Management Discussion and Analysis II. Financial Review E-Commodities Holdings Limited faced a challenging market in H1 2025 with coking coal prices falling nearly 40%, leading to a 36.17% decrease in total revenue, while profit attributable to equity holders significantly dropped by 82.63% 1. Revenue Overview In H1 2025, total revenue decreased by 36.17% to 12,672 million HKD due to a nearly 40% drop in coking coal prices and weak demand, with coal trading revenue falling 42.65%, yet overseas revenue share increased to 32.78% - In H1 2025, the average coking coal price was 175 USD/tonne, a decrease of nearly 40.00% compared to H1 202415 Consolidated Revenue Overview | Indicator | H1 2025 (million HKD) | H1 2024 (million HKD) | Year-on-year Change (%) | | :--- | :--- | :--- | :--- | | Total Revenue | 12,672 | 19,854 | -36.17% | | Coal Trading Revenue | 9,667.9 | 16,858.5 | -42.65% | | Overseas Revenue as % of Total Revenue | 32.78% | 24.74% | +8.04pp | Supply Chain Trading Supply chain trading revenue was approximately 10,870 million HKD, accounting for 85.78% of total revenue in H1 2025, with coal product revenue decreasing 42.65% due to a 40% price drop - Supply chain trading segment revenue was approximately 10,870 million HKD, accounting for 85.78% of total revenue19 - Coal product revenue decreased by 42.65% from approximately 16,858 million HKD in H1 2024 to approximately 9,668 million HKD in H1 2025, primarily due to a 40.00% drop in coal market prices19 Integrated Supply Chain Services Integrated supply chain services revenue was approximately 1,802 million HKD in H1 2025, a 14.19% year-on-year decrease, with mining services contributing 18.69 million cubic meters and 623 million HKD in revenue - Integrated supply chain services segment revenue was approximately 1,802 million HKD, a decrease of approximately 14.19% compared to H1 202420 - Mining services achieved an excavation volume of approximately 18.69 million cubic meters, generating revenue of approximately 623 million HKD and a gross profit of approximately 81 million HKD20 - In H1 2025, China's coal imports from Mongolia decreased by approximately 4.71% to 37.22 million tonnes, with the maximum price drop for Mongolian 5 raw coal at Ganqimaodu port reaching approximately 23.91%21 Business Outlook The company plans to navigate commodity market cycles by deepening customer services, expanding value-added businesses, optimizing sales strategies, and strictly controlling costs to maintain market share - The company will solidify its industry position and maintain market share through deepening customer services, expanding value-added businesses, optimizing sales strategies, and strictly executing cost control to navigate market cycles22 2. Cost of Sales and Purchases In H1 2025, cost of sales decreased by 33.58% to approximately 12,372 million HKD, primarily due to falling coal trading prices, with total purchases at approximately 8,396 million HKD - In H1 2025, cost of sales was approximately 12,372 million HKD, a decrease of approximately 33.58% compared to H1 2024, mainly due to falling coal trading prices22 Major Commodity Purchase Details | Commodity Category | H1 2025 Purchase Volume (thousand tonnes) | H1 2025 Purchase Value (thousand HKD) | H1 2024 Purchase Volume (thousand tonnes) | H1 2024 Purchase Value (thousand HKD) | | :--- | :--- | :--- | :--- | :--- | | Coal | 7,385 | 7,208,249 | 8,719 | 13,881,556 | | Oil and Petrochemical Products | 141 | 1,015,160 | 82 | 739,631 | | Coke | 92 | 105,645 | – | – | | Iron Ore | 93 | 66,740 | 110 | 95,992 | | Total | 7,711 | 8,395,794 | 8,911 | 14,717,179 | 3. Gross Profit In H1 2025, the company recorded a gross profit of approximately 300 million HKD, achieving 456 million HKD from futures hedging and 289 million HKD from cost reduction, with overseas sales increasing to 26.34% of total revenue - In H1 2025, the company recorded a gross profit of approximately 300 million HKD25 - Utilizing futures for risk hedging, the company achieved a combined futures and spot gross profit of approximately 456 million HKD25 - Overseas sales trade volume accounted for 26.34% of the Group's total revenue, an increase from 22.63% in the same period of 202425 4. Administrative Expenses Administrative expenses decreased by 30.95% to approximately 290 million HKD in H1 2025, mainly driven by a 39.42% reduction in staff costs - In H1 2025, administrative expenses were approximately 290 million HKD, a decrease of approximately 30.95% compared to H1 202426 - The decrease in administrative expenses was primarily due to a 39.42% reduction in staff costs26 Administrative Expenses Details | Item | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Staff Costs | 172,481 | 284,726 | | Reversal of Impairment Loss Provision for Trade and Other Receivables | (5,779) | (9,748) | | Other | 123,337 | 145,063 | | Total | 290,039 | 420,041 | 5. Other Income Other income increased by 81.91% to approximately 171 million HKD in H1 2025, primarily due to a 156 million HKD gain from futures market hedging using derivative instruments - In H1 2025, other income was approximately 171 million HKD, compared to approximately 94 million HKD recorded in H1 202428 - This was mainly due to the company generating a gain of approximately 156 million HKD in the futures market from using derivative instruments for hedging28 6. Net Finance Costs