Corporate Information This section provides basic corporate information for Top Form International Holdings Limited, including board members, key committee compositions, share registrars, principal bankers, registered office, principal place of business in Hong Kong, and stock code - The Board of Directors comprises executive directors (including Chairman, CEO, COO, CFO & Company Secretary, CSO) and independent non-executive directors45 - Key committees include the Audit Committee, Remuneration Committee, and Nomination Committee45 - The company's auditor is Deloitte Touche Tohmatsu6 - The company's stock code is 211110 Management Discussion and Analysis Management Discussion and Analysis This section reviews the Group's market environment, business performance, and financial position for the first half of 2025, outlining future strategies amidst global economic uncertainties and tariff impacts Market and Business Review Market and Business Review Global economic uncertainty, driven by US tariff policies, led to a decline in the Group's first-half revenue and profit, with growth in Sri Lanka offsetting a decrease in Vietnam - US tariff policies profoundly reshaped the global economic landscape, shifting from stable expansion to uncertainty and volatility, with initial tariffs of 10%-50% later suspended for 90 days1316 - The International Monetary Fund (IMF) adjusted its 2025 global growth forecast multiple times, from 3.3% in January to 2.8% in April, then up to 3.0% in July1719 - US GDP grew by 3.0% in Q2 2025, while China's GDP grew by 5.3% in H1 20251719 - US tariff policies severely impacted the textile and apparel industry, forcing brands to adopt cautious, short-term procurement strategies and demand suppliers bear some tariff costs1820 Group's Overall Performance (Six Months Ended June 30, 2025) | Indicator | H1 2025 (million HKD) | H1 2024 (million HKD) | Change (%) | | :--- | :--- | :--- | :--- | | Sales Revenue | 2,329.8 | 2,385.4 | (2.3)% | | Gross Profit | 620.4 | 645.2 | (3.8)% | | Profit Attributable to Owners of the Company | 260.4 | 277.4 | (6.1)% | | Basic Earnings Per Share (HK cents) | 25.05 | 26.67 | (6.1)% | - Vietnam business sales revenue recorded a low single-digit decline, primarily due to reduced orders from US apparel brands; investment plans for new production bases in Vietnam have been delayed and associated cash outflow reduced282931 - Sri Lanka operations continued to improve, with sales revenue recording low single-digit growth3032 Financial Review Financial Review The Group's total revenue and gross profit both decreased, mainly due to US tariff policies, with elastic fabric sales declining while elastic webbing sales saw moderate growth Revenue Composition and Changes (Six Months Ended June 30, 2025) | Product Category | H1 2025 (thousand HKD) | Share (%) | H1 2024 (thousand HKD) | Share (%) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Elastic Fabric | 1,807,144 | 77.6 | 1,889,447 | 79.2 | (82,303) | (4.4) | | – Sportswear & Apparel | 1,230,597 | 52.8 | 1,301,906 | 54.6 | (71,309) | (5.5) | | – Intimate Wear | 576,547 | 24.8 | 587,541 | 24.6 | (10,994) | (1.9) | | Elastic Webbing | 500,616 | 21.5 | 468,161 | 19.6 | 32,455 | 6.9 | | Lace | 22,076 | 0.9 | 27,800 | 1.2 | (5,724) | (20.6) | | Total | 2,329,836 | 100.0 | 2,385,408 | 100.0 | (55,572) | (2.3) | - Cost of sales was approximately HKD 1,709.4 million, a year-on-year decrease of approximately 1.8%, mainly due to lower overall sales revenue4445 Gross Profit and Gross Profit Margin (Six Months Ended June 30, 2025) | Product Category | H1 2025 Gross Profit (thousand HKD) | H1 2025 Gross Profit Margin (%) | H1 2024 Gross Profit (thousand HKD) | H1 2024 Gross Profit Margin (%) | | :--- | :--- | :--- | :--- | :--- | | Elastic Fabric | 504,013 | 27.9 | 523,534 | 27.7 | | Elastic Webbing | 115,160 | 23.0 | 117,057 | 25.0 | | Lace | 1,261 | 5.7 | 4,571 | 16.4 | | Total | 620,434 | 26.6 | 645,162 | 27.0 | - Raw material costs as a percentage of total revenue decreased from 34.0% in H1 2024 to 32.8% in H1 2025, helping to alleviate cost pressure4849 Other Income (Six Months Ended June 30, 2025) | Income Source | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Bank Interest Income | 5,036 | 6,215 | | Government Grants | 3,589 | 3,625 | | Net Proceeds from Sale of Scraps | 7,642 | 4,723 | | Performance Bonus | 21,000 | – | | Others | 6,940 | 4,865 | | Total | 44,207 | 19,428 | - A net exchange loss of approximately HKD 0.7 million was recorded in H1 2025, compared to a net