Financial Performance - The company's operating revenue for the first half of 2025 was approximately RMB 111.3 million, a decrease of about 43.3% compared to RMB 196.3 million in the same period of 2024[7] - The net loss attributable to shareholders for the first half of 2025 was approximately RMB 23.1 million, a reduction of about 37.4% from a net loss of RMB 36.9 million in the same period of 2024[7] - The total revenue for the first half of 2025 decreased by approximately 43.3% to RMB 111.3 million from RMB 196.3 million in the first half of 2024, primarily due to weak market demand[10] - The gross profit for the same period was RMB 42,990,000, down 59.3% from RMB 105,872,000 in 2024[60] - The company experienced a total comprehensive loss of RMB 23,121,000 for the six months ended June 30, 2025, compared to a loss of RMB 36,941,000 for the same period in 2024, showing an improvement of approximately 37.4%[64] - The group reported a significant revenue decline, with total revenue for the six months ended June 30, 2025, at RMB 111,286,000, down 42% from RMB 192,064,000 in the same period of 2024[76] - The group experienced a pre-tax loss of RMB 23,136,000 for the six months ended June 30, 2025, compared to a loss of RMB 36,941,000 for the same period in 2024[83] Product Sales - The sales revenue from the core product, Shuanghuanglian Oral Liquid, decreased by approximately 33.1% to RMB 56.1 million in the first half of 2025 from RMB 83.9 million in the same period of 2024[11] - The sales revenue from Shuanghuanglian Injection decreased by approximately 70.5% to RMB 16.2 million in the first half of 2025 from RMB 54.8 million in the same period of 2024[11] Expenses and Cost Management - Sales and distribution expenses for the first half of 2025 reached approximately RMB 30.6 million, accounting for about 27.5% of revenue, a decrease consistent with the revenue decline[14] - General and administrative expenses significantly decreased from approximately RMB 36.2 million in the first half of 2024 to about RMB 14.7 million in the first half of 2025, primarily due to reduced credit losses on trade and other receivables[15] - R&D expenses in the first half of 2025 were approximately RMB 14.9 million, a decrease of about RMB 42.2 million from RMB 57.1 million in the first half of 2024, mainly due to reduced investment in non-core product projects[16] Joint Ventures and Investments - The joint venture, Jiangxi Yongfeng Kande Pharmaceutical Co., Ltd., reported a profit of approximately RMB 26.3 million in the first half of 2025, with a profit attributable to the company of RMB 9.4 million, a significant improvement from a loss of RMB 0.36 million in the same period of 2024[7] - The group received government grants totaling RMB 1,192,000 for the six months ended June 30, 2025, down from RMB 3,976,000 in 2024[78] Cash Flow and Liquidity - The company reported a net cash position of RMB 75,988,000 as of June 30, 2025, significantly up from RMB 21,056,000 at the end of 2024[62] - The company reported a net cash inflow from operating activities of RMB 31,058,000 for the six months ended June 30, 2025, compared to RMB 33,837,000 for the same period in 2024, reflecting a decrease of about 8.2%[66] - The company made significant investments, with net cash used in investing activities amounting to RMB 22,119,000 for the six months ended June 30, 2025, compared to a cash outflow of RMB 83,534,000 in the same period of 2024[66] Liabilities and Equity - As of June 30, 2025, the group's total liabilities amounted to approximately RMB 887.4 million, an increase from RMB 869.8 million as of December 31, 2024[23] - The asset-liability ratio increased from 103.9% as of December 31, 2024, to 105.4% as of June 30, 2025[26] - The company's total equity attributable to shareholders decreased to RMB 346,550,000 as of June 30, 2025, from RMB 369,671,000 as of December 31, 2024, reflecting a decline of about 6.3%[64] Stock Options and Share Plans - The company has 16,000,000 unexercised stock options under the stock option plan, equivalent to approximately 2.16% of the total issued share capital[39] - The total number of stock options available for grant as of January 1, 2025, and June 30, 2025, is 64,000,000 shares, which corresponds to about 8.66% of the total issued share capital[39] - The board proposed to extend the exercise period of unexercised stock options to a maximum of 10 years from the grant date, enhancing alignment with shareholder interests[39] - The Restricted Share Unit Plan was adopted on November 8, 2021, aimed at incentivizing qualified individuals to contribute to the group's future development and expansion[42] - The maximum number of restricted share units (RSUs) that can be granted under the plan is capped at 10% of the company's issued share capital as of the adoption date, equating to 76,993,400 shares[44] Corporate Governance - The company has adhered to all applicable corporate governance codes, except for specific provisions regarding the separation of roles between the chairman and CEO[50] - The board has the discretion to determine eligibility for RSU grants based on contributions to the company's growth[43] Employee and Workforce - The group had a total of 1,045 employees as of June 30, 2025, with total employee costs amounting to approximately RMB 31.0 million in the first half of 2025, down from RMB 41.4 million in the same period of 2024[29] Market Outlook - The company is cautiously optimistic about the operating performance for the second half of 2025, expecting gradual improvement in revenue and gross margin as the impact of the national centralized procurement becomes evident[9] - The company is focused on expanding its market presence and enhancing its product offerings, although specific new products or technologies were not detailed in the report[67]

海德園，柴灣柴灣道 391 號，柴灣內地段 178 號(該「物業」) 董事局將於 2025 年 12 月 5 日星期五召開的股東週年常會上，建議派發末期股息 每股港幣 1 角，董事局同時建議派發特別股息每股港幣 1 元 7 角，此兩宗股息連 同本年度已派發的第一次中期股息每股港幣 1 角，特別股息每股港幣 4 元 9 角， 及第二次中期股息每股港幣 3 角，本年度將共派息每股港幣 7 元 1 角，而去年則 為每股港幣 3 元 2 角。 集團之主要物業發展及投資開列如下:- 香港交易及結算所有限公司及香港聯合交易所有限公司對本文件的內容概不負責，對其準確性或完 整性亦不發表任何聲明，並明確表示概不對因本文件全部或任何部分內容而產生或因倚賴有關內容 而引致的任何損失承擔任何責任。 （於香港註冊成立之有限公司） （股份代號: 026） 截至 2025 年 6 月 30 日止年度 全年業績公告 董事局主席報告書 集團業績及股息 董事局宣佈截至 2025 年 6 月 30 日止的會計年度，本集團之營業盈利為港幣 7,700 萬元，而去年則為港幣 9,500 萬元，主要反映租金收入減少，其主因為於年中出 售了一項投資物業 ...

股份代號 : 00991 2025 中期報告 綠色 低 碳 高 質發展 目錄 公司業績 2 管理層討論與分析 3 股本及派息 7 重大事項 9 購買、出售和贖回公司上市證券 12 遵守企業管治守則 13 遵守上市發行人董事進行證券交易的標準守則 14 公眾持股量 15 審計委員會 16 其他事項 17 簡明合併損益表 18 簡明合併損益及其他綜合收益表 19 簡明合併財務狀況表 20 簡明合併權益變動表 22 簡明合併現金流量表 24 簡明合併財務報表附註 25 公司業績 經營及財務摘要： 大唐國際發電股份有限公司（「公司」或「本公司」）董事會（「董事會」）在此宣佈本公司及其子公司（「本集團」）截至2025 年6月30日止6個月期間（「該期間」或「本期」）按國際財務報告會計準則編製的未經審計合併經營結果以及與2024年上 半年（「上年同期」）之未經審計合併經營結果的比較。該經營業績已經本公司董事會審計委員會（「審計委員會」）審閱及 確認。 於該期間，本集團經營收入約為人民幣571.93億元，較上年同期減少約1.93%。於該期間，稅前利潤總額約為人民幣 76.71億元，較上年同期增加約37.92%。該期間歸屬於 ...

[Annual Results Announcement](index=1&type=section&id=Annual%20Results%20Announcement) [Consolidated Financial Statements](index=1&type=section&id=Consolidated%20Financial%20Statements) [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=1&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the year ended June 30, 2025, the Group's revenue significantly increased by **24.6%** to **SGD 22.98 million**, but gross profit margin declined due to changes in engineering business project mix and increased competition, leading to an expanded annual loss of **SGD 13.63 million** from increased administrative expenses and finance costs Consolidated Statement of Profit or Loss and Other Comprehensive Income (SGD) | Metric | 2025 (SGD) | 2024 (SGD) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 22,977,219 | 18,433,408 | +24.6% | | Cost of services provided/sales | (13,807,467) | (9,596,136) | +43.9% | | Gross profit | 9,169,752 | 8,837,272 | +3.8% | | Other income | 413,404 | 568,927 | -27.4% | | Net other gains and losses | 36,226 | 625,748 | -94.2% | | Administrative expenses | (22,973,877) | (22,472,788) | +2.2% | | Finance costs | (169,385) | (61,390) | +175.9% | | Loss before tax | (13,523,880) | (12,502,231) | +8.2% | | Income tax expense | (103,769) | (146,920) | -29.4% | | Loss for the year | (13,627,649) | (12,649,151) | +7.7% | | Basic loss per share (SGD cents) | (1.27) | (1.20) | +5.8% | | Diluted loss per share (SGD cents) | (1.29) | (1.20) | +7.5% | - Total comprehensive loss for the year increased from **SGD 12.71 million** in 2024 to **SGD 14.24 million** in 2025, primarily due to expanded exchange differences on translation of overseas operations[5](index=5&type=chunk) [Consolidated Statement of Financial Position](index=3&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, the Group's total assets less current liabilities slightly decreased, and net current assets reduced; non-current liabilities significantly increased due to new borrowings, leading to a decline in net assets from **SGD 26.83 million** in 2024 to **SGD 12.97 million** Consolidated Statement of Financial Position (SGD) | Metric | 2025 (SGD) | 2024 (SGD) | Change (%) | | :--- | :--- | :--- | :--- | | Total non-current assets | 7,508,292 | 7,268,607 | +3.3% | | Total current assets | 36,875,832 | 49,945,991 | -26.2% | | Total current liabilities | 18,219,349 | 30,053,022 | -39.4% | | Net current assets | 18,656,483 | 19,892,969 | -6.2% | | Total assets less current liabilities | 26,164,775 | 27,161,576 | -3.7% | | Total non-current liabilities | 13,199,218 | 334,076 | +3850.8% | | Net assets | 12,965,557 | 26,827,500 | -51.6% | - Non-current liabilities significantly increased, primarily due to new borrowings of **SGD 12.62 million** from the controlling shareholder[7](index=7&type=chunk)[38](index=38&type=chunk) [Notes to the Consolidated Financial Statements](index=5&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) [1. General Information](index=5&type=section&id=1.%20General%20Information) HKE Holdings Limited, incorporated in the Cayman Islands and listed on the HKEX Main Board, primarily operates engineering, fintech platform, and trading and asset management businesses in Singapore, with Mr. Lian Haomin as the ultimate controlling party - The Company is an investment holding company with principal businesses covering engineering, fintech platform, and trading and asset management[8](index=8&type=chunk) - The Company's functional currency is Hong Kong Dollars, while the presentation currency is Singapore Dollars[8](index=8&type=chunk) [2. Basis of Preparation](index=5&type=section&id=2.%20Basis%20of%20Preparation) The consolidated financial statements are prepared in accordance with International Financial Reporting Standards, HKEX Listing Rules, and Hong Kong Companies Ordinance disclosure requirements, primarily measured at historical cost convention - The consolidated financial statements comply with International Financial Reporting Standards, HKEX Listing Rules, and Hong Kong Companies Ordinance disclosure requirements[9](index=9&type=chunk) [3. Application of New and Revised IFRSs](index=6&type=section&id=3.%20Application%20of%20New%20and%20Revised%20IFRSs) The Group adopted all revised International Financial Reporting Standards effective July 1, 2024, with no significant changes to its accounting policies, financial statement presentation, or reported amounts - The adoption of new and revised International Financial Reporting Standards had no significant impact on the Group's financial statements[10](index=10&type=chunk) [4. New and Revised IFRSs Issued But Not Yet Effective](index=6&type=section&id=4.%20New%20and%20Revised%20IFRSs%20Issued%20But%20Not%20Yet%20Effective) The Group has not yet applied new and revised International Financial Reporting Standards issued but not yet effective, and is currently assessing their potential impact without determining materiality - The Group is evaluating the impact of International Financial Reporting Standards not yet effective, but cannot currently determine their materiality[11](index=11&type=chunk) [5. Revenue and Segment Information](index=6&type=section&id=5.%20Revenue%20and%20Segment%20Information) The Group operates four segments: engineering, fintech platform, trading and asset management, and investment holding; total revenue grew **24.6%** in FY2025, driven by engineering and trading and asset management, with Singapore contributing most revenue and high customer concentration - The Group operates four operating segments: engineering business, fintech platform business, trading and asset management business, and investment holding[13](index=13&type=chunk) External Customer Revenue by Segment for FY2025 (SGD) | Segment | 2025 (SGD) | | :--- | :--- | | Engineering business | 21,536,609 | | Fintech platform business | – | | Trading and asset management business | 1,440,610 | | Investment holding | – | | **Total** | **22,977,219** | - Revenue from Singapore accounted for **94%** of total revenue, indicating high geographical concentration[18](index=18&type=chunk) Revenue by Service Type for FY2025 (SGD) | Service Type | 2025 (SGD) | 2024 (SGD) | Change (%) | | :--- | :--- | :--- | :--- | | Integrated design and build services | 20,485,073 | 16,131,316 | +27.0% | | Maintenance and other services | 1,051,536 | 1,017,980 | +3.3% | | Virtual asset custody solution services | – | 313,111 | -100.0% | | Asset management services | 573,698 | 313,780 | +82.8% | | Hedging services and transaction fee income | 59,529 | 18,088 | +229.1% | | Net trading income | 807,383 | 639,133 | +26.3% | | **Total revenue** | **22,977,219** | **18,433,408** | **+24.6%** | [6. Other Income](index=10&type=section&id=6.%20Other%20Income) The Group's other income for FY2025 was approximately **SGD 0.41 million**, a **27.4%** decrease from 2024, mainly due to lower interest and rental income Details of Other Income (SGD) | Item | 2025 (SGD) | 2024 (SGD) | Change (%) | | :--- | :--- | :--- | :--- | | Government grants | 17,813 | 5,233 | +240.4% | | Interest income | 200,479 | 344,856 | -41.9% | | Rental income | 162,375 | 182,333 | -11.0% | | Others | 32,737 | 36,505 | -10.3% | | **Total** | **413,404** | **568,927** | **-27.4%** | [7. Net Other Gains and Losses](index=11&type=section&id=7.%20Net%20Other%20Gains%20and%20Losses) Net other gains and losses for FY2025 significantly decreased by **94.2%** to **SGD 0.04 million**, primarily due to reduced fair value gains on cryptocurrencies and the absence of a one-off gain from subsidiary disposal last year Details of Net Other Gains and Losses (SGD) | Item | 2025 (SGD) | 2024 (SGD) | Change (%) | | :--- | :--- | :--- | :--- | | Net foreign exchange gains | 153,580 | 129,782 | +18.3% | | Loss on disposal of property, plant and equipment | (5,597) | (1,930) | +189.0% | | Gain on disposal of a subsidiary | – | 253,476 | -100.0% | | Gain on bargain purchase | – | 31,279 | -100.0% | | Impairment loss on long-term deposits | (202,236) | – | N/A | | Reversal of impairment loss on cryptocurrencies | 52,237 | – | N/A | | Fair value gain on convertible bonds designated at FVTPL | 348,937 | – | N/A | | Fair value loss on investment properties | (334,890) | (200,066) | +67.4% | | Realised gain on disposal of cryptocurrencies | 27,726 | – | N/A | | Fair value (loss)/gain on cryptocurrencies | (3,531) | 413,207 | -100.9% | | **Total** | **36,226** | **625,748** | **-94.2%** | [8. Loss Before Tax](index=11&type=section&id=8.%20Loss%20Before%20Tax) Loss before tax for FY2025 was **SGD 13.52 million**, an **8.2%** increase from last year, with finance costs significantly rising due to new loans and lease renewals, alongside increased depreciation expenses Components of Loss Before Tax (SGD) | Item | 2025 (SGD) | 2024 (SGD) | Change (%) | | :--- | :--- | :--- | :--- | | Finance costs | 169,385 | 61,390 | +175.9% | | Depreciation of right-of-use assets | 745,525 | 647,181 | +15.2% | | Depreciation of property, plant and equipment | 501,602 | 370,916 | +35.2% | | Loss on disposal of property, plant and equipment | 5,597 | 1,930 | +189.0% | | Reversal of impairment loss on cryptocurrencies | (52,237) | – | N/A | | Impairment loss on long-term deposits | 202,236 | – | N/A | [9. Income Tax Expense](index=12&type=section&id=9.%20Income%20Tax%20Expense) Income tax expense for FY2025 was **SGD 0.10 million**, a **29.4%** decrease from last year, primarily due to reduced Singapore corporate income tax and over-provision in prior years Details of Income Tax Expense (SGD) | Item | 2025 (SGD) | 2024 (SGD) | Change (%) | | :--- | :--- | :--- | :--- | | Current tax: Singapore corporate income tax | 164,947 | 214,484 | -23.1% | | Current tax: Hong Kong profits tax | – | 2,415 | -100.0% | | Current tax: Over-provision in prior years | (60,405) | (52,985) | +14.0% | | Deferred tax | (773) | (16,994) | -95.5% | | **Total** | **103,769** | **146,920** | **-29.4%** | [10. Dividends](index=12&type=section&id=10.