Net finance costs increased by 21.43% to approximately 68 million HKD in H1 2025, mainly due to unrealized exchange losses from intercompany balances between domestic and overseas subsidiaries - In H1 2025, net finance costs were approximately 68 million HKD, an increase of approximately 21.43% compared to H1 202428 - The increase was primarily due to unrealized exchange losses arising from exchange rate fluctuations on intercompany balances between domestic and overseas subsidiaries28 Net Finance Costs Details | Item | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Interest Income | (31,010) | (28,677) | | Total Interest Expense | 55,988 | 63,327 | | Net Exchange Loss | 35,789 | 10,373 | | Bank and Other Charges | 6,993 | 10,919 | | Net Finance Costs | 67,760 | 55,942 | 7. Profit Attributable to Equity Holders and Earnings Per Share In H1 2025, profit attributable to equity holders significantly decreased by 82.63% to approximately 136 million HKD, with basic and diluted earnings per share at 0.051 HKD - In H1 2025, profit attributable to equity holders was approximately 136 million HKD, a decrease of approximately 82.63% compared to H1 202430 - For the six months ended June 30, 2025, basic and diluted earnings per share were both 0.051 HKD31 8. Inventories As of June 30, 2025, inventories amounted to approximately 550 million HKD, a 72.95% decrease from December 31, 2024, reflecting the company's efforts to accelerate inventory turnover and improve capital efficiency - As of June 30, 2025, inventories amounted to approximately 550 million HKD, a decrease of approximately 72.95% compared to December 31, 202431 - The company accelerated inventory turnover and reduced inventory levels, thereby improving capital efficiency31 Inventory Composition | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Coal | 461,452 | 1,950,968 | | Other | 88,259 | 81,938 | | Total | 549,711 | 2,032,906 | 9. Debt and Liquidity As of June 30, 2025, total bank loans were approximately 1,663 million HKD, and the gearing ratio decreased to 36.58%, but EBITDA/interest fell to 8.29 and debt/EBITDA rose to 4.41 due to lower profits - As of June 30, 2025, the Group's total bank loans amounted to approximately 1,663 million HKD31 - The gearing ratio was 36.58%, a decrease from 47.80% as of December 31, 202431 - EBITDA/interest decreased from 17.43 in the same period last year to 8.29; debt/EBITDA increased from 2.20 to 4.41, mainly due to lower profits in H1 202531 10. Working Capital In H1 2025, accounts receivable turnover was approximately 33 days, accounts payable turnover 41 days, and inventory turnover 20 days, resulting in a cash conversion cycle of approximately 12 days, an 8-day improvement - In H1 2025, accounts receivable turnover days were approximately 33 days, accounts payable turnover days approximately 41 days, and inventory turnover days approximately 20 days33 - The overall cash conversion cycle was approximately 12 days, 8 days less than the Group's cash conversion cycle in H1 202433 11. Pledged Assets As of June 30, 2025, various assets including credit guarantees, restricted bank deposits, property, plant and equipment, land use rights, and trade receivables were pledged to secure bank loans, bills payable, and lease liabilities - As of June 30, 2025, bank loans of 650 million HKD along with bills payable of 232 million HKD were secured by credit guarantees of 777 million HKD and restricted bank deposits of 105 million HKD35 - Bank loans of 655 million HKD along with bills payable of 214 million HKD were secured by restricted bank deposits of 94 million HKD, property, plant and equipment of 646 million HKD, and land use rights of 353 million HKD35 - Bank loans of 358 million HKD along with bills payable of 1,288 million HKD were secured by trade receivables and bills receivable of 511 million HKD, and restricted bank deposits of 1,215 million HKD36 12. Cash Flow Net cash inflow from operating activities significantly increased by 304.49% to approximately 1,533 million HKD in H1 2025, driven by inventory reduction and faster turnover, while financing activities saw a 163.06% increase in net outflow - In H1 2025, net cash inflow from operating activities was approximately 1,533 million HKD, a year-on-year increase of 304.49%36 - Net cash outflow from investing activities was approximately 127 million HKD, a year-on-year decrease of 83.02%37 - Net cash outflow from financing activities was approximately 997 million HKD, a year-on-year increase of 163.06%, primarily for loan repayments of approximately 624 million HKD and dividend payments of approximately 217 million HKD37 III. Working Capital and Treasury Policy The Group employs proactive and real-time monitoring for capital management, raising funds through operations, bill discounting, factoring, bank financing, and bond issuance, while maintaining a prudent approach to enhance capital turnover and hedge foreign exchange risks - The Group raises funds through operating activities, discounting of bills receivable, factoring of accounts receivable, domestic and overseas bank financing, and bond financing38 - The Group adopts a prudent and conservative capital management policy, managing capital allocation quotas for various business units and urging them to reduce inventory, prepayments, and accounts receivable levels to improve capital turnover38 - The company