Corporate Information Board of Directors The company's board of directors comprises executive, non-executive, and independent non-executive directors, with audit, remuneration, and nomination committees ensuring sound corporate governance - Board members include Mr. Wu Yushu (Chairman), Ms. Wang Lifang (Executive Director), Mr. Fu Haitao (Non-executive Director), and Ms. Wang Danzhou, Ms. Du Yilin, Mr. Wei Bin (Independent Non-executive Directors)56 - The company has an audit committee, remuneration committee, and nomination committee, with independent non-executive directors holding key positions to strengthen corporate governance56 Registered Offices and Principal Places of Business The company has its registered office in the Cayman Islands and principal places of business in Guangzhou, China, and Hong Kong, reflecting its cross-regional operations - Cayman Islands registered office is located at 89 Nexus Way, Camana Bay, Grand Cayman KY1-90098 - Principal place of business in China is located at Room 1111, No. 5 Wangjiang 2nd Street, Huangge Town, Nansha District, Guangzhou, Guangdong Province89 - Principal place of business in Hong Kong is located at Unit 732, 7/F, Capital Tower, 135 Hoi Bun Road, Kwun Tong, Kowloon89 Share Registrars, Legal Advisers, Auditor and Principal Banks The company appointed Ogier Global (Cayman) Limited as Cayman Islands share registrar, Boardroom Share Registrars (HK) Limited as Hong Kong share registrar, Jingtian & Gongcheng as legal adviser, Ernst & Young as auditor, and Ping An Bank Guangzhou Huangpu Avenue Branch as principal bank - Cayman Islands principal share registrar is Ogier Global (Cayman) Limited89 - Hong Kong share registrar is Boardroom Share Registrars (HK) Limited9 - Legal advisers include Jingtian & Gongcheng (Hong Kong Law) and Jingtian & Gongcheng (PRC Law)1011 - Auditor is Ernst & Young, and principal bank is Ping An Bank Guangzhou Huangpu Avenue Branch1011 Stock Code and Company Website The company's stock code is 2361, and its official website is ir.sinohealth.cn - Company stock code is 236111 - Company website is ir.sinohealth.cn11 Core Financial and Operational Data Financial Performance The company presents key financial metrics including contracted amounts, in-hospital business contracted amounts, enterprise client numbers, revenue, gross profit, and net profit, with contracted amounts showing year-on-year growth Core Financial and Operational Data | Indicator | H1 2025 (RMB '000) | H1 2024 (RMB '000) | | :--- | :--- | :--- | | Contracted amount expected to be delivered this year | 417,500 (estimated) | 376,126 (estimated) | | In-hospital business – contracted amount expected to be delivered this year | 70,700 (estimated) | 49,097 (estimated) | | Number of enterprise clients | 965 | 869 | | Revenue | 147,925 | 159,531 | | Gross profit | 82,102 | 88,788 | | Net profit | 24,511 | 42,348 | - As of the 2025 interim results announcement date, contracted amount expected to be delivered this year is approximately RMB 417.5 million, a year-on-year increase of 11.0%1325 - In-hospital business contracted amount expected to be delivered this year is approximately RMB 70.7 million, a year-on-year increase of 44.0%1325 Core Competence The company's core competence lies in its leading AI technology, strong data processing and analysis capabilities, and rich talent pool in medicine and R&D, laying the foundation for digital transformation in the healthcare industry - Data weight parameter scale reaches 70 billion, establishing 38 health industry master databases covering pharmaceutical retail, industry regulation, medicine, pharmacy, and life sciences14 - Data processing capability significantly improved, with machine automatic cleaning rate exceeding 97%, accuracy exceeding 99%, fastest response speed reaching T+1, store cleaning data processing time reduced by 75%, and operation and maintenance costs reduced by 20%15 - Leveraging "Woodpecker" medical large model and "Tiangong No.1" commercial large model, integrating AIGC, machine learning, natural language processing, computer vision, and other technologies, to build a commercializable and rapidly deployable intelligent agent platform16 - Sufficient professional talent reserves, with 39% of employees having medical backgrounds, 18% with AI and technology backgrounds, solution and product personnel accounting for 45%, and R&D personnel accounting for 30%17 Extensive Network of Industry Collaborations The company has established an extensive cooperation network in pharmaceutical retail, health management, and patient management, covering numerous pharmacies, hospitals, and physical examination centers, serving over 9.8 million patient visits - Pharmaceutical retail cooperation network covers over 170,000 pharmacies across 30 provinces/356 cities, with over 125,000 pharmacies using the SIC system18 - Health management cooperation network reaches approximately 230 hospitals and 680 physical examination centers, serving over 9.8 million patient visits through AI-MDT services1819 - Patient management services cover over 300 cooperative hospitals, serving over 300,000 patients, with over 20,000 registered oncology doctors on the iMDT platform, organizing over 1,200 MDT consultation meetings19 All-round Ecological Empowerment System The company builds a value ecosystem for industry participants by organizing health industry conferences/exhibitions and providing media services, serving as a primary platform for product marketing and traffic monetization - CPEO has been successfully held for 18 sessions, becoming a leading, large-scale, and influential forward-looking industry conference in China's health industry, with 8,000 official attendees and over 60,000 participants21 - Industry ecosystem platform reaches nearly one million industry professionals2122 Honours and Certifications The company has received multiple honors and certifications in artificial intelligence, including being listed on Guangzhou's AI Innovation Development List and "Woodpecker Doctor Intelligent Agent" being selected as a typical case for Guangzhou's "AI+" initiative - In February 2025, selected for Guangzhou Science and Technology Bureau's "2024 Guangzhou AI Innovation Development List - Most Market Value Enterprise List"23 - In March 2025, "Woodpecker Doctor Intelligent Agent" successfully selected as a typical case for Guangzhou's "AI+" initiative in 20252324 - In July 2025, "Woodpecker AI Report Interpretation Intelligent Agent" successfully listed on Guangzhou Data Exchange24 Financial Summary Key Financial Highlights During the reporting period, total revenue