%20Dividends) The Board does not recommend a dividend for the year ended June 30, 2025, consistent with the prior year - No dividends were declared for the current or prior year[25](index=25&type=chunk) [11. Loss Per Share](index=12&type=section&id=11.%20Loss%20Per%20Share) Basic loss per share for FY2025 was **1.27 SGD cents** and diluted loss per share was **1.29 SGD cents**, both increasing from last year, primarily impacted by fair value gains on convertible bonds Loss Per Share Calculation (SGD) | Metric | 2025 (SGD) | 2024 (SGD) | | :--- | :--- | :--- | | Loss attributable to owners of the Company (for basic loss) | 13,626,988 | 12,648,291 | | Fair value gain on convertible bonds designated at FVTPL | 348,937 | – | | Loss attributable to owners of the Company (for diluted loss) | 13,975,925 | 12,648,291 | | Weighted average number of ordinary shares (for basic loss) | 1,076,757,051 | 1,052,467,201 | | Effect of conversion of convertible bonds | 3,761,096 | – | | Weighted average number of ordinary shares (for diluted loss) | 1,080,518,147 | 1,052,467,201 | | Basic loss per share (SGD cents) | 1.27 | 1.20 | | Diluted loss per share (SGD cents) | 1.29 | 1.20 | [12. Trade Receivables](index=13&type=section&id=12.%20Trade%20Receivables) Trade receivables increased to **SGD 5.12 million** in FY2025, with credit terms typically 30 to 90 days; the Group applies the simplified approach under IFRS 9 for expected credit losses and recognized no impairment losses this year Ageing Analysis of Trade Receivables (SGD) | Ageing | 2025 (SGD) | 2024 (SGD) | Change (%) | | :--- | :--- | :--- | :--- | | Within 30 days | 1,588,723 | 1,403,441 | +13.2% | | 31 to 60 days | 798,519 | 1,139,072 | -29.9% | | 61 to 90 days | 1,757,337 | 682,063 | +157.6% | | 91 to 180 days | 892,740 | 175,196 | +409.6% | | Over 180 days | 85,723 | 41,101 | +108.6% | | **Total** | **5,123,042** | **3,440,873** | **+48.9%** | - The Group recognized no impairment losses on trade receivables[28](index=28&type=chunk) [13. Derivative Financial Instruments](index=14&type=section&id=13.%20Derivative%20Financial%20Instruments) The fair values of derivative financial instrument assets and liabilities both decreased in FY2025, primarily involving unlisted swap contracts Fair Value of Derivative Financial Instruments (SGD) | Item | 2025 Fair Value (SGD) | 2024 Fair Value (SGD) | Change (%) | | :--- | :--- | :--- | :--- | | Assets: Unlisted swap contracts | 308,053 | 430,229 | -28.4% | | Assets: Unlisted option contracts | – | 8,928 | -100.0% | | **Total assets** | **308,053** | **439,157** | **-29.9%** | | Liabilities: Unlisted swap contracts | 183,817 | 426,631 | -56.9% | | Liabilities: Unlisted option contracts | – | 8,928 | -100.0% | | **Total liabilities** | **183,817** | **435,559** | **-57.8%** | [14. Trade and Other Payables](index=14&type=section&id=14.%20Trade%20and%20Other%20Payables) Trade and other payables significantly decreased by **56.7%** to **SGD 12.03 million** in FY2025, primarily due to a substantial reduction in amounts due to customers Details of Trade and Other Payables (SGD) | Item | 2025 (SGD) | 2024 (SGD) | Change (%) | | :--- | :--- | :--- | :--- | | Trade payables | 2,450,213 | 1,301,065 | +88.3% | | Amounts due to customers | 4,948,712 | 23,389,930 | -78.9% | | Accrued expenses | 932,856 | 487,205 | +91.5% | | Goods and services tax payable | 147,405 | 216,666 | -31.9% | | Staff costs payable | 3,300,746 | 1,820,732 | +81.3% | | Consideration payable for acquisition | – | 399,397 | -100.0% | | Others | 247,034 | 144,150 | +71.4% | | **Total** | **12,026,966** | **27,759,145** | **-56.7%** | - Credit terms for trade payables typically range from 14 to 90 days[31](index=31&type=chunk) [15. Convertible Bonds](index=15&type=section&id=15.%20Convertible%20Bonds) On February 19, 2025, the Company completed the issuance of convertible bonds with a principal amount of **HKD 26 million** (approximately **SGD 4.5 million**), an initial conversion price of **HKD 2.50** per share, and designated as a financial liability at fair value through profit or loss upon initial recognition - On February 19, 2025, the Company issued convertible bonds with a principal amount of **HKD 26 million** and an initial conversion price of **HKD 2.50** per share[33](index=33&type=chunk) - The convertible bonds were recognized as financial liabilities designated at fair value through profit or loss[35](index=35&type=chunk) Movements in Convertible Bonds (SGD) | Item | Amount (SGD) | | :--- | :--- | | At July 1, 2024 | – | | Issuance of convertible bonds | 4,512,151 | | Fair value adjustment | (348,937) | | Exchange adjustment | (282,300) | | At June 30, 2025 | 3,880,914 | [16. Borrowings](index=15&type=section&id=16.%20Borrowings) As of June 30, 2025, the Group obtained new unsecured loans of **SGD 12.62 million** from controlling shareholder Mr. Lian Haomin, bearing **2.5%** annual interest and repayable by May 15, 2027 Details of Borrowings (SGD) | Item | 2025 (SGD) | 2024 (SGD) | | :--- | :--- | :--- | | Loan from Mr. Lian Haomin, a controlling shareholder of the Company - unsecured | 12,620,510 | – | - The borrowing is unsecured, bears interest at **2.5%** per annum, and is repayable by May 15, 2027[38](index=38&type=chunk) [17. Share Capital](index=16&type=section&id=17.%20Share%20Capital) As of June 30, 2025, the Company's issued ordinary shares increased to **1,077,746,668**, and share capital rose to **SGD 1.82 million**, primarily due to the exercise of share options Movements in Share Capital (SGD) | Item | 2025 Number of Shares | 2025 Share Capital Equivalent (SGD) | 2024 Number of Shares | 2024 Share Capital Equivalent (SGD) | | :--- | :--- | :--- | :--- | :--- | | At July 1 | 1,076,078,524 | 1,812,705 | 1,050,030,000 | 1,767,677 | | Issue of shares | – | – | 25,550,000 | 44,166 | | Exercise of share options | 1,668,144 | 2,874 | 498,524 | 862 | | At June 30 | 1,077,746,668 | 1,815,579 | 1,076,078,524 | 1,812,705 | - In FY2025, **1,668,144** share options with a weighted average exercise price of **HKD 0.79** per share were exercised[40](index=40&type=chunk) [Management Discussion and Analysis](index=17&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review](index=17&type=section&id=Business%20Review) The Group's diversified businesses include healthcare engineering in Singapore, a fintech platform, and trading and asset management; engineering benefits from healthcare facility expansion, fintech secured a virtual asset trading license, and trading and asset management diversifies revenue through derivatives and asset management services - The Group is a specialized contractor in the healthcare industry, focusing on radiation shielding engineering and providing integrated design and build services primarily in Singapore[41](index=41&type=chunk) - The Group has developed a fintech services platform covering virtual assets and Web3 assets, and was granted a virtual asset trading platform operator license by the SFC in June 2025[41](index=41&type=chunk)[44](index=44&type=chunk) - The trading and asset management business primarily engages in derivative trading and provides advisory and asset management services to diversify revenue streams[41](index=41&type=chunk)[45](index=45&type=chunk) [Engineering Business](index=17&type=section&id=Engineering%20Business) Singapore government plans to expand healthcare facilities are expected to drive demand for medical-related radiation shielding engineering, with the Group actively involved in new hospital planning and existing facility upgrade projects - The Singapore government's plan to expand healthcare-related facilities is expected to drive demand for medical-related radiation shielding engineering[42](index=42&type=chunk)[43](index=43&type=chunk) - The Group is involved in planning a new hospital in eastern Singapore and anticipates participating in more projects for old equipment replacement and facility upgrades[43](index=43&type=chunk) [Fintech Platform Business](index=18&type=section&id=Fintech%20Platform%20Business) The Group is committed to developing a trusted, user-centric, and compliant fintech trading services platform covering traditional financial markets, virtual assets, and Web3 assets, having secured a virtual asset trading platform operator license from the SFC - The Group is dedicated to developing a trusted, user-centric, and compliance-driven fintech trading services platform, covering traditional financial markets, virtual assets, and Web3 assets[44](index=44&type=chunk) - The Group was granted a virtual asset trading platform operator license by the SFC on June 17, 2025[44](index=44&type=chunk) [Trading and Asset Management Business](index=18&type=section&id=Trading%20and%20Asset%20management%20Business) The Group enriches its core fintech trading services platform ecosystem and diversifies revenue streams by offering advisory and asset management services alongside derivative instrument trading - The Group enriches its core fintech trading services platform ecosystem by providing advisory and asset management services and derivative instrument trading[45](index=45&type=chunk) - Revenue sources for this segment include gains or losses from derivative financial instrument trading and asset management fees from managed funds[45](index=45&type=chunk) [Prospects](index=19&type=section&id=Prospects) The Group will maintain its market position in Singapore's healthcare engineering sector while actively developing its fintech platform, including a cryptocurrency mining equipment hashrate sales platform; Hong Kong's support for virtual assets and the Group's focus on regulatory compliance are expected to drive fintech growth, with trading and asset management also expanding under strict risk control - The Group will strive to maintain its market position in Singapore's healthcare engineering industry and diversify its business into the fintech platform[46](index=46&type=chunk) - The Group is preparing a new platform to assist cryptocurrency mining equipment holders in selling their hashrate[46](index=46&type=chunk) - The Group embraces virtual asset industry regulations, aiming to be a regulated and transparent market leader, and will closely monitor regulatory changes to seize market opportunities[47](index=47&type=chunk) [Financial Review](index=20&type=section&id=Financial%20Review) The Group's FY2025 revenue grew **24.6%** to **SGD 22.98 million**, driven by changes in engineering business project mix and derivative trading and asset management services; however, declining gross margin, increased administrative expenses, and finance costs led to an expanded annual loss of **SGD 13.63 million** - The Group's revenue was approximately **SGD 23 million**, a **24.6%** year-on-year increase, primarily due to changes in the engineering business project mix[48](index=48&type=chunk) - Gross profit margin decreased from **47.9%** to **39.9%**, mainly due to increased pricing competition, higher project complexity, and increased costs in the engineering business[50](index=50&type=chunk) - Administrative expenses increased by **2.2%** to **SGD 23 million**, primarily for developing the fintech platform business and applying for licenses[53](index=53&type=chunk) - Finance costs increased by **175.9%** to **SGD 0.2 million**, mainly due to interest expenses from new borrowings and lease renewals[54](index=54&type=chunk) - The Group's annual loss expanded to **SGD 13.6 million**[55](index=55&type=chunk) [Revenue](index=20&type=section&id=Revenue) The Group's total revenue for FY2025 increased by **24.6%** to **SGD 22.98 million**, primarily driven by integrated design and build services and derivative trading and asset management services Revenue by Operating Activities (SGD) | Operating Activity | 2025 (SGD) | 2024 (SGD) | Change (%) | | :--- | :--- | :--- | :--- | | Integrated design and build services | 20,485,073 | 16,131,316 | +27.0% | | Maintenance and other services | 1,051,536 | 1,017,980 | +3.3% | | Virtual asset custody solution services | – | 313,111 | -100.0% | | Derivative trading and asset management services | 1,440,610 | 971,001 | +48.4% | | **Total** | **22,977,219** | **18,433,408** | **+24.6%** | [Gross Profit](index=21&type=section&id=Gross%20Profit) The Group's gross profit for FY2025 was approximately **SGD 9.2 million**, with gross profit margin decreasing to **39.9%**, primarily impacted by changes in engineering business project mix, increased competition, and higher costs Gross Profit and Gross Profit Margin (SGD) | Metric | 2025 (SGD) | 2024 (SGD) | | :--- | :--- | :--- | | Gross Profit | 9,200,000 (approx) | 8,800,000 (approx) | | Gross Profit Margin | 39.9% | 47.9% | - The decline in gross profit margin was mainly due to changes in the engineering business project mix, leading to increased pricing competition, higher project complexity, and increased costs for large contracts[50](index=50&type=chunk) [Other Income](index=21&type=section&id=Other%20Income) The Group's other income for FY2025 was approximately **SGD 0.4 million**, representing **1.8%** of revenue, a decrease from the prior year Other Income (SGD) | Metric | 2025 (SGD) | 2024 (SGD) | | :--- | :--- | :--- | | Other Income | 400,000 (approx) | 600,000 (approx) | | Percentage of Revenue | 1.8% | 3.1% | [Net Other Gains and Losses](index=21&type=section&id=Net%20Other%20Gains%20and%20Losses) The Group's net other gains and losses for FY2025 were approximately **SGD 0.1 million**, representing **0.2%** of revenue, mainly due to reduced fair value gains on cryptocurrencies and the absence of a one-off gain from subsidiary disposal Net Other Gains and Losses (SGD) | Metric | 2025 (SGD) | 2024 (SGD) | | :--- | :--- | :--- | | Net Other Gains and Losses | 100,000 (approx) | 600,000 (approx) | | Percentage of Revenue | 0.2% | 3.4% | - The decrease was mainly due to reduced fair value gains on cryptocurrencies and the absence of a one-off gain from the disposal of a subsidiary last year[52](index=52&type=chunk) [Administrative Expenses](index=21&type=section&id=Administrative%20Expenses) The Group's administrative expenses for FY2025 were approximately **SGD 23 million**, representing **100.0%** of revenue, primarily for developing the fintech platform business and applying for a virtual asset trading license Administrative Expenses (SGD) | Metric | 2025 (SGD) | 2024 (SGD) | | :--- | :--- | :--- | | Administrative Expenses | 23,000,000 (approx) | 22,500,000 (approx) | | Percentage of Revenue | 100.0% | 121.9% | - The increase was mainly due to higher IT expenses and cloud service fees for developing the fintech platform business and applying for a virtual asset trading platform operator license[53](index=53&type=chunk) [Finance Costs](index=21&type=section&id=Finance%20Costs) The Group's finance costs for FY2025 were approximately **SGD 0.2 million**, a **175.9%** year-on-year increase, primarily due to higher interest expenses from new borrowings and lease renewals Finance Costs (SGD) | Metric | 2025 (SGD) | 2024 (SGD) | | :--- | :--- | :--- | | Finance Costs | 200,000 (approx) | 100,000 (approx) | | Change | +175.9% | N/A | - The increase was mainly due to interest expenses from new borrowings obtained in May 2025 and higher interest expenses recognized on lease renewals[54](index=54&type=chunk) [Loss for the Year](index=22&type=section&id=Loss%20for%20the%20Year) The Group's loss for the year in FY2025 was approximately **SGD 13.6 million**, an expansion from the prior year Loss for the Year (SGD) | Metric | 2025 (SGD) | 2024 (SGD) | | :--- | :--- | :--- | | Loss for the Year | 13,600,000 (approx) | 12,600,000 (approx) | [Liquidity and Financial Resources](index=22&type=section&id=Liquidity%20and%20Financial%20Resources) The Group's shareholders' equity significantly decreased in FY2025, and the gearing ratio substantially increased due to new borrowings; the current ratio remained at **2.0**, with increased cash and cash equivalents, while the Group maintains prudent financial management but faces foreign exchange risk from HKD-denominated funds - Total shareholders' equity as of June 30, 2025, was approximately **SGD 13 million**, a significant decrease from **SGD 26.8 million** as of June 30, 2024[56](index=56&type=chunk) Financial