strategically conducts transactions in strong currencies during business operations and uses foreign exchange derivative instruments to hedge against exchange rate fluctuation risks and lock in business profits38 IV. Risk Factors The Group faces multiple operational risks including commodity price volatility, reliance on the steel industry, liquidity risk, currency risk, and fair value measurement risk, with measures in place to manage but not fully mitigate these impacts - Fluctuations in commodity market prices are influenced by various factors beyond our control, and failure to maintain profitable levels will have a significant adverse impact on financial conditions4041 - The Group's revenue primarily derives from coking coal product trading services, which are highly dependent on the demand for coking coal from steel mills and coking plants in China and international markets41 - Over 56.97% of the Group's turnover is denominated in RMB, and over 59.25% of purchase costs and certain operating expenses are denominated in USD, so exchange rate fluctuations may have a significant impact on operating results42 V. Human Resources As of June 30, 2025, the Group had 2,384 full-time employees, with 87% in frontline production and transportation, emphasizing performance-based compensation and continuous training, totaling 1,699 hours for 12,968 participants in H1 - As of June 30, 2025, the Group had 2,384 full-time employees (excluding 894 outsourced employees from Chinese subsidiaries)44 Employee Functional Distribution | Function | Number of Employees | Percentage | | :--- | :--- | :--- | | Management, Administration and Finance | 188 | 8% | | Sales and Marketing | 116 | 5% | | Frontline Production and Transportation Personnel | 2,080 | 87% | | Total | 2,384 | 100% | - For the six months ended June 30, 2025, the Group organized various internal and external training courses, totaling 1,699 training hours with 12,968 participants45 VI. Health, Safety and Environment The Group prioritizes employee health, safety, and environmental protection, measured by indicators such as lost time injury frequency rate and total recordable incident frequency, reporting no major accidents or incidents in H1 2025 - The Group places extreme importance on employee health and safety, and environmental protection47 - In H1 2025, no major accidents, environmental incidents, or occupational health and safety incidents occurred47 VII. Purchase, Sale or Redemption of the Company's Listed Securities As of June 30, 2025, the company had 2,673,088,962 shares issued, having repurchased and cancelled 23,458,000 shares in March and April 2025, with 3,306,000 shares held as treasury shares - As of June 30, 2025, the total number of issued shares of the company was 2,673,088,962 shares48 - The company repurchased 22,758,000 shares and 700,000 shares on the Stock Exchange in March and April 2025, respectively, with all repurchased shares cancelled in April 202548 - As of June 30, 2025, 3,306,000 shares were held by the company as treasury shares48 Other Information Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares, and Debentures As of June 30, 2025, Ms. Cao Xinyi and Mr. Wang Yaxu held 0.45% and 0.40% of the company's shares respectively, with no other directors or chief executive holding disclosable interests Directors' and Chief Executive's Shareholdings | Director Name | Nature of Interest | Total Number of Shares | Approximate Percentage | | :--- | :--- | :--- | :--- | | Cao Xinyi | Beneficial Owner | 12,052,041 | 0.45% | | Wang Yaxu | Beneficial Owner | 10,736,190 | 0.40% | - Save as disclosed, as of June 30, 2025, no other director or chief executive of the company had any disclosable interests or short positions in the shares, underlying shares, or debentures of the company or its associated corporations50 Major Shareholders As of June 30, 2025, Ms. Wang (via Ace Beacon) and China Minmetals Corporation (via Magnificent Gardenia Limited) were the major shareholders, respectively holding 41.15% and 14.96% of the shares Major Shareholders' Shareholdings | Shareholder Name/Name | Nature of Interest | Total Number of Shares | Approximate Percentage | | :--- | :--- | :--- | :--- | | Ms. Wang | Interest in Controlled Corporation | 1,100,059,113 (L) | 41.15% | | Ace Beacon | Beneficial Owner | 1,100,059,113 (L) | 41.15% | | China Minmetals Corporation | Interest in Controlled Corporation | 400,021,495 (L) | 14.96% | | China Minmetals Corporation Limited | Interest in Controlled Corporation | 400,021,495 (L) | 14.96% | | Magnificent Gardenia Limited | Beneficial Owner | 400,021,495 (L) | 14.96% | - Ms. Wang holds the entire issued share capital of Ace Beacon Holdings Limited and is therefore deemed to have an interest in the shares held by Ace Beacon53 - China Minmetals Corporation and China Minmetals Corporation Limited are both deemed to have an interest in the shares held by Magnificent Gardenia Limited53 Share Award Scheme The 2022 Restricted Share Unit Scheme aims to retain and incentivize employees, with the total number of shares not exceeding 10% of issued shares at adoption, and 286,792,296 shares remaining available for grant as of June 30, 2025 - The 2022 Restricted Share Unit Scheme aims to retain and encourage participants to contribute to the Group's long-term development and profitability54 - Under the scheme, the total