exchange gain of approximately HKD 20.4 million in H1 2024, mainly due to the mild appreciation of RMB5254 - Finance costs were approximately HKD 41.8 million, a year-on-year decrease of approximately 4.3%, primarily due to lower overall borrowing interest rates during the reporting period5963 - Net profit was approximately HKD 270.7 million, a year-on-year decrease of approximately 4.4%; net profit margin was approximately 11.6% (H1 2024: 11.9%), mainly affected by lower gross profit6669 - Net working capital was approximately HKD 1,383.1 million, with a current ratio of 1.7 times; net gearing ratio was approximately 8.2% (end of 2024: 13.5%)67707678 - Net cash generated from operating activities was approximately HKD 348.2 million, an increase of approximately 14.2% year-on-year, mainly due to overall optimized working capital management7377 - Inventory turnover days increased from approximately 111.8 days at the end of 2024 to approximately 131.1 days in H1 2025, primarily due to higher-than-expected average inventory levels impacted by US tariff policies7982 - Total additions to property, plant and equipment amounted to approximately HKD 171.9 million, mainly for construction in progress and machinery additions8083 - Pledged bank deposits amounted to approximately HKD 68.1 million, serving as collateral for bills payable8587 Employees and Remuneration Policies Employees and Remuneration Policies The Group offers competitive remuneration and additional benefits, along with continuous employee training, increasing its total workforce to 11,685 as of June 30, 2025, to support business expansion - The Group's remuneration package includes salaries, bonuses, allowances, and retirement benefits, along with additional benefits such as accommodation, meals, accident and medical insurance, and share incentives8994 - As of June 30, 2025, the Group employed a total of 11,685 employees, an increase from 11,037 at the end of 2024, mainly due to new hires in Q1 to support planned business expansion9094 Contingent Liabilities Contingent Liabilities As of June 30, 2025, the Group had no significant contingent liabilities - As of June 30, 2025, the Group had no significant contingent liabilities9195 Significant Investments held, material acquisitions and disposals of subsidiaries, and future plans for material investments or capital assets Significant Investments held, material acquisitions and disposals of subsidiaries, and future plans for material investments or capital assets Aside from those disclosed in the interim report, there were no other significant investments, acquisitions, or disposals during the review period, nor has the Board authorized any material future investments or capital asset additions - Other than as disclosed in this interim report, no other significant investments were held, nor were there any material acquisitions or disposals of subsidiaries during the review period9296 - As of the date of this interim report, the Board has not authorized any material investments or additions to capital assets9296 Events after the Reporting Period Events after the Reporting Period As of the date of the interim report, no events after the reporting period had a significant impact on the Group - Other than as disclosed in other sections of this interim report, no events after the reporting period and up to the date of this interim report had a significant impact on the Group9397 Prospects and Future Strategies Prospects and Future Strategies Despite geopolitical tensions, the global economic outlook is optimistic, with the textile and apparel industry anticipating a peak season in the second half of the year, prompting the Group to strategically invest in R&D, consolidate its international business footprint, and cautiously advance its Vietnam production base expansion plans to seize market opportunities and achieve sustainable growth - The International Monetary Fund (IMF) forecasts global economic growth of 3.0% in 2025 and 3.1% in 2026, indicating an optimistic outlook99102 - The second half of the year is traditionally the peak season for the textile and apparel industry, a trend expected to continue in 2025, with increased sales orders from key customers potentially driving higher capacity utilization and overall profit100102 - The Group will strategically invest in R&D capabilities to meet the continuous demand for innovative sportswear and apparel products104108 - The Group remains committed to its multi-location production strategy, with its international