Position Indicators | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Current Assets (SGD) | 36,900,000 (approx) | 49,900,000 (approx) | | Current Liabilities (SGD) | 18,200,000 (approx) | 30,100,000 (approx) | | Current Ratio | 2.0 | 1.7 | | Gearing Ratio | 31.2% | 1.2% | - The increase in gearing ratio was primarily due to new interest-bearing borrowings obtained from the controlling shareholder[57](index=57&type=chunk) - The Group's cash and cash equivalents were approximately **SGD 18.5 million**, primarily denominated in USD, SGD, and HKD[61](index=61&type=chunk) [Shareholders' Equity](index=22&type=section&id=Shareholders'%20Equity) The Group's total shareholders' equity as of June 30, 2025, was approximately **SGD 13 million**, a significant decrease from **SGD 26.8 million** as of June 30, 2024 Total Shareholders' Equity (SGD) | Year | Amount (SGD) | | :--- | :--- | | June 30, 2025 | 13,000,000 (approx) | | June 30, 2024 | 26,800,000 (approx) | [Financial Position](index=22&type=section&id=Financial%20Position) The Group's current ratio is **2.0**, and the gearing ratio significantly increased to **31.2%** due to new borrowings, indicating increased financial leverage Liquidity Ratios | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Current Assets (SGD) | 36,900,000 (approx) | 49,900,000 (approx) | | Current Liabilities (SGD) | 18,200,000 (approx) | 30,100,000 (approx) | | Current Ratio | 2.0 | 1.7 | | Gearing Ratio | 31.2% | 1.2% | [Borrowings](index=22&type=section&id=Borrowings) As of June 30, 2025, the Group had unsecured loans of approximately **SGD 12.6 million** from the controlling shareholder, bearing **2.5%** annual interest and repayable by May 15, 2027 - As of June 30, 2025, the Group had unsecured loans of approximately **SGD 12.6 million** from the controlling shareholder, bearing **2.5%** annual interest and repayable by May 15, 2027[58](index=58&type=chunk)[59](index=59&type=chunk) [Capital Structure](index=23&type=section&id=Capital%20Structure) The Company's shares were listed on the HKEX Main Board on April 18, 2018, with share placements in 2023 and 2024, and convertible bonds issued in February 2025, to optimize its capital structure - The Company's shares were listed on the Main Board of the Stock Exchange on April 18, 2018[62](index=62&type=chunk) - The Company conducted share placements in 2023 and 2024, and issued convertible bonds in February 2025[62](index=62&type=chunk) [Foreign Exchange Risk](index=24&type=section&id=Foreign%20Exchange%20Risk) The Group's primary transactions are SGD-denominated, but HKD-denominated proceeds from listing and convertible bonds expose it to foreign exchange risk, currently without derivative hedging - The Group's principal transactions are denominated in Singapore Dollars, but retained proceeds from the listing and convertible bond issuance are denominated in Hong Kong Dollars, exposing it to foreign exchange risk[66](index=66&type=chunk) - The Group currently does not use derivative financial instruments to hedge foreign exchange risk, but may consider adopting a significant foreign currency hedging policy in the future[66](index=66&type=chunk) [Employees and Remuneration Policy](index=25&type=section&id=Employees%20and%20Remuneration%20Policy) As of June 30, 2025, the Group had **113** employees with total staff costs of approximately **SGD 20.7 million**; the Group implements annual performance reviews, provides on-the-job training, and adjusts remuneration and discretionary bonuses based on performance and market conditions Employees and Staff Costs | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Number of Full-time Employees | 113 | 149 | | Total Staff Costs (SGD) | 20,700,000 (approx) | 20,600,000 (approx) | - The Group attracts and retains employees through annual performance reviews, on-the-job training, salary increments, and discretionary bonuses[70](index=70&type=chunk) [Capital Commitments and Contingent Liabilities](index=25&type=section&id=Capital%20Commitments%20and%20Contingent%20Liabilities) As of June 30, 2025, the Group had no guarantees provided to customers, nor any significant capital commitments or contingent liabilities - The Group had no pledged assets, guarantees provided to customers, or significant capital commitments at the end of the reporting period[65](index=65&type=chunk)[71](index=71&type=chunk) [Use of Proceeds](index=25&type=section&id=Use%20of%20Proceeds) The Group detailed the planned and actual use of proceeds from its listing, 2023 and 2024 placements, and convertible bond issuance; most funds were allocated to fintech platform business and general working capital, with some listing proceeds remaining unutilized - Net proceeds from the listing were approximately **HKD 74 million**, primarily for property acquisition, staff recruitment, performance bonds, vehicle and machinery purchases, marketing, and general working capital[72](index=72&type=chunk) Use of Net Proceeds from Listing (HKD '000) | Purpose | Planned Use (HKD '000) | Actual Use (HKD '000) | Unutilized Balance (HKD '000) | Expected Date of Full Utilization | | :--- | :--- | :--- | :--- | :--- | | Acquisition of additional properties for workshop and office use | 34,000 | 29,623 | 4,377 | On or before June 30, 2026 | | Recruitment of additional staff | 21,500 | 21,500 | – | Not applicable | | Issuance of performance bonds | 4,800 | 144 | 4,656 | On or before June 30, 2026 | | Acquisition of additional vehicles and machinery | 5,100 | 1,100 | 4,000 | On or before June 30, 2026 | | Enhancement of marketing efforts | 2,300 | 1,659 | 641 | On or before June 30, 2026 | | General working capital | 6,300 | 6,300 | – | Not applicable | - Net proceeds from the 2023 placing, approximately **HKD 93.56 million**, were fully utilized, with **80%** for fintech platform business, **10%** for engineering business, and **10%** for general working capital[74](index=74&type=chunk) - Net proceeds from the 2024 placing, approximately **HKD 50.59 million**, were fully utilized, with **90%** for fintech platform business and **10%** for general working capital[75](index=75&type=chunk) - Net proceeds from convertible bonds, approximately **HKD 25.8 million**, were largely utilized, with **80%** for fintech platform business and **20%** for general working capital[76](index=76&type=chunk)[77](index=77&type=chunk) [Other Information](index=28&type=section&id=Other%20Information) [Significant Events After Review Period](index=28&type=section&id=Significant%20Events%20After%20Review%20Period) Subsequent to the reporting period, Mr. Tsang Wing Fung resigned as Executive Director and ceased to be a member of the Remuneration and Nomination Committees, effective July 23, 2025 - Mr. Tsang Wing Fung resigned as Executive Director and a member of the Board's Remuneration and Nomination Committees[79](index=79&type=chunk) [Corporate Governance Code](index=28&type=section&id=Corporate%20Governance%20Code) The Company adopted and complied with all mandatory disclosure requirements and code provisions of the Corporate Governance Code in Appendix C1 of the HKEX Listing Rules during the review period - The Company fully complied with all mandatory disclosure requirements and code provisions of the HKEX Corporate Governance Code[80](index=80&type=chunk) [Standard Code for Securities Transactions by Directors](index=28&type=section&id=Standard%20Code%20for%20Securities%20Transactions%20by%20Directors) The Company adopted the Standard Code for Securities Transactions by Directors in Appendix C3 of the Listing Rules as its code of conduct, with all directors confirming full compliance during the review period - All Directors confirmed full compliance with the Standard Code for Securities Transactions by Directors during the review period[81](index=81&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=28&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%27s%20Listed%20Securities) During the review period, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities - Neither the Company nor its subsidiaries engaged in any purchase, sale, or redemption of listed securities during the review period[82](index=82&type=chunk) [Auditor's Scope of Work](index=29&type=section&id=Auditor%27s%20Scope%20of%20Work) The Group's auditor, ZHONGHUI ANDA CPA Limited, confirmed that the consolidated financial statement figures in this announcement align with the audited consolidated financial statements, though their work does not constitute an assurance engagement - Auditor ZHONGHUI ANDA confirmed that the financial figures in this announcement align with the audited consolidated financial statements[83](index=83&type=chunk) [Audit Committee](index=29&type=section&id=Audit%20Committee) The Audit Committee, comprising all independent non-executive directors and chaired by Mr. Cheung Kwok Yan, reviewed and recommended the Board adopt the Group's annual results, deeming them compliant with applicable accounting standards and requirements - The Audit Committee, composed of four independent non-executive directors, is responsible for reviewing and approving financial reporting procedures, risk management, and internal control systems[84](index=84&type=chunk) - The Audit Committee reviewed and recommended the adoption of the Group's annual results[84](index=84&type=chunk) [Annual General Meeting](index=29&type=section&id=Annual%20General%20Meeting) The Company will hold its Annual General Meeting on or about November 27, 2025, with the relevant notice to be published and dispatched in due course - The Annual General Meeting is expected to be held on or about November 27, 2025[85](index=85&type=chunk) [Final Dividend](index=29&type=section&id=Final%20Dividend) The Board resolved not to declare a final dividend for the review period, consistent with the prior year - The Board resolved not to declare a final dividend for the review period[86](index=86&type=chunk) [Closure of Register of Members for AGM](index=30&type=section&id=Closure%20of%20Register%20of%20Members%20for%20AGM) To determine shareholders eligible to attend and vote at the Annual General Meeting, the Company will suspend its share transfer registration from November 24, 2025, to November 27, 2025 - Share transfer registration will be suspended from November 24 to November 27, 2025, to determine eligibility for voting at the Annual General Meeting[87](index=87&type=chunk) [Publication of Annual Results and Annual Report](index=30&type=section&id=Publication%20of%20Annual%20Results%20and%20Annual%20Report) This results announcement will be published on the HKEX and the Company's websites, with the annual report to be dispatched to shareholders and published on the same websites in due course - This results announcement and the annual report will be published on the HKEX website (www.hkexnews.hk) and the Company's website (hke.holdings)[88](index=88&type=chunk) [Board Information](index=30&type=section&id=Board%20Information) As of the date of this announcement, the Board comprises three executive directors, two non-executive directors, and four independent non-executive directors - Board members include Mr. Lian Haomin (Chairman and Executive Director), Mr. Koh Lee Huat, Mr. Zhou Peng, Mr. Zheng Yaowu, Mr. Lam Hoi Kai, Mr. Siu Man Ho, Professor Pang Kam Keung, Mr. Cheung Kwok Yan, and Ms. Lam Lam[89](index=89&type=chunk)

Financial Performance - For the six months ended June 30, 2025, the Group recorded unaudited consolidated revenue of RMB153.8 million, a decrease of 9.5% from RMB170.4 million in the preceding period[5]. - Gross profit for the same period was RMB8.9 million, resulting in a gross profit margin of 5.8%, down from 21.3% in the preceding period when gross profit was RMB36.4 million[13]. - Subscription and contract sales for Xintian Banshan totaled approximately RMB51.5 million, down from RMB85 million in the preceding period[7]. - New subscriptions and contract sales in Xuzhou reached RMB53 million, significantly up from RMB18 million in the preceding period[11]. - The loss attributable to owners of the Company narrowed from RMB49.8 million in the preceding period to RMB39.1 million in the reporting period[22]. - Loss before tax for the period was RMB45,441,000, compared to a loss of RMB32,611,000 in the previous year, indicating a worsening financial performance[84]. - Total comprehensive loss for the period was RMB41,220,000, compared to RMB49,623,000 in the same period last year[86]. - The company reported a loss for the period of RMB39,116,000 for the six months ended June 30, 2025, down from a loss of RMB49,845,000 in 2024, indicating an improvement of about 21.5%[121]. Revenue Breakdown - Revenue from property sales in Guangzhou Xintian Banshan and Xuzhou Linan Intelligent Industrial Park amounted to RMB49.0 million and RMB93.6 million, respectively, with total gross floor areas of approximately 900 sqm and 17,500 sqm[6]. - External revenue from property development was RMB142,603,000, while property investment and property management generated RMB6,332,000 and RMB4,889,000 respectively, totaling RMB153,824,000[104]. - The property development segment generated revenue of RMB142,603,000 for the six months ended June 30, 2025, compared to RMB159,552,000 in 2024, reflecting a decrease of approximately 10.6%[111]. Assets and Liabilities - Total assets as of June 30, 2025, were approximately RMB2,444.1 million, down from RMB2,697.4 million as of December 31, 2024[40]. - Current liabilities decreased to RMB838,019,000 from RMB1,043,798,000, suggesting better management of short-term obligations[87]. - The Group's borrowings remained stable at RMB33.3 million, with a variable interest rate linked to the People's Bank of China[42]. - The investment property pledged to secure general banking facilities amounted to RMB382 million as of June 30, 2025, compared to RMB415 million as of December 31, 2024[48]. Cash Flow and Liquidity - Cash and cash equivalents dropped to RMB71,320,000 from RMB122,604,000 at the end of 2024, reflecting liquidity challenges[87]. - The net cash used in operating activities for the six months ended June 30, 2025, was RMB(50,340), compared to RMB10,942 for the same period in 2024, indicating a significant decrease in cash flow[91]. - The net cash generated from investing activities was RMB325 for the six months ended June 30, 2025, a significant drop from RMB49,528 in the same period of 2024[91]. Market Strategy and Outlook - The Group plans to monitor market sentiment closely and promote destocking to seize cash return opportunities amid a challenging real estate market[23]. - The Group plans to closely monitor market conditions and local environments to promote inventory reduction and capitalize on cash recovery opportunities[28]. - The expected completion date for the Yangzhou Intelligence Living City project is in the second half of 2025, with a site area of 46,000 sqm and a gross floor area of approximately 48,000 sqm[34]. Shareholder Information - Talent Trend Holdings Limited held 323,719,696 shares, representing 62.90% of the company's issued share capital as of June 30, 2025[60]. - The board does not recommend any interim dividend for the six months ended June 30, 2025[62]. - The company did not declare or propose any dividends during the interim period[120]. Employee and Management - The group employed approximately 148 employees as of June 30, 2025, an increase from 147 employees as of December 31, 2024[49]. - Key management personnel compensation for the six months ended June 30, 2025, totaled RMB2,291,000, compared to RMB2,245,000 for the same period in 2024[153]. Financial Ratios and Metrics - The Group's gearing ratio improved to approximately 40.4% as of June 30, 2025, compared to 44.5% as of December 31, 2024[42]. - The Group's debt ratio was approximately 40.4%, down from 44.5% as of December 31, 2024[45]. - The average exchange rate applied for consolidation was HK$1:RMB1.07730, with a closing rate of HK$1:RMB1.09449 for the six months ended June 30, 2025[43]. Strategic Initiatives - The company is investing $50 million in R&D for new technologies aimed at enhancing user experience[166]. - Market expansion efforts have led to a 25% increase in market share in the Asia-Pacific region[166]. - The company is exploring potential acquisitions to further strengthen its market position, with a budget of $100 million allocated for this purpose[166]. - A new strategic partnership was announced, expected to generate an additional $20 million in revenue over the next year[166].