number of shares related to restricted share units granted shall not exceed 10% of the total number of issued shares on the adoption date of the 2022 Restricted Share Unit Scheme55 - No restricted share units were granted under the 2022 Restricted Share Unit Scheme during the reporting period, and as of June 30, 2025, 286,792,296 shares related to restricted share units were available for grant under the scheme57 Audit Committee The Audit Committee assists the Board in providing independent opinions on financial reporting, internal controls, and risk management, having reviewed and discussed the unaudited financial statements in H1 2025 - The primary responsibility of the Audit Committee is to assist the Board in providing independent opinions on the company's financial reporting procedures, internal control, and risk management systems, and to oversee the audit process58 - For the six months ended June 30, 2025, the Audit Committee held one meeting to review and discuss the Group's unaudited financial statements with the external auditors58 Remuneration Committee The Remuneration Committee is responsible for reviewing and formulating remuneration policies for directors and senior management, having met once in H1 2025 to review their compensation based on duties, experience, qualifications, and performance - The primary responsibility of the Remuneration Committee is to review and formulate remuneration policies for the directors and senior management of the company and to make recommendations on their remuneration packages59 - For the six months ended June 30, 2025, the Remuneration Committee held one meeting to review the remuneration of the directors and senior management of the company59 Corporate Governance Code As of June 30, 2025, the company complied with all Corporate Governance Code provisions, except for the combined roles of Chairman and CEO held by Ms. Cao Xinyi, which the Board believes provides consistent leadership and operational efficiency - The company has complied with the code provisions set out in Part 2 of Appendix C1 to the Listing Rules, except for the deviation from code provision C.2.1 (separation of the roles of Chairman and Chief Executive)60 - The Board believes that the combined roles of Chairman and Chief Executive Officer held by Ms. Cao Xinyi provide consistent leadership for the Group, which is beneficial for the execution of business strategies and enhances operational efficiency60 - The Board has an appropriate checks and balances structure to provide sufficient oversight to safeguard the overall interests of the company and its shareholders60 Update on Directors' Information Mr. Wu Yuk Keung retired as a director of Sany Heavy Equipment International Holdings Company Limited on May 28, 2025, with no other changes to directors' information requiring disclosure since the last annual report - On May 28, 2025, Mr. Wu Yuk Keung retired and ceased to be a director of Sany Heavy Equipment International Holdings Company Limited (stock code: 631), a company listed on the Stock Exchange, effective immediately62 Interim Dividend The Board does not recommend declaring or paying an interim dividend for H1 2025, opting to retain sufficient cash reserves for market flexibility and to consider dividend matters at year-end based on full-year profits - The Board does not recommend declaring or paying an interim dividend for the six months ended June 30, 202563 - Management believes it is crucial to retain sufficient cash reserves to respond to changing market conditions and maintain greater flexibility for business in the second half of the year63 - It is proposed that dividend matters be considered comprehensively at the end of 2025 based on the full-year profit situation63 Related Party Transactions Details of related party transactions in the Group's ordinary course of business are disclosed in the 2024 annual report and notes to this interim report, with the Board affirming they were conducted on normal commercial terms and complied with listing rules - Details of related party transactions conducted in the ordinary course of business by the Group are set out in Note 34 to the financial statements in the 2024 Annual Report and Note 19 to the unaudited interim financial report for the six months ended June 30, 202564 - The directors believe that the aforementioned related party transactions were conducted on normal commercial terms and in accordance with the agreements governing such transactions121 Standard Code for Securities Transactions by Directors The company has adopted the Standard Code for directors' securities transactions, and all directors confirmed compliance with its provisions throughout H1 2025 - The company has adopted the Standard Code as the code of conduct for directors' own dealings in the company's securities65 - Following specific enquiries made to all directors, each director has confirmed that they have complied with the required standards set out in the Standard Code throughout H1 202565 Public Float The company has consistently maintained a public float of not less than 25% of its issued shares, in compliance with listing rules, throughout H1 2025 and up to the latest practicable date before this report's printing - The company has consistently maintained a public float of not less than 25% of its issued shares in accordance with the Listing Rules66 Board