Financial Performance - Revenue for the six months ended June 30, 2025, increased to HKD 9,516,000 from HKD 8,105,000, representing a growth of 17.4% year-over-year[12] - Gross profit for the same period rose to HKD 9,516,000 compared to HKD 3,650,000, indicating a significant improvement in profitability[12] - Operating and administrative expenses decreased to HKD 9,733,000 from HKD 12,531,000, reflecting a reduction of 22.5%[12] - The company reported a profit before tax of HKD 2,154,000, a turnaround from a loss of HKD 15,547,000 in the previous year[12] - Basic earnings per share improved to HKD 0.35 from a loss of HKD 2.54, showcasing a strong recovery in earnings performance[12] - The company reported a profit attributable to equity holders of HKD 2,154,000 for the six months ended June 30, 2025, a recovery from a loss of HKD 15,324,000 in the same period of 2024[36] - Basic earnings per share for the six months ended June 30, 2025, was HKD 0.0035, compared to a loss per share in the previous year[39] - The profit attributable to equity holders for the period was approximately HKD 2,200,000, a turnaround from a loss of HKD 15,300,000 in the previous year[65] Assets and Liabilities - Non-current assets increased to HKD 26,957,000 from HKD 17,974,000, a growth of 50.5%[13] - Total assets increased to HKD 49,893,000 as of June 30, 2025, up from HKD 36,401,000 as of December 31, 2024, representing a growth of 37.1%[24] - Total liabilities decreased to HKD 10,240,000 as of June 30, 2025, down from HKD 15,438,000 as of December 31, 2024, a reduction of 33.5%[24] - The total equity increased to HKD 39,653,000 from HKD 20,963,000, reflecting a growth of 89.1%[14] - The total equity attributable to equity holders decreased to HKD (50,128,000) as of June 30, 2025, from HKD (34,804,000) at the beginning of the year[15] Cash Flow and Liquidity - Cash and cash equivalents rose to HKD 8,977,000 from HKD 6,375,000, an increase of 40.5%[13] - The company reported a net cash outflow from operating activities of HKD 1,443,000, an improvement from HKD 16,747,000 in the previous year[16] - The total cash and cash equivalents at the end of the period increased to HKD 8,977,000 from HKD 6,387,000, reflecting a positive cash flow trend[16] - The company has maintained a strong liquidity position with net current assets of HKD 13,988,000 compared to HKD 5,186,000 in the previous year[13] Segment Performance - Financial services revenue increased to HKD 6,629,000, up 88.5% from HKD 3,528,000 year-over-year[20] - The financial services segment generated a profit of HKD 2,909,000, while the corporate consulting segment contributed HKD 2,175,000[22] - The corporate consulting business generated revenue of approximately HKD 2,700,000 for the six months ended June 30, 2025, compared to HKD 3,400,000 for the same period in 2024[71] - The digital business segment reported no revenue for the current period, compared to HKD 618,000 in the previous year[20] - The digital business reported zero revenue for the six months ended June 30, 2025, down from HKD 900,000 in the same period of 2024, with a segment loss of HKD 200,000[72] Strategic Initiatives - The company is focused on expanding its market presence and enhancing its product offerings through ongoing research and development initiatives[12] - The company is focused on expanding its financial services and corporate consulting segments while exploring opportunities in the digital business[21] - The group is strategically expanding into the US and other regions to broaden its client base and enhance potential revenue growth in the financial services sector[81] - The group is actively seeking new opportunities to increase revenue sources, including discussions on asset management prospects under the Capital Investor Entry Scheme (CIES) and regulatory approvals for expanding its license to virtual asset investments[81] - The group completed the acquisition of LOOP Space on June 25, 2025, indicating a strategic intent to explore growth avenues in the digital and social interaction space[79] Shareholder Information - The company issued 90,000,000 shares as part of the acquisition of LOOP Space, a Web 3.0 social platform, on June 25, 2025[57] - As of June 30, 2025, the company had HKD 91,000,000 in perpetual convertible securities, which can be converted into 910,000,000 shares at a conversion price of HKD 0.10 per share[60] - The company completed a share subscription on June 25, 2025, issuing 30,860,000 shares at a subscription price of HKD 0.10 per share, raising a total of HKD 3,100,000[91] - The net proceeds from the share subscription are intended for operating LOOP Space, with an expected remaining net amount of approximately HKD 3,000,000[92] Governance and Compliance - The company has complied with the corporate governance code principles as of June 30, 2025, with some deviations noted[116] - The company’s chairman and CEO roles are held by the same individual, which deviates from the corporate governance code[117] - The audit committee has been established and consists of three independent non-executive directors, ensuring compliance with GEM listing rules[118] - The audit committee reviewed the unaudited condensed consolidated financial statements for the six months ended June 30, 2025, confirming adherence to applicable accounting standards and regulations[119]

[Corporate Information](index=3&type=section&id=CORPORATE%20INFORMATION) This section outlines Luyuan Group Holding (Cayman) Limited's registration in the Cayman Islands, headquarters in Jinhua, China, stock code 2451, and the composition of its board and committees [Company Basic Information](index=3&type=section&id=Company%20Basic%20Information) This section provides fundamental details of Luyuan Group Holding (Cayman) Limited, including its registration in the Cayman Islands, headquarters in Jinhua, China, stock code 2451, and the composition of its key governance bodies - Company registered in the **Cayman Islands**[4](index=4&type=chunk) - Headquarters in **Jinhua, Zhejiang Province, China**[4](index=4&type=chunk) - Stock code: **2451**[4](index=4&type=chunk) - Auditor: **PricewaterhouseCoopers**[10](index=10&type=chunk) [Definitions](index=6&type=section&id=DEFINITIONS) This section provides definitions for key terms used throughout the report, covering company entities, legal documents, committees, geographical regions, currencies, and share schemes to ensure clear understanding [Definitions](index=6&type=section&id=Definitions) This section provides definitions for key terms used throughout the report, covering company entities, legal documents, committees, geographical regions, currencies, and share schemes to ensure clear understanding - Reporting Period refers to **January 1, 2025, to June 30, 2025**[20](index=20&type=chunk) - Net Proceeds from the Global Offering were approximately **HKD 706.4 million**[19](index=19&type=chunk) - Company refers to **Luyuan Group Holding (Cayman) Limited**, an exempted limited liability company incorporated in the Cayman Islands on February 18, 2009[17](index=17&type=chunk) [Financial Summary](index=11&type=section&id=FINANCIAL%20SUMMARY) This section presents a concise overview of the company's key financial performance and position for the reporting period [Condensed Consolidated Income Statement](index=11&type=section&id=Condensed%20Consolidated%20Income%20Statement) For the six months ended June 30, 2025, the company achieved significant growth in both revenue and profit, with profit for the period increasing by 66.9% year-on-year Key Data from Condensed Consolidated Income Statement | Metric | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Revenue | 3,095,669 | 2,533,904 | +22.2% | | Profit before income tax | 117,224 | 66,704 | +75.7% | | Profit for the period | 110,116 | 65,988 | +66.9% | | Total comprehensive income for the period | 109,291 | 66,876 | +63.4% | [Condensed Consolidated Balance Sheet](index=12&type=section&id=Condensed%20Consolidated%20Balance%20Sheet) As of June 30, 2025, the company's total assets and liabilities both increased, with total assets reaching RMB 5,384.0 million and total equity increasing accordingly Key Data from Condensed Consolidated Balance Sheet | Metric | June 30, 2025 (RMB'000) | December 31, 2024 (RMB'000) | Change | | :--- | :--- | :--- | :--- | | Non-current assets | 1,678,949 | 1,656,054 | +1.38% | | Current assets | 3,705,080 | 2,668,289 | +38.85% | | Total assets | 5,384,029 | 4,324,343 | +24.50% | | Total equity | 1,580,138 | 1,497,732 | +5.50% | | Non-current liabilities | 401,102 | 309,445 | +29.62% | | Current liabilities | 3,402,789 | 2,517,166 | +35.10% | | Total liabilities | 3,803,891 | 2,826,611 | +34.58% | [Management Discussion and Analysis](index=13&type=section&id=MANAGEMENT%20DISCUSSION%20AND%20ANALYSIS) This section provides an in-depth review of the company's operational performance, strategic initiatives, and financial results for the reporting period [Business Review](index=13&type=section&id=BUSINESS%20REVIEW) During the reporting period, the electric two-wheeler market showed growth potential driven by new national standards and smart technologies, with the company's net profit significantly increasing by 66.9% due to product upgrades and improved channel efficiency - The electric two-wheeler market shows considerable long-term growth potential, driven by new national standards, natural replacement cycles, trade-in policies, and advancements in smart technology[29](index=29&type=chunk) - The company's net profit increased by approximately **66.9%** from **RMB 66.0 million** in the same period of 2024 to **RMB 110.1 million** in 2025[29](index=29&type=chunk) - Excluding the impact of share-based payment expenses, profit for the period was **RMB 141.2 million**, representing a year-on-year increase of approximately **114.0%**[29](index=29&type=chunk) [Research and Development](index=13&type=section&id=Research%20and%20Development) The company continues to invest in R&D, holding 912 patents and actively expanding into robotics, with R&D costs increasing by 13.3% - As of June 30, 2025, the company held **912 patents**, demonstrating a leading position in invention patents within the industry[30](index=30&type=chunk) - R&D costs increased by approximately **13.3%** year-on-year, from **RMB 92.0 million** in the same period of 2024 to **RMB 104.2 million** in 2025[34](index=34&type=chunk) - The company is actively developing key components for robotics and co-led the establishment of the Jinhua Economic Development Zone Robotics Industry