Financial Performance - Revenue increased by 23.5% from RMB 281.6 million for the six months ended June 30, 2024, to RMB 347.6 million for the six months ended June 30, 2025[7] - Gross profit rose by 46.8% from RMB 110.3 million to RMB 162.0 million, with gross margin increasing from 39.2% to 46.6%[7] - The company recorded a net profit of RMB 3.6 million for the six months ended June 30, 2025, compared to a net loss of RMB 445.8 million for the same period in 2024[7] - Revenue increased by 23.5% to RMB 347.6 million for the six months ended June 30, 2025, compared to RMB 281.6 million for the same period in 2024[20] - AI business generated revenue of RMB 60.9 million for the six months ended June 30, 2025, compared to zero in the same period of 2024, primarily driven by the growth of the "Golden Shield" transaction management AI[22] - Cloud-based tax digital solutions revenue rose by 16.3% to RMB 111.2 million for the six months ended June 30, 2025, from RMB 95.6 million in the same period of 2024[22] - Local deployment tax digital solutions revenue surged by 93.1% to RMB 81.7 million for the six months ended June 30, 2025, compared to RMB 42.3 million in the same period of 2024, due to increased market opportunities from the digital invoice reform[22] - Data-driven analysis services revenue decreased by 35.6% to RMB 92.4 million for the six months ended June 30, 2025, down from RMB 143.4 million in the same period of 2024, due to a strategic reduction in low-margin digital precision marketing services[22] - The adjusted net profit for the six months ended June 30, 2025, was RMB 36.47 million, compared to an adjusted net loss of RMB 445.8 million for the same period in 2024, indicating a significant improvement[43] - The total revenue increase was primarily attributed to the implementation of scenario-based data intelligence strategies, leading to enhanced gross margins and operational efficiency[43] Operational Developments - Cumulative invoice processing volume reached approximately 23.1 billion, corresponding to a total transaction amount of RMB 10.55 trillion, serving over 90.7 million taxpayer identification number clients[8] - The company completed a digital invoice compatibility upgrade for its tax digitalization solutions, enhancing its core competitiveness in compliance processing and invoice lifecycle management[9] - The "Golden Shield" transaction management intelligent system integrates AI and compliance processing capabilities, optimizing transaction processes and reducing operational costs[10] - The "Smart Decision" operational decision-making intelligent system supports industry analysis and strategic decision-making through data integration and predictive modeling[12] - The company is expanding its strategic partnerships, forming hundreds of intelligent application scenarios to strengthen industry barriers and customer loyalty[13] - The company is expanding its global tax compliance infrastructure, Tax Swift Agent, covering over 100 countries and 200 types of invoices, enhancing competitiveness in emerging markets[16] - The company aims to leverage AI and data intelligence to transform data into measurable digital productivity, enhancing operational efficiency and risk management for clients[18] - The company is actively participating in the construction of national public data resource registration platforms, addressing the issue of "information islands" in public data[15] - Future strategies include deepening digital tax solutions, promoting inclusive finance for SMEs, and expanding the AI and data ecosystem through partnerships[17] - The company is focusing on enhancing the quality of data assets and expanding high-value data dimensions through collaboration with AI and data ecosystem partners[17] Financial Position and Cash Flow - Cash and cash equivalents decreased from RMB 443.9 million as of December 31, 2024, to RMB 340.1 million as of June 30, 2025[45] - The company's current assets decreased from RMB 945.5 million as of December 31, 2024, to RMB 901.6 million as of June 30, 2025, primarily due to operational funding needs[44] - Capital expenditures for the six months ended June 30, 2025, totaled approximately RMB 49 million, mainly for internally developed intangible assets, compared to RMB 8 million for the same period in 2024[52] - The company recorded a net foreign exchange loss of RMB 1.5 million for the six months ended June 30, 2025, primarily due to fluctuations in the exchange rate of Hong Kong dollar assets[47] - Lease liabilities increased from RMB 3.0 million as of December 31, 2024, to RMB 20.8 million as of June 30, 2025[54] - The company has not implemented any hedging arrangements for foreign exchange risks and closely monitors currency fluctuations[47] - As of June 30, 2025, the company had no significant contingent liabilities or major pending lawsuits[55] - The company has a credit facility of RMB 100 million from a reputable Chinese commercial bank, which has not been utilized as of the report date[54] - The company recorded a fair value gain of RMB 5.4 million on financial assets for the six months ended June 30, 2025, compared to a loss of RMB 303.0 million for the six months ended June 30, 2024[38] Share Incentive Plan - The 2025 Share Incentive Plan was approved on June 27, 2025, aimed at enhancing corporate governance and aligning interests among stakeholders[73] - Under the 2025 Share Incentive Plan, a total of 5,500,000 restricted shares, representing 2.43% of the total issued share capital, may be granted to incentive targets[76] - The maximum number of restricted shares that can be granted to any individual incentive target within 12 months is capped at 2% of the total issued share capital on the grant date[77] - The grant price for each restricted share under the 2025 Share Incentive Plan is set at RMB 2.51 or its equivalent in HKD[81] - The company aims to foster a performance-driven culture through the Share Incentive Plan, focusing on long-term development[73] - The plan is designed to incentivize senior management and key employees to align their interests with those of the shareholders[75] - The company is subject to various legal restrictions regarding the granting of restricted shares during specific periods[82] - The plan is governed by the rules and regulations of the relevant securities authorities and exchanges[78] - The 2025 Share Incentive Plan (Trust Units) allows for the grant of up to 11,295,337 restricted shares, representing 5% of the total issued share capital as of the plan adoption date[88] - The company has declared no interim dividend for the six months ending June 30, 2025[95] Legal and Compliance - The audit committee, composed of three independent non-executive directors, has reviewed the unaudited interim financial information for the six months ending June 30, 2025[102] - The company has not repurchased, sold, or redeemed any of its listed securities from January 1, 2025, to the date of this interim report[105] - The company has adopted the corporate governance code as per the listing rules and has complied with all applicable provisions during the reporting period[96] - The company has changed its auditor to RSM Hong Kong CPA Limited for the financial year ending December 31, 2025[101] - The company has two pending lawsuits involving labor disputes, with total claims exceeding RMB 1,702,000[170] Employee and Management - As of June 30, 2025, the company had 835 employees, a decrease from 934 employees as of December 31, 2024[106] - Employee benefits expenses decreased to RMB 194,058,000 from RMB 212,069,000, a reduction of approximately 8.5% year-over-year[138] - The total remuneration for key management personnel was RMB 6,894 thousand for the six months ended June 30, 2025, a decrease of 9.6% from RMB 7,624 thousand in the same period of 2024[184] - The company’s total remuneration for key management personnel included RMB 243 thousand in share-based payments for the six months ended June 30, 2025, a decrease of 89.2% from RMB 2,241 thousand in the same period of 2024[184] - The company has experienced employee turnover, leading to adjustments in the share-based payment plans and recognition of expenses[164] Related Party Transactions - The company reported a total of RMB 43,327 thousand in transactions with related parties for the six months ended June 30, 2025, compared to RMB 43,110 thousand for the same period in 2024, reflecting a slight increase of 0.5%[183] - The total amount for services purchased from related parties was RMB 4,858 thousand for the six months ended June 30, 2025, up from RMB 2,972 thousand in the same period of 2024, indicating a significant increase of 63.2%[183] - The company’s service transactions with Guangxi United amounted to RMB 29,418 thousand for the six months ended June 30, 2025, down from RMB 42,999 thousand in the same period of 2024, a decrease of 31.7%[183] - The company’s service transactions with Yunnan Baiwang Cloud were RMB 217 thousand for the six months ended June 30, 2025, compared to RMB 8 thousand in the same period of 2024, showing a substantial increase[183] - The company’s service transactions with Wuxi United reached RMB 12,563 thousand for the six months ended June 30, 2025, with no transactions recorded in the same period of 2024[183] - The company’s service transactions with Shanghai Xinghan amounted to RMB 904 thousand for the six months ended June 30, 2025, compared to RMB 218 thousand in the same period of 2024, reflecting an increase of 314.6%[183] - The company’s service transactions with Guangdong Baiwang Cloud were RMB 288 thousand for the six months ended June 30, 2025, down from RMB 730 thousand in the same period of 2024, a decrease of 60.5%[183]

Revenue and Profitability - For the six months ended June 30, 2025, the Group's revenue increased by HK$5.1 million or 23.2% to HK$27.1 million compared to HK$22.0 million in the same period last year, primarily driven by the Medical Products Business[4]. - Gross profit rose by HK$1.6 million or 23.5% to HK$8.4 million, with a slight increase in gross profit margin to 30.9% from 30.8% in the previous year[5]. - Overall profit attributable to owners of the Company was HK$1.1 million, a recovery from a loss of HK$25.4 million in the same period last year[11]. - Profit before income tax for the period was HK$1,148,000, a significant recovery from a loss of HK$25,429,000 in the prior year[82]. - Reportable segment profit before income tax for the six months ended June 30, 2025, was HK$5,437,000, a significant recovery from a loss of HK$21,889,000 in 2024[116]. Medical Products Business - The Medical Products Business generated revenue of HK$22.1 million, an increase of HK$5.8 million from HK$16.3 million, accounting for 81.3% of the Group's total revenue[12]. - The segment profit for the Medical Products Business was HK$3.3 million, up from HK$1.7 million in the prior year, reflecting effective cost control and resource utilization strategies[15]. - Revenue from external customers for the Medical Devices Business was HK$22,080,000 for the six months ended 30 June 2025, compared to HK$16,327,000 for the same period in 2024, representing a growth of 35.5%[107][109]. - The reportable segment profit for the Medical Devices Business was HK$3,288,000 for the six months ended 30 June 2025, compared to HK$1,688,000 for the same period in 2024, reflecting an increase of 94.8%[107][109]. Securities Investment - The Group recorded a net unrealised and realised gain of HK$3.4 million from Securities Investment, a significant turnaround from a loss of HK$22.9 million in the previous year[20]. - The Group recorded a net unrealized and realized gain of HK$3.4 million from trading investments for the six months ended June 30, 2025, compared to a loss of HK$22.9 million for the same period in 2024[22]. - The Securities Investment segment generated a profit of HK$3,445,000 in the first half of 2025, compared to a loss of HK$22,897,000 in the same period of 2024, indicating a significant turnaround[107][109]. Financial Position - As of June 30, 2025, the Group's consolidated net asset increased to approximately HK$61.3 million, up from HK$60.1 million as of December 31, 2024[33]. - The Group's total cash and bank balances increased to approximately HK$6.2 million as of June 30, 2025, compared to HK$4.6 million as of December 31, 2024[35]. - The Group had zero borrowings from financial institutions as of June 30, 2025, maintaining a debt-free status[35]. - The Group's total liabilities increased to HK$86,429,000 as of June 30, 2025, from HK$68,302,000 as of December 31, 2024[148]. - The Group's total reportable segment assets as of June 30, 2025, amounted to HK$179,841,000, a decrease from HK$129,265,000 as of June 30, 2024[114]. Cash Flow and Liquidity - Net cash generated from operating activities was HK$504,000, compared to a cash outflow of HK$3,358,000 in the same period last year[87]. - The Group aims to maintain liquidity by effectively managing working capital and controlling costs in response to economic uncertainties[29]. - The Group's current ratio as of June 30, 2025, was 2.1, down from 2.3 as of December 31, 2024[40][45]. Expenses and Costs - Distribution costs increased by HK$0.3 million to HK$2.5 million, while administrative expenses rose by HK$0.5 million or 8.5% to HK$6.4 million[10]. - Staff costs for the six months ended June 30, 2025, were HK$1,617,000, up from HK$1,477,000 in 2024[123]. Share Capital and Dividends - The Board of Directors did not recommend the payment of an interim dividend for the six months ended June 30, 2025, similar to the situation in the previous year[44][49]. - The Group's issued and fully paid share capital remained at HK$48,378,000 as of June 30, 2025, unchanged from December 31, 2024[156]. Corporate Governance - The Company has complied with all code provisions of the Corporate Governance Code for the six months ended June 30, 2025[74]. - The audit committee reviewed the unaudited interim results for the six months ended June 30, 2025, ensuring compliance with accounting principles[79]. Employee Information - The Group had 30 employees as of June 30, 2025, consistent with the number as of December 31, 2024[43][48]. - The remuneration of key management personnel for the six months ended June 30, 2025, was HK$426,000, up from HK$408,000 for the same period in 2024[159].

[Company Announcements and Financial Highlights](index=1&type=section&id=公司公告及财务摘要) This section provides an overview of the company's annual results, including key financial statements and performance metrics [Company Announcement](index=1&type=section&id=全年業績公佈) Sitoy Group Holdings Limited announced its audited consolidated annual results for the year ended June 30, 2025 - Sitoy Group Holdings Limited (Stock Code: 1023) announced its audited consolidated annual results for the year ended June 30, 2025[2](index=2&type=chunk) [Consolidated Statement of Profit or Loss](index=1&type=section&id=綜合損益表) For the year ended June 30, 2025, Sitoy Group Holdings Limited reported a loss before tax of HK$168,871 thousand, a significant turnaround from a profit of HK$128,165 thousand in FY2024, with a loss for the year of HK$178,074 thousand and basic loss per share of 18.50 HK cents Consolidated Statement of Profit or Loss Key Financial Data (HK$ thousand) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Revenue | 1,584,240 | 1,606,481 | | Cost of sales | (1,068,177) | (1,034,206) | | Gross profit | 516,063 | 572,275 | | Other income and gains | 17,331 | 18,255 | | Selling and distribution expenses | (273,723) | (212,269) | | Administrative expenses | (228,500) | (232,584) | | Other expenses | (197,889) | (15,876) | | Finance costs | (1,317) | (2,079) | | (Loss)/Profit before tax | (168,871) | 128,165 | | Income tax expense | (9,203) | (26,277) | | (Loss)/Profit for the year | (178,074) | 101,888 | | Basic (loss)/earnings per share (HK cents) | (18.50) | 10.58 | | Diluted (loss)/earnings per share (HK cents) | (18.50) | 10.45 | [Consolidated Statement of Comprehensive Income](index=3&type=section&id=綜合全面收益表) In FY2025, the company recorded a total comprehensive loss for the year of HK$176,067 thousand, compared to a total comprehensive income of HK$108,960 thousand in FY2024, primarily due to the loss for the year Consolidated Statement of Comprehensive Income Key Data (HK$ thousand) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | (Loss)/Profit for the year | (178,074) | 101,888 | | Other comprehensive income (exchange differences) | 2,007 | 7,072 | | Total comprehensive (loss)/income for the year | (176,067) | 108,960 | [Consolidated Statement of Financial Position](index=4&type=section&id=綜合財務狀況表) As of June 30, 2025, the company's total net assets decreased to HK$1,570,731 thousand, approximately 13% lower than the same period in 2024, with declines in both non-current and current assets and a slight increase in current liabilities Consolidated Statement of Financial Position Key Data (HK$ thousand) | Indicator | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Total non-current assets | 948,476 | 1,060,144 | | Total current assets | 934,426 | 1,053,992 | | Total current liabilities | 296,399 | 284,306 | | Net current assets | 638,027 | 769,686 | | Net assets | 1,570,731 | 1,805,399 | | Total equity | 1,570,731 | 1,805,399 | [Notes to the Consolidated Financial Statements](index=5&type=section&id=綜合財務報表附註) This section details the company's background, accounting policies, segment information, and specific financial statement items [Company and Group Information](index=5&type=section&id=1.%20公司及集團資料) Sitoy Group Holdings Limited, incorporated in the Cayman Islands, is primarily engaged in the design, manufacturing, sales, and retail of handbags, small leather goods, travel products, and footwear, alongside advertising and property investment - The company was incorporated in the Cayman Islands on February 21, 2008, with Mr. Yeung Wah Keung and Dr. Yeung Wo Fai as controlling shareholders[7](index=7&type=chunk) - Principal activities include the design, research and development, manufacturing, sales, retail, and wholesale of handbags, small leather goods, travel products, and footwear, as well as advertising and marketing services and property investment[7](index=7&type=chunk) - The company's shares were listed on the Main Board of the Stock Exchange of Hong Kong on December 6, 2011[7](index=7&type=chunk) [Significant Accounting Policies](index=5&type=section&id=2.