好孩子国际(01086) - 2025 - 中期财报

Company Information This section details changes in the company's board and committee structures, including new appointments and retirements, alongside essential administrative and contact information Board and Committee Composition During the reporting period, the company's board members and various committees (Audit, Nomination, Remuneration, ESG) underwent multiple adjustments, including new independent non-executive director appointments, retirements, and the establishment of a Lead Independent Non-Executive Director and an ESG Committee to strengthen corporate governance - Ms. Zhang Yun was appointed Lead Independent Non-Executive Director on August 25, 2025, to enhance board effectiveness and corporate governance[4][66][67] - Mr. Wang Shunde was appointed Independent Non-Executive Director and Chairman of the Audit Committee on March 26, 2025[4][86] - Mr. Shi Xiaoguang and Mr. Su Deyang retired as Independent Non-Executive Directors and members of related committees on May 27, 2025[4][86] - The company's Environmental, Social and Governance Committee was established on March 26, 2025, with a chairman and members appointed[5] Basic Company Information This section outlines the company's basic contact and administrative information, including its registered office, auditor, share registrar, authorized representatives, website, stock code, headquarters, and principal place of business in Hong Kong - The company's registered office is in the Cayman Islands, and its auditor is Ernst & Young[5] - The company's stock code is 1086, and its headquarters are located in Kunshan City, Jiangsu Province, China[7] Management Discussion and Analysis This section provides an overview of the Group's performance amidst global challenges, its strategic outlook, a detailed financial review, and insights into working capital, human resources, and significant investments Overview Despite global macroeconomic volatility, tariff policies, and escalating geopolitical conflicts, the Group achieved a 2.7% revenue growth during the reporting period, though profitability declined due to US market tariff costs, new regulatory standards, and increased promotional expenses. The company continues to deepen its ESG practices, gaining external recognition, and leverages its diversified brands, global distribution platform, and vertical integration advantages to navigate challenges - Weak global macroeconomic conditions, tariff policies, and escalating geopolitical conflicts have created structural impacts on the company's business performance, leading to decreased consumer demand and market confidence[11] - The company was included in S&P Global's "Sustainability Yearbook (China Edition) 2025" and "Forbes China Industry Development ESG Benchmark 2025," demonstrating external recognition of its competitiveness in ESG[12] - The company possesses diversified proprietary brands, a globally balanced omnichannel distribution platform, and a vertically integrated platform with proprietary manufacturing operations to mitigate single-region risks and flexibly respond to market fluctuations[14] Key Financial Indicators for H1 2025 (YoY Change) | Indicator | H1 2025 (million HKD) | H1 2024 (million HKD) | YoY Change (%) | YoY Change at Constant Currency (%) | | :--- | :--- | :--- | :--- | :--- | | Revenue | 4,300.9 | 4,187.6 | 2.7% | 2.8% | | Reported Gross Profit | 2,134.8 | 2,201.5 | -3.0% | - | | Reported Operating Profit | 202.0 | 279.4 | -27.7% | - | | Non-GAAP Operating Profit | 225.9 | 299.2 | -24.5% | - | | Reported Net Profit | 105.5 | 187.3 | -43.7% | - | | Non-GAAP Net Profit | 124.6 | 202.2 | -38.4% | - | Revenue by Brand for H1 2025 | Brand | H1 2025 Revenue (million HKD) | % of Revenue | H1 2024 Revenue (million HKD) | % of Revenue | YoY Change (%) | YoY Change at Constant Currency (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Strategic Brands | 3,922.5 | 91.2% | 3,792.3 | 90.6% | 3.4% | 3.4% | | CYBEX | 2,452.4 | 57.0% | 2,158.2 | 51.5% | 13.6% | 12.6% | | Evenflo | 1,075.3 | 25.0% | 1,133.8 | 27.1% | -5.2% | -2.5% | | gb | 394.8 | 9.2% | 500.3 | 12.0% | -21.1% | -23.0% | | Blue Chip and Other Businesses | 378.4 | 8.8% | 395.3 | 9.4% | -4.3% | -2.4% | - CYBEX brand revenue grew strongly by 13.6% (12.6% at constant currency), outperforming competitors and gaining market share, with continuous improvement in profitability[16] - Evenflo brand revenue decreased by 5.2% (2.5% at constant currency), primarily due to increased costs from US tariffs, new regulatory standards, and intensified promotions, though new product launches and D2C channel development remained steady[19] - gb brand revenue decreased by 21.1% (23.0% at constant currency), mainly due to brand transformation focusing on proprietary retail channels and streamlining wholesale channels, which led to lower sales but improved gross margins[19] - Revenue from Blue Chip and Other Businesses decreased by 4.3% (2.4% at constant currency), primarily due to delayed shipments from key customers caused by US government tariff policies[18] Outlook The company anticipates slower global economic growth for the remainder of 2025, with geopolitical conflicts and climate change potentially causing logistics disruptions and cost pressures. Despite challenges, the company remains confident in its vertically integrated, brand-driven development strategy, continuing to invest in brand building, omnichannel distribution, supply chain optimization, and digitalization, while setting specific development goals for each strategic brand - Global economic growth is expected to slow for the remainder of 2025, with geopolitical conflicts and climate change potentially leading to logistics disruptions, cost pressures, and damaged consumer confidence[20] - The company will continue to implement its vertically integrated, brand-driven development strategy, maintaining global competitiveness through strategic investments and expanding and deepening brand building and omnichannel distribution networks[20][21] - CYBEX will continue to leverage brand momentum and omnichannel infrastructure for global expansion, aiming to gain market share[22] - Evenflo will focus on restoring sales