of Directors The Board of Directors comprises four executive directors, one non-executive director, and three independent non-executive directors - The Board of Directors comprises executive directors, a non-executive director, and independent non-executive directors67 Financial Statements Consolidated Statement of Profit or Loss In H1 2025, the company reported total revenue of 12,672 million HKD, gross profit of 300 million HKD, profit for the period of 133 million HKD, profit attributable to equity holders of 136 million HKD, and basic and diluted EPS of 0.051 HKD Consolidated Statement of Profit or Loss Summary | Indicator | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Revenue | 12,672,225 | 19,854,020 | | Cost of Sales | (12,372,035) | (18,627,921) | | Gross Profit | 300,190 | 1,226,099 | | Other Income | 170,928 | 94,452 | | Administrative Expenses | (290,039) | (420,041) | | Profit from Operations | 181,079 | 900,510 | | Net Finance Costs | (67,760) | (55,942) | | Profit Before Tax | 101,142 | 939,260 | | Profit for the Period | 133,331 | 830,103 | | Profit Attributable to Equity Holders of the Company | 136,240 | 782,859 | | Basic and Diluted Earnings Per Share (HKD) | 0.051 | 0.294 | Consolidated Statement of Profit or Loss and Other Comprehensive Income In H1 2025, profit for the period was 133 million HKD, with other comprehensive income of 48 million HKD primarily from exchange differences on translation, resulting in a total comprehensive income of 181 million HKD, of which 182 million HKD was attributable to equity holders Consolidated Statement of Profit or Loss and Other Comprehensive Income Summary | Indicator | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Profit for the Period | 133,331 | 830,103 | | Equity Investments Measured at Fair Value Through Other Comprehensive Income - Net Change in Fair Value Reserve | 1,136 | 1,451 | | Exchange Differences on Translation | 47,039 | (54,960) | | Other Comprehensive Income for the Period | 48,175 | (53,509) | | Total Comprehensive Income for the Period | 181,506 | 776,594 | | Attributable to Equity Holders of the Company | 182,756 | 746,888 | Consolidated Statement of Financial Position As of June 30, 2025, total assets were 14,472 million HKD, with non-current assets at 6,989 million HKD and current assets at 7,483 million HKD, resulting in total equity of 9,178 million HKD, of which 8,789 million HKD was attributable to equity holders Consolidated Statement of Financial Position Summary | Indicator | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Total Non-Current Assets | 6,988,995 | 7,038,412 | | Total Current Assets | 7,482,706 | 10,396,326 | | Total Assets | 14,471,701 | 17,434,738 | | Total Current Liabilities | 4,832,182 | 7,728,922 | | Total Non-Current Liabilities | 461,544 | 604,843 | | Total Liabilities | 5,293,726 | 8,333,765 | | Net Assets | 9,177,975 | 9,100,973 | | Total Equity Attributable to Equity Holders of the Company | 8,788,761 | 8,661,550 | | Non-Controlling Interests | 389,214 | 439,423 | | Total Equity | 9,177,975 | 9,100,973 | Consolidated Statement of Changes in Equity For H1 2025, total equity increased from 9,100 million HKD to 9,178 million HKD, primarily due to total comprehensive income of 181 million HKD, offset by share repurchases of 20 million HKD and dividends paid of 83 million HKD - Total equity as of January 1, 2025, was 9,100,973 thousand HKD, increasing to 9,177,975 thousand HKD as of June 30, 202576 - Total comprehensive income for the period was 181,506 thousand HKD76 - Share repurchases resulted in a decrease in equity of 20,878 thousand HKD, and dividends paid totaled 83,626 thousand HKD76 Condensed Consolidated Cash Flow Statement In H1 2025, net cash from operating activities significantly increased to 1,533 million HKD, while net cash used in investing activities was 127 million HKD and net cash used in financing activities was 997 million HKD, with cash and cash equivalents at period-end totaling 2,435 million HKD Condensed Consolidated Cash Flow Statement Summary | Indicator | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Net Cash From Operating Activities | 1,533,285 | 378,935 | | Net Cash Used In Investing Activities | (126,939) | (747,750) | | Net Cash Used In Financing Activities | (997,159) | (379,310) | | Net Increase/(Decrease) in Cash and Cash Equivalents | 409,187 | (748,125) | | Cash and Cash Equivalents at End of Period | 2,435,165 | 2,192,803 | Notes to the Unaudited Interim Financial Report 1 Company Information E-Commodities Holdings Limited, incorporated in the British Virgin Islands on September 17, 2007, primarily engages in trading coal and other commodities and providing integrated supply chain services - E-Commodities Holdings Limited was incorporated as a limited company in the British Virgin Islands on September 17, 200778 - The company and its subsidiaries are primarily engaged in trading coal and other commodities and providing integrated supply chain services78 2 Basis of Preparation The interim financial report was prepared in accordance with the HKEX Listing Rules and IAS 34 "Interim Financial Reporting," and has been reviewed by KPMG - The interim financial report has been prepared in accordance with the applicable disclosure provisions of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, including compliance with International Accounting