business footprint being one of its core competitive advantages105109 - Given the potential impact of US tariff policies, the Group is taking a more cautious approach to capital investment in its second production base in Vietnam, planning to proceed with expansion when market confidence recovers106109 - As of June 30, 2025, the overall annual design capacities for elastic fabric, elastic webbing, and lace were approximately 277.5 million meters, 2,014.8 million meters, and 45.0 million meters, respectively105109 Disclosure of Interests Disclosure of Interests This section discloses the interests and short positions of directors, chief executives, and substantial shareholders in the company's shares and related shares as of June 30, 2025, with Mr. Lo Yuk Cheung and his controlled corporations holding 61.59% of the company's shares, making him the largest shareholder Shareholdings of Directors and Chief Executives (As of June 30, 2025) | Director Name | Long/Short Position | Capacity | Number of Shares/Related Shares (shares) | Approximate Percentage of Shareholding (%) | | :--- | :--- | :--- | :--- | :--- | | Mr. Lo Yuk Cheung | Long Position | Beneficial Owner & Controlled Corporation | 640,500,000 | 61.59 | | Mr. Cheung Hoi To | Long Position | Interest of Spouse | 78,292,000 | 7.52 | | Ms. Cheng Ting Ting | Long Position | Beneficial Owner & Controlled Corporation | 78,292,000 | 7.52 | | Mr. Ng Siu Lun | Long Position | Beneficial Owner & Controlled Corporation | 40,500,000 | 3.89 | | Mr. Chan Yiu Sing | Long Position | Beneficial Owner | 1,400,000 | 0.13 | Shareholdings of Substantial Shareholders (As of June 30, 2025) | Substantial Shareholder Name | Long/Short Position | Capacity | Number of Shares/Related Shares (shares) | Approximate Percentage of Shareholding (%) | | :--- | :--- | :--- | :--- | :--- | | Grandview Capital Investment Limited | Long Position | Beneficial Owner | 637,500,000 | 61.30 | | FMR LLC | Long Position | Interest of Controlled Corporation | 103,876,900 | 9.99 | | Mega Brilliant Enterprises Limited | Long Position | Beneficial Owner | 75,000,000 | 7.21 | | Pandanus Associates Inc. | Long Position | Interest of Controlled Corporation | 71,954,976 | 6.92 | | Pandanus Partners L.P. | Long Position | Interest of Controlled Corporation | 71,954,976 | 6.92 | | FIL Limited | Long Position | Interest of Controlled Corporation | 71,954,976 | 6.92 | Share Schemes Share Schemes The company adopted new share option and share award schemes on June 27, 2023, to incentivize directors and eligible employees, with no options or awards granted as of the date of this interim report - The company adopted a share option scheme and a share award scheme on June 27, 2023, aiming to provide incentives to directors and eligible employees130132 - As of the date of this interim report, no share options or share awards have been granted since the adoption of the share option scheme and share award scheme130132 - The total number of shares that may be issued upon exercise of all share options and share awards under the schemes is 103,980,800 shares, representing 10% of the issued shares as of June 30, 2025131132 Corporate Governance Code and Other Information Corporate Governance Code and Other Information The company complied with the Corporate Governance Code and Model Code for Securities Transactions by Directors during the reporting period, made no purchases, redemptions, or sales of listed securities, disclosed changes in Board members, declared an interim dividend of HKD 12.5 cents per share, and had its interim results reviewed by Deloitte with no disagreement from the Audit Committee - The company has complied with the Code Provisions of Appendix C1 to the Listing Rules on Corporate Governance Code for the six months ended June 30, 2025133137 - Directors have confirmed their compliance with the Model Code set out in Appendix C3 to the Listing Rules for their securities transactions, if any, during the six months ended June 30, 2025134138 - During the six months ended June 30, 2025, neither the company nor any of its subsidiaries purchased, redeemed, or sold any of the company's listed securities136139 - Effective April 30, 2025, Mr. Lo Yuk Cheung ceased to be Chairman and member of the Nomination Committee; Ms. Cheng Ting Ting was appointed as a member of the Nomination Committee; and Mr. Kwok Tai Chi was appointed as Chairman of the Nomination Committee140141142143144145 - The Board has resolved to declare an interim dividend of HKD 12.5 cents per