Alliance[35](index=35&type=chunk) [Products](index=14&type=section&id=Products) The company's product line spans entry-level, mid-range, and high-end models, with a strategic focus on growth in the mid-to-high-end segments and successful new national standard certifications - Product lines cover entry-level, mid-range, and high-end models, strategically emphasizing growth in the mid-to-high-end market segments[36](index=36&type=chunk) - As of June 30, 2025, over **20 new models** were launched, including industry-leading products like K50, MS95, and Moda50D[36](index=36&type=chunk) - The company's products successfully obtained certification under the new "Implementation Rules for Compulsory Product Certification of Electric Bicycles," making it one of the first domestic enterprises to receive this new national standard certification[38](index=38&type=chunk) [Production](index=15&type=section&id=Production) The company's three smart production factories in Zhejiang, Guangxi, and Shandong are on the MIIT whitelist, with the Chongqing smart factory commencing operations in February 2025 to become a full-chain intelligent manufacturing leader - Three smart production factories in Zhejiang (Jinhua), Guangxi (Guigang), and Shandong (Linyi) have been listed on the Ministry of Industry and Information Technology (MIIT) industry whitelist[39](index=39&type=chunk) - The Chongqing smart production factory officially commenced operations in **February 2025**, aiming to become a full-chain intelligent manufacturing leading enterprise[39](index=39&type=chunk) - The company established a manufacturing division to promote resource sharing among different production bases, enhancing product consistency and quality[40](index=40&type=chunk) [Customers and Sales Channels of the Group](index=16&type=section&id=Customers%20and%20Sales%20Channels%20of%20the%20Group) The company's offline distribution network covers 336 cities with over 14,000 retail stores, complemented by online-offline integration driving significant sales and improved customer satisfaction, alongside strategic partnerships and international expansion - As of June 30, 2025, the offline distribution network covered **336 cities** across **31 provincial-level administrative regions** in mainland China, with over **14,000 offline retail stores**[42](index=42&type=chunk) - Online and offline integration led to sales of approximately **300,000 electric two-wheelers** in the past year, with customer satisfaction increasing by **20%** year-on-year[43](index=43&type=chunk) - Established a strategic partnership with Hellobike and became a major supplier for Didi Qingju and Meituan[45](index=45&type=chunk)[47](index=47&type=chunk) - During the reporting period, the company expanded its international business, entering **3 new countries** and achieving significant development in South Asia and Africa[46](index=46&type=chunk)[48](index=48&type=chunk) [Marketing](index=18&type=section&id=Marketing) The company's marketing strategy, centered on "One Vehicle for Ten Years," successfully engaged young female consumers through celebrity endorsements and IP collaborations, achieving over 1 billion online exposures and significant sales growth on Douyin, earning recognition as a "China's 500 Most Valuable Brands" - Marketing theme: "One Vehicle for Ten Years," enhancing deep interaction with consumers[50](index=50&type=chunk) - Expanded into the young female consumer market, inviting Liang Jie as "Spring Riding Ambassador" and launching co-branded products with the popular IP "ZANMANG LOOPY"[50](index=50&type=chunk) - Live streaming marketing achieved significant results: content exposure in collaboration with Wuyou Media exceeded **1 billion views**, online sales surpassed **RMB 500 million**, and total sales on the Douyin platform grew by **72.7%**[50](index=50&type=chunk) - The company was recognized by World Brand Lab as one of "China's 500 Most Valuable Brands"[51](index=51&type=chunk) [Environmental, social, and governance](index=19&type=section&id=Environmental%2C%20social%2C%20and%20governance) The company actively promotes electric two-wheeler battery safety through public awareness campaigns and achieves carbon reduction through core technologies like liquid-cooled motors, digital battery systems, and solid-state electrical systems, with its new Chongqing smart factory adhering to "green factory" standards - Launched the "National Safety Public Welfare Campaign" to promote electric two-wheeler battery safety knowledge and preventive measures[52](index=52&type=chunk) - Utilizes three core technologies—liquid-cooled motors, digital battery systems, and solid-state electrical systems—to enhance product energy efficiency and safety, promote resource conservation and recycling, and achieve carbon reduction[55](index=55&type=chunk) - The newly constructed Chongqing smart production factory strictly adheres to "green factory" standards, exploring carbon neutrality practices across the entire product lifecycle[56](index=56&type=chunk) [Outlook](index=21&type=section&id=OUTLOOK) The company has identified new growth opportunities and developed a comprehensive strategic roadmap, prioritizing high-end electric-assist bicycles and expanding into electric mobility ecosystem services in 2025, anticipating strong market growth and a shift towards quality-driven competition - In 2025, the company will prioritize the development of high-end electric-assist bicycles and strategically expand into electric mobility ecosystem services, including battery swapping infrastructure, shared mobility solutions, and enhanced after-sales services[57](index=57&type=chunk) - The Chinese electric bicycle market is expected to experience strong growth, with market competition shifting from price to quality-driven factors[58](index=58&type=chunk) - The electric-assist bicycle market value is projected to grow from **USD 35 billion** in 2024 to **USD 62 billion** by 2030, with a compound annual growth rate of nearly **10%**[64](index=64&type=chunk) [Sustained Reinforcement of Technological Barriers](index=22&type=section&id=Sustained%20Reinforcement%20of%20Technological%20Barriers) The company plans to enhance its digital battery management system through improved thermal management and low-temperature performance, while establishing a unified R&D platform for standardized modular design and streamlined development - Plans to further enhance its digital battery management system by improving thermal management and low-temperature performance, thereby extending battery life and addressing critical safety concerns[60](index=60&type=chunk) - Aims to establish a unified R&D platform, standardize modular design protocols, and streamline development processes to rapidly respond to market demands[62](index=62&type=chunk) [Strategic Intelligent Manufacturing Transformation](index=22&type=section&id=Strategic%20Intelligent%20Manufacturing%20Transformation) The company plans to implement automation, industrial internet connectivity, digital twin technology, and AI in manufacturing, aiming to build a demonstration smart factory and achieve national recognition by 2026, expecting significant improvements in quality consistency and reduced production costs - Plans to implement automation and industrial internet connectivity, introduce digital twin technology and artificial intelligence into manufacturing processes, and develop standardized and modular component systems[61](index=61&type=chunk) - Aims to build a demonstration smart factory and achieve national recognition by **2026**[61](index=61&type=chunk) - This transformation is expected to significantly improve quality consistency while reducing production costs upon implementation[63](index=63&type=chunk) [Proactive Market Demand Cultivation](index=23&type=section&id=Proactive%20Market%20Demand%20Cultivation) The electric-assist bicycle market is projected to grow significantly, with the company launching its high-end "LYVA" brand and expanding into ecosystem services including battery swapping, rental services, and smart device after-sales to diversify revenue and address consumer needs - The electric-assist bicycle market value is projected to grow from **USD 35 billion** in 2024 to **USD 62 billion** by 2030, with a compound annual growth rate of nearly **10%**[64](index=64&type=chunk) - Launched the "LYVA" high-end electric-assist bicycle brand, with its first self-operated store in Hangzhou West Lake in trial operation, planning to enter the **RMB 10,000-level market**[67](index=67&type=chunk) - The LYVA brand integrates AI riding algorithms and a mid-drive motor system, collaborating with top universities like Peking University and Beijing Sport University to develop personalized "exercise prescriptions" for electric-assist products[70](index=70&type=chunk) - Developing three complementary business lines: battery swapping services, scenic/campus/urban transportation rental services (the "Yuanxingzhe" platform project won the "Gelonhui Golden Grid Award · ESG Excellence Project"), and smart device modification after-sales services[73](index=73&type=chunk)[75](index=75&type=chunk) [Financial Review](index=27&type=section&id=FINANCIAL%20REVIEW) This section provides a detailed review of the company's financial performance during the reporting period, including revenue, cost of sales, gross profit, various expenses, other income and gains, financial assets, receivables and payables, capital structure, liquidity, financial resources, and capital expenditures - Revenue increased by **22.2%** year-on-year to **RMB 3,095.7 million**, primarily driven by technology-driven product upgrades, new retail model innovations, improved single-store efficiency, and store network expansion[77](index=77&type=chunk) - Gross profit increased by **38.5%** year-on-year to **RMB 419.7 million**, with gross profit margin improving by **1.6%** to **13.6%**[87](index=87&type=chunk)[90](index=90&type=chunk) - Profit for the period increased by **66.9%** year-on-year to **RMB 110.1 million**[107](index=107&type=chunk) [Revenue](index=27&type=section&id=REVENUE) This section details the company's revenue breakdown by product category for the reporting period, highlighting the contribution of electric bicycles, electric scooters, batteries, and other components Revenue by Product Category | Product Category | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | Proportion (2025) | Y-o-Y Change | | :--- | :--- | :--- | :--- | :--- | | Electric Bicycles | 1,996,788 | 1,545,677 | 64.5% | +29.2% | | Electric Scooters | 354,128 | 345,017 | 11.4% | +2.6% | | Batteries | 596,523 | 512,052 | 19.3% | +16.5% | | Electric