decreased by 7.3% year-on-year to RMB 147.9 million, and net profit decreased by 42.1% year-on-year to RMB 24.5 million, primarily due to business structure adjustments and the transformation of the health management business's profit model. Despite this, R&D expenses increased by 14.4% year-on-year, both contracted amounts and in-hospital business contracted amounts achieved significant growth, and client numbers also increased by 11.0% year-on-year Key Financial Data for H1 2025 | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 147.9 | 159.5 | -7.3% | | In-hospital business revenue | 25.1 | 23.1 | +8.7% | | Cost of sales | 65.8 | 70.7 | -7.0% | | Gross profit | 82.1 | 88.8 | -7.5% | | Gross profit margin | 55.5% | 55.7% | -0.2 pp | | Net profit | 24.5 | 42.3 | -42.1% | | R&D expenses | 33.0 | 28.9 | +14.4% | | Contracted amount expected to be delivered this year | 417.5 | 376.1 | +11.0% | | In-hospital business contracted amount expected to be delivered this year | 70.7 | 49.1 | +44.0% | | Number of cooperative clients | 965 | 869 | +11.0% | - Total revenue decrease primarily due to the company's strategic adjustment of business structure, focusing on high-potential future businesses, and changing the health management business profit model to post-examination management25 - R&D expenses increased by 14.4%, indicating the company's continued investment in technological innovation25 Management Discussion and Analysis Business Review Facing the challenge of slowing growth in China's pharmaceutical market, the company leverages 18 years of experience and an "AI-driven" strategy to provide one-stop digital intelligence solutions, building a full-scenario intelligent agent platform covering medical, pharmacy, commercial, health management, and R&D, promoting high-quality industry development - China's pharmaceutical market growth continues to decline, with the full-year pharmaceutical terminal market size expected to decrease by 2.9%, and graded hospitals and pharmacies decreasing by 5.7% and 0.4% respectively2729 - The company adheres to an "AI-driven" development strategy, relying on data resources, AI technology, and industry ecosystem advantages to provide one-stop digital intelligence solutions2830 - Building a full-scenario intelligent agent platform covering medical, pharmacy, commercial, health management, and R&D, creating a business closed-loop of "intelligent decision-making, agile action, and controllable results"2830 Performance Overview During the reporting period, the company underwent strategic business structure adjustments, focusing on high-potential businesses and transforming its health management profit model, leading to a short-term decline in total revenue. However, the company maintained growth in market expansion, with both contracted amounts and in-hospital business revenue achieving positive growth, while continuously increasing R&D investment and expanding its ecological cooperation network, accumulating strength for medium-to-long-term value release Performance Overview for H1 2025 | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Main business revenue | 147.9 | 159.5 | -7.3% | | Smart Retail Cloud client numbers | 676 | 519 | +30.3% | | Contracted amount expected to be delivered this year | 417.5 | 376.1 | +11.0% | | In-hospital business operating revenue | 25.1 | 23.1 | +8.7% | | Hospital innovative data business revenue | 3.5 | - | - | | Innovative drug patient management and iMDT platform revenue | 21.6 | - | - | | In-hospital business contracted amount expected to be delivered this year | 70.7 | 49.1 | +44.0% | | R&D expenses | 33.0 | 28.9 | +14.4% | | Total number of cooperative clients | 965 | 869 | +11.0% | | Covered pharmaceutical retail enterprises | 2,968 | - | - | | Covered pharmacies | >170,000 | - | - | | Covered hospitals | >530 | - | - | | Covered physical examination institutions | >680 | - | - | | Managed pharmacy staff | >255,000 | - | - | | Managed pharmacy members | >310 million | - | - | - Main business revenue decreased by 7.3%, primarily due to strategic adjustment of business structure, focusing on high-potential future businesses, and changing the health management business profit model3335 - Smart Retail Cloud client numbers increased by 30.3%, indicating an expansion in client scale3335 - R&D expenses increased by 14.4% year-on-year, mainly for expanding computing power infrastructure and high-level R&D talent team, introducing several AI experts4143 - Total number of cooperative clients increased by 11.0%, cumulatively covering 2,968 pharmaceutical retail enterprises, over 170,000 pharmacies, over 530 hospitals, and over 680 physical examination institutions4244 Operational Analysis of Principal Business The company firmly implements an "AI-driven" strategy, accelerating the construction of a vertical intelligent agent platform for the healthcare industry, and achieving multi-dimensional growth by deepening To B business, expanding To C and To R businesses. Continuous innovation in AI technology and expansion of the ecological network jointly build the company's core competitiveness - The company is driven by a dual engine of Big Data Research Institute + Industry Research Institute, strengthening technological barriers, deepening industry insights, integrating full-chain industry resources, and providing one-stop AI-driven digital intelligence solutions4647 - Building a vertical intelligent agent platform for the healthcare industry covering five major scenarios: medical, pharmacy, commercial, health management, and R&D, empowering clients externally and serving as a super assistant for product development and business operations internally48 - To B business consolidates out-of-hospital advantages and expands in-hospital innovation; To C business accelerates product innovation, explores diversified value monetization scenarios; To R business focuses on the closed-loop of biomedical R&D47 Adherence to the AI-driven core development strategy Through its "AI-driven" strategy, the company has built an intelligent agent platform covering five major scenarios: medical, pharmacy, commercial, health management, and R&D, with intelligent agents successfully launched in multiple scenarios for commercialization - Medical intelligent agents assist doctors in improving diagnostic efficiency and accuracy, providing real-time decision support and enhancing research efficiency49 - Pharmacy intelligent agents provide personalized professional services to consumers, optimize inventory and operational efficiency for chain pharmacies, and contribute to sales growth49 - Commercial