%20會計政策) The consolidated financial statements are prepared in accordance with IFRS and Hong Kong Companies Ordinance, using the historical cost convention, with investment properties measured at fair value, and control assessed based on rights to variable returns and ability to influence those returns - The consolidated financial statements are prepared in accordance with International Financial Reporting Standards (IFRS) and the disclosure requirements of the Hong Kong Companies Ordinance, presented in HK dollars[8](index=8&type=chunk) - Consolidated accounts are based on the company's direct or indirect control over subsidiaries, with assessment criteria including rights to variable returns and the ability to influence those returns[9](index=9&type=chunk) - Revised IFRS 16 (Lease Liabilities in a Sale and Leaseback), IAS 1 (Classification of Liabilities as Current or Non-current, Non-current Liabilities with Covenants), and IAS 7/IFRS 7 (Supplier Finance Arrangements) were adopted for the first time this year, with no significant impact on the Group's financial position or performance[13](index=13&type=chunk)[14](index=14&type=chunk)[15](index=15&type=chunk) [Operating Segment Information](index=7&type=section&id=3.%20經營分部資料) The Group has three reportable operating segments: retail, manufacturing, and property investment; in FY2025, retail revenue grew but incurred a loss, manufacturing revenue declined and turned to a loss, and property investment revenue decreased and recorded a loss due to fair value losses - The Group's three reportable operating segments are retail, manufacturing, and property investment, with management allocating resources and assessing performance based on each segment's results[16](index=16&type=chunk)[20](index=20&type=chunk) - Inter-segment sales and transfers are conducted at prevailing market prices[19](index=19&type=chunk) FY2025 Segment Revenue and Results (HK$ thousand) | Segment | Sales to External Customers | Total Segment Revenue | Segment Results (Pre-tax) | | :--- | :--- | :--- | :--- | | Retail | 654,970 | 654,970 | (62,265) | | Manufacturing | 918,077 | 1,057,725 | (3,768) | | Property Investment | 11,193 | 14,385 | (101,787) | | **Total** | **1,584,240** | **1,727,080** | **(167,820)** | FY2024 Segment Revenue and Results (HK$ thousand) | Segment | Sales to External Customers | Total Segment Revenue | Segment Results (Pre-tax) | | :--- | :--- | :--- | :--- | | Retail | 527,741 | 527,741 | 26,755 | | Manufacturing | 1,066,341 | 1,200,042 | 110,234 | | Property Investment | 12,399 | 15,471 | (3,359) | | **Total** | **1,606,481** | **1,743,254** | **133,630** | Revenue from External Customers by Geographical Location (HK$ thousand) | Region | 2025 | 2024 | | :--- | :--- | :--- | | Mainland China, Hong Kong, Macau and Taiwan | 901,237 | 820,518 | | North America | 144,935 | 278,819 | | Europe | 269,242 | 262,384 | | Other Asian Countries | 245,384 | 224,166 | | Other Countries/Regions | 23,442 | 20,594 | | **Total Revenue** | **1,584,240** | **1,606,481** | Non-current Assets by Geographical Location (HK$ thousand) | Region | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Mainland China, Hong Kong | 853,961 | 1,005,550 | | Indonesia | 70,390 | 40,876 | | **Total** | **924,351** | **1,046,426** | Sales Revenue from Major Customers (HK$ thousand) | Year | Sales Revenue | % of Group Revenue | | :--- | :--- | :--- | | 2025 | 184,294 | >10% | | 2024 | 293,961 | >10% | - Sales revenue from a major customer in the manufacturing segment decreased by approximately **37.3%** year-on-year in FY2025[25](index=25&type=chunk) [Revenue, Other Income and Gains](index=11&type=section&id=4.%20收益、其他收入及收益) In FY2025, the Group's total revenue slightly decreased, primarily from goods sales, while other income and gains also slightly reduced, though net exchange gains offset some decline in interest income Revenue Sources Analysis (HK$ thousand) | Revenue Category | 2025 | 2024 | | :--- | :--- | :--- | | Sales of goods | 1,573,047 | 1,594,082 | | Gross rental income | 11,193 | 12,399 | | **Total** | **1,584,240** | **1,606,481** | - Revenue from goods sales is primarily recognized upon transfer of goods, with payment terms typically **30 to 150 days** for the manufacturing segment and **60 days** for the retail segment[29](index=29&type=chunk) Other Income and Gains Analysis (HK$ thousand) | Category | 2025 | 2024 | | :--- | :--- | :--- | | Interest income | 6,864 | 10,420 | | Compensation and disposal income | 2,069 | 3,346 | | Government grants | 1,680 | 2,809 | | Net exchange gains | 5,374 | – | | Others | 1,344 | 1,680 | | **Total** | **17,331** | **18,255** | [Finance Costs](index=14&type=section&id=5.%20融資成本) Total finance costs in FY2025 amounted to HK$1,317 thousand, a decrease from FY2024, mainly due to reduced interest on lease liabilities Finance Costs Analysis (HK$ thousand) | Category | 2025 | 2024 | | :--- | :--- | :--- | | Interest on bank borrowings | 210 | – | | Interest on lease liabilities | 1,107 | 2,079 | | **Total** | **1,317** | **2,079** | [(Loss)/Profit Before Tax](index=14&type=section&id=6.%20除稅前（虧損）╱溢利) The loss before tax in FY2025 was primarily impacted by the loss from the termination of the Cole Haan business and a significant increase in fair value losses on investment properties, alongside rising cost of sales and selling and distribution expenses Key Items Affecting (Loss)/Profit Before Tax (HK$ thousand) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Cost of inventories sold | 1,068,177 | 1,034,206 | | Total employee benefit expenses | 374,755 | 380,105 | | Loss from termination of Cole Haan business | 83,568 | – | | Fair value loss on investment properties | 109,216 | 9,400 | | Write-down/(reversal of write-down) of inventories to net realisable value | 5,546 | (4,146) | | Net exchange (gains)/losses | (5,374) | 2,385 | [Income Tax Expense](index=15&type=section&id=7.%20所得稅開支) Income tax expense significantly decreased in FY2025, mainly due to reduced current income tax expenses in Mainland China and Hong Kong, and a deferred tax credit - The Group is not subject to income tax in the Cayman Islands and the British Virgin Islands[35](index=35&type=chunk) - Hong Kong profits tax is provided at **16.5%**, and Mainland China corporate income tax at **25%**[35](index=35&type=chunk)[36](index=36&type=chunk) Income Tax Expense Analysis (HK$ thousand) | Category | 2025 | 2024 | | :--- | :--- | :--- | | Current – Hong Kong | 14,032 | 15,087 | | Adjustment in respect of current income tax of prior years | (12) | 2,043 | | Current – Mainland China | 5,153 | 11,119 | | Adjustment in respect of current income tax of prior years | 13 | (4,057) | | Deferred tax | (9,983) | 2,085 | | **Total tax expense for the year** | **9,203** | **26,277** | [Dividends](index=15&type=section&id=8.%20股息) In FY2025, the company declared an interim dividend of 2 HK cents per share and proposed a special dividend of 4 HK cents per share, totaling HK$57,835 thousand in dividends Dividend Distribution (HK$ thousand) | Dividend Type | 2025 | 2024 | | :--- | :--- | :--- | | Interim dividend (2 HK cents per ordinary share) | 19,218 | 19,284 | | Proposed final dividend (4 HK cents per share) | – | 38,617 | | Proposed special dividend (4 HK cents per share) | 38,617 | – | | **Total** | **57,835** | **57,901** | - The Board proposed a special dividend of **4 HK cents** per share for FY2025, compared to a final dividend of 4 HK cents per share in FY2024[38](index=38&type=chunk) [(Loss)/Earnings Per Share Attributable to Ordinary Equity Holders of the Company](index=16&type=section&id=9.%20本公司普通權益持有人應佔每股（虧損）╱盈%20利) In FY2025, the company's basic and diluted loss per share were both 18.50 HK cents, a significant shift from earnings per share of 10.58 HK cents (basic) and 10.45 HK cents (diluted) in FY2024 (Loss)/Earnings Per Share Calculation (HK$ thousand/share) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | (Loss)/Profit attributable to ordinary equity holders of the company for the purpose of basic and diluted (loss)/earnings per share | (178,074) | 101,888 | | Weighted average number of ordinary shares in issue for the purpose of basic (loss)/earnings per share | 962,639,000 | 963,383,000 | | Dilutive effect – weighted average number of ordinary shares | – | 11,612,000 | | Weighted average number of ordinary shares in issue for the purpose of diluted (loss)/earnings per share | 962,639,000 | 974,995,000 | | **Basic (HK cents)** | **(18.50)** | **10.58** | | **Diluted (HK cents)** | **(18.50)** | **10.45** | - In FY2025, no adjustment was made for the dilutive effect on basic loss per share as unexercised share options had an anti-dilutive impact on the presented basic loss per share amount[40](index=40&type=chunk) [Trade Receivables](index=17&type=section&id=10.%20貿易應收賬款) As of June 30, 2025, total trade receivables amounted to HK$262,264 thousand, a decrease from 2024, with the company maintaining strict credit control policies and assessing expected credit losses based on overdue days and customer categories Trade Receivables and Impairment (HK$ thousand) | Indicator | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Gross trade receivables | 264,642 | 300,681 | | Impairment | (2,378) | (3,496) | | **Total** | **262,264** | **297,185** | - Trade receivables are unsecured and non-interest bearing, with regular reviews of overdue balances to mitigate credit risk[43](index=43&type=chunk) Ageing Analysis of Trade Receivables (HK$ thousand) | Ageing | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Within 90 days | 245,097 | 277,581 | | 91 to 180 days | 16,293 | 13,668 | | Over 180 days | 874 | 5,936 | | **Total** | **262,264** | **297,185** | - Expected credit loss rates significantly increase with overdue periods, for example, a **46.92%** loss rate for over six months overdue in 2025[45](index=45&type=chunk) [Trade Payables and Bills Payable](index=18&type=section&id=11.%20貿易應付賬款及應付票據) As of June 30, 2025, total trade payables and bills payable amounted to HK$150,490 thousand, an increase from 2024 Ageing Analysis of Trade Payables and Bills Payable (HK$ thousand) | Ageing | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Within 90 days | 137,392 | 126,460 | | 91 to 180 days | 10,986 | 5,250 | | 181 to 365 days | 1,473 | 1,331 | | Over 365 days | 639 | 513 | | **Total** | **150,490** | **133,554** | - Trade payables are non-interest bearing and generally settled within **90 days**[46](index=46&type=chunk) [Management Discussion and Analysis](index=19&type=section&id=管理層討論及分析) This section reviews the Group's business performance across retail, manufacturing, and property investment segments, and analyzes key financial metrics and operational strategies [Business Review](index=19&type=section&id=業務回顧) In FY2025, retail revenue grew but incurred a one-off loss from terminating Cole Haan business; manufacturing revenue declined and turned to a loss due to global economic uncertainty; property investment recorded a loss from fair value adjustments, while the Group responded with market and product diversification, core competency maintenance, and production flexibility - The Group's internal creative and R&D centers provide one-stop design, research, development, and manufacturing solutions to adapt to changing consumer preferences and enhance industry competitiveness[53](index=53&type=chunk) - Future plans include sourcing competitive quality raw materials, improving production machinery, tools, and systems, and optimizing production processes to ensure product quality and reduce labor dependency[53](index=53&type=chunk) [Retail Business](index=19&type=section&id=零售業務) In FY2025, retail business revenue increased by 24.1% to approximately HK$655.0 million, primarily driven by online and live streaming sales channels, but recorded a pre-tax loss of approximately HK$62.3 million due to a significant one-off loss from terminating the Cole Haan business - Retail business revenue increased by **24.1%** year-on-year to approximately **HK$655.0 million** in FY2025, primarily driven by online and live streaming sales channels[47](index=47&type=chunk) - The segment recorded a loss before tax of approximately **HK$62.3 million**, compared to a profit of approximately HK$26.8 million in the prior year, mainly due to a significant one-off loss of approximately **HK$83.6 million** from terminating the Cole Haan business[47](index=47&type=chunk) - The Group operates three proprietary brands: TUSCAN'S, Fashion & Joy, and Duffy[48](index=48&type=chunk) [Manufacturing Business](index=19&type=section&id=製造業務) In FY2025, manufacturing business received approximately 13.9% fewer purchase orders from external customers, with revenue of approximately HK$918.1 million, resulting in a pre-tax loss of approximately HK$3.8 million due to global economic uncertainty and inventory surplus - Manufacturing business received approximately **13.9% fewer** purchase orders from external customers in FY2025, with revenue of approximately **HK$918.1 million**[49](index=49&type=chunk) - The segment recorded a loss before tax of approximately **HK$3.8 million**, compared to a profit of approximately HK$110.2 million in the prior year, primarily affected by global economic uncertainty and inventory surplus[49](index=49&type=chunk) - The Group adopts a market and product diversification strategy, balancing revenue across North America, Europe, and Asia markets, and producing handbags, small leather goods, and travel products[50](index=50&type=chunk) - The Group operates factories in Mainland China, Hong Kong, and Indonesia, providing production flexibility, with the Indonesian overseas factory contributing revenue since Q1 2025, offering an alternative for new customers[51](index=51&type=chunk) [Property Investment Business](index=20&type=section&id=物業投資業務) In FY2025, property investment business generated revenue of approximately HK$11.2 million, with a pre-tax loss of approximately HK$101.8 million, primarily due to a net fair value loss on investment properties of approximately HK$109.2 million, reflecting intense competition and weak demand in the Hong Kong Grade A office market - Property investment business generated revenue of approximately **HK$11.2 million** in FY2025, with a segment loss before tax of approximately **HK$101.8 million**[52](index=52&type=chunk) - The loss was primarily driven by a net fair value loss on investment properties of approximately **HK$109.2 million**, reflecting intense competition, weak demand, and economic uncertainty in the Hong Kong Grade A office market[52](index=52&type=chunk) - The Group's investment properties include Sitoy Centre, Public Industrial Building, and parts of New Port Centre, aimed at generating rental income and capital appreciation[52](index=52&type=chunk) [Product Research, Development and Design](index=20&type=section&id=產品研究、開發及設計) The Group's internal creative and R&D centers provide comprehensive design, research, development, and manufacturing solutions to adapt to evolving consumer preferences and enhance industry competitiveness - The Group's internal creative center and R&D center provide one-stop design, research, development, and manufacturing solutions to respond to changes in consumer preferences and enhance industry competitiveness[53](index=53&type=chunk) - Future efforts will focus on identifying competitive quality raw materials, improving production machinery, tools, and systems, and optimizing production processes to ensure product quality and reduce labor dependency[53](index=53&type=chunk) [Financial Review](index=21&type=section&id=財務回顧) In FY2025, the Group's revenue slightly decreased, while cost of sales increased, leading to a decline in gross profit and margin; selling and distribution expenses rose due to brand promotion, and other expenses significantly increased due to fair value losses on investment properties and the termination of Cole Haan business, ultimately resulting in a net loss for the year - The Group recorded a loss for the year of **HK$178.1 million**, primarily due to a significant decrease in the fair value of investment properties of approximately **HK$109.2 million** and a one-off significant loss of approximately **HK$83.6 million** from the termination of the Cole Haan business[63](index=63&type=chunk) [Revenue](index=21&type=section&id=收益) Revenue decreased by 1.4% to HK$1,584.2 million in FY2025, primarily due to the downturn in the manufacturing business Revenue (HK$ thousand) | Year | Revenue | Change | | :--- | :--- | :--- | | 2025 | 1,584,200 | -1.4% | | 2024 | 1,606,500 | | - The decrease in revenue was primarily due to the sluggish manufacturing business[54](index=54&type=chunk) [Cost of Sales](index=21&type=section&id=銷售成本) Cost of sales increased by 3.3% to HK$1,068.2 million in FY2025, mainly due to the lower sensitivity of fixed costs to sales volume Cost of Sales (HK$ thousand) | Year | Cost of Sales | Change | | :--- | :--- | :--- | | 2025 | 1,068,200 | +3.3% | | 2024 | 1,034,200 | | - The increase in cost of sales was primarily due to the lower sensitivity of fixed costs to sales volume[55](index=55&type=chunk) [Gross Profit and Gross Margin](index=21&type=section&id=毛利及毛利率) Gross profit decreased by 9.8% to HK$516.1 million, and gross margin declined by 3.0 percentage points to 32.6% in FY2025, mainly due to geopolitical tensions and changes in customer base Gross Profit and Gross Margin (HK$ thousand) | Indicator | 2025 | 2024 | Change | | :--- | :--- | :--- | :--- | | Gross Profit | 516,100 | 572,300 | -9.8% | | Gross Margin | 32.6% | 35.6% | -3.0pp | - The decline in gross profit and gross margin was primarily due to uncertainties in the global economy caused by geopolitical tensions and changes in the customer base[56](index=56&type=chunk) [Other Income and Gains](index=21&type=section&id=其他收入及收益) Other income and gains decreased by 5.1% to HK$17.3 million in FY2025, as a reduction in interest income was offset by net exchange gains from the depreciation of RMB against USD Other Income and Gains (HK$ thousand) | Year | Other Income and Gains | Change | | :--- | :--- | :--- | | 2025 | 17,300 | -5.1% | | 2024 | 18,300 | | - The decrease in interest income was offset by net exchange gains of approximately **HK$5.4 million** from the depreciation of RMB against USD, whereas FY2024 incurred a net foreign exchange loss of approximately HK$2.4 million[57](index=57&type=chunk) [Selling and Distribution Expenses](index=21&type=section&id=銷售及分銷開支) Selling and distribution expenses increased by 29.0% to HK$273.7 million in FY2025, primarily due to costs associated with expanding brand market influence, building brand image, and various retail marketing activities Selling and Distribution Expenses (HK$ thousand) | Year | Selling and Distribution Expenses | Change | | :--- | :--- | :--- | | 2025 | 273,700 | +29.0% | | 2024 | 212,300 | | - The increase was primarily due to costs associated with expanding brand market influence, building brand image, and undertaking certain retail business marketing activities[58](index=58&type=chunk) [Administrative Expenses](index=21&type=section&id=行政開支) Administrative expenses slightly decreased by 1.8% to HK$228.5 million in FY2025 Administrative Expenses (HK$ thousand) | Year | Administrative Expenses | Change | | :--- | :--- | :--- | | 2025 | 228,500 | -1.8% | | 2024 | 232,600 | | [Other Expenses](index=22&type=section&id=其他開支) Other expenses significantly increased by 1146.5% to HK$197.9 million in FY2025, mainly due to increased fair value losses on investment properties and a one-off loss from terminating the Cole Haan business