growth and profitability in the second half of the year, optimizing costs, adjusting pricing strategies, and continuing to invest in brand, product, and digitalization[22] - gb will continue its brand transformation in the Chinese market, focusing on product development, refined operation of proprietary retail channels, and price control[23] - Blue chip businesses are expected to face downward pressure, but the company will maintain healthy customer relationships and continue to secure new product orders and develop new clients[23] Financial Review The Group's revenue grew by 2.7% to HKD 4,300.9 million during the reporting period, but gross profit and operating profit both declined, primarily due to US market tariff costs and increased promotional expenses. Profit for the period significantly decreased by 43.7% to HKD 105.5 million. Non-GAAP measures also showed a downward trend in adjusted operating profit and net profit Key Financial Data for H1 2025 | Indicator | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 4,300,936 | 4,187,639 | 2.7% | | Cost of Sales | (2,166,090) | (1,986,091) | 9.1% | | Gross Profit | 2,134,846 | 2,201,548 | -3.0% | | Gross Profit Margin | 49.6% | 52.6% | -3.0 percentage points | | Other Income and Gains | 77,810 | 10,718 | 625.9% | | Selling and Distribution Expenses | (1,253,013) | (1,205,245) | 3.96% | | Administrative Expenses | (756,784) | (727,033) | 4.1% | | Operating Profit | 202,045 | 279,384 | -27.7% | | Finance Income | 8,046 | 18,586 | -56.7% | | Finance Costs | (56,701) | (87,683) | -35.3% | | Profit Before Tax | 153,619 | 217,880 | -29.5% | | Income Tax Expense | (48,082) | (30,594) | 57.2% | | Profit for the Period | 105,537 | 187,286 | -43.7% | - The decrease in gross profit was primarily due to reduced gross profit from US market operations, attributed to additional tariff costs, increased car seat product costs, and higher promotional expenses for new product displays[25] - Other income and gains significantly increased, mainly due to higher foreign exchange gains[26] - Net finance costs decreased, consistent with the reduction in interest-bearing bank loans and other borrowings[32] Reconciliation of Non-GAAP Financial Measures | Indicator | H1 2025 (Reported, thousand HKD) | H1 2025 (Non-GAAP, thousand HKD) | H1 2024 (Reported, thousand HKD) | H1 2024 (Non-GAAP, thousand HKD) | | :--- | :--- | :--- | :--- | :--- | | Operating Profit | 202.0 | 225.9 | 279.4 | 299.2 | | Profit Before Tax | 153.6 | 177.5 | 217.9 | 237.7 | | Profit for the Period | 105.5 | 124.6 | 187.3 | 202.2 | | Operating Margin | 4.7% | 5.3% | 6.7% | 7.1% | | Net Profit Margin | 2.5% | 2.9% | 4.5% | 4.8% | Working Capital and Financial Resources As of June 30, 2025, the Group's working capital remained robust, with stable turnover days for trade receivables and bills payable. Inventory decreased due to reduced in-transit inventory and scaled-back safety stock reserves. Monetary assets slightly decreased, but net debt increased, with the leverage ratio remaining within a controllable range Working Capital Indicators | Indicator | June 30, 2025 (million HKD) | December 31, 2024 (million HKD) | Turnover Days H1 2025 | Turnover Days H1 2024 | | :--- | :--- | :--- | :--- | :--- | | Trade and Bills Receivables | 1,085.9 | 1,085.0 | 45 | 52 | | Trade and Bills Payables | 1,282.1 | 1,459.5 | 114 | 119 | | Inventories | 1,623.3 | 1,712.4 | 139 | 138 | - The decrease in inventory was primarily due to lower in-transit inventory levels and proactive reduction of safety stock reserves[39] - Monetary assets (cash and cash equivalents, etc.) decreased from approximately HKD 1,126.0 million as of December 31, 2024, to approximately HKD 1,067.1 million as of June 30, 2025[41] - Total interest-bearing bank loans and other borrowings were approximately HKD 1,460.6 million, with short-term borrowings of approximately HKD 523.4 million[41] - Net debt increased from approximately HKD 329.1 million as of December 31, 2024, to approximately HKD 393.5 million as of June 30, 2025[41] - The leverage ratio (net debt divided by adjusted capital plus net debt) was 30.6% (December 31, 2024: 32.8%), and 32.6% after accounting for lease liabilities (December 31, 2024: 34.8%)[45] - The Group had no significant contingent liabilities[42] - The Group uses forward foreign exchange contracts to mitigate the potential impact of foreign currency exposure[43] Employees and Remuneration Policy As of June 30, 2025, the Group had 6,096 full-time employees, with a slight decrease in employee costs. The company's remuneration policy is based on factors such as position, capability, and performance, providing benefits mandated by local laws. The company terminated its 2010 and 2020 share option schemes and adopted a new 2025 share option scheme to offer greater flexibility and incentives to eligible participants - As of June 30, 2025, the Group had 6,096 full-time employees, a decrease from 6,231 as of December 31, 2024[46] - Employee costs (excluding directors' emoluments) for the period were approximately HKD 935.8 million, a decrease from approximately HKD 953.8 million in the same period last year[46] - The company terminated its 2010 and 2020 share option schemes and adopted a new 2025 share option scheme on May 27, 2025, to provide greater flexibility and incentives to eligible participants[47][51] - As of June 30, 2025, the total number of outstanding share options under the 2010 and 2020 share option schemes was 175,668,000 options[48] - The scheme mandate limit for the 2025 share option scheme allows for a total of 166,813,966 options to be granted, representing approximately 9.99% of the issued shares[55] Significant Acquisitions and Disposals and Material Investments The Group did not undertake any significant acquisitions or disposals of subsidiaries, associates, or joint ventures during the reporting period, nor does it have any future plans for material investments or capital assets - During the period, the Group did not undertake any significant acquisitions or disposals of subsidiaries, associates, or joint ventures[58] - As of June 30, 2025, the Group had no future plans for any material investments or capital assets[59] Other