intelligent agents integrate internal and external data with policy dynamics to generate precise strategies, helping pharmaceutical companies respond quickly to market changes49 - Health management intelligent agents provide full life-cycle health management services, improving the medical experience; R&D intelligent agents accelerate new drug R&D cycles and reduce costs53 - "Woodpecker AI Report Interpretation Intelligent Agent" has been listed on Guangzhou Data Exchange, and "Woodpecker Doctor Intelligent Agent" was selected as a typical case for Guangzhou's "AI+" initiative5152 Consolidating established businesses while developing new businesses for growth The company analyzes its development strategies for To B, To C, and To R businesses from client and application scenario dimensions. To B business consolidates out-of-hospital advantages and expands in-hospital innovation, To C business explores personalized health management needs, and To R business extends B-side capabilities to build a full life-cycle empowerment platform for innovative drugs and medical devices - To B business focuses on the digital intelligence needs of medical product suppliers and pharmaceutical retail enterprises, creating digital intelligence decision-making, digital intelligence retail, and digital intelligence medical solutions5557 - To C business, based on B-side ecosystem advantages, deeply explores personalized "health management + severe disease management" needs, providing "light" (health management) and "heavy" (severe disease management) digital intelligence services7879 - To R business extends the advantages of AI large models to the biomedical R&D end, building a full life-cycle digital intelligence empowerment platform for innovative drugs and medical devices8889 Analysis by client types The company has clear business layouts across three major client dimensions: To B, To C, and To R. To B business provides digital intelligence decision-making, retail, and medical solutions; To C business offers light and heavy health management services; To R business focuses on full life-cycle empowerment for innovative drugs and medical device R&D - To B Digital Intelligence Decision-making Solutions: Provides "3 major data × 3 major services + Digital Insight DaaS system" to empower scenarios such as pharmaceutical product R&D, production, circulation, promotion, and terminal retail6061 - To B Digital Intelligence Retail Solutions: Centered on the SIC system, provides one-stop digital intelligence upgrades for pharmaceutical retail enterprises and integrated digital intelligence marketing solutions for medical product suppliers67686971 - To B Digital Intelligence Medical Solutions: Provides full-disease course management for innovative drugs and multidisciplinary consultation services for critically ill patients, with over 20,000 registered oncology doctors on the iMDT platform757677 - To C "Light" Health Management Solutions: Based on Woodpecker AI-MDT, provides report interpretation, health follow-up, and other services for physical examination users, with cumulative interpretations exceeding 9.8 million cases81828384 - To C "Heavy" Severe Disease Management Solutions: Built the Woodpecker Oncology Multidisciplinary Consultation Platform, providing online multidisciplinary, personalized, and precise consultation for oncology patients8586 - To R Innovative Drug and Medical Device Full Life-cycle Empowerment Platform: Utilizes AI large models and industry insights to empower innovative drug and medical device enterprises in drug R&D, scientific research collaboration, clinical data processing, and commercialization8889 Analysis by application scenarios The company's four smart cloud products (Smart Decision Cloud, Smart Retail Cloud, Smart Health Management Cloud, Smart Medical Cloud) perform differently across their application scenarios. Smart Decision Cloud and Smart Medical Cloud saw revenue growth, Smart Retail Cloud significantly increased client numbers, while Smart Health Management Cloud's revenue declined due to a shift in its profit model Smart Cloud Product Revenue for H1 2025 | Product | H1 2025 Revenue (RMB million) | H1 2024 Revenue (RMB million) | YoY Change (%) | Number of Clients/Repurchase Rate | | :--- | :--- | :--- | :--- | :--- | | Smart Decision Cloud | 71.7 | 68.2 | +5.1% | 360 enterprise clients, 98.3% repurchase rate | | Smart Retail Cloud | 48.5 | 56.4 | -14.0% | 676 enterprise clients, +30.3% YoY, 81.9% repurchase rate | | Smart Health Management Cloud | 10.6 | 16.9 | -37.5% | - | | Smart Medical Cloud | 17.2 | 18.0 | -4.4% | 96.0% repurchase rate | - Smart Decision Cloud revenue increased by 5.1% year-on-year, with core DaaS product client numbers continuously rising, and revenue increasing by 12.8% year-on-year9193 - Smart Retail Cloud client numbers increased by 30.3% year-on-year, reaching 676 enterprise clients, but revenue decreased due to product structure adjustments and pricing system optimization9294 - Smart Health Management Cloud revenue decreased by 37.5% year-on-year, primarily due to the company changing its profit model to post-examination management9698 - Smart Medical Cloud revenue was approximately RMB 17.2 million, with the innovative drug patient management business model maturing, and enterprise client repurchase rate at 96.0%9799 AI renewal of core competitiveness, continuously fortifying a robust moat The company continuously iterates its self-developed large models through a "AI foundation, ecological empowerment, and cooperation network" trinity of core competencies, building a full-scenario intelligent agent platform, and precisely empowering the development of the health industry through its industry research institute, ecological empowerment system, and extensive cooperation network - The company has built a "AI foundation, ecological empowerment, and cooperation network" trinity of core competencies100101 - Leveraging "Woodpecker" medical large model and "Tiangong No.1" commercial large model, building a multi-modal large model matrix including data governance platform and intelligent agent development platform, driving product upgrades to full-scenario intelligent agents102103 Leveraging the Woodpecker Medical Large Model and Tiangong No.1 Commercial Large Model Based on years of accumulated data assets, the company integrates open-source large models and various AI technologies to build a powerful large model matrix, forming a complete data chain from "resource-standard-processing-value," and achieving rich application scenarios across "medical, pharmaceutical, and patient" domains, driving