Standard 34 "Interim Financial Reporting"79 - The interim financial report is unaudited but has been reviewed by KPMG in accordance with Hong Kong Standard on Review Engagements 241080 3 Changes in Accounting Policies The Group applied amendments to IAS 21 "The Effects of Changes in Foreign Exchange Rates – Lack of Exchangeability" in this period, which had no significant impact due to the absence of relevant transactions, and no other new accounting standards were applied - The Group has applied the amendments to International Accounting Standard 21 "The Effects of Changes in Foreign Exchange Rates – Lack of Exchangeability" issued by the International Accounting Standards Board in this interim financial report during the current accounting period81 - As the Group did not enter into any transactions denominated in foreign currencies that could not be exchanged into other currencies, these amendments had no significant impact on this interim report81 4 Revenue and Segment Reporting The Group's revenue primarily stems from coal and other commodity trading and integrated supply chain services, with total revenue of 12,672 million HKD in H1 2025, predominantly from coal trading, and an increased share of overseas revenue - The Group is primarily engaged in trading coal and other commodities and providing integrated supply chain services83 Revenue by Major Product or Service Line | Product or Service Line | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Coal | 9,667,908 | 16,858,477 | | Provision of Integrated Supply Chain Services | 1,802,424 | 2,100,552 | | Oil and Petrochemical Products | 1,024,038 | 746,656 | | Coke | 89,018 | – | | Iron Ore | 77,356 | 112,917 | | Other | 11,481 | 35,418 | | Total | 12,672,225 | 19,854,020 | Revenue by Customer Geographical Location | Geographical Location | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | China (including Hong Kong, Macau and Taiwan) | 8,519,404 | 14,942,943 | | Indonesia | 1,219,331 | 1,835,536 | | Mongolia | 633,834 | 422,881 | | South Korea | 582,729 | 713,909 | | Malaysia | 554,927 | 1,011,534 | | India | 345,855 | 295,276 | | Vietnam | 293,593 | 128,650 | | Japan | 286,228 | 503,291 | | Canada | 180,359 | – | | Other | 55,965 | – | | Total | 12,672,225 | 19,854,020 | 5 Other Income Other income in H1 2025 was 171 million HKD, mainly from net realized and unrealized gains on derivative financial instruments and structured deposit products (150 million HKD) and government grants (7.9 million HKD) Other Income Details | Item | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Net Realized and Unrealized Gains on Derivative Financial Instruments and Structured Deposit Products | 150,246 | 60,965 | | Government Grants | 7,914 | 31,007 | | Other | 12,768 | 2,480 | | Total | 170,928 | 94,452 | - Net realized and unrealized gains on derivative financial instruments primarily refer to the Group's net gains from commodity futures contracts89 6 Profit Before Tax In H1 2025, profit before tax was determined after deducting net finance costs of 68 million HKD, staff costs of 357 million HKD, amortization and depreciation of 283 million HKD, and net exchange losses of 36 million HKD Net Finance Costs Details | Item | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Interest Income | (31,010) | (28,677) | | Total Interest Expense | 55,988 | 63,327 | | Net Exchange Loss | 35,789 | 10,373 | | Bank and Other Charges | 6,993 | 10,919 | | Net Finance Costs | 67,760 | 55,942 | Staff Costs Details | Item | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Salaries, Wages, Bonuses and Other Benefits | 332,447 | 417,225 | | Contributions to Defined Contribution Retirement Plans | 24,636 | 18,491 | | Total | 357,083 | 435,716 | Other Items Details | Item | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Amortization and Depreciation - Property, Plant and Equipment and Right-of-Use Assets | 271,023 | 192,076 | | Amortization and Depreciation - Intangible Assets | 12,247 | 11,121 | | Cost of Inventories - Carrying Amount of Inventories Sold | 10,798,385 | 16,835,005 | | Cost of Inventories - Write-down of Inventories | 27,743 | 144,710 | 7 Income Tax Income tax for H1 2025 was negative 32 million HKD, primarily due to deferred tax movements, with the company benefiting from a 15% preferential tax rate in certain regions and recognizing 6.2 million HKD in top-up tax expenses in Singapore under OECD Pillar Two Income Tax Details | Item | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Current Tax – Hong Kong Profits Tax | 12,595 | 13,987 | | Current Tax – Outside Hong Kong | 49,411 | 120,061 | | Pillar Two Income Tax | 6,247 | – | | Under-provision in Prior Years | 1,578 | 7,562 | | Deferred Tax | (102,020) | (32,453) | | Total | (32,189) | 109,157 | - Certain subsidiaries of the Group enjoy a 15% preferential tax rate in the Hainan Free Trade Port and Western Development regions94 - The company obtained a High-tech Enterprise Certificate on October 29, 2024, and is subject to a 15% income tax rate for the period from January 1, 2024, to December 31, 202695 - The Group recognized a current tax expense of 6,247,000 HKD related to top-up tax for the six months ended June 30, 202597 8 Earnings Per Share Basic earnings per share for H1 2025 was 0.051 HKD, calculated based on profit attributable to equity holders of 136 million HKD and a weighted average