Information This section covers the company's share dealings, dividend policy, corporate governance practices, audit committee oversight, interests of directors and major shareholders, and any significant post-reporting period events Share Dealings and Dividend Policy During the reporting period, neither the company nor its subsidiaries bought, sold, or redeemed any listed securities, nor did they hold any treasury shares. The Board does not recommend the payment of any dividend for the period - During the period, neither the company nor any of its subsidiaries bought, sold, or redeemed any of the company's listed securities, and no treasury shares were held[62] - The Board does not recommend the payment of any dividend for the period (no dividend was paid for the corresponding period in 2024)[63] Corporate Governance and Compliance The company is committed to high standards of corporate governance and confirmed compliance with all provisions of the HKEX Corporate Governance Code during the reporting period. In response to the revised code, a Lead Independent Non-Executive Director was appointed. Additionally, the company disclosed specific performance obligations of its controlling shareholder under a financing agreement and confirmed that directors and employees complied with securities dealing codes - The company has complied with all code provisions of the HKEX Corporate Governance Code throughout the period[65] - In response to the revised Corporate Governance Code effective July 1, 2025, the company appointed Ms. Zhang Yun as Lead Independent Non-Executive Director[66][67] - Under the April 2024 financing agreement, if Mr. Song (together with his family) ceases to be the single largest beneficial shareholder or beneficially owns more than 20% of the issued share capital, the borrower must immediately notify the finance agent and repay the loan upon demand[68][69][73] - All directors confirmed compliance with the Model Code for Securities Transactions by Directors of Listed Issuers during the period[70] Audit Committee and Auditor The Audit Committee, comprising two independent non-executive directors and one non-executive director, has reviewed the unaudited interim condensed consolidated financial information for the period. The company's auditor, Ernst & Young, has reviewed the interim results in accordance with relevant standards - The Audit Committee comprises Mr. Wang Shunde (Chairman), Ms. Zhang Yun, and Mr. He Guoxian[71] - The Group's unaudited interim condensed consolidated financial information for the period has been reviewed by the Audit Committee[71] - The company's auditor, Ernst & Young, has reviewed the interim results in accordance with Hong Kong Standard on Review Engagements 2410 issued by the Hong Kong Institute of Certified Public Accountants[71] Directors' and Major Shareholders' Interests As of June 30, 2025, several directors and major shareholders held interests in the company's shares and/or share options. Mr. Song Zhenghuan and his spouse, Ms. Fu Jingqiu, indirectly held approximately 46.17% of the company's shares through trusts and controlled corporations. Major shareholder Hengtai Trust and its associated entities also held substantial shares Directors' Interests in Shares and/or Related Shares (as of June 30, 2025) | Director Name | Nature of Interest | Number of Shares and/or Related Shares (L) | Approximate % of Shareholding | | :--- | :--- | :--- | :--- | | Mr. Song Zhenghuan | Beneficiary of Trust/Beneficial Owner/Interest in Controlled Corporation/Spouse's Interest | 770,195,427 | 46.17% | | Mr. Liu Tongyou | Beneficial Owner/Interest in Controlled Corporation | 47,310,573 | 2.84% | | Mr. Martin Pos | Beneficial Owner | 126,580,915 | 7.59% | | Ms. Fu Jingqiu | Beneficiary of Trust/Beneficial Owner/Spouse's Interest | 770,195,427 | 46.17% | | Mr. He Guoxian | Beneficial Owner | 96,000 | 0.01% | | Ms. Zhang Yun | Beneficial Owner | 96,000 | 0.01% | | Mr. Jin Peng | Beneficial Owner | 3,010,000 | 0.18% | Number of Share Options Granted to Directors | Director Name | Number of Share Options Granted | | :--- | :--- | | Mr. Song Zhenghuan | 1,668,000 | | Mr. Liu Tongyou | 18,253,000 | | Mr. Martin Pos | 38,380,000 | | Ms. Fu Jingqiu | 2,485,000 | | Mr. He Guoxian | 96,000 | | Ms. Zhang Yun | 96,000 | | Mr. Jin Peng | 96,000 | Major Shareholders' Interests and Short Positions (as of June 30, 2025) | Name | Capacity | Number of Shares and/or Related Shares (L) | Approximate % of Shareholding | | :--- | :--- | :--- | :--- | | Hengtai Trust (Hong Kong) Limited | Trustee | 766,042,427 | 45.92% | | Gramma Enterprises Limited | Interest in Controlled Corporation/Beneficial Owner | 696,304,251 | 41.74% | | Rosy Phoenix Limited | Interest in Controlled Corporation/Beneficial Owner | 696,304,251 | 41.74% | | Cayey Enterprises Limited | Interest in Controlled Corporation/Beneficial Owner | 608,550,380 | 36.48% | | Grappa Enterprises Limited | Interest in Controlled Corporation | 608,550,380 | 36.48% | | Pacific United Developments Limited | Beneficial Owner | 409,518,229 | 24.55% | | Sure Growth Investments Limited | Beneficial Owner | 129,293,975 | 7.75% | - Mr. Song Zhenghuan and his spouse, Ms. Fu Jingqiu, are beneficiaries of Grappa Trust and Gramma Trust, which indirectly control a substantial number of company shares through multiple entities[78][83] Events After Reporting Period and Directors' Information Disclosure No significant events requiring additional disclosure or adjustment occurred from the end of the reporting period up to the date of this report. Additionally, the company disclosed changes in directors' biographical details since the publication of the 2024 annual report, primarily involving director appointments, retirements, and committee role adjustments - No other significant events requiring additional disclosure or adjustment occurred after the end of the reporting period and up to the date of this report[82] - Since the publication of the 2024 annual report, several changes have occurred in directors' appointments, retirements, and committee roles, including the appointments of Mr. Wang Shunde, Ms. Zhang Yun, and Mr. He Guoxian, and the retirements of Mr. Shi