product evolution towards intelligent agents and rapid deployment - Strong data foundation, with a total weight parameter scale of 70 billion, covering millions of public data, tens of millions of desensitized data, and millions of labeled data104105 - Data processing capability greatly improved, with machine automatic cleaning rate exceeding 97%, accuracy exceeding 99%, fastest response speed T+1, store cleaning data processing time reduced by 75%, and operation and maintenance costs reduced by 20%104105 - Rich application scenarios, covering "medical, pharmaceutical, and patient" full range, such as pharmaceutical enterprise decision-making, retail pharmacies, physical examinations, medical record governance, medical record quality control, and C-end health assistants105 - AI-driven product evolution into intelligent agents, building a commercializable, rapidly deployable, and domain-specific medical vertical intelligent agent platform, with intelligent agents already launched in pharmacy, commercial, and health management scenarios106107109111 All-round ecosystem continuously and accurately empowering the development of the healthcare industry The Sinohealth Industry Research Institute, as the "ecosystem brain" for industry insights, outputs forward-looking research results and builds a full-chain, multi-level ecological empowerment system through industry events like CPEO and Xiding Conference, providing comprehensive support for the health industry, enhancing brand influence, and promoting high-quality industry development - Sinohealth Industry Research Institute, as a leading health industry research think tank in China, outputs multiple in-depth industry reports, guiding the direction of industry research113114 - Ecological empowerment system provides solutions in strategic planning, research services, resource connection, market expansion, brand building, industry activities, operational empowerment, and capital operation117 - CPEO has been successfully held for 18 sessions, with over 8,000 attendees and over 60,000 participants; Xiding Conference has been successfully held for 10 sessions, with over 8,000 representatives and over 30,000 participants117118 - Industry ecosystem platform reaches nearly one million professionals, including pharmaceutical retail experts, pharmaceutical and medical device manufacturers' experts, pharmacists, doctors, medical experts, and industry investors, through diversified media services118119 The industrial partnering network with extensive and comprehensive coverage The company has established an extensive cooperation network covering "medical, pharmaceutical, and patient" domains, including partnerships with 965 enterprise clients, over 170,000 pharmaceutical retail pharmacies, approximately 230 hospitals and 680 physical examination centers, and over 300 hospitals and 20,000 oncology doctors, laying a solid foundation for data acquisition, product innovation, and traffic monetization - Enterprise client cooperation network: Has established cooperative relationships with over 965 enterprise clients, a year-on-year increase of approximately 11.0%121122 - Pharmaceutical retail pharmacy cooperation network: Cumulatively covers 2,968 pharmaceutical retail enterprises and over 170,000 pharmacies, of which over 125,000 pharmacies use the SIC system124 - Health management cooperation network: Through Woodpecker AI-MDT health management solutions, cumulatively reaches approximately 230 hospitals and 680 physical examination centers, serving over 9.8 million patient visits124 - Medical cooperation network: Cooperates with over 300 hospitals, serving over 300,000 patients; the iMDT platform has over 20,000 registered oncology doctors124 Financial Review During the reporting period, the company's revenue and net profit both declined, primarily due to business strategic adjustments, transformation of the health management profit model, reduced government subsidies, and fluctuations in interest and exchange rates. Despite this, the company continued to increase R&D investment, optimize its business structure, and enhance credit risk management. Liquidity is sufficient, with no short-term or long-term bank borrowings, and a debt-to-asset ratio of 21.1% Comparison of Key Financial Data for H1 2025 | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 147.9 | 159.5 | -7.3% | | Cost of sales | 65.8 | 70.7 | -7.0% | | Gross profit | 82.1 | 88.8 | -7.5% | | Gross profit margin | 55.5% | 55.7% | -0.2 pp | | Other income and gains | 13.1 | 23.5 | -44.0% | | Selling and distribution expenses | 17.6 | 17.2 | +2.2% | | Administrative expenses | 14.2 | 17.0 | -16.0% | | R&D costs | 33.0 | 28.9 | +14.4% | | Profit before tax | 26.2 | 42.5 | -38.5% | | Income tax expense | 1.6 | 0.2 | +700.0% | | Profit for the period | 24.5 | 42.3 | -42.1% | | Cash and cash equivalents (end of period) | 51.4 | 63.7 | -19.3% | | Debt-to-asset ratio | 21.1% | 14.4% (Dec 31, 2024) | +6.7 pp | | Staff costs | 72.8 | 75.4 | -3.4% | | Total number of employees | 756 | 778 | -2.8% | - Revenue decline primarily due to strategic business structure adjustments and the transformation of the health management business profit model126129 - Other income and gains decreased by 44.0%, mainly affected by interest rate cuts in USD and RMB, exchange losses due to exchange rate fluctuations, and reduced government subsidies132133 - R&D costs increased by 14.4%, mainly for R&D investment in AI+data, AI+medical, and integrated intelligent agent creation platforms139142 - Profit before tax decreased by 38.5%, comprehensively affected by factors such as lower gross profit, increased R&D costs, reduced government subsidies, decreased interest income and exchange gains, and lower impairment losses on financial assets140143 - As of June 30, 2025, the company had no short-term or long-term bank borrowings, and its debt-to-asset ratio was 21.1%148149153154 - Capital expenditure was approximately RMB 3.9 million, an increase of over 100% year-on-year, mainly for acquiring computing power servers to support the AI strategic layout158162 - Total number of employees was 756, of which approximately 39% had medical backgrounds and approximately 18% had AI and technology backgrounds167169172 Corporate Governance and Other Information Corporate Governance Code The company is committed to maintaining good corporate governance standards and has adopted the principles and provisions of the Corporate Governance Code set out in Appendix C1 of the Listing Rules. Although the roles of Chairman and CEO are held by the same person, the Board believes this contributes to