of 2,646 million ordinary shares, with no dilutive effect - For the six months ended June 30, 2025, basic earnings per share was calculated based on profit attributable to equity holders of the company of 136,240,000 HKD and a weighted average of 2,646,823,000 ordinary shares outstanding98 - For the six months ended June 30, 2025 and 2024, basic and diluted earnings per share were the same as there were no potentially dilutive ordinary shares outstanding during the period98 9 Property, Plant and Equipment and Investment Properties In H1 2025, the Group acquired 181 million HKD in property, plant and equipment, transferred 115 million HKD from construction in progress, and pledged 660 million HKD of these assets as collateral for borrowings as of June 30, 2025 - For the six months ended June 30, 2025, the Group acquired property, plant and equipment items amounting to 181,442,000 HKD99 - Construction in progress with a cost of 115,589,000 HKD was transferred to property, plant and equipment99 - As of June 30, 2025, the Group had pledged property, plant and equipment of 660,262,000 HKD as collateral for the Group's borrowings, bills payable, and lease liabilities99 10 Other Non-Current Assets As of June 30, 2025, total other non-current assets were 452 million HKD, primarily comprising loans to joint ventures of 388 million HKD, with an additional 37 million HKD provided and 22 million HKD repaid in H1 Other Non-Current Assets Details | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Loans to Joint Ventures | 388,745 | 361,652 | | Prepayments for Property and Equipment and Construction in Progress | 63,900 | 63,126 | | Total | 452,645 | 424,778 | - In H1 2025, the Group provided additional loans of 4,800,000 USD (equivalent to 37,679,000 HKD) to joint ventures under the 2025 loan agreement101 - Principal repayments of 2,853,000 USD (equivalent to 22,399,000 HKD) were received in H1 2025101 11 Inventories As of June 30, 2025, total inventories amounted to 550 million HKD, with coal accounting for 461 million HKD, and no inventories were pledged as collateral for borrowings at the period-end Inventory Composition | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Coal | 461,452 | 1,950,968 | | Other | 88,259 | 81,938 | | Total | 549,711 | 2,032,906 | - As of June 30, 2025, the Group had no pledged inventories (December 31, 2024: 224,968,000 HKD) as collateral for the Group's borrowings and bills payable102 12 Trade and Other Receivables As of June 30, 2025, total trade and other receivables were 2,999 million HKD, including trade receivables and bills receivable of 885 million HKD, with 510 million HKD of bills receivable pledged as collateral for borrowings Ageing Analysis of Trade and Other Receivables | Ageing | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Within 3 Months | 854,259 | 1,689,914 | | 3 to 6 Months | 29,530 | 18,953 | | 6 to 12 Months | 1,068 | - | | Trade Receivables and Bills Receivable, Net of Loss Allowance | 884,857 | 1,708,867 | | Bank Acceptance Bills | 708,384 | 1,108,107 | | Other Receivables | 82,471 | 166,769 | | Deposits and Prepayments | 840,004 | 819,419 | | Other Recoverable Taxes | 367,772 | 376,329 | | Derivative Financial Instruments | 115,521 | 87,414 | | Total | 2,999,009 | 4,379,085 | - As of June 30, 2025, the Group's bills receivable of 510,513,000 HKD were pledged as collateral for the Group's borrowings and bills payable105 13 Restricted Bank Deposits As of June 30, 2025, the Group had pledged bank deposits 1,414 million HKD as collateral for borrowings and bank financing related to bills and letters of credit - As of June 30, 2025, the Group had pledged bank deposits of 1,414,156,000 HKD as collateral for the Group's borrowings and bank financing related to bills and letters of credit issued by the Group106 14 Cash and Cash Equivalents As of June 30, 2025, bank and cash on hand totaled 2,435 million HKD. Of this, 1,891 million HKD was held by Chinese entities in RMB, subject to Chinese government foreign exchange restrictions Cash and Cash Equivalents | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Bank and Cash on Hand | 2,435,165 | 1,996,015 | - As of June 30, 2025, cash and cash equivalents of 1,891,318,000 HKD were held by the Group's entities in China in RMB, and the remittance of funds out of China is subject to foreign exchange restrictions imposed by the Chinese government107 15 Trade and Other Payables As of June 30, 2025, total trade and other payables were 2,998 million HKD, including trade payables and bills payable of 2,121 million HKD. Bills payable totaled 1,734 million HKD, mostly pledged against restricted bank deposits and receivables Ageing Analysis of Trade Payables and Bills Payable | Ageing | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Within 3 Months | 880,603 | 2,802,014 | | Over 3 Months but Less Than 6 Months | 1,021,902 | 648,452 | | Over 6 Months but Less Than 1 Year | 209,323 | 94,623 | | Over 1 Year | 8,928 | 25,540 | | Total Trade Payables and Bills Payable | 2,120,756 | 3,570,629 | Bills Payable Analysis | Collateral Type | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Pledged by Restricted Bank Deposits, Bills Receivable and Structured Deposits | 1,287,555 | 1,970,417 | | Pledged by Restricted Bank Deposits, Property, Plant and Equipment, Land Use Rights and Inventories | 214,206 | 218,185 | | Pledged