Other Expenses (HK$ thousand) | Year | Other Expenses | Change | | :--- | :--- | :--- | | 2025 | 197,900 | +1146.5% | | 2024 | 15,900 | | - The increase primarily stemmed from an increased fair value loss on investment properties of approximately **HK$109.2 million** (FY2024: HK$9.4 million) and a significant one-off loss of approximately **HK$83.6 million** from the termination of the Cole Haan business[60](index=60&type=chunk) [Income Tax Expense](index=22&type=section&id=所得稅開支) The Group is exempt from income tax in the Cayman Islands and British Virgin Islands, with Hong Kong profits tax at 16.5% and Mainland China corporate income tax at 25% - The Group is not subject to income tax in the Cayman Islands and the British Virgin Islands[61](index=61&type=chunk)[62](index=62&type=chunk) - Hong Kong profits tax rate is **16.5%**, and Mainland China corporate income tax rate is **25%**[61](index=61&type=chunk)[62](index=62&type=chunk) [(Loss)/Profit for the Year](index=22&type=section&id=年內（虧損）╱溢利) The Group recorded a loss for the year of HK$178.1 million in FY2025, a turnaround from profit, primarily due to a significant decrease in investment property fair value and a one-off loss from terminating the Cole Haan business (Loss)/Profit for the Year (HK$ thousand) | Year | (Loss)/Profit for the Year | Change | | :--- | :--- | :--- | | 2025 | (178,100) | Turnaround to loss | | 2024 | 101,900 | | - Primarily due to a significant decrease in the fair value of investment properties of approximately **HK$109.2 million** and a one-off significant loss of approximately **HK$83.6 million** from the termination of the Cole Haan business[63](index=63&type=chunk) [Investment Properties](index=23&type=section&id=投資物業) As of June 30, 2025, the carrying value of investment properties decreased to HK$558.4 million, primarily comprising Sitoy Centre, Public Industrial Building, and parts of New Port Centre, held for rental income and capital appreciation Carrying Value of Investment Properties (HK$ thousand) | Year | Carrying Value of Investment Properties | | :--- | :--- | | June 30, 2025 | 558,400 | | June 30, 2024 | 683,100 | - Investment properties include Sitoy Centre (partial floors), 4th to 5th floors of Public Industrial Building, and Unit 1011, 10th Floor, Tower 1, New Port Centre[64](index=64&type=chunk)[65](index=65&type=chunk)[67](index=67&type=chunk) - Sitoy Centre has a total gross floor area of approximately **70,000 square feet**, with some floors for the Group's own use and others for lease[64](index=64&type=chunk) [Cash and Cash Equivalents](index=24&type=section&id=現金及現金等價物) As of June 30, 2025, cash and cash equivalents decreased by 5.0% to HK$437.4 million, primarily due to reduced net cash flow from operating activities Cash and Cash Equivalents (HK$ thousand) | Year | Cash and Cash Equivalents | | :--- | :--- | | June 30, 2025 | 437,400 | | June 30, 2024 | 460,600 | [Capital Expenditure](index=24&type=section&id=資本開支) Capital expenditure reached HK$40.3 million in FY2025, primarily allocated to expanding retail operations and upgrading and expanding manufacturing facilities in China and Indonesia Capital Expenditure (HK$ thousand) | Year | Capital Expenditure | | :--- | :--- | | 2025 | 40,300 | - Capital expenditure primarily involved expanding retail operations and upgrading and expanding manufacturing facilities in China and Indonesia[69](index=69&type=chunk) [Material Investments](index=24&type=section&id=重大投資) The Group held no material investments in FY2025 - The Group held no material investments in FY2025[70](index=70&type=chunk) [Material Acquisitions and Disposals of Subsidiaries, Associates and Joint Ventures](index=24&type=section&id=重大收購及出售附屬公司、聯營公司及合營公司) The Group did not undertake any other material acquisitions or disposals of subsidiaries, associates, or joint ventures in FY2025 - The Group did not undertake any other material acquisitions or disposals of subsidiaries, associates, or joint ventures in FY2025[71](index=71&type=chunk) [Treasury Policy](index=24&type=section&id=庫務政策) The Group adopts a prudent treasury policy to effectively control treasury operations, reduce borrowing costs, and maintain sufficient cash and cash equivalents for short-term financing needs, with the Board regularly reviewing the policy for effectiveness - The treasury policy aims to effectively control treasury operations, reduce borrowing costs, and maintain sufficient cash to meet short-term financing needs[72](index=72&type=chunk) - The Board regularly reviews and evaluates the treasury policy to ensure financial resources are utilized in the most cost-effective and efficient manner[72](index=72&type=chunk) [Liquidity and Financial Resources](index=25&type=section&id=流動資金及財務資源) The Group maintains a robust liquidity and financial resources position with sufficient cash, bank balances, and bank facilities to meet business development, operating, and capital expenditure requirements, reporting net debt less than zero as of June 30, 2025, thus no gearing ratio is presented Cash and Cash Equivalents (HK$ thousand) | Year | Cash and Cash Equivalents | | :--- | :--- | | June 30, 2025 | 437,400 | | June 30, 2024 | 460,600 | - Cash is primarily denominated in **HKD, RMB, EUR, USD, and IDR**[73](index=73&type=chunk) - As of June 30, 2025, the Group's net debt was less than zero, hence no gearing ratio is presented[73](index=73&type=chunk) [Foreign Exchange Risk](index=25&type=section&id=外匯風險) The Group faces foreign exchange risk from USD, EUR, RMB, and IDR against HKD, which it mitigates through centralized foreign exchange management, matching income and expense currencies, and using forward contracts when natural hedging is not possible - In FY2025, **56.5%** of the Group's sales were denominated in currencies other than the functional currency of the business unit, while approximately **86.8%** of costs were denominated in the functional currency of the unit[74](index=74&type=chunk) - Major transaction currencies include **HKD, USD, EUR, RMB, and IDR**[74](index=74&type=chunk) - The Group mitigates foreign exchange risk through centralized foreign exchange management, matching income and expense currencies, and using foreign exchange forward contracts when natural hedging is not possible[75](index=75&type=chunk) - As of June 30, 2025, and 2024, the Group had no outstanding foreign exchange forward contracts or other unexercised financial derivative instruments[75](index=75&type=chunk) [Pledged Assets](index=26&type=section&id=資產抵押) As of June 30, 2025, approximately HK$26.6 million in fixed deposits were pledged as security for bank facilities Pledged Deposits (HK$ thousand) | Year | Pledged Deposits | | :--- | :--- | | June 30, 2025 | 26,600 | | June 30, 2024 | 25,900 | [Inventory Turnover Days](index=26&type=section&id=存貨周轉天數) Inventory turnover days decreased to 70 days in FY2025, primarily due to a lower average inventory level after the termination of the Cole Haan business Inventory Turnover Days (Days) | Year | Inventory Turnover Days | | :--- | :--- | | 2025 | 70 | | 2024 | 79 | [Trade Receivables Turnover Days](index=26&type=section&id=貿易應收賬款周轉天數) Trade receivables turnover days decreased to 65 days in FY2025, reflecting the Group's strict credit control policies Trade Receivables Turnover Days (Days) | Year | Trade Receivables Turnover Days | | :--- | :--- | | 2025 | 65 | | 2024 | 78 | - The Group implements strict credit control policies and has not encountered any significant credit risks[78](index=78&type=chunk) [Trade Payables and Bills Payable Turnover Days](index=26&type=section&id=貿易應付賬款及應付票據周轉天數) Trade payables and bills payable turnover days decreased to 63 days in FY2025 Trade Payables and Bills Payable Turnover Days (Days) | Year | Trade Payables and Bills Payable Turnover Days | | :--- | :--- | | 2025 | 63 | | 2024 | 66 | - Trade payables are non-interest bearing and generally settled within **90 days**[79](index=79&type=chunk) [Off-Balance Sheet Commitments and Arrangements and Contingent Liabilities](index=26&type=section&id=資產負債表外承擔及安排及或然負債) As of June 30, 2025, the Group had no material off-balance sheet commitments, arrangements, or contingent liabilities - As of June 30, 2025, the Group had no material off-balance sheet commitments, arrangements, or contingent liabilities[80](index=80&type=chunk) [Employees](index=26&type=section&id=僱員) As of June 30, 2025, the Group employed approximately 5,000 staff, offering competitive remuneration, benefits, accommodation, recreational facilities, and training programs, alongside share option and share award schemes to recognize contributions - As of June 30, 2025, the Group had approximately **5,000 employees**[81](index=81&type=chunk) - The Group provides basic salaries, performance bonuses, social insurance, housing provident funds, staff accommodation, recreational facilities, and training programs[81](index=81&type=chunk) - Share option scheme (approved in 2011) and share award scheme (approved in 2018) have been adopted to recognize employee contributions[82](index=82&type=chunk) [Proposed Dividends](index=27&type=section&id=建議股息) An interim dividend of 2 HK cents per share was paid in FY2025, and a special dividend of 4 HK cents per share is proposed, payable on or before December 22, 2025, subject to shareholder approval - An interim dividend of **2 HK cents** per share was paid on April 28, 2025[83](index=83&type=chunk) - The Board proposed a special dividend of **4 HK cents** per share for FY2025, subject to approval at the Annual General Meeting on November 17, 2025[83](index=83&type=chunk) [Closure of Register of Members](index=27&type=section&id=暫停辦理股份過戶登記手續) The company will suspend its register of members from November 11 to November 17, 2025, to determine eligibility for attending the AGM, and from November 25 to November 28, 2025, to determine eligibility for receiving the proposed dividend - The register of members will be closed from Tuesday, November 11, 2025, to Monday, November 17, 2025, to determine shareholders' eligibility to attend the 2025 Annual General Meeting[84](index=84&type=chunk) - The register of members will be closed from Tuesday, November 25, 2025, to Friday, November 28, 2025, to determine shareholders' eligibility to receive the proposed dividend[85](index=85&type=chunk) [Corporate Governance and Others](index=27&type=section&id=企業管治及其他) This section outlines the company's commitment to corporate governance, including securities trading by directors, audit committee functions, auditor re-appointment, and publication of financial reports [Securities Transactions by Directors and Relevant Employees](index=27&type=section&id=董事及相關僱員的證券交易) The company adopted the Model Code for Securities Transactions by Directors of Listed Issuers and requires relevant employees to adhere to no less exacting written guidelines, with all directors confirming full compliance in FY2025 and no non-compliance by relevant employees - The company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix C3 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited[86](index=86&type=chunk) - All directors confirmed full compliance with the Model Code in FY2025, and no non-compliance by relevant employees with these guidelines was noted[86](index=86&type=chunk)[87](index=87&type=chunk) [Corporate Governance](index=28&type=section&id=企業管治) The company is committed to establishing sound corporate governance practices and procedures to achieve transparency, accountability, and value creation for shareholders, with the Board adopting practices that meet or exceed the Corporate Governance Code and confirming compliance in FY2025 - The company is committed to establishing sound corporate governance practices and procedures to be a transparent and accountable enterprise, focusing on risk management, internal controls, fair disclosure, and accountability to all shareholders[88](index=88&type=chunk) - The Board has adopted a set of corporate governance practices that comply with or are no less exacting than the requirements of the Corporate Governance Code set out in Appendix C1 of the Listing Rules, and confirmed compliance with the Code provisions in FY2025[89](index=89&type=chunk) [Audit Committee](index=28&type=section&id=審核委員會) The Audit Committee, established in accordance with the Corporate Governance Code, is responsible for reviewing and overseeing the Group's financial reporting process, risk management, and internal control systems, and has reviewed the FY2025 annual results - The Audit Committee comprises three independent non-executive directors: Mr. Yeung Chi Tat (Chairman), Mr. Kwan Po Chuen, and Ms. Li Po Yuk[90](index=90&type=chunk) - The Committee's primary responsibilities include reviewing and overseeing the Group's financial reporting process, risk management, and internal control systems related to financial reporting, and has reviewed and discussed the Group's annual results for FY2025[90](index=90&type=chunk) [Auditor](index=28&type=section&id=核數師) A resolution will be proposed at the upcoming Annual General Meeting to re-appoint Ernst & Young as the company's auditor - A resolution will be proposed to re-appoint Ernst & Young as the company's auditor until the conclusion of the next Annual General Meeting[91](index=91&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=28&type=section&id=購買、出售或贖回本公司上市證券) Neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities during FY2025 - Neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities during FY2025[92](index=92&type=chunk) [Publication of Annual Results Announcement and Annual Report](index=29&type=section&id=刊發全年業績公佈及年度報告) This annual results announcement has been published on the company's and Stock Exchange's websites, with the annual report to be dispatched to shareholders and posted on the same websites in due course - This annual results announcement has been published on the company's website (www.sitoy.com) and the Stock Exchange's website (www.hkexnews.hk)[93](index=93&type=chunk) - The company's annual report for FY2025 will be dispatched to shareholders and posted on the aforementioned websites in due course[93](index=93&type=chunk) [Board of Directors](index=29&type=section&id=董事會成員) As of the announcement date, the Board of Directors includes executive directors Mr. Yeung Wah Keung, Dr. Yeung Wo Fai, Mr. Yeung Kin, and Mr. Chan Tung Chit, along with independent non-executive directors Mr. Yeung Chi Tat, Mr. Kwan Po Chuen, and Ms. Li Po Yuk - Executive Directors are Mr. Yeung Wah Keung, Dr. Yeung Wo Fai, Mr. Yeung Kin, and Mr. Chan Tung Chit[95](index=95&type=chunk) - Independent Non-executive Directors are Mr. Yeung Chi Tat, Mr. Kwan Po Chuen, and Ms. Li Po Yuk[95](index=95&type=chunk)

[Company Information](index=3&type=section&id=Company%20Information) This section provides an overview of the company's board composition, committees, contact details, and professional advisors [Board Members and Committees](index=3&type=section&id=Board%20Members%20and%20Committees) The company's board comprises executive, non-executive, and independent non-executive directors, with committees ensuring robust corporate governance - Executive Directors include Mr. Zhao Peng (Founder, Chairman, and CEO), Mr. Chen Xu, Mr. Zhang Yu, Mr. Zhang Tao, and Ms. Wang Xiehua[5](index=5&type=chunk) - Independent Non-Executive Directors include Mr. Sun Yonggang, Mr. Li Yan, Ms. Liu Hongyu (effective May 22, 2025), and Ms. Dong Mengyuan (resigned on August 20, 2025)[5](index=5&type=chunk) - The Audit Committee Chair is Ms. Liu Hongyu (effective August 20, 2025), the Remuneration Committee Chair is Mr. Sun Yonggang, the Nomination Committee Chair is Mr. Li Yan, and the Corporate Governance Committee Chair is Mr. Li Yan[5](index=5&type=chunk) [Company Contact and Professional Advisors](index=3&type=section&id=Company%20Contact%20and%20Professional%20Advisors) The company's headquarters are in Beijing, with a principal place of business in Hong Kong, supported by PwC as auditor and Guotai Junan as compliance advisor - The headquarters and principal place of business in China are located on the 21st floor of Guanjie Building, Taiyanggong Middle Road, Chaoyang District, Beijing, People's Republic of China[5](index=5&type=chunk) - The auditor is PricewaterhouseCoopers, and the Hong Kong Share Registrar is Hong Kong Central Share Registrar Limited[8](index=8&type=chunk) - The company's shares are listed on the Hong Kong Stock Exchange (stock code: 2076) and Nasdaq (ticker symbol: BZ)[8](index=8&type=chunk) [Financial Performance Summary](index=5&type=section&id=Financial%20Performance%20Summary) This section highlights key financial metrics for the interim period, including revenue, operating profit, net income, and adjusted net income [Interim Financial Performance Overview](index=5&type=section&id=Interim%20Financial%20Performance%20Overview) For the six months ended June 30, 2025, the company reported significant year-over-year growth in revenue, operating profit, and net income, driven by reduced share-based compensation expenses Summary of Financial Performance for the Six Months Ended June 30 (RMB thousands) | Metric | 2024 (Unaudited) | 2025 (Unaudited) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 3,620,496 | 4,025,710 | 11.2% | | Operating Profit | 462,202 | 1,090,986 | 136.0% | | Profit Before Tax | 771,642 | 1,396,333 | 81.0% | | Net Income | 658,974 | 1,223,268 | 85.6% | | Adjusted Net Income (Non-GAAP) | 1,249,394 | 1,704,757 | 36.4% | - Adjusted net income is defined as net income excluding share-based compensation expenses, which are non-cash in nature, aiding in the comparison of operating performance across periods[11](index=11&type=chunk) Reconciliation of Adjusted Net Income to Net Income (RMB thousands) | Metric | 2024 (Unaudited) | 2025 (Unaudited) | | :--- | :--- | :--- | | Net Income | 658,974 | 1,223,268 | | Add: Share-based Compensation Expenses | 590,420 | 481,489 | | Adjusted Net Income (Non-GAAP) | 1,249,394 | 1,704,757 | [Business Review and Outlook](index=6&type=section&id=Business%20Review%20and%20Outlook) This section covers the company's operational achievements, management's perspectives, platform services, marketing strategies, recent developments, and future business prospects [Business Review for the Reporting Period](index=6&type=section&id=Business%20Review%20for%20the%20Reporting%20Period) For the six months ended June 30, 2025, the company achieved substantial MAU growth, expanded user penetration, integrated AI technology, and received an "A" MSCI ESG rating - For the six months ended June 30, 2025, Average Monthly Active Users (MAU) reached **60.6 million**, a **19.8% year-over-year increase**[15](index=15&type=chunk) - The platform strategically penetrated diverse user groups, with increased proportions of blue-collar users, lower-tier cities, and SME clients[15](index=15&type=chunk) - The company deepened AI integration across technology, product, business, and operations, launching features like an AI interview training robot and AI-assisted