Two-wheeler Components | 106,815 | 103,955 | 3.5% | +2.7% | | Other Products | 23,537 | 5,838 | 0.8% | +303.2% | | **Total** | **3,095,669** | **2,533,904** | **100.0%** | **+22.2%** | [Cost of Sales, Gross Profit and Gross Profit Margin](index=28&type=section&id=COST%20OF%20SALES%2C%20GROSS%20PROFIT%20AND%20GROSS%20PROFIT%20MARGIN) This section presents the company's cost of sales, gross profit, and gross profit margin for the reporting period, showing a significant increase in gross profit and margin Cost of Sales, Gross Profit and Gross Profit Margin | Metric | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Cost of Sales | 2,675,949 | 2,230,962 | +19.9% | | Gross Profit | 419,720 | 302,942 | +38.5% | | Gross Profit Margin | 13.6% | 12.0% | +1.6% | [Selling and Marketing Costs](index=29&type=section&id=SELLING%20AND%20MARKETING%20COSTS) This section details the company's selling and marketing costs for the reporting period, which increased by 20.7% primarily due to expanded brand building, cross-media collaborations, new retail system upgrades, and increased share-based payment expenses Selling and Marketing Costs | Metric | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Selling and Marketing Costs | 182,032 | 150,811 | +20.7% | - Primarily attributed to expanded brand-building activities targeting specific groups, cross-media collaboration projects, new retail system upgrades, and increased share-based payment expenses[91](index=91&type=chunk) [Administrative Expenses](index=29&type=section&id=ADMINISTRATIVE%20EXPENSES) This section outlines the company's administrative expenses for the reporting period, which increased by 8.2% mainly due to higher year-end bonuses for employees Administrative Expenses | Metric | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Administrative Expenses | 56,636 | 52,344 | +8.2% | - Primarily attributed to increased year-end bonuses for the Group's employees[92](index=92&type=chunk) [Research and Development Costs](index=29&type=section&id=RESEARCH%20AND%20DEVELOPMENT%20COSTS) This section presents the company's research and development costs for the reporting period, which increased by 13.3% due to higher investment in new product development Research and Development Costs | Metric | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Research and Development Costs | 104,213 | 91,969 | +13.3% | - Primarily attributed to increased investment in new product development[93](index=93&type=chunk) [Reversal/(Provision) of Impairment on Financial Assets](index=29&type=section&id=REVERSAL%2F%28PROVISION%29%20OF%20IMPAIRMENT%20ON%20FINANCIAL%20ASSETS) This section details the company's financial asset impairment reversal/(provision) for the reporting period, which shifted from a provision to a reversal primarily due to the recovery of historical bad debts Reversal/(Provision) of Impairment on Financial Assets | Metric | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | Change | | :--- | :--- | :--- | :--- | | Reversal/(Provision) of Impairment on Financial Assets | 5,054 | (474) | Shift from provision to reversal | - Primarily due to the recovery of historical bad debts[94](index=94&type=chunk) [Other Income](index=29&type=section&id=OTHER%20INCOME) This section presents the company's other income for the reporting period, which remained relatively stable with a slight decrease of 2.5% Other Income | Metric | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | Change | | :--- | :--- | :--- | :--- | | Other Income | 37,150 | 38,103 | -2.5% (relatively stable) | [Other Expense](index=29&type=section&id=OTHER%20EXPENSE) This section details the company's other expenses for the reporting period, which decreased by 24.6% primarily due to a reduction in the scale of leased assets, leading to lower electricity and depreciation expenses Other Expense | Metric | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Other Expense | 3,591 | 4,761 | -24.6% | - Primarily attributed to a reduction in the scale of the Group's leased assets, leading to decreased electricity and depreciation expenses[96](index=96&type=chunk) [Other Gains – Net](index=30&type=section&id=OTHER%20GAINS%20–%20NET) This section presents the company's net other gains for the reporting period, which decreased by 80.6% primarily due to reduced fair value changes in financial assets at fair value through profit or loss and lower exchange gains Other Gains – Net | Metric | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Other Gains – Net | 2,658 | 13,676 | -80.6% | - Primarily due to a decrease in fair value changes of financial assets at fair value through profit or loss resulting from reduced large-denomination deposit investments, as well as lower exchange gains[104](index=104&type=chunk) [Finance Income – Net](index=30&type=section&id=FINANCE%20INCOME%20–%20NET) This section details the company's net finance income for the reporting period, which decreased by 97.5% primarily due to reduced interest income from bank deposits after utilizing proceeds from the global offering Finance Income – Net | Metric | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Finance Income – Net | 314 | 12,520 | -97.5% | - Primarily due to reduced interest income from bank deposits after utilizing proceeds from the global offering[105](index=105&type=chunk) [Income Tax Expenses](index=30&type=section&id=INCOME%20TAX%20EXPENSES) This section presents the company's income tax expenses for the reporting period, which increased significantly by 892.7% in line with the growth in profit for the period Income Tax Expenses | Metric | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Income Tax Expenses | 7,108 | 716 | +892.7% | - Consistent with the Group's profit growth for the period[106](index=106&type=chunk) [Profit for the Period](index=30&type=section&id=PROFIT%20FOR%20THE%20PERIOD) This section highlights the company's profit for the period, which increased by 66.9% year-on-year Profit for the Period | Metric | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Profit for the Period | 110,116 | 65,988 | +66.9% | [Inventories](index=30&type=section&id=INVENTORIES) This section details the company's inventory levels, which remained relatively stable with a slight increase of 0.5% Inventories | Metric | June 30, 2025 (RMB'000) | December 31, 2024 (RMB'000) | Change | | :--- | :--- | :--- | :--- | | Inventories | 304,611 | 303,068 | +0.5% (relatively stable) | [Trade Receivables](index=30&type=section&id=TRADE%20RECEIVABLES) This section presents the company's trade receivables, which increased by 26.9% primarily due to a simultaneous increase in orders from corporate and institutional clients Trade Receivables | Metric | June 30, 2025 (RMB'000) | December 31, 2024 (RMB'000) | Change | | :--- | :--- | :--- | :--- | | Trade Receivables | 396,671 | 312,700 | +26.9% | - Primarily due to a simultaneous increase in orders from corporate and institutional clients[109](index=109&type=chunk) [Other Receivables and Prepayments](index=31&type=section&id=OTHER%20RECEIVABLES%20AND%20PREPAYMENTS) This section details the company's other receivables and prepayments, which increased by 14.0% primarily due to higher prepayments for raw materials for strategic reserves, while loans to third parties remained stable Other Receivables and Prepayments | Metric | June 30, 2025 (RMB'000) | December 31, 2024 (RMB'000) | Change | | :--- | :--- | :--- | :--- | | Other Receivables and Prepayments | 473,666 | 415,338 | +14.0% | - Primarily due to increased prepayments for raw materials for strategic reserves[116](index=116&type=chunk) - Loans provided to third parties (supporting dealer operations) remained at **RMB 3.4 million**[117](index=117&type=chunk) [Property, Plant and Equipment](index=31&type=section&id=PROPERTY%2C%20PLANT%20AND%20EQUIPMENT) This section presents the company's property, plant, and equipment, which increased by 1.4% primarily due to additional machinery and equipment for new production bases Property, Plant and Equipment | Metric | June 30, 2025 (RMB'000) | December 31, 2024 (RMB'000) | Change | | :--- | :--- | :--- | :--- | | Property, Plant and Equipment | 1,273,473 | 1,255,334 | +1.4% | - Primarily due to increased machinery and equipment for new production bases[119](index=119&type=chunk) [Financial Assets at Fair Value Through Profit or Loss ("FVTPL")](index=31&type=section&id=FINANCIAL%20ASSETS%20AT%20FAIR%20VALUE%20THROUGH%20PROFIT%20OR%20LOSS%20%28%22FVTPL%22%29) This section details the company's financial assets at FVTPL, which increased by 40.8% primarily due to an increase in large-denomination deposits, resulting in a fair value change gain of RMB 8.2 million during the reporting period Financial Assets at Fair Value Through Profit or Loss | Metric | June 30, 2025 (RMB'000) | December 31, 2024 (RMB'000) | Change | | :--- | :--- | :--- | :--- | | Financial Assets at Fair Value Through Profit or Loss | 692,349 | 491,659 | +40.8% | - Primarily attributed to an increase in large-denomination deposits[120](index=120&type=chunk) - During the reporting period, the company recorded a fair value change gain of **RMB 8.2 million**[120](index=120&type=chunk) [Trade Payables](index=32&type=section&id=TRADE%20PAYABLES) This section presents the company's trade payables, which increased by 86.5% primarily due to higher procurement volumes driven by increased sales Trade Payables | Metric | June 30, 2025 (RMB'000) | December 31, 2024 (RMB'000) | Change | | :--- | :--- | :--- | :--- | | Trade Payables | 901,141 | 483,294 | +86.5% | - Primarily due to increased procurement volumes as sales grew[125](index=125&type=chunk) [Capital Structure](index=32&type=section&id=CAPITAL%20STRUCTURE) This section provides key metrics on the company's capital structure, showing increases in total assets, total liabilities, and total asset-to-liability ratio, while the current ratio remained stable Capital Structure Key Metrics | Metric | June 30, 2025 | December 31, 2024 | Change | | :--- | :--- | :--- | :--- | | Total Assets | 5,384.0 million RMB | 4,324.3 million RMB | +24.5% | | Total Liabilities | 3,803.9 million RMB | 2,826.6 million RMB | +34.6% | | Total Asset-to-Liability Ratio | 70.7% | 65.4% | +5.3% | | Current Ratio | 1.09 times | 1.06 times | +0.03 times | [Liquidity, Financial Resources and Gearing Ratio](index=32&type=section&id=LIQUIDITY%2C%20FINANCIAL%20RESOURCES%20AND%20GEARING%20RATIO) This section details the company's liquidity, financial resources, and gearing ratio, showing a significant increase in cash and cash equivalents due to sales growth, and a higher gearing ratio driven by new