Xiaoguang and Mr. Su Deyang[85][86] Review Report on Interim Condensed Consolidated Financial Information This section presents the independent review report on the interim condensed consolidated financial information, confirming its preparation in accordance with relevant accounting standards Independent Review Report Ernst & Young has reviewed Goodbaby International Holdings Limited's interim condensed consolidated financial information for the six months ended June 30, 2025, in accordance with Hong Kong Standard on Review Engagements 2410. The scope of the review is less than an audit, thus no audit opinion is expressed. Based on the review, no matters were identified suggesting that the interim financial information was not prepared in accordance with International Accounting Standard 34 - Ernst & Young has reviewed the company's interim condensed consolidated financial information for the six months ended June 30, 2025[88] - The review was conducted in accordance with Hong Kong Standard on Review Engagements 2410, with a scope less than an audit, thus no audit opinion is expressed[90] - Based on the review work, no matters were identified indicating that the interim financial information was not prepared in all material respects in accordance with International Accounting Standard 34[91] Interim Condensed Consolidated Statement of Profit or Loss For the six months ended June 30, 2025, the company's revenue was HKD 4,300.9 million, a 2.7% year-on-year increase. However, due to rising cost of sales and declining gross profit, operating profit decreased by 27.7% year-on-year to HKD 202.0 million. Profit for the period was HKD 105.5 million, a significant 43.7% decrease from the prior year Summary of Interim Condensed Consolidated Statement of Profit or Loss | Indicator | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Revenue | 4,300,936 | 4,187,639 | | Cost of Sales | (2,166,090) | (1,986,091) | | Gross Profit | 2,134,846 | 2,201,548 | | Operating Profit | 202,045 | 279,384 | | Profit Before Tax | 153,619 | 217,880 | | Profit for the Period | 105,537 | 187,286 | | Basic Earnings Per Share Attributable to Owners of the Parent (HKD) | 0.06 | 0.11 | Interim Condensed Consolidated Statement of Comprehensive Income For the six months ended June 30, 2025, the company's profit for the period was HKD 105.5 million. Other comprehensive income was primarily affected by exchange differences, with a HKD 249.0 million exchange difference on translation of overseas operations, leading to a total comprehensive income for the period of HKD 319.5 million, a significant increase from HKD 60.9 million in the prior year Summary of Interim Condensed Consolidated Statement of Comprehensive Income | Indicator | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Profit for the Period | 105,537 | 187,286 | | Other Comprehensive Income Net of Tax, Reclassifiable to Profit or Loss in Subsequent Periods | 213,954 | (126,409) | | Total Comprehensive Income for the Period | 319,491 | 60,877 | | Total Comprehensive Income Attributable to Owners of the Parent | 319,328 | 59,636 | - Exchange differences on translation of overseas operations amounted to HKD 249.0 million, positively impacting total comprehensive income for the period[94] Interim Condensed Consolidated Statement of Financial Position As of June 30, 2025, the Group's total assets were HKD 10,476.5 million, comprising HKD 6,008.6 million in non-current assets and HKD 4,467.8 million in current assets. Net assets increased to HKD 6,016.2 million from HKD 5,815.6 million at the end of 2024. Total current liabilities were HKD 3,131.8 million, resulting in net current assets of HKD 1,336.0 million Summary of Interim Condensed Consolidated Statement of Financial Position | Indicator | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Total Non-Current Assets | 6,008,639 | 5,768,492 | | Total Current Assets | 4,467,805 | 4,635,090 | | Total Current Liabilities | 3,131,827 | 3,205,861 | | Net Current Assets | 1,335,978 | 1,429,229 | | Total Assets Less Current Liabilities | 7,344,617 | 7,197,721 | | Total Non-Current Liabilities | 1,328,443 | 1,382,104 | | Net Assets | 6,016,174 | 5,815,617 | | Total Equity | 6,016,174 | 5,815,617 | - Goodwill and other intangible assets are major components of the company's non-current assets, amounting to HKD 2,617.4 million and HKD 2,073.9 million, respectively[95] - Inventories amounted to HKD 1,623.3 million, and trade and bills receivables were HKD 1,085.4 million[95] Interim Condensed Consolidated Statement of Changes in Equity For the six months ended June 30, 2025, total equity attributable to owners of the parent increased from HKD 5,789.9 million as of December 31, 2024, to HKD 6,010.3 million. Total comprehensive income for the period was HKD 319.3 million, primarily driven by positive exchange adjustments. The company declared and paid a 2024 final dividend of HKD 116.8 million Summary of Interim Condensed Consolidated Statement of Changes in Equity | Indicator | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Total Equity Attributable to Owners of the Parent | 6,010,304 | 5,789,855 | | Non-Controlling Interests | 5,870 | 25,762 | | Total Equity | 6,016,174 | 5,815,617 | | Total Comprehensive Income for the Period (Attributable to Owners of the Parent) | 319,328 | 59,636 (H1 2024) | | 2024 Final Dividend Declared | (116,776) | - | - Exchange adjustments had a positive impact of HKD 249.0 million on equity[98] - Share options exercised resulted in an increase of HKD 2 thousand in share capital and HKD 273 thousand in share premium[98] Interim Condensed Consolidated Statement of Cash Flows For the six months ended June 30, 2025, net cash flow from operating activities was HKD 296.9 million, an increase from the prior year. Net cash flow used in investing activities was HKD 148.9 million, primarily for the purchase of property, plant, and equipment. Net cash flow used in financing activities was HKD 286.1 million, mainly affected by loan repayments and dividends paid. Cash and cash equivalents at period-end amounted to HKD 998.5 million Summary of Interim Condensed Consolidated Statement of Cash Flows | Indicator | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | 296,930 | 236,020 | | Net Cash Flow Used in Investing Activities | (148,920) | (86,826) | | Net Cash Flow Used in Financing Activities | (286,072) | (298,729) | | Net Decrease in Cash and Cash Equivalents | (138,062) | (149,535) | | Cash and Cash Equivalents at End of Period | 998,472 | 803,720 | - Net cash flow from operating activities increased, primarily benefiting from reduced inventories and a decrease in derivative financial instruments[99] - Cash outflow from investing activities increased, mainly due to purchases of property, plant, and equipment items and financial products[100] - Cash outflow from financing activities decreased, primarily due to reduced repayment of borrowings and a decrease in pledged deposits[100] Notes to the Interim Condensed Consolidated Financial Information This section provides detailed explanatory notes to the interim condensed consolidated financial information, covering accounting policies, segment data, revenue, expenses, financial instruments, and other disclosures 1. Company Information This note confirms the authorization date for the publication of the Group's interim condensed consolidated financial information and reiterates that the company is incorporated in the Cayman Islands, listed on the Main Board of the HKEX, and primarily engaged in the design, R&D, manufacturing, marketing, and distribution of children's products - The Group's interim condensed consolidated financial information was authorized for issue by a Board resolution on August 25, 2025[101] - The company is principally engaged in the design, research and development, manufacture, marketing, and distribution of children's products[102] 2.1 Basis of Preparation This interim condensed consolidated financial information is prepared in accordance with International Accounting Standard 34, presented in HKD, and should be read in conjunction with the Group's annual consolidated financial statements for the year ended December 31, 2024 - The interim condensed consolidated financial information is prepared in accordance with International Accounting Standard 34 and presented in HKD[103] - The financial information should be read in conjunction with the Group's annual consolidated financial statements for the year ended December 31, 2024[103] 2.2 Changes in Accounting Policies and Disclosures The accounting policies adopted in preparing this interim financial information are consistent with those in the 2024 annual consolidated financial statements, with the exception of the first-time adoption of the amended International Accounting Standard 21 "Lack of Exchangeability." As all currencies in which the Group transacts are exchangeable, this amendment had no impact on the interim condensed consolidated financial information - The amended International Accounting Standard 21 "Lack of Exchangeability" was adopted for the first time[104][105] - As all currencies in which the Group transacts are exchangeable, this amendment had no impact on the interim condensed consolidated financial information[105] 3. Operating Segment Information The Group is organized into three reportable operating segments based on products and services: wheeled goods, car seats, and other categories. Geographic segments have been updated to EMEA & India, Americas, and Asia Pacific. During the reporting period, the car seats segment generated the highest revenue, with significant revenue growth in the EMEA & India market. The company also recorded high sales revenue from two major third-party customers - The Group has three reportable operating segments: wheeled goods, car seats, and other categories[106][108] - Geographic segments have been updated to Europe, Middle East, India, and Africa ("EMEA & India"), "Americas," and Asia Pacific ("APAC") segments[106] Revenue and Results by Segment | Segment | H1 2025 Revenue (thousand HKD) | H1 2025 Segment Results (thousand HKD) | H1 2024 Revenue (thousand HKD) | H1 2024 Segment Results (thousand HKD) | | :--- | :--- | :--- | :--- | :--- | | Wheeled Goods | 1,791,331 | 900,892 | 1,694,830 | 913,376 | | Car Seats | 1,985,259 | 1,042,200 | 1,884,065 | 1,059,299 | | Other Categories | 524,346 | 191,754 | 608,744 | 228,873 | | Total | 4,300,936 | 2,134,846 | 4,187,639 | 2,201,548 | Revenue from External Customers by Geographic Region | Region | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | EMEA & India Market | 2,004,177 | 1,835,035 | | Americas Market | 1,394,679 | 1,393,940 | | APAC Market | 902,080 | 958,664 | | Total | 4,300,936 | 4,187,639 | - Sales revenue from two major third-party customers amounted to HKD 550.9 million and HKD 423.4 million, respectively[112] 4. Revenue, Other Income and Gains The Group's revenue primarily stems from goods sales and testing services. During the reporting period, goods sales amounted to HKD 4,289.5 million, and testing service revenue was HKD 11.5 million. Other income and gains significantly increased to HKD 77.8 million, mainly driven by higher exchange gains, government subsidies, and gains from disposal of scrap materials Revenue Analysis | Revenue Source | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Sales of Goods | 4,289,475 | 4,173,838 | | Provision of Testing Services | 11,461 | 13,801 | | Total | 4,300,936 | 4,187,639 | Other Income and Gains | Item | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Government Subsidies | 8,579 | 3,536 | | Gain on Disposal of Scrap Materials | 3,023 | 2,355 | | Gain on Financial Products | 66 | 945 | | Net Exchange Gain | 62,825 | 679 | | Compensation Income | 1,015 | 507 | | Others | 2,302 | 1,942 | | Total | 77,810 | 10,718 | - Net exchange gain significantly increased from HKD 679 thousand in H1 2024 to HKD 62,825 thousand in H1 2025[115] 5. Finance Income The Group's finance income for the six months ended June 30, 2025, primarily consisted of interest income from bank deposits, totaling HKD 8.0 million, a decrease from HKD 18.6 million in the prior year Finance Income | Item | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Interest Income from Bank Deposits | 8,046 | 18,586 | 6. Finance Costs The Group's finance costs for the six months ended June 30, 2025, were