search, and enhancing language generation and information retrieval with its self-developed Nanbeige large model[16](index=16&type=chunk) - The company received an **"A" rating in the MSCI ESG assessment** and was included in the S&P Global Sustainability Yearbook 2025 (Global and China editions)[16](index=16&type=chunk) [Management Commentary](index=6&type=section&id=Management%20Commentary) CEO Zhao Peng highlighted user growth, AI integration, and shareholder returns, while CFO Zhang Yu emphasized high-quality revenue and profit growth and the impact of the Hong Kong share offering - CEO Mr. Zhao Peng stated that in the first half of 2025, the company maintained industry-leading user growth, with a recovering recruitment market and significant increases in enterprise user activity and paying client base[17](index=17&type=chunk) - The Board approved an annual dividend policy, with an approximate **USD 80 million** dividend for the current year, and announced a share repurchase program of up to **USD 250 million**[17](index=17&type=chunk) - CFO Mr. Zhang Yu noted the company achieved high-quality growth in both revenue and profit margins, and the share offering completed in July (net proceeds of **HKD 2.2 billion**) enhanced stock trading liquidity in the Hong Kong market[17](index=17&type=chunk) [Platform and Services](index=7&type=section&id=Platform%20and%20Services) The company primarily offers efficient job-seeking and recruitment services through the BOSS Zhipin mobile app, utilizing a "direct hiring model" and generating revenue from enterprise-paid services - The core platform is the BOSS Zhipin mobile application, employing a "direct hiring model" to connect job seekers with enterprise users, emphasizing two-way communication and bilateral recommendations[18](index=18&type=chunk) - Revenue primarily derives from paid online recruitment services provided to enterprise users, including job postings, candidate recommendations, direct communication, and value-added features[20](index=20&type=chunk) - Free job-seeking services are offered to job seekers, along with paid value-added features to enhance job preparation and competitiveness[20](index=20&type=chunk)[22](index=22&type=chunk) [Sales and Marketing Strategy](index=7&type=section&id=Sales%20and%20Marketing%20Strategy) The company leverages a proprietary CRM system for targeted sales, acquires users through online third-party channels and brand reputation, and promotes its image via diverse marketing initiatives - A proprietary CRM system assists the sales team in identifying recruiters with bulk purchasing or customized service needs, integrating data-driven insights to drive paid conversions[21](index=21&type=chunk) - User traffic primarily originates from paid acquisition through online third-party channels (app stores, search engines, news feeds, and social networking platforms), as well as organic traffic from word-of-mouth and brand recognition[21](index=21&type=chunk) - Brand image is promoted through outdoor advertising, TV commercials, video advertisements, and major domestic and international events[21](index=21&type=chunk) [Recent Developments](index=8&type=section&id=Recent%20Developments) The company completed a share offering in July 2025, approved an annual dividend policy, and extended its share repurchase program, enhancing financial flexibility and shareholder returns - A share offering was completed on July 4, 2025, involving 34,500,000 shares, with net proceeds of approximately **HKD 2.2 billion**[24](index=24&type=chunk) - The Board approved an annual dividend policy, proposing an annual cash dividend of **USD 0.084 per ordinary share** or **USD 0.168 per American Depositary Share**, totaling approximately **USD 80 million**[25](index=25&type=chunk) - The share repurchase program was extended by 12 months to August 28, 2026, authorizing repurchases of up to **USD 250 million** in shares[27](index=27&type=chunk) [Business Outlook](index=9&type=section&id=Business%20Outlook) For the second half of 2025, the company aims to sustain user growth, deepen AI integration, and provide intelligent, one-stop recruitment services to diverse user groups - In the second half of 2025, the company will continue to maintain robust user growth and further penetrate more industries, regions, and diverse enterprise types[28](index=28&type=chunk) - The company will continuously deepen the application and integration of AI technology in its core business scenarios, optimizing algorithmic models and expanding the boundaries of intelligent applications to provide an intelligent, one-stop recruitment service experience[28](index=28&type=chunk) [Management Discussion and Analysis](index=10&type=section&id=Management%20Discussion%20and%20Analysis) This section provides a detailed analysis of the company's financial results, including revenue, cost, profit, tax, liquidity, capital resources, and employee information [Financial Performance Overview](index=10&type=section&id=Financial%20Performance%20Overview) For the six months ended June 30, 2025, the company reported total revenue of RMB 4.026 billion, with significant increases in operating profit and net income Condensed Consolidated Statements of Comprehensive Income for the Six Months Ended June 30 (RMB thousands) | Metric | 2024 (Unaudited) | 2025 (Unaudited) | | :--- | :--- | :--- | | **Revenue** | | | | Online Recruitment Services to Enterprise Clients | 3,576,810 | 3,978,981 | | Others | 43,686 | 46,729 | | **Total Revenue** | **3,620,496** | **4,025,710** | | **Operating Costs and Expenses** | | | | Cost of Revenue | (611,971) | (618,265) | | Sales and Marketing Expenses | (1,124,439) | (911,100) | | Research and Development Expenses | (911,298) | (839,614) | | General and Administrative Expenses | (531,682) | (576,485) | | **Total Operating Costs and Expenses** | **(3,179,390)** | **(2,945,464)** | | Other Operating Income, Net | 21,096 | 10,740 | | **Operating Profit** | **462,202** | **1,090,986** | | Interest and Investment Income, Net | 309,870 | 306,461 | | Foreign Exchange Gain | 93 | 54 | | Other Expenses, Net | (523) | (1,168) | | **Profit Before Tax** | **771,642** | **1,396,333** | | Income Tax Expense | (112,668) | (173,065) | | **Net Income** | **658,974** | **1,223,268** | Allocation of Share-based Compensation Expenses (RMB thousands) | Metric | 2024 (Unaudited) | 2025 (Unaudited) | | :--- | :--- | :--- | | Cost of Revenue | 22,416 | 16,507 | | Sales and Marketing Expenses | 141,954 | 126,593 | | Research and Development Expenses | 212,673 | 166,598 | | General and Administrative Expenses | 213,377 | 171,791 | | **Total** | **590,420** | **481,489** | [Revenue and Cost Analysis](index=11&type=section&id=Revenue%20and%20Cost%20Analysis) Total revenue increased by 11.2% year-over-year, driven by paid enterprise clients, while marketing and R&D expenses decreased, and general and administrative expenses rose - Total revenue increased by **11.2%** from **RMB 3.6205 billion** in the first half of 2024 to **RMB 4.0257 billion** in the first half of 2025, primarily driven by growth in paying enterprise clients[33](index=33&type=chunk) - Sales and marketing expenses decreased by **19.0%** to **RMB 911.1 million**, mainly due to lower advertising and marketing expenses and employee-related costs[35](index=35&type=chunk) - Research and development expenses decreased by **7.9%** to **RMB 839.6 million**, primarily due to lower employee-related costs and cloud service expenses[36](index=36&type=chunk) - General and administrative expenses increased by **8.4%** to **RMB 576.5 million**, mainly due to higher employee-related costs[37](index=37&type=chunk) [Profit and Taxation](index=12&type=section&id=Profit%20and%20Taxation) Operating profit surged by 136.0% and net income by 85.6% year-over-year, while income tax expense also increased by 53.6% - Operating profit increased by **136.0%** from **RMB 462.2 million** in the first half of 2024 to **RMB 1.091 billion** in the first half of 2025[39](index=39&type=chunk) - Net income increased by **85.6%** from **RMB 659.0 million** in the first half of 2024 to **RMB 1.2233 billion** in the first half of 2025[41](index=41&type=chunk) - Income tax expense increased by **53.6%** to **RMB 173.1 million**[40](index=40&type=chunk) [Liquidity and Capital Resources](index=12&type=section&id=Liquidity%20and%20Capital%20Resources) As of June 30, 2025, the company maintained strong liquidity with RMB 16.0 billion in cash, deposits, and investments, no interest-bearing debt, and significant operating cash inflow - As of June 30, 2025, total cash and cash equivalents, short-term time deposits, and short-term investments amounted to **RMB 16.0 billion**[42](index=42&type=chunk) - For the six months ended June 30, 2025, net cash flow from operating activities was **RMB 2.1 billion**[42](index=42&type=chunk) - As of June 30, 2025, the Group had no interest-bearing bank or other borrowings, resulting in a **zero debt-to-equity ratio**[43](index=43&type=chunk)[48](index=48&type=chunk) - As of June 30, 2025, the Group had no significant investments, acquisitions, disposals, asset pledges, or material contingent liabilities[44](index=44&type=chunk)[45](index=45&type=chunk)[46](index=46&type=chunk)[50](index=50&type=chunk) - As of June 30, 2025, capital commitments were approximately **RMB 49.6 million**, primarily related to server purchases[51](index=51&type=chunk) [Employees and Compensation Policy](index=13&type=section&id=Employees%20and%20Compensation%20Policy) As of June 30, 2025, the company had 4,743 employees, with sales and marketing personnel forming the largest group, supported by competitive compensation and benefits - As of June 30, 2025, the Group had a total of **4,743 employees**[52](index=52&type=chunk) Total Full-time Employees by Function as of June 30, 2025 | Function | Number of Employees | Percentage of Total | | :--- | :--- | :--- | | Sales and Marketing | 2,384 | 50.3% | | Research and Development | 1,192 | 25.1% | | Operations | 771 | 16.3% | | General and Administrative | 396 | 8.3% | | **Total** | **4,743** | **100.0%** | - The company offers competitive salaries, incentive share grants, and other benefits, and participates in various government statutory employee benefit plans[52](index=52&type=chunk) [Corporate Governance](index=13&type=section&id=Corporate%20Governance) This section details the company's corporate governance framework, including its Weighted Voting Rights structure, compliance with governance codes, and the functions of its board committees [Weighted Voting Rights (WVR) Structure](index=14&type=section&id=Weighted%20Voting%20Rights%20(WVR)%20Structure) The company operates with a WVR structure, granting Class B ordinary shares ten votes per share (except for reserved matters), with Mr. Zhao Peng as the WVR beneficiary - The company's share capital includes Class A ordinary shares (one vote per share) and Class B ordinary shares (ten votes per share), except for resolutions related to reserved matters[54](index=54&type=chunk) - Mr. Zhao Peng is the WVR beneficiary, and as of June 30, 2025, beneficially owned and controlled approximately **14.7%** of the issued shares through Techwolf Limited, but held approximately **63.3%** of the voting rights for shareholder resolutions concerning matters other than reserved matters[55](index=55&type=chunk) - The WVR structure will terminate upon the death of the WVR beneficiary, their cessation as a Board member, transfer of beneficial ownership of Class B ordinary shares, or conversion of all Class B ordinary shares to Class A ordinary shares[56](index=56&type=chunk)[57](index=57&type=chunk) [Compliance with Corporate Governance Code and Model Code](index=15&type=section&id=Compliance%20with%20Corporate%20Governance%20Code%20and%20Model%20Code) The company generally complied with the Corporate Governance Code, with a noted deviation regarding the separation of Chairman and CEO roles, and adhered to its securities dealing code - The company deviated from Corporate Governance Code Provision C.2.1, as Mr. Zhao Peng serves as both Chairman and CEO, an arrangement the Board believes ensures consistent leadership and efficient strategic planning[58](index=58&type=chunk) - The company adopted a code (no less exacting than the Model Code) as its securities dealing code, governing securities transactions by directors and relevant employees[59](index=59&type=chunk) - All directors and relevant employees confirmed compliance with the code throughout the reporting period[60](index=60&type=chunk) [Functions of Board Committees](index=15&type=section&id=Functions%20of%20Board%20Committees) The Board has established Audit, Remuneration, Nomination, and Corporate Governance Committees, each with defined mandates to ensure oversight and adherence to governance principles - The Board has established an Audit Committee, a Remuneration Committee, a Nomination Committee, and a Corporate Governance Committee, each with clearly defined written terms of reference[61](index=61&type=chunk) - The Audit Committee's primary responsibilities include monitoring the integrity of financial statements, compliance with laws and regulations, and reviewing internal controls and related party transactions[63](index=63&type=chunk) - The Corporate Governance Committee's primary responsibilities include ensuring the company's operations and management align with the interests of all shareholders, complying with listing rules, maintaining the WVR structure, and formulating corporate governance guidelines[64](index=64&type=chunk) - The Corporate Governance Committee confirmed that the WVR beneficiary remained a Board member throughout the reporting period and complied with relevant listing rules[66](index=66&type=chunk) [Other Information](index=18&type=section&id=Other%20Information) This section provides disclosures on directors' and major shareholders' interests, share incentive plans, and other significant events or non-events during and after the reporting period [Interests of Directors and Chief Executive](index=18&type=section&id=Interests%20of%20Directors%20and%20Chief%20Executive) As of June 30, 2025, Mr. Zhao Peng held 100% of Class B ordinary shares through a controlled entity, while other directors held varying amounts of Class A ordinary shares Directors' and Chief Executive's Interests in Shares (as of June 30, 2025) | Name | Nature of Interest | Number of Shares | Approximate Percentage of Interest in Each Class of Shares | | :--- | :--- | :--- | :--- | | Mr. Zhao | Interest through Controlled Corporation | 134,587,401 Class B Ordinary Shares (L) | 100.00% | | Mr. Zhang Yu | Beneficial Interest | 7,196,950 Class A Ordinary Shares (L) | 0.92% | | Mr. Chen Xu | Beneficial Interest | 1,912,916 Class A Ordinary Shares (L) | 0.24% | | Mr. Zhang Tao | Beneficial Interest | 3,023,258 Class A Ordinary Shares (L) | 0.39% | | Ms. Wang Xiehua | Beneficial Interest | 989,176 Class A Ordinary Shares (L) | 0.13% | | Mr. Sun Yonggang | Beneficial Interest | 22,370 Class A Ordinary Shares (L) | 0.00% | | Mr. Li Yan | Beneficial Interest | 8,424 Class A Ordinary Shares (L) | 0.00% | | Ms. Dong Mengyuan | Beneficial Interest | 8,424 Class A Ordinary Shares (L) | 0.00% | | Ms. Liu Hongyu | Beneficial Interest | 8,424 Class A Ordinary Shares (L) | 0.00% | - Mr. Zhao's Class B ordinary shares are held by Techwolf Limited, a British Virgin Islands company, whose entire interest is held by a trust established by Mr. Zhao for his and his family's benefit[71](index=71&type=chunk) [Major Shareholders' Interests](index=20&type=section&id=Major%20Shareholders'%20Interests) As of June 30, 2025, JPMorgan Chase & Co., The Capital Group Companies, Inc., and Tencent Holdings Limited (through Image Frame Investment (Hong Kong) Limited) were major holders of Class A ordinary shares, while UBS Trustees and Techwolf Limited held Class B ordinary shares Major Shareholders' Interests in Shares (as of June 30, 2025) | Name | Capacity / Nature of Interest | Number of Shares | Approximate Percentage of Interest in Each Class of Shares | | :--- | :--- | :--- | :--- | | **Class A Ordinary Shares** | | | | | JPMorgan Chase & Co. | Investment Manager / Beneficial Owner, etc. | 125,249,737 (L) | 16.02% | | | | 101,396,041 (P) | 12.97% | | | | 6,031,201 (S) | 0.77% | | The Capital Group Companies, Inc. | Interest through Controlled Corporation | 94,065,248 (L) | 12.03% | | Image Frame Investment (Hong Kong) Limited | Beneficial Interest | 73,975,773 (L) | 9.46% | | Tencent Holdings Limited | Interest through Controlled Corporation | 73,975,773 (L) | 9.46% | | **Class B Ordinary Shares** | | | | | UBS Trustees (B.V.I.) Limited | Trustee | 134,587,401 (L) | 100.00% | | Techwolf Limited | Beneficial Interest | 134,587,401 (L) | 100.00% | | Mr. Zhao | Interest through Controlled Corporation, etc. | 134,587,401 (L) | 100.00% | - JPMorgan Chase & Co. held long positions, lending positions, and short positions in Class A ordinary shares[79](index=79&type=chunk) - Tencent Holdings Limited held interests in Class A ordinary shares through its subsidiary, Image Frame Investment (Hong Kong) Limited[79](index=79&type=chunk) [Share Incentive Plans](index=21&type=section&id=Share%20Incentive%20Plans) The company operates the 2020 Share Incentive Plan and the Post-IPO Share Plan, with outstanding share options and restricted share units under both as of June 30, 2025 - The company currently has two share incentive plans: the 2020 Share Incentive Plan and the Post-IPO Share Plan[76](index=76&type=chunk) - No further incentives have been granted under the 2020 Share Incentive Plan since the listing[78](index=78&type=chunk) Details of Outstanding Share Options under the 2020 Share Incentive Plan (as of June 30, 2025) | Name/Category | Outstanding as of January 1, 2025 | Exercised during the Reporting Period | Cancelled during the Reporting Period | Outstanding as of June 30, 2025 | | :--- | :--- | :--- | :--- | :--- | | Directors | 10,717,928 | 1,727,612 | – | 9,981,316 | | Other Grantees | 33,839,300 | 8,402,086 | 438,172 | 24,999,042 | | **Total** | **44,558,228** | **10,129,698** | **438,172** | **33,990,358** | Details of Outstanding Restricted Share Units under the 2020 Share Incentive Plan (as of June 30, 2025) | Name/Category | Outstanding as of January 1, 2025 | Vested and Settled during the Reporting Period | Cancelled during the Reporting Period | Outstanding as of June 30, 2025 | | :--- | :--- | :--- | :--- | :--- | | Directors | 964,424 | 67,210 | – | 997,134 | | Other Grantees | 7,242,526 | 1,184,202 | 822,368 | 5,235,956 | | **Total** | **8,206,950** | **1,251,412** | **822,368** | **6,133,170** | - As of June 30, 2025, **52,444,000 Class A ordinary shares** were available for grant under the Post-IPO Share Plan[87](index=87&type=chunk) Details of Outstanding Share Options under the Post-IPO Share Plan (as of June 30, 2025) | Name/Category | Outstanding as of January 1, 2025 | Granted during the Reporting Period | Exercised during the Reporting Period | Forfeited during