by Restricted Bank Deposits and Credit Guarantees | 231,993 | 37,942 | | Total | 1,733,754 | 2,226,544 | 16 Pledged Bank Loans As of June 30, 2025, total pledged bank loans amounted to 1,663 million HKD. These loans were secured by various assets including trade receivables, restricted bank deposits, property, plant and equipment, land use rights, and credit guarantees Pledged Bank Loans Analysis | Collateral Type | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Pledged by Bills Receivable and Restricted Bank Deposits | 357,613 | 643,655 | | Pledged by Restricted Bank Deposits, Property, Plant and Equipment, Land Use Rights and Inventories | 655,191 | 711,745 | | Pledged by Restricted Bank Deposits and Credit Guarantees | 649,997 | 936,125 | | Total | 1,662,801 | 2,291,525 | 17 Capital, Reserves and Dividends 2025上半年,董事會不建議派發中期股息。期內批准的過往財政年度末期股息為每股0.013港元。截至2025年6月30日,已發行及已繳足普通股為2,673百萬股,股本為5,390百萬港元 - The Board does not recommend declaring or paying an interim dividend for the six months ended June 30, 2025110 - The final dividend for the prior financial year approved in a subsequent interim period was 0.013 HKD per share (34,667 thousand HKD)111 Share Capital Movement | Item | June 30, 2025 (thousand shares) | June 30, 2025 (thousand HKD) | | :--- | :--- | :--- | | Existing Shares as of January 1 | 2,696,547 | 5,410,638 | | Cancelled Repurchased Shares | (23,458) | (20,878) | | As of June 30 | 2,673,089 | 5,389,760 | 18 Fair Value Measurement of Financial Instruments The Group's financial assets and liabilities are measured at fair value across three levels, with derivative financial instruments (commodity futures contracts) classified as Level 1 and unlisted equity securities as Level 3, valued using an adjusted net asset method - Fair value measurements are categorized into three levels: Level 1 (quoted prices in active markets), Level 2 (observable input data), and Level 3 (significant unobservable input data)115 Fair Value Measurement Classification of Financial Instruments (June 30, 2025) | Item | Fair Value (thousand HKD) | Level 1 (thousand HKD) | Level 2 (thousand HKD) | Level 3 (thousand HKD) | | :--- | :--- | :--- | :--- | :--- | | Derivative Financial Instruments - Commodity Futures Contracts | 115,521 | 115,521 | – | – | | Unlisted Equity Securities - Other Equity Investments | 57,456 | – | – | 57,456 | - Level 3 fair value measurement (unlisted equity securities) uses an adjusted net asset method, with a market illiquidity discount of 10%120 19 Significant Related Party Transactions In H1 2025, the Group engaged in significant related party transactions with associates and joint ventures, including 1,417 million HKD in product sales, 643 million HKD in product purchases, and 677 million HKD in integrated supply chain services, with outstanding balances of 239 million HKD receivable and 182 million HKD payable Significant Related Party Transactions Details | Transaction Type | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Sales of Products to Associates and Joint Ventures | 1,416,881 | 1,804,772 | | Purchases of Products from Associates and Joint Ventures | 643,155 | 231,834 | | Provision of Integrated Supply Chain Services and Other Services to Associates and Joint Ventures | 677,421 | 1,809,620 | | Disposal of Property, Plant and Equipment to Joint Ventures | 489 | 115,965 | Significant Related Party Balances | Balance Type | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Amounts Due from Associates and Joint Ventures | 239,251 | 496,882 | | Loans to Joint Ventures | 388,745 | 361,652 | | Amounts Due to Associates and Joint Ventures | 181,791 | 169,639 | | Contract Liabilities to Associates | 788 | 316 | 20 Commitments As of June 30, 2025, the Group's total unfulfilled capital commitments amounted to 595 million HKD, including 322 million HKD for contracted acquisitions of property, plant and equipment Capital Commitments | Commitment Type | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Authorized but Not Contracted for Acquisition of Property, Plant and Equipment | 273,682 | 645,924 | | Contracted for Acquisition of Property, Plant and Equipment | 321,747 | 468,538 | | Total | 595,429 | 1,114,462 | 21 Comparative Figures Certain comparative figures have been adjusted to conform to the current period's presentation - Certain comparative figures have been adjusted to conform to the current period's presentation124 Review Report to the Board of Directors of E-Commodities Holdings Limited Review Report to the Board of Directors of E-Commodities Holdings Limited KPMG reviewed E-Commodities Holdings Limited's interim financial report for H1 2025 in accordance with HKSRS 2410, concluding that nothing came to their attention to suggest the report was not prepared in all material respects in accordance with IAS 34 - KPMG has reviewed the interim financial report contained on pages 19 to 41125 - The review was conducted in accordance with Hong Kong Standard on Review Engagements 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Hong Kong Institute of Certified Public Accountants126 - Based on our review, nothing has come to our attention that causes us to believe that the interim financial report as of June 30, 2025, is not prepared, in all material respects, in accordance with International Accounting Standard 34 "Interim Financial Reporting"127
易大宗(01733) - 2025 - 中期财报