production base needs and increased bank borrowings Liquidity and Gearing Ratio | Metric | June 30, 2025 (RMB'000) | December 31, 2024 (RMB'000) | Change | | :--- | :--- | :--- | :--- | | Cash and Cash Equivalents | 1,060,232 | 554,505 | +91.2% | | Gearing Ratio | 81.5% | 68.1% | +13.4% | | Interest-bearing Bank and Other Borrowings | 1,261,900 | 1,002,300 | +25.9% | - The increase in cash and cash equivalents is primarily attributed to increased net cash flow from operating activities driven by sales growth[128](index=128&type=chunk) - The increase in gearing ratio is primarily due to the need to establish new production bases and increased bank borrowings[132](index=132&type=chunk) - As of June 30, 2025, total bank credit facilities amounted to **RMB 3,736.0 million**, with **RMB 2,485.9 million** utilized[134](index=134&type=chunk) [Capital Expenditures](index=33&type=section&id=CAPITAL%20EXPENDITURES) This section presents the company's capital expenditures, which increased by 7.6% primarily for expanding production capacity, including constructing additional facilities and upgrading existing machinery and equipment Capital Expenditures | Metric | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Capital Expenditures | 150,300 | 139,600 | +7.6% | - Primarily used for expanding production capacity, including the construction of additional production facilities and the upgrade of existing machinery and equipment[135](index=135&type=chunk) [Other Management Discussion and Analysis](index=34&type=section&id=Other%20Management%20Discussion%20and%20Analysis) This section covers non-financial operational aspects, including foreign exchange risk management, human resources, contingent liabilities, asset pledges, significant investments, and the use of proceeds, with no interim dividend recommended - The company does not engage in foreign exchange hedging but closely manages foreign exchange risk[141](index=141&type=chunk) - As of June 30, 2025, the total number of employees was **2,986**, with total staff costs increasing by **11.7%** to **RMB 273.8 million**[142](index=142&type=chunk) - As of June 30, 2025, the company had no significant contingent liabilities[149](index=149&type=chunk)[152](index=152&type=chunk) [Foreign Exchange Risk and Hedging](index=34&type=section&id=FOREIGN%20EXCHANGE%20RISK%20AND%20HEDGING) The company primarily settles transactions in RMB, exposing it to foreign exchange risks in USD and HKD, which are managed through regular reviews of net foreign exchange exposure without active hedging - The company primarily settles transactions in RMB, facing foreign exchange risks in USD and HKD[140](index=140&type=chunk) - As of the reporting date, the company had not hedged against foreign exchange risk but manages it through regular reviews of the Group's net foreign exchange exposure[141](index=141&type=chunk) [Human Resources](index=34&type=section&id=HUMAN%20RESOURCES) As of June 30, 2025, the company had 2,986 employees, with total staff expenses increasing by 11.7% due to higher share-based payment expenses and business growth, supported by pre-IPO and post-IPO share schemes to attract and incentivize qualified employees - As of June 30, 2025, the company had a total of **2,986 employees**[142](index=142&type=chunk) - Total staff expenses increased by approximately **11.7%** to **RMB 273.8 million**, primarily due to increased share-based payment expenses and the impact of business growth[142](index=142&type=chunk) - The company adopted pre-IPO and post-IPO share schemes to attract, reward, incentivize, retain, compensate, and/or provide benefits to eligible employees[146](index=146&type=chunk)[150](index=150&type=chunk)[151](index=151&type=chunk) [Contingent Liabilities](index=35&type=section&id=CONTINGENT%20LIABILITIES) As of June 30, 2025, the Group had no significant contingent liabilities - As of June 30, 2025, the Group had no significant contingent liabilities[149](index=149&type=chunk)[152](index=152&type=chunk) [Pledge of Assets](index=36&type=section&id=PLEDGE%20OF%20ASSETS) As of June 30, 2025, certain property, plant, and equipment, right-of-use assets, and certificates of deposit were pledged as collateral for borrowings and bills payable, along with the 100% equity interest and certain patents of a wholly-owned subsidiary - As of June 30, 2025, property, plant, and equipment with a net book value of **RMB 383.6 million** and right-of-use assets of **RMB 46.1 million** were pledged as collateral for borrowings[154](index=154&type=chunk) - Certificates of deposit totaling **RMB 635.0 million** were pledged as security for bills payable[154](index=154&type=chunk) - The 100% equity interest in the wholly-owned subsidiary Guangxi Luyuan Electric Vehicle Co., Ltd. and certain patents were pledged as security for bank borrowings[155](index=155&type=chunk) [Significant Investment, Acquisition and Disposal of Subsidiaries, Associates and Joint Ventures](index=36&type=section&id=SIGNIFICANT%20INVESTMENT%2C%20ACQUISITION%20AND%20DISPOSAL%20OF%20SUBSIDIARIES%2C%20ASSOCIATES%20AND%20JOINT%20VENTURES) As of June 30, 2025, the Group held no significant investments and did not undertake any material acquisitions or disposals of subsidiaries, associates, or joint ventures during the reporting period - As of June 30, 2025, the Group held no significant investments[156](index=156&type=chunk) - During the reporting period, the Group did not undertake any significant acquisitions or disposals of subsidiaries, associates, or joint ventures[156](index=156&type=chunk) [Use of Proceeds](index=37&type=section&id=USE%20OF%20PROCEEDS) The net proceeds from the global offering, approximately HKD 706.4 million, have been partially reallocated to support the construction of a new production facility in Chongqing, with remaining funds for R&D and international market expansion expected to be fully utilized by the end of 2025 - Net proceeds from the global offering were approximately **HKD 706.4 million**[160](index=160&type=chunk) - The Board resolved to reallocate **HKD 42.0 million** of unutilized net proceeds for the construction of a new production facility in Chongqing, a city in southwestern China[161](index=161&type=chunk) - Upon commencement of operations, the Chongqing factory's production capacity is expected to gradually reach approximately **2 million units per year** by 2026[161](index=161&type=chunk) - A portion of the unutilized net proceeds allocated for R&D of new products and technologies and international market expansion is expected to be fully utilized by the end of 2025[173](index=173&type=chunk) [Events After the Reporting Period](index=41&type=section&id=EVENTS%20AFTER%20THE%20REPORTING%20PERIOD) Except as disclosed in this report and Note 22 to the financial statements, no significant events materially affecting the Group's operations and financial performance occurred after June 30, 2025 - Except as disclosed in this report and Note 22 to the financial statements, no significant events materially affecting the Group's operations and financial performance occurred after June 30, 2025[176](index=176&type=chunk) [No Material Change](index=41&type=section&id=NO%20MATERIAL%20CHANGE) There have been no material changes in the Group's business since the publication of its annual report for the year ended December 31, 2024, on April 23, 2025 - There have been no material changes in the Group's business since the publication of its annual report for the year ended December 31, 2024, on April 23, 2025[177](index=177&type=chunk) [Interim Dividend](index=41&type=section&id=INTERIM%20DIVIDEND) The Board does not recommend the payment of any interim dividend for the six months ended June 30, 2025 - The Board does not recommend the payment of any interim dividend for the six months ended June 30, 2025[178](index=178&type=chunk)[183](index=183&type=chunk) [Other Information](index=42&type=section&id=OTHER%20INFORMATION) This section provides additional information on the company's listed securities, share schemes, director changes, interests of directors and substantial shareholders, emolument policy, corporate governance, and audit committee review [Purchase, Sale or Redemption of the Company's Listed Securities](index=42&type=section&id=PURCHASE%2C%20SALE%20OR%20REDEMPTION%20OF%20THE%20COMPANY%27S%20LISTED%20SECURITIES) During the reporting period, neither the company nor its subsidiaries purchased, sold, or redeemed any listed securities, and as of June 30, 2025, the company held 16,497,000 treasury shares for potential future use - During the reporting period, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities[185](index=185&type=chunk) - As of June 30, 2025, the company held **16,497,000 treasury shares**[186](index=186&type=chunk) [Share Schemes](index=42&type=section&id=SHARE%20SCHEMES) The company has adopted pre-IPO and post-IPO share schemes to attract, incentivize, and retain eligible employees, aligning their interests with the company and shareholders, with specific grants of options and awards and a post-period grant of options - The company adopted pre-IPO and post-IPO share schemes to attract, reward, incentivize, retain, compensate, and/or provide benefits to eligible employees[188](index=188&type=chunk)[213](index=213&type=chunk) - As of June 30, 2025, **15,073,035 share options** under the pre-IPO share scheme remained unexercised, with an exercise price of zero[147](index=147&type=chunk)[206](index=206&type=chunk) - As of June 30, 2025, **8,291,000 share awards** under the post-IPO share scheme remained unvested, with a purchase price of zero[242](index=242&type=chunk)[408](index=408&type=chunk) - Subsequent to the reporting period, on July 3, 2025, the Board resolved to grant **6,348,000 post-IPO share options** to 102 eligible participants, with an exercise price of **HKD 8.00**[247](index=247&type=chunk)[428](index=428&type=chunk) [Pre-IPO Share Scheme](index=42&type=section&id=Pre-IPO%20Share%20Scheme) The pre-IPO share scheme, adopted on July 20, 2023, with a 10-year validity, granted 16,736,000 share options with a zero exercise price to 108 eligible participants, with 15,073,035 options remaining unexercised as of June 30, 2025, and no new grants after listing - The pre-IPO share scheme was adopted on **July 20, 2023**, with a validity period of **10 years**[195](index=195&type=chunk) - **16,736,000 share options** were granted to 108 eligible participants, with an exercise price of **zero**[147](index=147&type=chunk)[200](index=200&type=chunk)[211](index=211&type=chunk) - As of June 30, 2025, **15,073,035 share options** remained