ordinary share for the six months ended June 30, 2025, expected to be paid on October 10, 2025146149 - The company's share transfer registration will be suspended from September 22 to September 24, 2025 (both dates inclusive), to determine eligibility for the interim dividend147150 - The unaudited condensed consolidated results of the Group for the six months ended June 30, 2025, have been reviewed by Deloitte Touche Tohmatsu, and the company's Audit Committee had no disagreement148151 Report on Review of Condensed Consolidated Financial Statements Report on Review of Condensed Consolidated Financial Statements Deloitte Touche Tohmatsu reviewed the Group's condensed consolidated financial statements for the six months ended June 30, 2025, in accordance with Hong Kong Standard on Review Engagements 2410, concluding no material non-compliance with Hong Kong Accounting Standard 34 - Deloitte Touche Tohmatsu has reviewed the condensed consolidated financial statements in accordance with Hong Kong Standard on Review Engagements 2410155157 - The scope of a review is substantially less than an audit, thus no audit opinion is expressed157159 - Based on the review, nothing has come to their attention that causes them to believe the condensed consolidated financial statements are not prepared, in all material respects, in accordance with Hong Kong Accounting Standard 34158160 Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income For the six months ended June 30, 2025, the Group's revenue was HKD 2,329.8 million, profit for the period was HKD 270.7 million, profit attributable to owners of the company was HKD 260.4 million, and total comprehensive income for the period was HKD 287.2 million Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (Six Months Ended June 30, 2025) | Indicator | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Revenue | 2,329,836 | 2,385,408 | | Cost of Sales | (1,709,402) | (1,740,246) | | Gross Profit | 620,434 | 645,162 | | Other Income | 44,207 | 19,428 | | Other Gains and Losses | (1,134) | 20,998 | | Selling and Distribution Expenses | (105,266) | (101,464) | | Administrative Expenses | (157,482) | (164,799) | | Research and Development Expenses | (55,080) | (51,046) | | Finance Costs | (41,793) | (43,712) | | Profit Before Taxation | 309,761 | 324,220 | | Income Tax Expense | (39,103) | (41,051) | | Profit for the Period | 270,658 | 283,169 | | Profit Attributable to Owners of the Company | 260,438 | 277,358 | | Profit Attributable to Non-controlling Interests | 10,220 | 5,811 | | Basic Earnings Per Share (HK cents) | 25.05 | 26.67 | - Other comprehensive income for the period was HKD 16,502 thousand, mainly from exchange differences on translation of overseas operations (H1 2024: loss of HKD 73,086 thousand)164 - Total comprehensive income for the period was HKD 287,160 thousand, an increase from HKD 209,945 thousand in H1 2024164 Condensed Consolidated Statement of Financial Position Condensed Consolidated Statement of Financial Position As of June 30, 2025, the Group's total assets less current liabilities were HKD 4,546.8 million, and net assets were HKD 3,656.0 million, with net current assets decreasing to HKD 1,383.1 million from the end of 2024 Condensed Consolidated Statement of Financial Position (As of June 30, 2025) | Indicator | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Non-current Assets | | | | Property, Plant and Equipment | 2,680,334 | 2,697,407 | | Right-of-Use Assets | 301,681 | 301,942 | | Deferred Tax Assets | 22,310 | 13,207 | | Current Assets | | | | Inventories | 1,220,707 | 1,255,420 | | Trade and Bills Receivables | 675,890 | 874,506 | | Pledged Bank Deposits | 68,144 | 103,697 | | Bank Balances and Cash | 1,149,739 | 980,278 | | Current Liabilities | | | | Trade Payables | 290,066 | 367,869 | | Bank and Other Borrowings (Current) | 786,858 | 613,681 | | Lease Liabilities (Current) | 50,658 | 44,525 | | Non-current Liabilities | | | | Bank and Other Borrowings (Non-current) | 731,375 | 947,580 | | Lease Liabilities (Non-current) | 114,330 | 119,531 | | Total Equity | 3,656,006 | 3,534,279 | - Net current assets as of June 30, 2025, were HKD 1,383.1 million, a decrease from HKD 1,495.0 million as of December 31, 2024165 Condensed Consolidated Statement of Changes in Equity Condensed Consolidated Statement of Changes in Equity As of June 30, 2025, equity attributable to owners of the company was HKD 3,558.6 million, non-controlling interests were HKD 97.4 million, and total equity was HKD 3,656.0 