | 94 | | Weighted Average Number of Ordinary Shares and Potential Ordinary Shares Used as Denominator in Calculating Diluted Earnings Per Share | 258,660 | 237,682 | - The weighted average number of ordinary shares and the effect of dilutive potential ordinary shares for the six months ended June 30, 2024, have been restated to reflect the impact of the share consolidation effective from April 25, 2025[141] 12. Property, Plant and Equipment For the six months ended June 30, 2025, the Group did not acquire or dispose of any property, plant, and equipment - For the six months ended June 30, 2025, the Group did not acquire any property, plant, and equipment[142] - For the six months ended June 30, 2025, there were no disposals of property, plant, and equipment[142] 13. Intangible Assets The Group's intangible assets primarily originated from the 2018 acquisition of Goldstream, with a net book value of HKD 10.520 million as of June 30, 2025, and no amortization expense during the period - The Group's intangible assets primarily arose from the acquisition of Goldstream Capital Management Limited and Goldstream Securities Limited in 2018[143] Net Book Value of Intangible Assets (HKD thousands) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Customer Contracts | – | – | | Licenses | 10,520 | 10,520 | | Total | 10,520 | 10,520 | - For the six months ended June 30, 2025, there was no amortization expense for intangible assets[144] 14. Goodwill As of June 30, 2025, the Group's goodwill was HKD 197.965 million, primarily from the 2018 acquisition of Goldstream, with management finding no signs of impairment Goodwill (HKD thousands) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Beginning and End of Period | 197,965 | 197,965 | - Goodwill primarily arose from the acquisition of Goldstream in November 2018, amounting to HKD 197.833 million, and the acquisition of Shenzhen Jinsheng Enterprise Management Co., Ltd. and its subsidiaries in June 2020, amounting to HKD 132 thousand[146] - As of June 30, 2025, management believed there were no indications of changes in economic conditions that would lead to an impairment loss[146] 15. Trade and Other Receivables, Prepayments, Deposits and Brokerage Receivables As of June 30, 2025, net trade receivables were HKD 14.079 million and brokerage receivables were HKD 16.424 million, with the Group facing concentrated credit risk Trade and Other Receivables, Prepayments, Deposits and Brokerage Receivables (HKD thousands) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Net Trade Receivables | 14,079 | 16,385 | | Brokerage Receivables | 16,424 | 21,969 | | Prepayments, Deposits and Other Receivables | 16,034 | 16,791 | | Total Current Portion | 46,537 | 55,145 | - The Group has concentrated credit risk, with 96% of total trade receivables from the Group's top five counterparties and 46% from the Group's largest counterparty[148] 15.(a) Ageing Analysis This section provides an ageing analysis of trade receivables, showing that most receivables are due within one year Ageing Analysis of Trade Receivables (HKD thousands) | Ageing | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Within One Month | 4,115 | 6,347 | | One to Three Months | 3,308 | 2,179 | | Three to Six Months | 3,100 | 1,186 | | Six Months to One Year | 172 | 3,379 | | Over One Year | 3,384 | 3,294 | | Total | 14,079 | 16,385 | 16. Cash and Cash Equivalents As of June 30, 2025, the Group's total cash and cash equivalents were HKD 160.575 million, including bank cash, short-term bank deposits, and money market funds Cash and Cash Equivalents (HKD thousands) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Bank and Cash on Hand | 66,464 | 18,167 | | Short-term Bank Deposits | 39,951 | 76,442 | | Money Market Funds | 54,160 | 73,384 | | Cash and Cash Equivalents | 160,575 | 167,993 | 17. Financial Assets/(Liabilities) at Fair Value Through Profit or Loss The Group classifies debt investments not eligible for amortized cost or fair value through other comprehensive income, and equity investments where the entity has not elected to recognize fair value gains and losses i