consistency in management and strategic planning - The company has adopted the principles and provisions of the Corporate Governance Code set out in Part 2 of Appendix C1 to the Listing Rules176 - The roles of Chairman and Chief Executive Officer are held by Mr. Wu Yushu, which the Board believes helps ensure consistency in management and strategic planning177179 Compliance with Model Code for Securities Transactions by Directors of Listed Issuers The company has adopted the Model Code set out in Appendix C3 of the Listing Rules as the code of conduct for directors' securities transactions and confirms that all directors and relevant employees have complied with the code during the reporting period - The company has adopted the Model Code set out in Appendix C3 to the Listing Rules as the code of conduct for directors' securities transactions182 - All directors and relevant employees have confirmed compliance with the Model Code throughout the reporting period183185 Changes in Information of Directors and Chief Executives During the reporting period, independent director Ms. Wang Danzhou was appointed as an independent director of Guangdong Insai Brand Marketing Group Co., Ltd. Additionally, the remuneration of executive directors Mr. Wu Yushu and Ms. Wang Lifang was reduced due to group strategic adjustments - Ms. Wang Danzhou was appointed as an independent director of Guangdong Insai Brand Marketing Group Co., Ltd. on August 18, 2025184186 - Effective July 1, 2025, the remuneration for executive directors Mr. Wu Yushu and Ms. Wang Lifang in the Group was reduced to RMB 70,000 and RMB 59,000 per month, respectively, to align with strategic adjustments in international market business expansion and division of labor184186 Directors' and Chief Executives' Interests and Short Positions in Shares, Underlying Shares and Debentures As of June 30, 2025, Mr. Wu Yushu and Ms. Wang Lifang, as spouses, are deemed to jointly own 59.54% of the company's share interests, primarily held through controlled corporations Directors' and Chief Executives' Long Positions in Shares (as of June 30, 2025) | Name of Director/Chief Executive | Capacity/Nature of Interest | Number of Shares | Total | Approximate % of Interest in the Company | | :--- | :--- | :--- | :--- | :--- | | Mr. Wu Yushu | Interest in controlled corporation | 248,737,500 | 268,987,500 | 59.54% | | | Spouse's interest | 20,250,000 | | | | Ms. Wang Lifang | Interest in controlled corporation | 87,750,000 | 268,987,500 | 59.54% | | | Spouse's interest | 181,237,500 | | | - Mr. Wu Yushu and Ms. Wang Lifang are spouses and are therefore deemed to have an interest in each other's beneficially owned shares196 - Mr. Wu Yushu wholly owns Wellmark Link Limited, and Ms. Wang Lifang wholly owns WLF Investment Holdings Limited, holding shares through these entities196 Substantial Shareholders' Interests and Short Positions in Shares and Underlying Shares As of June 30, 2025, Wellmark Link Limited, WLF Investment Holdings Limited, Rikan Industry Investment Limited Partnership, Montesy Capital Holding Ltd, and their associated parties are the company's substantial shareholders, holding significant proportions of share interests Substantial Shareholders' Long Positions in Shares (as of June 30, 2025) | Name/Company Name | Capacity/Nature of Interest | Number of Shares | Total | Approximate % of Interest in the Company | | :--- | :--- | :--- | :--- | :--- | | Wellmark Link Limited | Beneficial owner | 181,237,500 | 248,737,500 | 55.06% | | | Interest in controlled corporation | 67,500,000 | | | | WLF Investment Holdings Limited | Beneficial owner | 20,250,000 | 87,750,000 | 19.42% | | | Interest in controlled corporation | 67,500,000 | | | | Rikan Industry Investment Limited Partnership | Beneficial owner | 67,500,000 | 67,500,000 | 14.94% | | Montesy Capital Holding Ltd | Beneficial owner | 68,512,500 | 68,512,500 | 15.17% | | Ms. Wu Meirong | Spouse's interest | 68,512,500 | 68,512,500 | 15.17% | | Mr. Li Hanxiong | Interest in controlled corporation | 68,512,500 | 68,512,500 | 15.17% | | Futu Trust Limited | Trustee | 44,090,500 | 44,090,500 | 9.76% | - Mr. Wu Yushu and Ms. Wang Lifang are spouses, and hold shares through Wellmark Link Limited and WLF Investment Holdings Limited; Wellmark Link Limited is also the general partner of Rikan Industry Investment Limited Partnership204 - Montesy Capital Holding Ltd is owned 70% by Mr. Li Hanxiong and 30% by Ms. Wu Meirong, who are spouses and are therefore deemed to jointly own the share interests held by the company205 Share Option Scheme The company adopted a share option scheme on April 27, 2022, to incentivize and reward eligible persons. As of June 30, 2025, the remaining term of the scheme is approximately 6.5 years, with no share options granted, exercised, cancelled, or lapsed during the reporting period - The share option scheme was adopted on April 27, 2022, to incentivize or reward eligible persons who have contributed to the Group206209 - Under the scheme, the maximum number of shares that may be issued shall not exceed 10% of the total issued shares on the listing date (i.e., 45,000,000 shares), and the total number of share options granted to a single eligible participant shall not exceed 1% of the total issued shares211212216217 - The subscription price for share options shall not be less than the highest of the closing price on the Stock Exchange on the date of grant, the average closing price for the preceding five business days, and the nominal value of the shares213217 - As of June 30, 2025, the remaining term of the share option scheme is approximately 6.5 years, with no share options granted, exercised, cancelled, or lapsed during the reporting period214215218219 Share Award Scheme The company adopted a share award scheme on December 5, 2022, to recognize and retain outstanding talent. As of June 30, 2025, the trustee has purchased a total of 44,090,500 shares in the market, but no share awards were granted, exercised, cancelled, or lapsed during the reporting period - The share award scheme was adopted on December 5, 2022, to recognize and retain eligible participants who have contributed to the Group220224 - The total number of awarded shares shall not exceed 10% of the total issued shares on the adoption date (i.e., 45,177,000 shares), and the maximum number of awards in any 12-month period shall not exceed 1% of the issued share capital222223225 - As of June 30, 2025, the trustee, Futu Trust Limited, has purchased a total of 44,090,500 shares in the market, representing approximately 9.76% of the total issued shares228229231232 - No share awards were granted, exercised, cancelled, or lapsed during the reporting period229232 Purchase, Sale or Redemption of Listed Securities of the Company As of June 30, 2025, neither the company nor its subsidiaries purchased, sold, or redeemed any listed securities, nor did they hold any treasury shares - As of June 30, 2025, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities234238 - As of June 30, 2025, the company held no treasury shares234238 Interim Dividend The Board resolved not to declare any interim dividend for the six months ended June 30, 2025 - The Board resolved not to declare any interim dividend for the six months ended June 30, 2025 (nil for the corresponding period in 2024)235239 Audit Committee The Audit Committee, composed of three independent non-executive directors, has reviewed the unaudited interim results for the six months ended June 30, 2025, confirming compliance with applicable accounting principles and disclosure requirements - The Audit Committee comprises three independent non-executive directors: Ms. Wang Danzhou, Ms. Du Yilin, and Mr. Wei Bin (Chairman)236240 - The Audit Committee has reviewed the unaudited interim results for the six months ended June 30, 2025, and confirmed compliance with applicable accounting principles, standards, and requirements, and that adequate disclosures have been made237240 Use of Proceeds from the Global Offering The company obtained net proceeds of approximately HKD 339.6 million from the global offering and used them as described in the prospectus, primarily for upgrading SaaS products and R&D technology and data warehouses, with no significant changes or delays in use during the reporting period - The company obtained net proceeds of approximately HKD 339.6 million from the global offering242243 Use of Proceeds from Global Offering (as of June 30, 2025) | Planned Use | Approximate % of Net Proceeds (%) | Actual Net Proceeds Allocated (HKD million) | Funds Utilized as of Dec 31, 2024 (HKD million) | Net Funds Utilized During Reporting Period (HKD million) | Unutilized Balance as of June 30, 2025 (HKD million) | Expected Time of Utilization of Balance | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Upgrading and enhancing SaaS products | 50.8% | 172.5 | 63.4 | 6.8 | 102.3 | On or before Dec 31, 2025 | | R&D of technology and data warehouse | 49.2% | 167.1 | 46.5 | 23.2 | 97.4 | On or before Dec 31, 2025 | | Total | 100% | 339.6 | 109.9 | 30.0 | 199.7 | | - During the reporting period, the net proceeds were used in accordance with the purposes set out in the prospectus, and there were no significant changes or delays in their use245 Unaudited Interim Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income Consolidated Profit or Loss and Other Comprehensive Income For the six months ended June 30, 2025, the company's revenue was RMB 147.9 million, a year-on-year decrease of 7.3%. Gross profit was RMB 82.1 million, and net profit was RMB 24.5 million, a year-on-year decrease of 42.1%. R&D costs significantly increased, while other income and gains decreased Summary of Consolidated Statement of Profit or Loss and Other Comprehensive Income for H1 2025 | Indicator | H1 2025 (RMB '000) | H1 2024 (RMB '000) | | :--- | :--- | :--- | | Revenue | 147,925 | 159,531 | | Cost of sales | (65,823) | (70,743) | | Gross profit | 82,102 | 88,788 | | Other income and gains | 13,145 | 23,454 | | Selling and distribution expenses | (17,564) | (17,184) | | Administrative expenses | (14,243) | (16,963) | | R&D costs | (33,030) | (28,881) | | Net impairment loss on financial assets | (1,016) | (5,725) | | Other expenses | (2,999) | (616) | | Finance costs | (240) | (329) | | Profit before tax | 26,155 | 42,544 | | Income tax expense | (1,644) | (196) | | Profit for the period | 24,511 | 42,348 | | Profit attributable to owners of the parent | 24,744 | 41,675 | | Profit attributable to non-controlling interests | (233) | 673 | | Basic and diluted earnings per share (RMB) | 0.06 | 0.10 | - Revenue decreased by 7.3% year-on-year, from RMB 159,531 thousand to RMB 147,925 thousand246 - Profit for the period decreased by 42.1% year-on-year, from RMB 42,348 thousand to RMB 24,511 thousand246 - R&D costs increased by 14.4% year-on-year, from RMB 28,881 thousand to RMB 33,030 thousand246 Unaudited Interim Condensed Consolidated Statement of Financial Position Consolidated Financial Position As of June 30, 2025, the company's total assets less current liabilities were RMB 689.9 million, a decrease from the end of 2024. Net current assets were RMB 642.5 million, and total equity was RMB 681.9 million. Time deposits and cash and cash equivalents were major current assets, while other payables and accruals significantly increased Summary of Consolidated Statement of Financial Position as of June 30, 2025 | Indicator | June 30, 2025 (RMB '000) | Dec 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Non-current assets | | | | Property, plant and equipment | 6,967 | 4,943 | | Right-of-use assets | 8,547 | 10,882 | | Other intangible assets | 1,874 | 1,956 | | Time deposits | 10,434 | 105,723 | | Goodwill | 11,551 | 11,551 | | Deferred tax assets | 8,036 | 7,742 | | Total non-current assets | 47,409 | 142,797 | | Current assets | | | | Inventories | 1,760 | 1,085 | | Trade and notes receivables | 92,981 | 94,500 | | Prepayments, other receivables and other assets | 13,444 | 11,159 | | Contract assets | 558 | 1,523 | | Financial assets at fair value through profit or loss | 39,921 | 47,934 | | Amounts due from related parties | 142 | 177 | | Time deposits | 578,062 | 448,006 | | Cash and cash equivalents | 51,424 | 63,715 | | Total current assets | 778,292 | 668,099 | | Current liabilities | | | | Trade payables | 15,827 | 16,618 | | Other payables and accruals | 111,488 | 63,713 | | Lease liabilities | 4,063 | 4,678 | | Amounts due to related parties | 72 | 82 | | Tax payable | 4,361 | 7,254 | | Total current liabilities | 135,811 | 92,345 | | Net current assets | 642,481 | 575,754 | | Total assets less current liabilities | 689,890 | 718,551 | | Non-current liabilities | | | | Lease liabilities | 5,371 | 7,102 | | Deferred tax liabilities | 2,648 | 2,642 | | Total non-current liabilities | 8,019 | 9,744 | | Net assets | 681,871 | 708,807 | | Total equity | 681,871 | 708,807 | - Total non-current assets decreased from RMB 142,797 thousand at the end of 2024 to RMB 47,409 thousand, mainly due to a significant reduction in the non-current portion of time deposits248 - Total current assets increased from RMB 668,099 thousand at the end of 2024 to RMB 778,292 thousand, mainly