million, with total comprehensive income for the period at HKD 287.2 million and dividends of HKD 165.4 million recognized Total Equity (As of June 30, 2025) | Indicator | June 30, 2025 (thousand HKD) | January 1, 2024 (thousand HKD) | | :--- | :--- | :--- | | Share Capital | 10,398 | 10,398 | | Share Premium | 593,250 | 593,250 | | Other Reserves | 106,715 | 106,715 | | Retirement Benefit Reserve | 1,551 | 1,649 | | Special Reserve | (13,070) | (13,070) | | PRC Statutory Reserve | 267,576 | 249,407 | | Translation Reserve | (435,419) | (333,575) | | Retained Profits | 3,027,564 | 2,599,544 | | Total Equity Attributable to Owners of the Company | 3,558,565 | 3,214,318 | | Non-controlling Interests | 97,441 | 101,223 | | Total Equity | 3,656,006 | 3,315,541 | - Profit for the period was HKD 260,438 thousand, and other comprehensive income for the period was HKD 16,502 thousand, resulting in a total comprehensive income for the period of HKD 287,160 thousand169 - Dividends of HKD 165,433 thousand were recognized during the period169 Condensed Consolidated Statement of Cash Flows Condensed Consolidated Statement of Cash Flows For the six months ended June 30, 2025, net cash generated from operating activities was HKD 348.2 million, net cash used in investing activities was HKD 75.3 million, and net cash used in financing activities was HKD 114.9 million, with cash and cash equivalents at period-end totaling HKD 1,149.7 million Condensed Consolidated Statement of Cash Flows (Six Months Ended June 30, 2025) | Activity Category | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Net Cash Generated from Operating Activities | 348,225 | 304,838 | | Net Cash Used in Investing Activities | (75,258) | (120,363) | | Net Cash Used in Financing Activities | (114,931) | (350,269) | | Net Increase (Decrease) in Cash and Cash Equivalents | 158,036 | (165,794) | | Cash and Cash Equivalents at End of Period | 1,149,739 | 756,812 | - In investing activities, HKD 118.0 million was paid for the purchase of property, plant and equipment172 - In financing activities, new bank borrowings amounted to HKD 957.0 million, and repayment of bank borrowings amounted to HKD 777.1 million172 Notes to the Condensed Consolidated Financial Statements Notes to the Condensed Consolidated Financial Statements This section provides detailed notes to the condensed consolidated financial statements, covering general information, basis of preparation, accounting policies, revenue and segment information, profit before taxation, income tax expense, dividends, earnings per share, movements in property, plant and equipment, trade receivables and payables, bank borrowings, pledge of assets, capital commitments, share-based payments, and related party transactions General Information General Information Top Form International Holdings Limited was incorporated in the Cayman Islands on June 14, 2013, and listed on the Main Board of the Hong Kong Stock Exchange on May 23, 2014, with Grandview Capital Investment Limited as its ultimate controlling company, and its functional and presentation currency being HKD - The company was incorporated in the Cayman Islands as an exempted company with limited liability on June 14, 2013, and has been listed on the Main Board of The Stock Exchange of Hong Kong Limited since May 23, 2014173176 - Its immediate and ultimate controlling company is Grandview Capital Investment Limited, wholly owned by Mr. Lo Yuk Cheung173176 - The functional currency of the company and the presentation currency of the condensed consolidated financial statements is Hong Kong dollars174177 Basis of Preparation Basis of Preparation The condensed consolidated financial statements are prepared in accordance with Hong Kong Accounting Standard 34 and the applicable disclosure requirements of Appendix D2 to the Listing Rules of the Stock Exchange - The condensed consolidated financial statements have been prepared in accordance with Hong Kong Accounting Standard 34 issued by the Hong Kong Institute of Certified Public Accountants and the applicable disclosure requirements of Appendix D2 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited175178 Material Accounting Policy Information Material Accounting Policy Information The financial statements are prepared on a historical cost basis, and the first-time application of HKFRS amendments during this period had no significant impact on financial position or performance - The condensed consolidated financial statements are prepared on the historical cost