the Reporting Period | Outstanding as of June 30, 2025 | | :--- | :--- | :--- | :--- | :--- | :--- | | Employee Participants | 120,000 | – | – | – | 120,000 | | **Total** | **120,000** | **–** | **–** | **–** | **120,000** | Details of Outstanding Restricted Share Units under the Post-IPO Share Plan (as of June 30, 2025) | Name/Category | Outstanding as of January 1, 2025 | Granted during the Reporting Period | Vested and Settled during the Reporting Period | Forfeited during the Reporting Period | Outstanding as of June 30, 2025 | | :--- | :--- | :--- | :--- | :--- | :--- | | Directors | 80,450 | 16,848 | 28,220 | – | 52,238 | | Employee Participants | 23,254,626 | 4,114,696 | 4,937,144 | 1,003,426 | 21,428,752 | | **Total** | **23,330,864** | **4,131,544** | **4,969,576** | **1,003,426** | **21,489,406** | [Other Disclosures](index=26&type=section&id=Other%20Disclosures) During the reporting period, the company did not engage in securities transactions, major litigation, or director changes, and post-period, completed a share offering, approved a dividend, and extended its share repurchase program - During the reporting period, neither the company nor any of its subsidiaries purchased, sold, or redeemed any listed securities[93](index=93&type=chunk) - For the six months ended June 30, 2025, the company was not involved in any material litigation or arbitration[95](index=95&type=chunk) - The Board does not recommend the distribution of any interim dividend for the six months ended June 30, 2025[96](index=96&type=chunk) - Subsequent to the reporting period, the company completed a share offering in July 2025, raising net proceeds of approximately **HKD 2.2 billion**; approved an annual dividend policy on August 20, 2025, proposing a total cash dividend of approximately **USD 80 million**; and extended its share repurchase program to August 28, 2026, authorizing repurchases of up to **USD 250 million** in shares[147](index=147&type=chunk) [Review Report on Interim Financial Information](index=28&type=section&id=Review%20Report%20on%20Interim%20Financial%20Information) This section presents the auditor's review report on the company's interim financial information, confirming its preparation in accordance with U.S. GAAP [Auditor's Review Report](index=28&type=section&id=Auditor's%20Review%20Report) PwC reviewed the company's interim financial information for the six months ended June 30, 2025, in accordance with ISRE 2410, finding no material non-compliance with U.S. GAAP - PricewaterhouseCoopers reviewed the company's interim financial information for the six months ended June 30, 2025[102](index=102&type=chunk) - The review was conducted in accordance with International Standard on Review Engagements 2410, with a scope smaller than an audit, thus no audit opinion is expressed[103](index=103&type=chunk) - The auditor found no matters leading them to believe that the interim financial information was not prepared, in all material respects, in accordance with U.S. GAAP[104](index=104&type=chunk) [Unaudited Condensed Consolidated Financial Statements and Notes](index=28&type=section&id=Unaudited%20Condensed%20Consolidated%20Financial%20Statements%20and%20Notes) This section includes the unaudited condensed consolidated financial statements and their accompanying notes, providing detailed financial position, performance, and cash flow information [Unaudited Condensed Consolidated Balance Sheets](index=29&type=section&id=Unaudited%20Condensed%20Consolidated%20Balance%20Sheets) As of June 30, 2025, the company reported total assets of RMB 21.184 billion, with significant liquidity, total liabilities of RMB 4.347 billion, and total shareholders' equity of RMB 16.837 billion Unaudited Condensed Consolidated Balance Sheets (Summary, RMB thousands) | Metric | As of December 31, 2024 | As of June 30, 2025 | | :--- | :--- | :--- | | **Assets** | | | | Total Current Assets | 15,100,383 | 16,627,877 | | Total Non-current Assets | 4,210,289 | 4,556,078 | | **Total Assets** | **19,310,672** | **21,183,955** | | **Liabilities and Shareholders' Equity** | | | | Total Current Liabilities | 4,192,056 | 4,237,752 | | Total Non-current Liabilities | 155,796 | 109,240 | | **Total Liabilities** | **4,347,852** | **4,346,992** | | Total Shareholders' Equity of Kanzhun Limited | 14,867,371 | 16,752,836 | | Non-controlling Interests | 95,449 | 84,127 | | **Total Shareholders' Equity** | **14,962,820** | **16,836,963** | | **Total Liabilities and Shareholders' Equity** | **19,310,672** | **21,183,955** | - As of June 30, 2025, cash and cash equivalents were **RMB 3.160 billion**, short-term time deposits were **RMB 5.479 billion**, and short-term investments were **RMB 7.383 billion**[106](index=106&type=chunk) - As of June 30, 2025, deferred revenue was **RMB 3.301 billion**, and other payables and accrued liabilities were **RMB 709 million**[106](index=106&type=chunk) [Unaudited Condensed Consolidated Statements of Comprehensive Income](index=31&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income) For the six months ended June 30, 2025, the company achieved total revenue of RMB 4.026 billion and net income of RMB 1.223 billion, with basic and diluted net income per share of RMB 1.41 and RMB 1.37, respectively Unaudited Condensed Consolidated Statements of Comprehensive Income (Summary, RMB thousands) | Metric | 2024 (Unaudited) | 2025 (Unaudited) | | :--- | :--- | :--- | | Total Revenue | 3,620,496 | 4,025,710 | | Operating Profit | 462,202 | 1,090,986 | | Net Income | 658,974 | 1,223,268 | | Net Income Attributable to Ordinary Shareholders of Kanzhun Limited | 666,684 | 1,234,532 | | Basic Net Income Per Share | 0.75 | 1.41 | | Diluted Net Income Per Share | 0.73 | 1.37 | | Total Comprehensive Income | 724,880 | 1,205,411 | - The weighted average number of ordinary shares used to calculate basic net income per share was **876,959,135 shares**, and for diluted net income per share was **901,237,045 shares**[111](index=111&type=chunk) - Total other comprehensive income was **RMB (17.86) million**, primarily impacted by foreign currency translation adjustments[111](index=111&type=chunk) [Unaudited Condensed Consolidated Statements of Cash Flows](index=33&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) For the six months ended June 30, 2025, the company generated RMB 2.055 billion in net cash from operating activities, used RMB 1.503 billion in investing activities, and had RMB 58.28 million in net cash from financing activities Unaudited Condensed Consolidated Statements of Cash Flows (Summary, RMB thousands) | Metric | 2024 (RMB thousands) | 2025 (RMB thousands) | | :--- | :--- | :--- | | Net Cash Flows from Operating Activities | 1,774,097 | 2,055,005 | | Net Cash Flows Used in Investing Activities | (595,771) | (1,503,279) | | Net Cash Flows (Used in) / From Financing Activities | (186,425) | 58,278 | | Effect of Exchange Rate Changes on Cash and Cash Equivalents | 7,530 | (3,588) | | Net Increase in Cash and Cash Equivalents | 999,431 | 606,416 | | Cash and Cash Equivalents at End of Period | 3,472,390 | 3,159,506 | - Cash outflow from investing activities increased, primarily due to increased purchases of short-term and long-term investments[112](index=112&type=chunk) - Cash flow from financing activities shifted from a net outflow to a net inflow, mainly influenced by increased proceeds from share-based compensation exercises and reduced share repurchase payments[114](index=114&type=chunk) [Unaudited Condensed Consolidated Statements of Changes in Shareholders' Equity](index=35&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Shareholders'%20Equity) As of June 30, 2025, total shareholders' equity increased to RMB 16.837 billion, primarily influenced by net income, share-based compensation, and share option exercises Unaudited Condensed Consolidated Statements of Changes in Shareholders' Equity (Summary, RMB thousands) | Metric | Balance as of January 1, 2025 | Net Income | Foreign Currency Translation Adjustment | Unrealized Gain on Available-for-Sale Investments | Share-based Compensation Expenses | Exercise of Share Options and Vesting of RSUs | Issuance of Ordinary Shares as Treasury Shares | Balance as of June 30, 2025 | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Ordinary Shares Amount | 571 | – | – | – | – | – | 15 | 586 | | Treasury Shares | (1,519,708) | – | – | – | – | 799,323 | (15) | (720,400) | | Capital Surplus | 16,234,535 | – | – | – | 481,489 | (612,080) | – | 16,103,944 | | Accumulated Other Comprehensive Income | 1,054,562 | – | (41,592) | 23,793 | – | – | – | 1,036,763 | | Retained Earnings / (Accumulated Deficit) | (917,640) | 1,234,532 | – | – | – | – | – | 316,892 | | Non-controlling Interests | 95,449 | (11,264) | (58) | – | – | – | – | 84,127 | | **Total Shareholders' Equity** | **14,962,820** | **1,223,268** | **(41,650)** | **23,793** | **481,489** | **187,243** | **–** | **16,836,963** | [Notes to the Unaudited Condensed Consolidated Financial Statements](index=36&type=section&id=Notes%20to%20the%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) These notes provide comprehensive details on the company's accounting policies, business acquisitions, investments, various financial accounts, revenue breakdown, operating leases, taxation, share-based compensation, related party transactions, commitments, and U.S. GAAP to IFRS reconciliation - The company completed the acquisition of approximately **77% equity interest** in W.D Technology Investment Group Limited on February 6, 2024, for a consideration of approximately **RMB 374.3 million**, resulting in goodwill of **RMB 0.839 million**[119](index=119&type=chunk)[120](index=120&type=chunk) Investment Portfolio (RMB thousands) | Investment Type | As of December 31, 2024 | As of June 30, 2025 | | :--- | :--- | :--- | | Total Short-term Investments | 6,639,389 | 7,383,188 | | Total Long-term Investments | 1,914,530 | 1,879,156 | - As of June 30, 2025, net accounts receivable and notes were **RMB 32.13 million**, with the highest proportion due within 3 months[121](index=121&type=chunk) - As of June 30, 2025, prepayments and other current assets were **RMB 561.4 million**, primarily comprising prepaid income tax and VAT, receivables from third-party online payment platforms, and receivables from share-based compensation exercises[123](index=123&type=chunk) - As of June 30, 2025, net property, equipment, and software amounted to **RMB 1.5141 billion**, and net intangible assets were **RMB 234.4 million**[124](index=124&type=chunk)[125](index=125&type=chunk) - As of June 30, 2025, accounts payable were **RMB 97.47 million**, and other payables and accrued liabilities were **RMB 708.8 million**[126](index=126&type=chunk)[127](index=127&type=chunk) Online Recruitment Services Revenue to Enterprise Clients by Client Type (RMB thousands) | Client Type | 2024 (RMB thousands) | 2025 (RMB thousands) | | :--- | :--- | :--- | | Key Account Clients | 812,146 | 967,233 | | Medium-sized Clients | 1,245,598 | 1,312,300 | | Small Clients | 1,519,066 | 1,699,448 | - As of June 30, 2025, total operating lease liabilities were **RMB 199.5 million**, with a weighted average remaining lease term of **2.01 years**[129](index=129&type=chunk) - The company's consolidated variable interest entity in mainland China, Beijing Huapin Borei Network Technology Co., Ltd., enjoys a **15% preferential tax rate** for high-tech enterprises and applies a **200% super deduction ratio** for R&D expenses[134](index=134&type=chunk) - As of June 30, 2025, unrecognized compensation expense related to share options was **USD 0.1 million**, and related to restricted share units was **USD 217.8 million**[138](index=138&type=chunk)[139](index=139&type=chunk) - The company has related party transactions with Tencent Group, primarily for procuring cloud services and online payment platform settlement services[142](index=142&type=chunk) - Significant differences exist between U.S. GAAP and IFRS regarding share-based compensation expenses, operating leases, long-term investments, preferred shares, and listing fees, with detailed reconciliations provided in the notes[148](index=148&type=chunk)[150](index=150&type=chunk)[151](index=151&type=chunk)[152](index=152&type=chunk)[153](index=153&type=chunk)[155](index=155&type=chunk) [Definitions](index=55&type=section&id=Definitions) This section provides definitions for key terms and abbreviations used throughout the report, ensuring clarity and consistent understanding for readers [Glossary of Terms](index=55&type=section&id=Glossary%20of%20Terms) This glossary defines essential terms, company names, share types, accounting standards, user metrics, committee names, and relevant regulations to facilitate report comprehension

Financial Performance - In the first half of 2025, the company achieved contracted sales of approximately RMB339.5 million, with a contracted sales area of approximately 31,839 square meters, indicating growth compared to the same period last year [16]. - The company's revenue for the first half of 2025 was approximately RMB1,376.3 million, representing a 14.8% year-on-year decrease [17]. - The gross profit for the first half of 2025 amounted to RMB6.2 million, primarily due to reduced gross losses from property deliveries compared to the previous year [17]. - The company recognized a net loss of approximately RMB1,146.6 million for the period, mainly driven by gross losses on delivered properties and increased expensed interest costs [17]. - The Group achieved contracted sales of RMB 339.5 million during the Reporting Period, representing a 189.4% increase compared to the same period in 2024 [30]. - The total contracted sales amount for the Reporting Period was RMB 339.5 million, compared to RMB 117.3 million in the same period of 2024 [36]. - The Group's performance indicates a strong recovery and growth trajectory in the property development sector [30]. - The Group's revenue decreased by 14.8% to RMB1,376.3 million from RMB1,614.6 million in the corresponding period of 2024, primarily due to a decline in property sales income [64]. - Income from property sales fell by 16.9% to RMB1,118.0 million from RMB1,345.2 million in the same period of 2024, mainly due to a decrease in the unit price of delivered properties [65]. - Gross profit for the Group was RMB6.2 million, a significant improvement from a gross loss of RMB245.6 million in the corresponding period of 2024 [72]. - Valuation losses on investment properties were RMB149.4 million, down from RMB199.3 million in the corresponding period of 2024, reflecting a decline in property market valuations [73]. Sales and Market Trends - The real estate market in China is experiencing moderate recovery, but ongoing market demand pressures remain, particularly in third- and fourth-tier cities [15]. - High-quality projects in first-tier and core cities have performed relatively steadily despite overall market challenges [15]. - Approximately 83.6% of the contracted sales were generated from the Midwest region [30]. - Contracted sales by type showed that residential properties accounted for 14% of the total area, while commercial properties and car parks made up 86% [36]. - The average unit price for contracted sales was RMB 7,950 per square meter [30]. - The average unit selling price for residential properties was RMB 12,480 per square meter, while for commercial properties and car parks, it was RMB 7,346 per square meter [36]. Operational Strategy - The company plans to enhance operational capabilities and activate asset value by promoting the upgrading and transformation of commercial streets, hotels, and properties [20]. - The company aims to accelerate business transformation by advancing healthcare and cultural tourism projects, focusing on integrated development pathways [22]. - The company will actively pursue debt restructuring to optimize its debt structure and alleviate liquidity pressures [23]. Construction and Development - The total gross floor area (GFA) of newly commenced construction and completed construction during the Reporting Period was nil, consistent with the corresponding period in 2024 [37]. - Total gross floor area (GFA) under construction as of June 30, 2024, is 1,000,874 square meters [41]. - The Bohai Rim region has a total GFA under construction of 516,158 square meters, with Shenyang contributing 94,349 square meters [41]. - The Yangtze River Delta region has a total GFA under construction of 259,382 square meters [41]. - The Pearl River Delta region has a total GFA under construction of 43,808 square meters [41]. - The Midwest region has a total GFA under construction of 181,526 square meters [41]. - The company is actively expanding its property development across multiple economic regions in China [42]. Financial Obligations and Restructuring - The company will actively pursue debt restructuring to optimize its debt structure and alleviate liquidity pressures [23]. - Total loans and borrowings amounted to RMB 23,186.0 million as of June 30, 2025, with a significant portion repayable within one year [104]. - Contracted capital commitments for properties under development amounted to RMB 4,271.8 million as of June 30, 2025, down from RMB 4,797.5 million as of December 31, 2024 [107]. - The Group has received cash totaling RMB4,466.4 million from the Eminent Star Disposal, which includes various deposits and installments [119][122]. - The Group's working capital has not been significantly affected by foreign exchange fluctuations [112][115]. Employee and Governance - As of June 30, 2025, the Group employed 1,613 employees, an increase from 1,524 employees in the corresponding period of 2024 [184]. - Staff costs for the Group during the reporting period were RMB92.7 million, down from RMB102.7 million in the corresponding period of 2024 [184]. - The Group made contributions of approximately RMB7.8 million to the employee retirement scheme for the six months ended June 30, 2025 [184]. - The Company has adopted and complied with all applicable code provisions of the Corporate Governance Code, except for deviations regarding the roles of chairman and CEO, which are held by Mr. Yi Xiaodi since May 11, 2018 [188]. - The management did not provide monthly updates to the Board during the reporting period, but quarterly management accounts were prepared for review [189]. Legal and Compliance Issues - The Stock Exchange issued statements of disciplinary action against the Company and several Directors for failing to publish annual and interim results on time and for not complying with announcement requirements [192]. - The Company and the relevant Directors did not contest their breaches and agreed to the sanctions imposed, including completing 24 hours of training on regulatory and legal topics [194]. - The Company is involved in ongoing litigation with HTI Financial Solutions Limited and Haitong International Financial Products Limited, claiming outstanding principal amounts of USD63,101,000 and USD95,000,000, respectively, along with accrued interest [176].