unexercised[206](index=206&type=chunk) - No new share options or share awards will be granted after listing[200](index=200&type=chunk)[204](index=204&type=chunk) [Post-IPO Share Scheme](index=47&type=section&id=Post-IPO%20Share%20Scheme) The post-IPO share scheme, conditionally approved on August 21, 2023, with a 10-year validity, allows for share awards or options with specific pricing rules; as of June 30, 2025, 8,291,000 share awards remained unexercised, and a post-period grant of 6,348,000 options was made - The post-IPO share scheme was conditionally approved and adopted on **August 21, 2023**, with a validity period of **10 years**[213](index=213&type=chunk)[227](index=227&type=chunk) - Awards can be in the form of share awards or share options; the purchase price for share awards can be **zero**, and the exercise price for share options shall not be less than the higher of the closing price on the grant date or the average closing price for the preceding five days[218](index=218&type=chunk)[232](index=232&type=chunk)[233](index=233&type=chunk)[235](index=235&type=chunk) - As of June 30, 2025, **8,316,500 share awards** had been granted, of which **25,500** were cancelled, with **8,291,000** remaining unexercised at period-end[242](index=242&type=chunk)[408](index=408&type=chunk) - Subsequent to the reporting period, on July 3, 2025, the Board resolved to grant **6,348,000 post-IPO share options** to 102 eligible participants, with an exercise price of **HKD 8.00**[247](index=247&type=chunk)[428](index=428&type=chunk) [Changes in Directors' Information](index=57&type=section&id=CHANGES%20IN%20DIRECTORS%27%20INFORMATION) As of the reporting date, there were no changes in directors' information required to be disclosed under Rule 13.51B(1) of the Listing Rules - There were no changes in directors' information required to be disclosed under Rule 13.51B(1) of the Listing Rules[259](index=259&type=chunk)[261](index=261&type=chunk) [Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares and Debentures](index=57&type=section&id=DIRECTORS%27%20AND%20CHIEF%20EXECUTIVE%27S%20INTERESTS%20AND%20SHORT%20POSITIONS%20IN%20SHARES%2C%20UNDERLYING%20SHARES%20AND%20DEBENTURES) As of June 30, 2025, the company's directors and chief executive held interests in the company's shares, underlying shares, and debentures, with Mr. Ni Jie and Ms. Hu Jihong, as controlling shareholders, holding approximately 34.33% and 30.75% of shares respectively through controlled corporations and spousal interests Directors' and Chief Executive's Shareholdings | Director Name | Capacity/Nature of Interest | Number of Shares/Underlying Shares (L) | Approximate Percentage of Total Issued Share Capital | | :--- | :--- | :--- | :--- | | Mr. Ni Jie | Interest in controlled corporation | 146,464,000 | 34.33% | | Mr. Ni Jie | Spouse's interest | 131,200,000 | 30.75% | | Ms. Hu Jihong | Interest in controlled corporation | 146,464,000 | 34.33% | | Ms. Hu Jihong | Spouse's interest | 131,200,000 | 30.75% | | Mr. Chen Guosheng | Beneficial owner | 1,897,100 | 0.44% | | Ms. Ni Boyuan | Beneficial owner | 128,000 | 0.03% | - Mr. Ni Jie and Ms. Hu Jihong are spouses and are deemed to be interested in each other's shareholdings[269](index=269&type=chunk) [Substantial Shareholders' Interests and Short Positions in Shares and Underlying Shares](index=59&type=section&id=SUBSTANTIAL%20SHAREHOLDERS%27%20INTERESTS%20AND%20SHORT%20POSITIONS%20IN%20SHARES%20AND%20UNDERLYING%20SHARES) As of June 30, 2025, substantial shareholders held interests in the company's shares or underlying shares, with Mr. Ni Jie and Ms. Hu Jihong holding approximately 34.33% and 30.75% respectively through controlled corporations (Drago Investments and Apex Marine) and spousal interests Substantial Shareholders' Shareholdings | Shareholder Name/Entity | Capacity/Nature of Interest | Number of Shares/Underlying Shares (L) | Approximate Percentage of Total Issued Share Capital | | :--- | :--- | :--- | :--- | | Mr. Ni Jie | Interest in controlled corporation | 146,464,000 | 34.33% | | Mr. Ni Jie | Spouse's interest | 131,200,000 | 30.75% | | Ms. Hu Jihong | Interest in controlled corporation | 146,464,000 | 34.33% | | Ms. Hu Jihong | Spouse's interest | 131,200,000 | 30.75% | | Apex Marine | Beneficial owner | 131,200,000 | 30.75% | | Drago Investments | Beneficial owner | 131,200,000 | 30.75% | - Mr. Ni and Ms. Hu are spouses, and both are deemed to be interested in the shares in which the other is deemed to have an interest[278](index=278&type=chunk) [Emolument Policy](index=60&type=section&id=EMOLUMENT%20POLICY) The company values its employees as crucial long-term assets, focusing on attracting and retaining qualified staff through fair remuneration, comprehensive benefits, workplace safety, social security participation, and long-term incentives via share schemes, with the Remuneration Committee overseeing executive compensation - The company regards employees as important assets for long-term development and places great emphasis on attracting and recruiting qualified employees[275](index=275&type=chunk) - Remuneration packages include wages, employee benefits, workplace safety and health conditions, and participation in various social security schemes[277](index=277&type=chunk) - The company implements share incentive schemes to provide long-term motivation and encouragement to employees[277](index=277&type=chunk) - The Remuneration Committee is responsible for reviewing the remuneration policy and structure for directors and senior management[279](index=279&type=chunk) [Compliance with the Corporate Governance Code](index=61&type=section&id=COMPLIANCE%20WITH%20THE%20CORPORATE%20GOVERNANCE%20CODE) The company is committed to maintaining and implementing stringent corporate governance, fully complying with the Corporate Governance Code set out in Appendix C1 of the Listing Rules, and will continue to review and monitor its corporate governance status - The company is committed to maintaining and implementing stringent corporate governance and has fully complied with the code provisions set out in the Corporate Governance Code[281](index=281&type=chunk)[282](index=282&type=chunk)[284](index=284&type=chunk)[285](index=285&type=chunk) [Compliance with the Model Code for Securities Transactions](index=61&type=section&id=COMPLIANCE%20WITH%20THE%20MODEL%20CODE%20FOR%20SECURITIES%20TRANSACTIONS) The company has adopted the Model Code for Securities Transactions as its code of conduct for directors' securities dealings, with all directors confirming strict compliance during the reporting period, and has established guidelines for employees with unpublished inside information, with no non-compliance incidents found - The company has adopted the Model Code set out in Appendix C3 of the Listing Rules as the code of conduct for the Group's directors in securities transactions[283](index=283&type=chunk) - All directors confirmed their strict compliance with the Model Code throughout the reporting period[286](index=286&type=chunk) - The company has established written guidelines, no less exacting than the Model Code, for relevant employees who may possess unpublished inside information, and no non-compliance incidents were found during the reporting period[288](index=288&type=chunk)[291](index=291&type=chunk) [Rights to Acquire the Company's Securities and Equity-Linked Agreements](index=62&type=section&id=RIGHTS%20TO%20ACQUIRE%20THE%20COMPANY%27S%20SECURITIES%20AND%20EQUITY-LINKED%20AGREEMENTS) Excluding disclosures related to share schemes, neither the company nor its subsidiaries entered into any arrangements during the reporting period that would grant directors, the chief executive, or their associates rights to subscribe for company securities or benefit from acquiring shares or debentures, nor did the company enter into any equity-linked agreements - Except for disclosures related to share schemes, during the reporting period, neither the company nor any of its subsidiaries entered into any arrangements that would grant the company's directors or chief executive or their respective associates any rights to subscribe for securities of the company or any of its associated corporations[289](index=289&type=chunk) - The company also did not enter into any equity-linked agreements[289](index=289&type=chunk) [Audit Committee and Review of Financial Information](index=62&type=section&id=AUDIT%20COMMITTEE%20AND%20REVIEW%20OF%20FINANCIAL%20INFORMATION) As of the reporting date, the company's Audit Committee, comprising three independent non-executive directors with Mr. Wu Xiaoya as chairman, has reviewed the Group's accounting principles, practices, risk management, internal controls, and financial reporting matters, including the interim results for the six months ended June 30, 2025 - The company's Audit Committee comprises three independent non-executive directors, with Mr. Wu Xiaoya, the chairman, possessing the appropriate professional qualifications as required by the Listing Rules[290](index=290&type=chunk) - The Audit Committee, together with management, has reviewed the accounting principles and practices adopted by the Group and discussed matters related to risk management, internal controls, and financial reporting, including the review of the interim results for the six months ended June 30, 2025[293](index=293&type=chunk) [Unaudited Condensed Consolidated Income Statement](index=63&type=section&id=UNAUDITED%20CONDENSED%20CONSOLIDATED%20INCOME%20STATEMENT) This section presents the unaudited condensed consolidated income statement for the six months ended June 30, 2025 [Unaudited Condensed Consolidated Income Statement](index=63&type=section&id=Unaudited%20Condensed%20Consolidated%20Income%20Statement) For the six months ended June 30, 2025, the company reported revenue of RMB 3,095.7 million, profit for the period of RMB 110.1 million, and basic earnings per share of RMB 0.29 Unaudited Condensed Consolidated Income Statement | Metric | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | | :--- | :--- | :--- | | Revenue | 3,095,669 | 2,533,904 | | Gross Profit | 419,720 | 302,942 | | Operating Profit | 118,110 | 54,362 | | Profit for the period | 110,116 | 65,988 | | Basic earnings per share (RMB) | 0.29 | 0.16 | [Unaudited Condensed Consolidated Statement of Comprehensive Income](index=64&type=section&id=UNAUDITED%20CONDENSED%20CONSOLIDATED%20STATEMENT%20OF%20COMPREHENSIVE%20INCOME) This section presents the unaudited condensed consolidated statement of comprehensive income for the six months ended June 30, 2025 [Unaudited Condensed Consolidated Statement of