basis179182 - The first-time application of HKAS 21 (Amendment) 'Lack of Exchangeability' during this interim period had no significant impact on the Group's financial position and performance and/or disclosures for the current and prior periods181183 Revenue and Segment Information Revenue and Segment Information The Group's revenue primarily stems from the manufacturing and trading of elastic fabric, elastic webbing, and lace, with sportswear and intimate wear elastic fabrics being the main revenue sources by product category, and the elastic fabric and lace segment contributing the majority of revenue and gross profit - The Group's revenue is derived from the manufacturing and trading of elastic fabric, lace, and elastic webbing in Mainland China, Hong Kong, Vietnam, and Sri Lanka184187 Revenue by Product Category (Six Months Ended June 30, 2025) | Product Category | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Elastic Fabric – Sportswear & Apparel | 1,230,597 | 1,301,906 | | Elastic Fabric – Intimate Wear | 576,547 | 587,541 | | Lace | 22,076 | 27,800 | | Elastic Webbing | 500,616 | 468,161 | | Total | 2,329,836 | 2,385,408 | - The Group's operating and reportable segments include the manufacturing and trading of elastic fabric and lace, and the manufacturing and trading of elastic webbing195 Segment Revenue and Gross Profit (Six Months Ended June 30, 2025) | Segment | Revenue (thousand HKD) | Gross Profit (thousand HKD) | | :--- | :--- | :--- | | Elastic Fabric and Lace | 1,829,220 | 505,274 | | Elastic Webbing | 500,616 | 115,160 | | Total | 2,329,836 | 620,434 | - All assets and liabilities are allocated to operating and reportable segments, except for certain property, plant and equipment, right-of-use assets, interests in joint ventures, deferred tax assets, recoverable taxes, pledged bank deposits, bank balances and cash, and certain other corporate assets and liabilities used for corporate purposes208 Profit Before Taxation Profit Before Taxation Profit before taxation is stated after deducting (or including) items such as depreciation, cost of inventories, bank interest income, government grants, net proceeds from sale of scraps, performance bonuses, and net exchange losses Key Items Affecting Profit Before Taxation (Six Months Ended June 30, 2025) | Item | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Depreciation of Property, Plant and Equipment | 191,873 | 203,463 | | Depreciation of Right-of-Use Assets | 30,455 | 26,658 | | Depreciation Capitalized in Inventories | (203,870) | (208,940) | | Cost of Inventories Recognized as Expense | 1,709,402 | 1,740,246 | | Bank Interest Income | (5,036) | (6,215) | | Government Grants | (3,589) | (3,625) | | Net Proceeds from Sale of Scraps | (7,642) | (4,723) | | Performance Bonus | (21,000) | – | | Net Exchange Loss (Gain) | 658 | (20,354) | Income Tax Expense Income Tax Expense For the six months ended June 30, 2025, income tax expense was HKD 39.1 million, with Hong Kong applying a two-tiered profits tax, Chinese high-tech enterprises enjoying a 15% preferential tax rate, Vietnamese subsidiaries a 5% preferential tax rate, and Sri Lankan subsidiaries a 15% preferential tax rate Income Tax Expense (Six Months Ended June 30, 2025) | Item | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Hong Kong Profits Tax | 27,593 | 19,048 | | PRC Enterprise Income Tax | 11,975 | 10,716 | | Income Tax in Other Jurisdictions | 9,399 | 8,654 | | Over-provision in Prior Years (PRC Enterprise Income Tax) | (1,465) | (1,619) | | Deferred Tax | (8,399) | 4,252 | | Total | 39,103 | 41,051 | - Hong Kong profits tax adopts a two-tiered system, taxing the first HKD 2 million of assessable profits at 8.25% and the remainder at 16.5%213 - Chinese high-tech enterprises (Dongguan Top Form and Dongguan Runxin) are subject to a 15% preferential tax rate215 - Vietnamese subsidiaries are subject to a 5% preferential tax rate217219 - Sri Lankan subsidiaries are subject to an income tax rate of 30% from July 1, 2022, with one subsidiary currently enjoying a 15% preferential tax rate (H1 2024: tax exemption)221225 Dividends Dividends The company declared a final dividend of HKD 15.91 cents per share for the year ended December 31, 2024, totaling HKD 165.4 million, and the Board has resolved to declare an interim dividend of HKD 12.5 cents per share for the six months ended June 30, 2025 - The company declared a final dividend of HKD 15.91 cents per ordinary share for the year ended December 31, 2024, totaling approximately