due to an increase in current time deposits248 - Total current liabilities increased from RMB 92,345 thousand at the end of 2024 to RMB 135,811 thousand, primarily due to a significant increase in other payables and accruals (including dividends payable)248 Unaudited Interim Condensed Consolidated Statement of Changes in Equity Consolidated Statement of Changes in Equity For the six months ended June 30, 2025, the company's total equity decreased from RMB 708.8 million at the beginning of the period to RMB 681.9 million, primarily due to the combined effect of profit for the period, share repurchases, and declared dividends Summary of Consolidated Statement of Changes in Equity for H1 2025 | Indicator | Jan 1, 2025 (RMB '000) | Total Comprehensive Income for the Period (RMB '000) | Shares Repurchased (RMB '000) | Dividends Declared (RMB '000) | June 30, 2025 (RMB '000) | | :--- | :--- | :--- | :--- | :--- | :--- | | Share capital | 30,384 | – | – | – | 30,384 | | Treasury shares | (207,535) | – | (1,447) | – | (208,982) | | Share premium | 477,339 | – | – | – | 477,339 | | Capital reserve | 14,028 | – | – | – | 14,028 | | Statutory reserve | 45,317 | – | – | – | 45,317 | | Retained profits | 351,170 | 24,744 | – | (50,000) | 325,914 | | Total attributable to owners of the parent | 710,703 | 24,744 | (1,447) | (50,000) | 684,000 | | Non-controlling interests | (1,896) | (233) | – | – | (2,129) | | Total equity | 708,807 | 24,511 | (1,447) | (50,000) | 681,871 | - Profit for the period was RMB 24,511 thousand, of which profit attributable to owners of the parent was RMB 24,744 thousand252 - Share repurchases led to an increase in treasury shares of RMB 1,447 thousand252 - Declared dividends of RMB 50,000 thousand resulted in a decrease in retained profits252 Unaudited Interim Condensed Consolidated Statement of Cash Flows Consolidated Cash Flows For the six months ended June 30, 2025, the company's net cash flow from operating activities was RMB 11.7 million, net cash flow used in investing activities was RMB 21.1 million, and net cash flow used in financing activities was RMB 2.6 million, resulting in a net decrease of RMB 12.1 million in cash and cash equivalents Summary of Consolidated Statement of Cash Flows for H1 2025 | Cash Flow Category | H1 2025 (RMB '000) | H1 2024 (RMB '000) | | :--- | :--- | :--- | | Net cash flow from operating activities | 11,666 | 19,561 | | Net cash flow used in investing activities | (21,134) | (121,663) | | Net cash flow used in financing activities | (2,586) | 1,524 | | Net decrease in cash and cash equivalents | (12,054) | (100,578) | | Cash and cash equivalents at beginning of period | 63,715 | 123,931 | | Net effect of foreign exchange rate changes | (237) | 411 | | Cash and cash equivalents at end of period | 51,424 | 23,764 | - Net cash flow from operating activities decreased by approximately 40.4% year-on-year, from RMB 19,561 thousand to RMB 11,666 thousand256 - Net cash flow used in investing activities significantly decreased, from RMB 121,663 thousand to RMB 21,134 thousand, mainly due to reduced net outflow from purchases of time deposits and financial assets257 - Financing activities shifted from a net inflow in the prior period to a net outflow, primarily due to lease payments and repayment of share repurchases in the prior period259 Notes to the Unaudited Interim Condensed Consolidated Financial Information 1. Corporate Information The company was incorporated in the Cayman Islands on March 4, 2019, as an investment holding company, with its subsidiaries primarily providing data insight solutions, data-driven publishing and events, and SaaS products. The company's shares were listed on the Main Board of the Hong Kong Stock Exchange on July 12, 2022 - The company was incorporated in the Cayman Islands on March 4, 2019, as an investment holding company261264 - Subsidiaries are primarily engaged in providing data insight solutions, data-driven publishing and events, and SaaS products262264 - The company's shares were listed on the Main Board of the Hong Kong Stock Exchange on July 12, 2022262265 2. Basis of Preparation The interim condensed consolidated financial information is prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" and should be read in conjunction with the annual consolidated financial statements for the year ended December 31, 2024 - The interim condensed consolidated financial information is prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting"263266 - This information does not include all disclosures required for annual financial statements and should be read in conjunction with the 2024 annual consolidated financial statements263266 3. Changes in Accounting Policies The accounting policies adopted for the preparation of the interim financial information are consistent with the 2024 annual consolidated financial statements, except for the initial adoption of the revised Hong Kong Accounting Standard 21 "Lack of Exchangeability." As the company's transaction and functional currencies are both exchangeable, this revision has no significant impact on the interim financial information - Accounting policies are consistent with the 2024 annual consolidated financial statements, with the initial adoption of the revised Hong Kong Accounting Standard 21 "Lack of Exchangeability"267268 - This revision specifies how to assess currency exchangeability and estimate spot exchange rates, but it has no impact on the interim financial information as the company's transaction currencies are all exchangeable269270 4. Operating Segment Information For management purposes, the company does not segment its business units by service and has only one reportable operating segment. Management monitors the performance of the entire operating segment to make decisions on resource allocation and performance assessment - The company does not segment its business units by service and has only one reportable operating segment271272 - Management comprehensively monitors the operating results of the entire operating segment to make decisions on resource allocation and performance assessment271272 5. Revenue, Other Income and Gains For the six months ended June 30, 2025, the company's revenue from contracts with customers was RMB 147.9 million, a year-on-year decrease of 7.3%. Data insight solutions remained the primary revenue source, but Smart Health Management Cloud revenue significantly declined due to a shift in its profit model. Other income and gains decreased by 44.0% year-on-year, mainly affected by reduced interest income, government subsidies, and exchange losses Analysis of