Comprehensive Income](index=64&type=section&id=Unaudited%20Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income) For the six months ended June 30, 2025, the company reported a profit for the period of RMB 110.1 million and total comprehensive income of RMB 109.3 million, primarily influenced by exchange differences and fair value changes of debt instruments Unaudited Condensed Consolidated Statement of Comprehensive Income | Metric | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | | :--- | :--- | :--- | | Profit for the period | 110,116 | 65,988 | | Exchange differences on translation of overseas operations | 7,803 | (4,024) | | Exchange differences on translation of the Company | (8,471) | 4,912 | | Other comprehensive (loss)/income for the period, net of tax | (825) | 888 | | Total comprehensive income for the period | 109,291 | 66,876 | [Unaudited Condensed Consolidated Balance Sheet](index=65&type=section&id=UNAUDITED%20CONDENSED%20CONSOLIDATED%20BALANCE%20SHEET) This section presents the unaudited condensed consolidated balance sheet as of June 30, 2025 [Unaudited Condensed Consolidated Balance Sheet](index=65&type=section&id=Unaudited%20Condensed%20Consolidated%20Balance%20Sheet) As of June 30, 2025, the company's total assets were RMB 5,384.0 million, with current assets at RMB 3,705.1 million, total equity at RMB 1,580.1 million, and total liabilities at RMB 3,803.9 million Unaudited Condensed Consolidated Balance Sheet | Metric | June 30, 2025 (RMB'000) | December 31, 2024 (RMB'000) | | :--- | :--- | :--- | | Total Assets | 5,384,029 | 4,324,343 | | Non-current assets | 1,678,949 | 1,656,054 | | Current assets | 3,705,080 | 2,668,289 | | Total equity | 1,580,138 | 1,497,732 | | Total liabilities | 3,803,891 | 2,826,611 | [Unaudited Condensed Consolidated Statement of Changes in Equity](index=67&type=section&id=UNAUDITED%20CONDENSED%20CONSOLIDATED%20STATEMENT%20OF%20CHANGES%20IN%20EQUITY) This section presents the unaudited condensed consolidated statement of changes in equity for the six months ended June 30, 2025 [Unaudited Condensed Consolidated Statement of Changes in Equity](index=67&type=section&id=Unaudited%20Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) For the six months ended June 30, 2025, the company's total equity increased from RMB 1,497.7 million at the beginning of the period to RMB 1,580.1 million, primarily influenced by profit for the period, share-based payment expenses, and transfers to statutory reserves, alongside a dividend payment of RMB 56.6 million Unaudited Condensed Consolidated Statement of Changes in Equity | Metric | January 1, 2025 (RMB'000) | June 30, 2025 (RMB'000) | | :--- | :--- | :--- | | Total Equity (Beginning of Period) | 1,497,732 | - | | Profit for the period | 110,116 | - | | Share-based payment expenses | 31,054 | - | | Dividends paid | (56,628) | - | | Total Equity (End of Period) | - | 1,580,138 | [Unaudited Condensed Consolidated Statement of Cash Flows](index=69&type=section&id=UNAUDITED%20CONDENSED%20CONSOLIDATED%20STATEMENT%20OF%20CASH%20FLOWS) This section presents the unaudited condensed consolidated statement of cash flows for the six months ended June 30, 2025 [Unaudited Condensed Consolidated Statement of Cash Flows](index=69&type=section&id=Unaudited%20Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) For the six months ended June 30, 2025, net cash from operating activities significantly increased to RMB 815.5 million, net cash used in investing activities was RMB 489.9 million, and net cash from financing activities was RMB 180.5 million, with cash and cash equivalents totaling RMB 1,060.2 million at period-end Unaudited Condensed Consolidated Statement of Cash Flows | Metric | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | | :--- | :--- | :--- | | Net cash from operating activities | 815,510 | 43,619 | | Net cash used in investing activities | (489,905) | (138,546) | | Net cash from financing activities | 180,458 | 254,221 | | Net increase in cash and cash equivalents | 506,063 | 159,294 | | Cash and cash equivalents at end of period | 1,060,232 | 1,160,155 | [Notes to Unaudited Condensed Consolidated Financial Statements](index=71&type=section&id=NOTES%20TO%20UNAUDITED%20CONDENSED%20CONSOLIDATED%20FINANCIAL%20STATEMENTS) This section provides detailed notes to the unaudited condensed consolidated financial statements, covering general information, accounting policies, revenue, expenses, financial instruments, and related party transactions [General Information](index=71&type=section&id=GENERAL%20INFORMATION) The company, incorporated in the Cayman Islands on February 18, 2009, primarily engages in the electric vehicle business in China, with Mr. Ni Jie and Ms. Hu Jihong as ultimate controlling shareholders, and its shares listed on the Hong Kong Stock Exchange on October 12, 2023 - The company was incorporated in the **Cayman Islands** on **February 18, 2009**[304](index=304&type=chunk) - Primarily engaged in the electric vehicle business in **China**[304](index=304&type=chunk) - The ultimate controlling shareholders are **Mr. Ni Jie** and **Ms. Hu Jihong**[305](index=305&type=chunk) - The company's shares were listed on the **Hong Kong Stock Exchange** on **October 12, 2023**[305](index=305&type=chunk) [Accounting Policies](index=71&type=section&id=ACCOUNTING%20POLICIES) These interim financial statements are prepared in accordance with HKEX Listing Rules and HKAS 34, adopting the same accounting policies as the 2024 annual financial statements, with new standards effective January 1, 2025, having no significant impact, while the company assesses HKFRS 18's effect on the statement of comprehensive income presentation - The interim financial statements are prepared in accordance with the **Hong Kong Stock Exchange Listing Rules** and **Hong Kong Accounting Standard 34**[307](index=307&type=chunk)[310](index=310&type=chunk) - The accounting policies adopted are consistent with those used in the 2024 annual financial statements, and new standards effective January 1, 2025, have no significant impact on financial position or operating results[312](index=312&type=chunk)[316](index=316&type=chunk)[318](index=318&type=chunk) - The company is assessing the potential impact of **HKFRS 18** on the presentation of the consolidated statement of comprehensive income[319](index=319&type=chunk)[320](index=320&type=chunk) [Revenue and Segment Reporting](index=75&type=section&id=REVENUE%20AND%20SEGMENT%20REPORTING) For the six months ended June 30, 2025, the company reported goods sales revenue of RMB 3,077.8 million and service revenue of RMB 17.9 million, with revenue primarily recognized at a point in time; the company operates a single reportable segment in electric vehicle development, manufacturing, and sales, with no geographical information presented due to over 90% of revenue and assets being in China Revenue Breakdown | Revenue Source | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | | :--- | :--- | :--- | | Sales of goods | 3,077,791 | 2,512,539 | | Revenue from services | 17,878 | 21,365 | | **Total** | **3,095,669** | **2,533,904** | - The company has only one reportable operating segment, which is the development, manufacturing, and sale of electric vehicles and related accessories[331](index=331&type=chunk) - Due to over **90%** of revenue and operating profit originating from China, and over **90%** of non-current assets and liabilities located in China, no geographical information is presented[332](index=332&type=chunk)[334](index=334&type=chunk) [Other Income and Expense](index=77&type=section&id=OTHER%20INCOME%20AND%20EXPENSE) For the six months ended June 30, 2025, the company's other income was RMB 37.2 million, primarily government grants of RMB 23.2 million, while other expenses totaled RMB 3.6 million, mainly comprising costs for obsolete materials and work-in-progress Other Income and Expense | Metric | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | | :--- | :--- | :--- | | Other Income | 37,150 | 38,103 | | Of which: Government grants | 23,237 | 27,149 | | Other Expense | (3,591) | (4,761) | - Government grants primarily include general support from local governments, employment stabilization subsidies, tax refunds, and other subsidies[337](index=337&type=chunk) [Other Gains – Net](index=78&type=section&id=OTHER%20GAINS%20–%20NET) For the six months ended June 30, 2025, the company's net other gains were RMB 2.7 million, primarily including fair value change gains of RMB 8.2 million from financial assets at fair value through profit or loss, but offset by exchange losses and losses from the disposal of financial assets Other Gains – Net | Metric | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | | :--- | :--- | :--- | | Exchange (loss)/gain | (332) | 5,005 | | Fair value change of financial assets at fair value through profit or loss | 8,225 | 11,806 | | Loss on disposal of financial assets at fair value through other comprehensive income | (3,706) | (3,217) | | **Total** | **2,658** | **13,676** | [Expenses by Nature](index=79&type=section&id=EXPENSES%20BY%20NATURE) For the six months ended June 30, 2025, the company's total expenses, including cost of sales, selling and marketing costs, administrative expenses, and R&D costs, amounted to RMB 3,018.8 million, with raw materials and consumables usage at RMB 2,498.6 million and employee benefit expenses at RMB 192.4 million Expenses by Nature | Metric | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | | :--- | :--- | :--- | | Raw materials and consumables used | 2,498,573 | 2,067,992 | | Employee benefit expenses | 192,355 | 179,455 | | Advertising expenses | 61,613 | 51,835 | | Outsourcing labor costs | 81,430 | 65,649 | | Research and development costs | 104,213 | 91,969 | | **Total** | **3,018,830** | **2,526,086** | [Finance Income – Net](index=80&type=section&id=FINANCE%20INCOME%20–%20NET_note) For the six months ended June 30, 2025, the company's net finance income was RMB 0.3 million, with finance costs primarily comprising interest on bank and other borrowings of RMB 9.7 million, and finance income mainly from bank deposit interest of RMB 10.4 million Finance Income – Net | Metric | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | | :--- | :--- | :--- | | Interest on bank and other borrowings | (9,650) | (11,246) | | Interest on lease liabilities | (445) | (166) | | Interest income from bank deposits | 10,409 | 23,932 | | **Net finance income** | **314** | **12,520** | [Income Tax Expenses](index=80&type=section&id=INCOME%20TAX%20EXPENSES_note) For the six months ended June 30, 2025, the