HKD 165.4 million, which was paid in July 2025223227 - The Board has resolved to declare an interim dividend of HKD 12.5 cents per ordinary share for the six months ended June 30, 2025 (H1 2024: HKD 13.33 cents)224227 Earnings Per Share Earnings Per Share For the six months ended June 30, 2025, basic earnings per share attributable to owners of the company was HKD 25.05 cents, with no diluted earnings per share presented due to the absence of potential ordinary shares Basic Earnings Per Share (Six Months Ended June 30, 2025) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Profit for the Period Attributable to Owners of the Company (thousand HKD) | 260,438 | 277,358 | | Number of Ordinary Shares (shares) | 1,039,808,000 | 1,039,808,000 | | Basic Earnings Per Share (HK cents) | 25.05 | 26.67 | - Diluted earnings per share are not presented as there were no potential ordinary shares outstanding for the six months ended June 30, 2025, and 2024231 Movement in Property, Plant and Equipment and Right-of-Use Assets Movement in Property, Plant and Equipment and Right-of-Use Assets For the six months ended June 30, 2025, total additions to property, plant and equipment amounted to HKD 171.9 million, primarily for construction in progress and machinery, with HKD 58.2 million transferred from construction in progress, and new right-of-use assets totaling HKD 31.1 million - Total additions to property, plant and equipment for the six months ended June 30, 2025, amounted to approximately HKD 171.9 million (H1 2024: approximately HKD 164.4 million)230232 - This primarily included new construction in progress of approximately HKD 131.2 million and new machinery of approximately HKD 34.2 million230232 - Total transfers out of construction in progress amounted to approximately HKD 58.2 million, mainly comprising transfers to machinery of approximately HKD 48.0 million and transfers to buildings of approximately HKD 10.1 million233236 - Total additions to right-of-use assets amounted to approximately HKD 31.1 million, primarily for leased factory properties located in China234236 Trade and Bills Receivables Trade and Bills Receivables As of June 30, 2025, total trade and bills receivables were HKD 675.9 million, a decrease from the end of 2024, with a net remeasurement of credit loss allowance resulting in a HKD 4.2 million reversal, and trade receivables from related parties totaling HKD 191.6 million - As of June 30, 2025, total trade and bills receivables amounted to HKD 675.9 million (December 31, 2024: HKD 874.5 million)238 - The net remeasurement of credit loss allowance resulted in a reversal of HKD 4.2 million, with the credit loss allowance balance at period-end being HKD 4.1 million238244 Trade Receivables Aging (Net of Credit Loss Allowance, As of June 30, 2025) | Aging | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | 0–90 Days | 616,649 | 713,042 | | 91–180 Days | 53,700 | 142,658 | | Over 180 Days | 2,907 | 1,485 | | Total | 673,256 | 857,185 | - Trade receivables from related parties amounted to HKD 191.6 million (December 31, 2024: HKD 237.2 million), which are unsecured, interest-free, and have credit terms of 30 to 90 days244245247 Trade and Bills Payables Trade and Bills Payables As of June 30, 2025, total trade payables were HKD 290.1 million, and total bills payables were HKD 207.7 million, with trade payables to joint ventures amounting to HKD 16.2 million Trade Payables Aging (As of June 30, 2025) | Aging | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | 0–90 Days | 270,712 | 342,303 | | 91–180 Days | 19,354 | 25,566 | | Total | 290,066 | 367,869 | - Amounts payable to joint ventures included in trade payables were approximately HKD 16.2 million, which are unsecured, interest-free, and have credit terms of 30 days251 Bills Payables Aging (As of June 30, 2025) | Aging | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | 0–90 Days | 85,778 | 230,050 | | 91–180 Days | 121,907 | 128,492 | | Total | 207,685 | 358,542 | Bank and Other Borrowings Bank and Other Borrowings As of June 30, 2025, total bank and other borrowings amounted to HKD 1,518.2 million, comprising HKD 786.9 million in current liabilities and HKD 731.4 million in non-current liabilities, with interest rates linked to HIBOR or SOFR, and unsecured bank borrowings guaranteed by the company or its subsidiaries Total Bank and Other Borrowings and Composition (As of June 30, 2025) | Borrowing Type | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Unsecured Syndicated Loan | 280,000 | 500,000 | | Unsecured Bank Borrowings | 1,100,222 | 920,373 | | Unsecured Other Borrowings | 138,011 | 140,888 | | Total | 1,518,233 | 1,561,261 | - Borrowing repayment terms: HKD 786.9 million within one year, and HKD 731.4 million over one year256 - The Group's floating rate borrowings bear annual interest rates linked to the Hong Kong Interbank Offered Rate (HIBOR) or the Secured Overnight Financing Rate (SOFR)257 - Unsecured bank borrowings are guaranteed by the company and/or certain of its subsidiaries258 Pledge of Assets Pledge of Assets As of June 30, 2025, the Group had pledged bank deposits of HKD 68.1 million as collateral for bills payable - As of the end of the reporting period, the Group had pledged certain bank deposits of approximately HKD 68.1 million (December 31, 2024: approximately HKD 103.7 million) as collateral for bills payable issued by the Group259261 Capital and Other Commitments Capital and Other Commitments As of June 30, 2025, contracted but unprovided capital expenditure for property, plant and equipment additions was HKD 81.4 million, and the company committed to inject RMB 140.5 million into a proposed insurance business company, pending approval and contribution - As of June 30, 2025, capital expenditure contracted but not provided for in respect of additions to property, plant and equipment amounted to approximately HKD 81.4 million (December 31, 2024: approximately HKD 143.7 million)262 - The company has agreed to inject RMB 140.5 million (approximately HKD 154.1 million) into a proposed insurance business company to be established in China, but the establishment is pending approval, and the Group has not yet made any contributions262 Share-Based Payments Share-Based Payments The company adopted new share option and share award schemes on June 27, 2023, but no options or awards have been granted, nor have any share-based payments been recognized, for the six months ended June 30, 2025, since their adoption - The company adopted new share option and share award schemes on June 27, 2023263265 - Since the adoption of the share option scheme, new share option scheme, and new share award scheme, no share options or share awards have been granted, and no share-based payments have been recognized for the six months ended June 30, 2025, and 2024264266 Related Party Transactions Related Party Transactions The Group engages in various related party transactions, including sales of goods to joint ventures and associated companies, purchases of raw materials from joint ventures, interest expenses on other borrowings, operating expenses, and lease liabilities with related parties, with key management personnel compensation totaling HKD 8.7 million Major Related Party Transactions (Six Months Ended June 30, 2025) | Transaction Nature | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Sales of Goods to Joint Ventures | 569 | 650 | | Purchases of Raw Materials and Goods from Joint Ventures | 26,712 | 23,246 | | Sales of Goods to Associated Companies | 102,999 | 80,764 | | Sales of Goods to Other Associated Companies | 426,773 | 404,593 | | Interest Expense on Other Borrowings (from Other Associated Companies) | 4,743 | 5,829 | | Operating Expenses (Paid to Associated Companies) | 2,655 | – | | Operating Expenses (Paid to Other Associated Companies) | 20,617 | 28,566 | Key Management Personnel Compensation (Six Months Ended June 30, 2025) | Item | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Salaries and Allowances | 8,593 | 8,248 | | Retirement Benefit Scheme Contributions | 128 | 122 | | Total | 8,721 | 8,370 | Lease Liabilities with Related Parties (As of June 30, 2025) | Balance Nature | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Repayment of Lease Liabilities to Associated Companies | 76,296 | 65,633 | | Repayment of Lease Liabilities to a Director as Landlord | 852 | 4,052 | | Repayment of Lease Liabilities to One of Other Associated Companies | 12,223 | 15,858 | - As of June 30, 2025, amounts due from associated companies in other receivables were HKD 8.4 million, and amounts due to other associated companies in other payables were HKD 20.5 million, these balances are unsecured, interest-free, and repayable on demand273 Contingent Liabilities Contingent Liabilities As of June 30, 2025, management was not aware of any pending or threatening contingent liabilities for the Group - To the best of management's knowledge, the Group has no pending or threatening contingent liabilities274276
超盈国际控股(02111) - 2025 - 中期财报