Revenue, Other Income and Gains for H1 2025 | Category | H1 2025 (RMB '000) | H1 2024 (RMB '000) | | :--- | :--- | :--- | | Revenue from contracts with customers | 147,925 | 159,531 | | By product type: | | | | Data insight solutions | 84,743 | 84,012 | | Data-driven publishing and events | 32,730 | 38,812 | | SaaS products | 30,452 | 36,707 | | By application scenario: | | | | Smart Decision Cloud | 71,708 | 68,233 | | Smart Retail Cloud | 48,456 | 56,437 | | Smart Medical Cloud | 17,207 | 17,967 | | Smart Health Management Cloud | 10,554 | 16,894 | | By geographical market: | | | | Mainland China | 146,892 | 159,003 | | Overseas | 1,033 | 528 | | By timing of revenue recognition: | | | | Services transferred at a point in time | 75,949 | 79,935 | | Services transferred over time | 71,976 | 79,596 | | Total other income and gains | 13,145 | 23,454 | | Bank interest income | 11,840 | 13,450 | | Government grants | 680 | 7,578 | | Investment income from financial assets at fair value through profit or loss | 616 | 119 | | Net exchange gains | – | 2,291 | | Gain on lease modification | – | 11 | - Revenue from contracts with customers decreased by 7.3% year-on-year, mainly affected by a decrease in SaaS product and data-driven publishing and events revenue274280 - Smart Health Management Cloud revenue decreased by 37.5% year-on-year, primarily due to the company changing its profit model to post-examination management280 - Total other income and gains decreased by 44.0% year-on-year, mainly due to a significant reduction in government subsidies and the absence of exchange gains compared to the prior period288289 6. Profit Before Tax For the six months ended June 30, 2025, the company's profit before tax was RMB 26.2 million, a year-on-year decrease of 38.5%. This was primarily due to the combined effect of lower gross profit, increased R&D costs, reduced other income and gains, and exchange losses Profit Before Tax Adjustment Items for H1 2025 | Adjustment Item | H1 2025 (RMB '000) | H1 2024 (RMB '000) | | :--- | :--- | :--- | | Cost of services provided | 65,823 | 70,743 | | Depreciation of property, plant and equipment | 1,551 | 1,277 | | Depreciation of right-of-use assets | 2,335 | 2,326 | | Amortisation of other intangible assets | 390 | 364 | | R&D costs | 33,030 | 28,881 | | Bank interest income | (11,840) | (13,450) | | Government grants | (680) | (7,578) | | Investment income from financial assets at fair value through profit or loss | (616) | (119) | | Fair value loss on financial assets at fair value through profit or loss | 1,251 | 575 | | Net exchange loss/(gain) | 1,741 | (2,291) | | Net impairment of trade receivables | 1,016 | 5,725 | - Profit before tax decreased by 38.5% from RMB 42,544 thousand in H1 2024 to RMB 26,155 thousand in H1 2025246292 - R&D costs increased by RMB 4,149 thousand, bank interest income decreased by RMB 1,610 thousand, government subsidies decreased by RMB 6,898 thousand, and exchange shifted from a gain to a loss of RMB 4,032 thousand292 7. Income Tax For the six months ended June 30, 2025, the company's income tax expense was RMB 1.6 million, a significant year-on-year increase. This was mainly due to some subsidiaries turning profitable in the prior period and achieving stable profitability in the current period, leading to a higher effective tax rate year-on-year Composition of Income Tax Expense for H1 2025 | Category | H1 2025 (RMB '000) | H1 2024 (RMB '000) | | :--- | :--- | :--- | | Current – Mainland China tax deducted for the period | 1,933 | 254 | | Deferred tax | (289) | (58) | | Total tax deducted for the period | 1,644 | 196 | - Income tax expense increased from RMB 0.2 million in H1 2024 to RMB 1.6 million in H1 2025246300 - The main reason is that some subsidiaries turned profitable in the prior period and have achieved stable profitability in the current period, leading to a higher effective tax rate year-on-year141144 - Guangzhou Sinohealth Digital Technology Co., Ltd., as a high-tech enterprise, enjoys a preferential corporate income tax rate of 15%; some small and micro enterprises enjoy a preferential tax rate of 5%295296297298 8. Dividends The company approved a final dividend of RMB 50.0 million for the year ended December 31, 2024, on March 28, 2025. The Board resolved not to declare an interim dividend for the six months ended June 30, 2025 - On March 28, 2025, shareholders approved a final dividend of HKD 0.12 per ordinary share for the year ended December 31, 2024, totaling approximately RMB 50,000,000301302 - The Board did not declare an interim dividend for the six months ended June 30, 2025 (2024 corresponding period: nil)302 9. Earnings Per Share Attributable to Ordinary Equity Holders of the Parent For the six months ended June 30, 2025, basic and diluted earnings per share attributable to ordinary equity holders of the parent was RMB 0.06, a decrease from RMB 0.10 in the prior period. There were no potential dilutive ordinary shares during the period EPS Calculation Data for H1 2025 | Indicator | H1 2025 (RMB '000/share) | H1 2024 (RMB '000/share) | | :--- | :--- | :--- | | Profit attributable to ordinary equity holders of the parent | 24,744 | 41,675 | | Weighted average number of ordinary shares outstanding | 407,727,793 | 417,249,077 | | Basic and diluted earnings per share (RMB) | 0.06 | 0.10 | - Basic and diluted earnings per share decreased from RMB 0.10 in H1 2024 to RMB 0.06 in H1 2025246306 - There were no potential dilutive ordinary shares outstanding for the Group during the period304305 10. Trade and Notes Receivables As of June 30, 2025, net trade and notes receivables were RMB 93.0 million, a slight decrease from the end of 2024. The company maintains strict control over receivables and regularly reviews overdue balances. Provision for impairment losses increased Trade and Notes Receivables (as of June 30, 2025) | Indicator | June 30, 2025 (RMB '000) | Dec 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Trade receivables | 122,904 | 123,476 | | Notes receivables | 3,878 | 3,887 | | Impairment | (33,801) | (32,863) | | Total | 92,981 | 94,500 | Ageing Analysis of Trade Receivables (as of June 30, 2025) | Ageing | June 30, 2025 (RMB '000) | Dec 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Within 6 months | 65,110 | 71,307 | | 6 to 12 months | 15,331 | 10,026 | | 1 to 2 years | 7,047 | 7,173 | | 2 to 3 years | 1,615 | 2,107 | | Total | 89,103 | 90,613 | Changes in Provision for Impairment Losses on Trade Receivables | Change | June 30, 2025 (RMB '000) | Dec 31, 2024 (RMB '000) | | :--- | :--- | :--- | | At begi
中康控股(02361) - 2025 - 中期财报