HKD 56.7 million, a significant decrease from HKD 87.7 million in the prior year. This reduction was primarily attributable to lower interest on bank loans, overdrafts, and other borrowings Finance Costs | Item | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Interest on Bank Loans, Overdrafts and Other Borrowings | 51,968 | 83,548 | | Interest on Lease Liabilities | 4,733 | 4,135 | | Total | 56,701 | 87,683 | 7. Profit Before Tax The Group's profit before tax was HKD 153.6 million, a decrease from the prior year. This note details various expenses and income affecting profit before tax, including cost of sales, depreciation and amortization, R&D costs, employee benefit expenses, and exchange gains Profit Before Tax Adjustments | Item | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Cost of Inventories Sold | 2,158,450 | 1,977,143 | | Depreciation of Property, Plant and Equipment | 130,325 | 124,880 | | Depreciation of Right-of-Use Assets | 56,632 | 53,585 | | Amortisation of Intangible Assets | 39,953 | 37,001 | | Research and Development Costs | 219,705 | 201,990 | | Total Employee Benefit Expenses | 950,462 | 968,403 | | Net Exchange Gain | (62,825) | (679) | | Impairment Provision for Receivables | 896 | 7,847 | | Provision for Inventories | 1,783 | 14,836 | - Research and development costs increased from HKD 201.99 million to HKD 219.71 million, indicating the company's continued investment in product innovation[121] - Provision for inventories significantly decreased from HKD 14.84 million to HKD 1.78 million[121] 8. Income Tax The Group's income tax expense was HKD 48.1 million, a significant increase from the prior year. Tax rates vary due to profit contributions from different legal entities and regional tax laws, including Hong Kong, the US, Japan, Germany, the Czech Republic, Canada, the UAE, and mainland China. Two Chinese subsidiaries enjoy preferential tax rates as high-tech enterprises Income Tax Expense | Item | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Current Income Tax | 75,805 | 71,200 | | Deferred Income Tax | (27,723) | (40,606) | | Income Tax Expense | 48,082 | 30,594 | - The change in income tax expense is primarily due to varying effective tax rates from profit contributions of different legal entities[34] - Two of the Group's subsidiaries in China (Goodbaby Child Products Co., Ltd. and E-Tech Testing & Certification Co., Ltd.) are recognized as "High-Tech Enterprises" and enjoy a preferential tax rate of 15% from 2023 to 2025[128] 9. Dividends The company declared and paid a 2024 final dividend of HKD 0.07 per share, totaling HKD 116.8 million, on May 27, 2025. The Board has resolved not to declare any interim dividend for the six months ended June 30, 2025 - The company declared and paid a 2024 final dividend of HKD 0.07 per share, totaling HKD 116,776 thousand[130] - The Board has resolved not to declare any interim dividend for the six months ended June 30, 2025[131] 10. Earnings Per Share For the six months ended June 30, 2025, basic earnings per share were HKD 0.06, and diluted earnings per share were also HKD 0.06. Earnings per share are calculated based on profit attributable to ordinary equity holders of the parent and the weighted average number of ordinary shares outstanding Earnings Per Share Calculation | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Profit Attributable to Ordinary Equity Holders of the Parent (thousand HKD) | 105,388 | 185,447 | | Basic Earnings Per Share (HKD) | 0.06 | 0.11 | | Diluted Earnings Per Share (HKD) | 0.06 | 0.11 | | Weighted Average Number of Ordinary Shares for Basic EPS | 1,668,235,666 | 1,668,031,166 | | Dilutive Effect - Share Options | 53,698,475 | – | | Weighted Average Number of Ordinary Shares for Diluted EPS | 1,721,934,141 | 1,668,031,166 | 11. Property, Plant and Equipment As of June 30, 2025, the net book value of property, plant, and equipment was HKD 836.2 million, a slight increase from HKD 819.2 million at the end of 2024. Additions during the period amounted to HKD 106.5 million, depreciation provision was HKD 130.3 million, and the value was also affected by exchange adjustments Net Book Value of Property, Plant and Equipment | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Buildings and Land | 130,682 | 135,276 | | Plant and Machinery | 437,367 | 437,626 | | Motor Vehicles | 3,625 | 3,017 | | Furniture and Fixtures | 105,683 | 91,188 | | Leasehold Improvements | 80,591 | 85,604 | | Construction in Progress | 78,228 | 66,468 | | Total | 836,176 | 819,179 | - Additions to property, plant, and equipment items during the period amounted to HKD 106.5 million, with depreciation provision of HKD 130.3 million[134] 12. Leases The Group's lease contracts cover plant and machinery, motor vehicles, and other equipment, with lease terms ranging from 1 to 50 years. As of June 30, 2025, the carrying amount of right-of-use assets was HKD 311.0 million, and total lease liabilities amounted to HKD 261.5 million Carrying Amount of Right-of-Use Assets | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Leased Land | 31,922 | 32,095 | | Buildings | 248,636 | 218,868 | | Plant and Machinery | 5,815 | 8,850 | | Motor Vehicles | 23,132 | 21,048 | | Furniture and Fixtures | 1,499 | 625 | | Total | 311,004 | 281,486 | Lease Liabilities | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Current | 107,363 | 95,981 | | Non-Current | 154,102 | 164,468 | | Carrying Amount at Period/Year-End | 261,465 | 260,449 | 13. Goodwill As of June 30, 2025, the Group's net book value of goodwill was HKD 2,617.4 million, an increase from HKD 2,532.8 million at the end of 2024, primarily influenced by exchange adjustments Net Book Value of Goodwill | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Cost and Net Book Value | 2,617,439 | 2,532,832 | - The increase in goodwill was primarily attributable to exchange adjustments of HKD 84.6 million[139] 14. Other Intangible Assets As of June 30, 2025, the net book value of other intangible assets was HKD 2,073.9 million, an increase from HKD 2,000.5 million at the end of 2024. These primarily include trademarks, computer software, customer relationships, and patents, with additions of