company's income tax expenses significantly increased to RMB 7.1 million, reflecting the general 25% corporate income tax rate in China, with preferential rates for high-tech and small-profit enterprises, and deferred tax liabilities recognized for expected distributions of Chinese subsidiary retained earnings Income Tax Expenses | Metric | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | | :--- | :--- | :--- | | China corporate income tax | 19,272 | 11,872 | | Deferred income tax | (12,164) | (11,156) | | **Total income tax expenses** | **7,108** | **716** | - The general China corporate income tax rate is **25%**, with preferential tax rates for certain high-tech enterprises and small-profit enterprises[347](index=347&type=chunk) - Deferred tax liabilities of **RMB 2,344,000** were recognized for retained earnings of Chinese subsidiaries expected to be distributed in the foreseeable future[349](index=349&type=chunk) [Earnings Per Share](index=82&type=section&id=EARNINGS%20PER%20SHARE) For the six months ended June 30, 2025, the company's basic earnings per share were RMB 0.29, and diluted earnings per share were RMB 0.28, with diluted earnings reflecting adjustments for share-based compensation Earnings Per Share | Metric | June 30, 2025 (RMB) | June 30, 2024 (RMB) | | :--- | :--- | :--- | | Basic earnings per share | 0.29 | 0.16 | | Diluted earnings per share | 0.28 | 0.16 | - The calculation of diluted earnings considers share options and awards granted to employees under the pre-IPO and post-IPO share schemes[356](index=356&type=chunk)[357](index=357&type=chunk) [Property, Plant and Equipment](index=83&type=section&id=PROPERTY%2C%20PLANT%20AND%20EQUIPMENT_note) For the six months ended June 30, 2025, the company acquired property, plant, and equipment at a cost of RMB 74.3 million, with certain buildings and construction in progress, totaling RMB 383.6 million in net book value, pledged as collateral for bank loans - For the six months ended June 30, 2025, the company acquired property, plant, and equipment at a cost of **RMB 74,342,000**[361](index=361&type=chunk) - As of June 30, 2025, certain buildings and construction in progress with a total net book value of **RMB 383,645,000** were pledged as collateral for the Group's bank loans[362](index=362&type=chunk)[363](index=363&type=chunk) [Inventories](index=84&type=section&id=INVENTORIES_note) As of June 30, 2025, the company's total inventories amounted to RMB 304.6 million, primarily comprising finished goods, raw materials, and work-in-progress, with the cost of inventories recognized in cost of sales during the reporting period being RMB 2,498.6 million Inventory Composition | Inventory Category | June 30, 2025 (RMB'000) | December 31, 2024 (RMB'000) | | :--- | :--- | :--- | | Raw materials | 75,840 | 83,885 | | Work-in-progress | 24,183 | 22,057 | | Finished goods | 203,890 | 196,611 | | Goods in transit | 698 | 515 | | **Total** | **304,611** | **303,068** | - For the six months ended June 30, 2025, the amount of inventories recognized in cost of sales was approximately **RMB 2,498,573,000**[368](index=368&type=chunk) [Trade and Notes Receivables](index=85&type=section&id=TRADE%20AND%20NOTES%20RECEIVABLES) As of June 30, 2025, the company's trade receivables (current) totaled RMB 396.7 million and notes receivables were RMB 45.9 million, with the majority of trade receivables (current) being due within one year and denominated in RMB Trade and Notes Receivables | Metric | June 30, 2025 (RMB'000) | December 31, 2024 (RMB'000) | | :--- | :--- | :--- | | Trade receivables – current (net) | 396,671 | 312,216 | | Notes receivables (net) | 45,912 | 48,086 | | **Total** | **442,583** | **360,302** | - Of the current trade receivables, **RMB 395,764,000** were due within one year[373](index=373&type=chunk) - The majority of the Group's trade and notes receivables are denominated in RMB[376](index=376&type=chunk) [Other Receivables and Prepayments](index=88&type=section&id=OTHER%20RECEIVABLES%20AND%20PREPAYMENTS_note) As of June 30, 2025, the company's non-current other receivables and prepayments amounted to RMB 188.7 million, and current amounted to RMB 284.9 million, totaling RMB 473.7 million, with the current portion primarily including RMB 91.0 million in prepayments for raw materials Other Receivables and Prepayments | Category | June 30, 2025 (RMB'000) | December 31, 2024 (RMB'000) | | :--- | :--- | :--- | | Non-current other receivables and prepayments | 188,738 | 177,373 | | Current other receivables and prepayments | 284,928 | 237,965 | | **Total** | **473,666** | **415,338** | - The current portion primarily includes prepayments for raw materials of **RMB 90,957,000**[378](index=378&type=chunk) [Dividends](index=89&type=section&id=DIVIDENDS) For the six months ended June 30, 2025, the company distributed a final dividend of RMB 56.6 million (HKD 0.15 per fully paid share) for the year ended December 31, 2024 Dividends Paid | Metric | June 30, 2025 (RMB'000) | June 30, 2024 (RMB'000) | | :--- | :--- | :--- | | Final dividend paid for 2024 | 56,628 | – | - **HKD 0.15** per fully paid share[379](index=379&type=chunk) [Trade and Notes and Other Payables](ind

二五年中期報告 目錄 2 業績摘要 3 管理層討論與分析 49 其他資料 53 內含價值 59 中期財務資料的審閱報告 60 財務報表及附註 116 釋義 120 公司資料 業績摘要 專 業 讓保險更保險 EMPOWER YOUR INSURANCE BY EXPERTISE 二O二五年中期報告 二 O 管理層討論與分析 概覽 本集團經營財產再保險、人身再保險、財產險直保、資產管理、保險中介及其他業務。我們主要通過中再產 險、橋社以及新加坡分公司經營境內外財產再保險業務；主要通過中再壽險、中再壽險（香港）以及新加坡 分公司經營境內外人身再保險業務；主要通過中國大地保險、橋社經營境內外財產險直保業務；主要通過中 再資產對保險資金進行集中化和專業化運用與管理；主要通過華泰經紀及其子公司經營保險中介業務；主要 通過中再巨災打造巨災風險管理行業技術平台，開展巨災風險減量管理與服務；主要通過中再數科提供科技 資源整合、科技建設運營和科技服務支撐賦能。此外，集團公司委託中再產險管理境內外財產再保險業務， 委託中再壽險管理境內外人身再保險業務。 | 單位：人民幣百萬元，百分比及另有標註除外 | | --- | | | 截至 ...

Financial Performance - For the six months ended June 30, 2025, the company's unaudited revenue was HKD 2,023,441,000, an increase of 10.89% compared to HKD 1,824,756,000 in the same period of 2024[6]. - The net loss for the period was HKD 85,776,000, which is a 45.15% increase from the net loss of HKD 59,093,000 in the same period of 2024[6]. - The loss attributable to shareholders was HKD 42,337,000, compared to HKD 28,578,000 in the same period of 2024, resulting in a basic loss per share of HKD 1.37 cents[6]. - The company reported a gross profit margin of 19.82% for the first half of 2025, down from 20.18% in the same period of 2024[33]. - The company incurred a loss before tax of HKD 175,845,000, compared to a loss of HKD 127,228,000 in the previous year, reflecting a deterioration in performance[56]. - The company reported a net loss from fair value changes of financial assets of HKD 10,471,000 for the six months ended June 30, 2025, compared to a loss of HKD 27,686,000 in 2024[83]. - The company reported a loss attributable to shareholders of HKD 42,337,000 for the six months ended June 30, 2025, compared to a loss of HKD 28,578,000 for the same period in 2024, representing a year-over-year increase in loss of approximately 48%[89]. Revenue Segments - Revenue from the technology industrial segment for the first half of 2025 was HKD 1,926,568,000, an increase of 11.66% compared to HKD 1,725,355,000 in the same period of 2024[18]. - The injection molding products business saw a revenue increase of 20.32%, driven by stable growth in orders from emerging industries[19]. - The PCB business revenue grew by 11.42%, but operating profit decreased by 47.53% to HKD 10,145,000 due to tariff impacts and exchange rate fluctuations[20]. - Revenue from external customers in Mainland China increased significantly to HKD 1,260,811,000 in 2025 from HKD 793,718,000 in 2024, marking a growth of 58.8%[78]. - Revenue from property management fees for the six months ended June 30, 2025, was HKD 20,057,000, slightly down from HKD 20,407,000 in 2024[78]. Operational Developments - The technology industrial business recorded satisfactory results, with both revenue and profit showing improvement despite challenges from US-China tariff friction and intensified domestic competition[7]. - The construction of the integrated circuit packaging substrate capacity at Nantong Kangyuan has been completed, with production line construction underway and small batch trial operations starting in the first half of 2025[8]. - The company anticipates an overall production capacity increase of approximately 40% due to new capacity developments, which will support revenue scale and quality[8]. - The first phase of the Nantong Kangyuan factory construction was completed, which will double the production capacity for high-end integrated circuit packaging substrates and high-density printed circuit boards[21]. Financial Position - As of June 30, 2025, total assets increased by 3.69% to HKD 14,808,730,000 compared to HKD 14,281,314,000 at the end of 2024[28]. - Non-current assets rose by 4.03% to HKD 11,395,164,000, primarily due to the acquisition of properties, machinery, and equipment[28]. - Current liabilities increased by 18.61% to HKD 1,956,121,000, mainly due to an increase in trade payables[30]. - Total liabilities increased by 7.02% to HKD 5,527,738,000 as of June 30, 2025[30]. - The company's equity attributable to shareholders increased to HKD 7,305,697,000 from HKD 7,154,386,000, showing a positive trend in shareholder value[61]. Cash Flow and Investments - Cash and cash equivalents decreased to HKD 1,411,081,000 from HKD 1,497,130,000 at the end of 2024[34]. - Net cash generated from operating activities was HKD 297,801,000, significantly higher than HKD 138,011,000 in the same period last year, indicating improved operational efficiency[63]. - Cash used in investing activities totaled HKD 413,266,000, compared to HKD 468,015,000 in the previous year, reflecting a reduction in capital expenditures[63]. - The group acquired properties, machinery, and equipment totaling approximately HKD 582,860,000 during the six months ended June 30, 2025, significantly higher than HKD 236,513,000 in the same period of 2024, reflecting an increase of about 146%[91]. Governance and Compliance - The company has adhered to the corporate governance code as of June 30, 2025, ensuring compliance with listing rules[44]. - The company did not declare or pay any dividends during the interim period, as decided by the board[90]. Market Conditions and Challenges - The company is focusing on core and newly developed businesses in response to the complex global economic environment, aiming for high-quality development[9]. - The company continues to enhance internal control efficiency and promote information technology construction, while also implementing energy-saving and environmental protection measures[8].