HKD 9.96 million and amortization provision of HKD 39.95 million during the period Net Book Value of Other Intangible Assets | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Trademarks | 1,659,885 | 1,580,640 | | Computer Software | 139,768 | 142,397 | | Customer Relationships | 235,691 | 238,620 | | Patents | 38,577 | 38,812 | | Total | 2,073,921 | 2,000,469 | - Additions to other intangible assets during the period amounted to HKD 9.96 million, with amortization provision of HKD 39.95 million[140] - Exchange adjustments had a positive impact of HKD 103.45 million on other intangible assets[140] 15. Inventories As of June 30, 2025, the Group's total inventories amounted to HKD 1,623.3 million, a decrease from HKD 1,712.4 million at the end of 2024. The reduction was primarily observed in finished goods and work-in-progress Composition of Inventories | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Raw Materials | 262,463 | 221,952 | | Work-in-Progress | 14,839 | 19,437 | | Finished Goods | 1,346,035 | 1,471,048 | | Total | 1,623,337 | 1,712,437 | 16. Trade and Bills Receivables As of June 30, 2025, total trade and bills receivables amounted to HKD 1,085.4 million, largely consistent with the end of 2024. The maximum credit period is three months, and the company has a credit control department to closely monitor receivables. Most receivables are due within three months Trade and Bills Receivables | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Trade Receivables | 1,119,739 | 1,115,910 | | Impairment for Trade Receivables | (34,313) | (31,458) | | Total | 1,085,426 | 1,084,452 | Aging Analysis of Trade and Bills Receivables | Aging | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Within 3 Months | 1,033,208 | 1,051,390 | | 3 to 6 Months | 32,951 | 23,987 | | 6 Months to 1 Year | 17,145 | 6,225 | | Over 1 Year | 2,122 | 2,850 | | Total | 1,085,426 | 1,084,452 | 17. Trade and Bills Payables As of June 30, 2025, total trade and bills payables amounted to HKD 1,280.3 million, a decrease from HKD 1,457.6 million at the end of 2024. Most payables are due within three months and are interest-free Aging Analysis of Trade and Bills Payables | Aging | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Within 3 Months | 986,648 | 1,156,016 | | 3 to 12 Months | 285,245 | 291,761 | | 1 to 2 Years | 894 | 3,658 | | 2 to 3 Years | 2,876 | 1,568 | | Over 3 Years | 4,647 | 4,625 | | Total | 1,280,310 | 1,457,628 | - Trade and bills payables are interest-free and generally settled on terms of 60 to 90 days[145] 18. Interest-Bearing Bank Loans and Other Borrowings As of June 30, 2025, total interest-bearing bank loans and other borrowings amounted to HKD 1,460.6 million, with short-term borrowings of HKD 523.4 million. Borrowings are primarily denominated in USD and EUR, with most bearing floating interest rates. Effective interest rates ranged from 1.06% to 5.99% Interest-Bearing Bank Loans and Other Borrowings | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Current | 523,402 | 475,886 | | Non-Current | 937,194 | 979,171 | | Total | 1,460,596 | 1,455,057 | Carrying Amount of Borrowings by Currency | Currency | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | RMB | 219,154 | 85,101 | | USD | 1,047,632 | 1,036,057 | | EUR | 185,640 | 326,441 | | JPY | 8,170 | 7,458 | | Total | 1,460,596 | 1,455,057 | Carrying Amount of Borrowings by Interest Rate Type | Interest Rate Type | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Fixed Rate | 186,281 | 178,896 | | Floating Rate | 1,274,315 | 1,276,161 | | Total | 1,460,596 | 1,455,057 | - The effective interest rates for bank loans and other borrowings ranged from 1.06% to 5.99% (2024: 1.20% to 7.56%)[148] 19. Derivative Financial Instruments As of June 30, 2025, the Group held derivative financial instrument assets of HKD 22.3 million and liabilities of HKD 80.6 million, primarily consisting of forward currency contracts and foreign currency swaps used to mitigate foreign currency risk Derivative Financial Instruments | Item | June 30, 2025 Assets (thousand HKD) | June 30, 2025 Liabilities (thousand HKD) | December 31, 2024 Assets (thousand HKD) | December 31, 2024 Liabilities (thousand HKD) | | :--- | :--- | :--- | :--- | :--- | | Forward Currency Contracts | 22,222 | 80,595 | 20,430 | 10,711 | | Foreign Currency Swaps | 39 | 16 | – | 1,352 | | Total | 22,261 | 80,611 | 20,430 | 12,063 | 20. Share Capital As of June 30, 2025, the company's issued and fully paid share capital was HKD 16.7 million, comprising 1,668,235,666 ordinary shares, a slight increase from the end of 2024 Share Capital | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Issued and Fully Paid Ordinary Shares | 16,682 | 16,680 | - As of June 30, 2025, the total number of ordinary shares issued was 1,668,235,666 shares[150] 21. Share Option Schemes The company terminated its 2010 and 2020 share option schemes and adopted a new 2025 share option scheme on May 27, 2025, to provide greater flexibility. As of June 30, 2025, 175,668,000 share options remained outstanding under the 2010 and 2020 schemes. Share option expenses of HKD 5.0 million were recognized during the period - The company terminated its 2010 and 2020 share option schemes and adopted a new 2025 share option scheme on May 27, 2025[151] - As of June 30, 2025, 51,950,000 share options remained outstanding under the 2010 share option scheme, and 123,718,000 share options remained outstanding under the 2020 share option scheme[156][159][162] - No share options were granted from the adoption of the 2025 share option scheme up to the end of the reporting period[161] - The Group recognized total share option expenses of HKD 5.0 million for the six months ended June 30, 2025 (H1 2024: HKD 0.17 million)[162] 22. Financial Assets at Fair Value Through Profit or Loss As of June 30, 2025, the Group's financial assets at fair value through profit or loss amounted to HKD 43.8 million, primarily comprising financial products, with no such assets at the end of 2024 Financial Assets at Fair Value Through Profit or Loss | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Financial Products | 43,831 | – | 23. Cash and Cash Equivalents As of June 30, 2025, the Group's cash and cash equivalents amounted to HKD 998.5 million, a decrease from HKD 1,099.4 million at the end of 2024. Of this, cash and bank balances denominated in RMB were HKD 440.8 million Cash and Cash Equivalents | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Cash and Bank Balances | 1,023,236 | 1,126,042 | | Less: Pledged Deposits | (24,764) | (26,684) | | Cash and Cash Equivalents | 998,472 | 1,099,358 | - The Group's cash and bank balances denominated in RMB amounted to HKD 440.8 million[164] 24. Financial Instruments by Category As of June 30, 2025, the Group's total financial assets amounted to HKD 2,561.0 million, with financial assets measured at amortized cost being HKD 2,495.0 million. Total financial liabilities were HKD 3,333.4 million, with financial liabilities measured at amortized cost being HKD 3,252.8 million Financial Assets by Category | Category | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Financial Assets at Fair Value Through Profit or Loss | 66,092 | 20,430 | | Financial Assets Measured at Amortized Cost | 2,494,952 | 2,613,491 | | Total | 2,561,044 | 2,633,921 | Financial Liabilities by Category | Category | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Financial Liabilities at Fair Value Through Profit or Loss | 80,611 | 12,063 | | Financial Liabilities Measured at Amortized Cost | 3,252,810 | 3,411,643 | | Total | 3,333,421 | 3,423,706 | 25. Fair Value and Fair Value Hierarchy of Financial Instruments The carrying amounts of the Group's financial instruments approximate their fair values. Fair value measurements for derivative financial instruments and financial assets at fair value through profit or loss (financial products) primarily use Level 2 inputs, which are quoted inputs from active markets. There were no significant transfers between fair value hierarchy levels during the period Fair Value of Financial Assets | Item | June 30, 2025 Carrying Amount (thousand HKD) | June 30, 2025 Fair Value (thousand HKD) | December 31, 2024 Carrying Amount (thousand HKD) | December 31, 2024 Fair Value (thousand HKD) | | :--- | :--- | :--- | :--- | :--- | | Derivative Financial Instruments | 22,261 | 22,261 | 20,430 | 20,430 | | Financial Assets at FVTPL – Financial Products | 43,831 | 43,831 | – | – | | Total | 66,092 | 66,092 | 20,430 | 20,430 | Fair Value of Financial Liabilities | Item | June 30, 2025 Carrying Amount (thousand HKD) | June 30, 2025 Fair Value (thousand HKD) | December 31, 2024 Carrying Amount (thousand HKD) | December 31, 2024 Fair Value (thousand HKD) | | :--- | :--- | :--- | :--- | :--- | | Derivative Financial Instruments | 80,611 | 80,611 | 12,063 | 12,063 | | Total | 80,611 | 80,611 | 12,063 | 12,063 | - The fair value of the Group's investments in unlisted financial products is assessed using discounted cash flow valuation models[169] - Derivative financial instruments (forward currency contracts) are valued using techniques similar to forward pricing and swap models, incorporating market observable inputs[169] - During the period, there were no transfers between Level 1 and Level 2 fair value measurements for financial assets and liabilities, and no transfers into or out of Level 3[173] 26. Contingent Liabilities The Group may be involved in legal proceedings and litigation in the ordinary course of business. Despite the uncertainty of outcomes, the Group believes, based on information available, that the reasonably possible amount and range of losses will not have a material adverse effect on its business, financial position, operating results, or cash flows - The Group may be involved in legal proceedings and litigation in the ordinary course of business[174] - The Group believes that the outcome of these matters will not have a material adverse effect on its business, financial position, operating results, or cash flows[174] 27. Commitments As of June 30, 2025, the Group's total capital commitments contracted but not provided for amounted to HKD 12.0 million, primarily for property, plant, and equipment and other intangible assets Capital Commitments | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Property, Plant and Equipment | 11,704 | 10,750 | | Other Intangible Assets | 322 | 2,513 | | Total | 12,026 | 13,263 | 28. Related Party Transactions and Balances The Group engages in transactions with multiple related parties, including sales and purchases of goods, and service fees received. As of June 30, 2025, amounts due from related parties were HKD 0.46 million, and lease liabilities due to related parties were HKD 39.1 million. Total key management personnel emoluments amounted to HKD 23.7 million Related Party Transactions | Transaction Type | Related Party | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | :--- | | Sales of Goods to Related Parties | CAGB and its subsidiaries | 1,152 | 1,411 | | | GCQT | – | 3 | | Purchases of Goods from Related Parties | CAGB and its subsidiaries | 3 | 1,067 | | | GCQT | – | 154 | | Service Fees Received from Related Parties | GCQT | – | 857 | Outstanding Balances with Related Parties | Item | Related Party | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Amounts Due from Related Parties | CAGB and its subsidiaries | 459 | 545 | | Lease Liabilities Due to Related Parties | GGPX | 39,094 | 46,188 | | Amounts Due to Related Parties | GBMS | 1,761 | 1,909 | Key Management Personnel Emoluments | Item | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Short-Term Employee Benefits | 20,841 | 22,365 | | Equity-Settled Share Option Expenses | 2,502 | 547 | | Post-Employment Benefits | 355 | 425 | | Total | 23,698 | 23,337 | 29. Events After the Reporting Period No significant events requiring additional disclosure or adjustment occurred after the end of this reporting period and up to the date of this report - No significant events occurred after the end of the reporting period[181] 30. Approval of Financial Statements This interim condensed consolidated financial information was approved and authorized for issue by the Board of Directors on August 25, 2025 - The financial statements were approved and authorized for issue by the Board of Directors on August 25, 2025[182]