Financial Performance - The Group recorded total revenue of approximately HK$691.9 million for the six months ended June 30, 2025, representing a decrease of 8.9% compared to HK$759.3 million for the same period in 2024[14]. - Gross profit amounted to approximately HK$137.1 million, a decrease of 24.0% from HK$180.2 million in the previous year[14]. - Profit attributable to owners of the Company was approximately HK$5.8 million, down 83.0% from HK$34.1 million in the prior year[14]. - The gross profit margin decreased to 19.8% from 23.7% year-on-year[14]. - The operating profit margin fell to 1.9% compared to 6.9% in the previous year[14]. - The net profit margin decreased to 0.8% from 4.5% year-on-year[14]. - The return on equity attributable to owners of the Company dropped to 6.2% from 55.6% in the previous year[14]. - Basic earnings per share attributable to the owners of the company for the first half of 2025 was 1.15 HK cents, compared to 6.79 HK cents for the same period in 2024[54]. Revenue Breakdown - Revenue from package tours decreased by 11.7% to approximately HK$585.5 million, contributing 84.6% to the Group's total revenue[66]. - Gross profit from package tours dropped by 46.5% to approximately HK$59.7 million, with a gross profit margin of 10.2%[66]. - Revenue from FIT Products and ancillary travel related products decreased by 20.8% to approximately HK$31.1 million, contributing 4.5% to total revenue[72]. - Gross profit from FIT Products was approximately HK$23.0 million, representing a decrease of 21.3%[72]. - Hotel room rental revenue increased by 24.6% to approximately HK$80.2 million, with an average occupancy rate of 91.6%[74]. - Gross profit from hotel operations rose by 37.6% to approximately HK$54.3 million[74]. - Revenue from hotel operations increased by 24.6% to approximately HK$80.2 million for the six months ended 30 June 2025, compared to HK$64.4 million for the same period in 2024[77]. - Gross profit rose by 37.6% to approximately HK$54.3 million for the six months ended 30 June 2025, up from HK$39.5 million in the previous year[77]. Expenses and Costs - Selling expenses increased by 19.3% to approximately HK$49.4 million, primarily due to higher frontline staff costs[91]. - Administrative expenses slightly decreased by 0.5% to approximately HK$84.2 million[92]. - Finance costs for the period were approximately HK$2.8 million, an increase from HK$1.6 million in the previous period[93]. - Income tax expenses decreased to approximately HK$1.6 million from HK$10.7 million in the prior period, mainly due to a shift from assessable profits to losses in Travel Related Business[102]. - The interest coverage ratio fell to 2.3 times from 7.2 times, reflecting a decrease in profit before finance costs and taxation[104]. - The current ratio decreased to 0.6 times as at 30 June 2025, down from 0.8 times as at 31 December 2024, due to increased bank borrowings and loans from a related company[106]. Dividends and Shareholder Information - The Board did not recommend the payment of an interim dividend for the six months ended June 30, 2025, compared to HK$Nil for the same period in 2024[17]. - The Group did not recommend an interim dividend for the six months ended 30 June 2025, but declared a special dividend of HK6 cents per share totaling HK$30,147,000[103]. - As of June 30, 2025, Mr. Yuen Man Ying holds 840,000 shares, representing approximately 64.18% of the issued share capital[158]. - The largest shareholder, Yao Teng Management, holds 301,642,000 shares, representing approximately 60.03% of the issued share capital[171]. - No substantial shareholders other than the disclosed ones had interests or short positions in the shares of the Company as of June 30, 2025[172]. Strategic Initiatives and Marketing - The Group plans to continue promoting product innovation and expand into popular travel destinations while enhancing customer service experiences[49]. - The Group integrated multi-channel marketing strategies, including partnerships with KOLs, to promote mainland China package tours and enhance brand visibility[31]. - The Group actively utilized social media platforms to promote travel products and share tourism information, collaborating with KOLs for engaging promotional content[34]. - The Group's marketing strategy includes participating in exhibitions and hosting promotional events, such as the 'EGL Tours 39th Anniversary Celebration' in June 2025[145]. - The Group aims to expand its portfolio of high-quality travel packages and FIT offerings to adapt to evolving market trends and consumer preferences[143]. Community Engagement and Corporate Responsibility - In the first half of 2025, the Group organized social welfare initiatives, including the "Joyful Day Out for Seniors" event, to support community development and senior well-being[35]. - The Group donated HK$500,000 to support victims of an earthquake in central Myanmar and organized an employee donation drive to amplify support[40]. - The Group is committed to advancing workplace health programs, including stress management and financial planning seminars for employees[45]. Operational Challenges and Outlook - The Group's hotel business performance was satisfactory despite a significant decrease in travel-related revenue due to geopolitical tensions and rumors affecting travel demand[52]. - In early 2025, rumors of a catastrophic earthquake in Japan led to a significant decline in the Group's Travel Related Business performance, but recovery is expected in the second half of 2025[142]. - The Hotel Business is projected to maintain strong performance throughout 2025, indicating resilience in the Group's overall operations[142]. Governance and Compliance - The Group is committed to high standards of corporate governance and has complied with applicable code provisions during the six months ended June 30, 2025[151]. - The audit committee comprises three independent non-executive Directors, ensuring governance and oversight of the financial reporting process[186]. Future Plans and Investments - The Group plans to finance future capital expenditures using existing internal resources[129]. - The Group is enhancing its digital and online platforms to improve customer service in the digital age, alongside exploring opportunities for expanding its branch network[146][147].

Regulatory Approvals and Product Development - The company has received regulatory approval for two major products: CU-10201 (4% minocycline foam) and CU-40102 (topical finasteride spray) from the National Medical Products Administration (NMPA) in China[11]. - CU-40102 is the first and only approved topical finasteride product for androgenetic alopecia, with approval granted in June 2025, and is expected to be commercialized soon[14]. - CU-10201 is the first approved topical minocycline for the treatment of moderate to severe acne, with approval received in November 2024, and is also preparing for commercialization in China[14]. - The company has successfully completed Phase III clinical trials for CU-10201, demonstrating significant efficacy and safety in treating acne[14]. - The company is actively preparing for the commercialization of CU-40102 and CU-10201 in the Chinese market[14]. - The company has received a drug marketing authorization application for CU-30101 (topical lidocaine-dinoprost cream) from the NMPA[11]. - CU-10101, a non-hormonal small molecule drug for treating mild to moderate atopic dermatitis, received IND approval in May 2024 and completed the first subject enrollment for Phase I clinical trials in September 2024[6]. - CU-30101, a local anesthetic cream, completed Phase III clinical trials in January 2024, with its drug registration application accepted by the National Medical Products Administration in July 2024, showing comparable analgesic efficacy to the reference product Pliaglis®[6]. - CU-20401, a recombinant collagenase for local fat accumulation, completed Phase II clinical trials in December 2024, with significant efficacy observed across different dosage groups compared to the placebo group, and is expected to receive regulatory approval for commercialization in China by 2028[6]. Financial Performance - Revenue decreased by 30.6% from approximately RMB 95.6 million for the six months ended June 30, 2024, to approximately RMB 66.3 million for the six months ended June 30, 2025, primarily due to the termination of the agency cooperation with a U.S. skincare brand[30]. - Gross profit for the six months ended June 30, 2025, was approximately RMB 32.1 million, a decrease of 36.3% from approximately RMB 50.3 million for the same period in 2024, with gross margin at 48%[32]. - The company recorded a loss of approximately RMB 239.4 million for the six months ended June 30, 2025, an increase of about 19.1% from a loss of approximately RMB 200.9 million in 2024[44]. - The company’s net loss attributable to equity holders for the period was RMB 239,387,000, resulting in a basic and diluted loss per share of RMB 0.75, compared to RMB 0.66 in 2024[129]. - The total equity attributable to equity holders decreased to RMB 756,620,000 from RMB 974,730,000, a decline of 22.4%[131]. - The company reported a pre-tax loss of RMB 239,387,000, compared to a loss of RMB 200,926,000 in the previous year, representing an increase in loss of 19.1%[129]. - Research and development costs decreased by 20.3% to approximately RMB 78.9 million for the six months ended June 30, 2025, compared to approximately RMB 99.0 million for the same period in 2024[35]. - The company reported a net cash outflow from operating activities of RMB 171,703,000, an improvement from RMB 246,160,000 in 2024[135]. Shareholder Information and Equity Incentives - The company successfully placed 28,904,000 new shares at a price of HKD 8.40 per share, raising approximately HKD 242.79 million, with a net amount of about HKD 240.27 million after expenses[24]. - As of June 30, 2025, major shareholders include 6 Dimensions Capital, L.P. with 61,771,710 shares (19.25%) and 6 Dimensions Capital GP, LLC with 65,022,855 shares (20.27%)[66]. - The company has 298 employees as of June 30, 2025, with 53.7% in sales, marketing, and management roles[61]. - The company has established a stock incentive plan that requires participants to sign a reward agreement approved by management[88]. - The total number of shares that may be issued under the post-IPO equity incentive plan is capped at 10% of the issued shares on the date of trading commencement, amounting to 30,402,446 shares, which represents 9.5% of the issued shares excluding treasury shares[104]. - The post-IPO equity incentive plan was conditionally approved by shareholders on May 30, 2023, in accordance with the listing rules[101]. - The total number of options and/or share awards granted to a participant within 12 months must not exceed 1% of the relevant class of issued shares[105]. Market Strategy and Operations - The company is focused on expanding its product pipeline in dermatology, targeting hair diseases, skin diseases, epidermal anesthesia, and localized fat accumulation management[8]. - The company has established a dedicated marketing team across various provinces to penetrate the extensive skin disease treatment market in China, successfully developing hundreds of cooperative terminals and hospitals nationwide[19]. - The company aims to enhance commercialization activities for CU-10201 and CU-40102, leveraging both online and offline channels to increase product visibility and competitiveness[27]. - The company has established a comprehensive product portfolio addressing diverse needs in the dermatology market[8]. - The company is one of the few participants in the Chinese dermatology market with comprehensive capabilities across the value chain[8]. Compliance and Governance - The company has complied with all applicable corporate governance codes and principles for the six months ending June 30, 2025[110]. - The audit committee consists of three independent non-executive directors, with the chairman being Mr. Zhong Mingjie, and Mr. Zhang Zhishong and Mr. Ye Xiaoxiang as members[119]. - The independent auditor, Ernst & Young, reviewed the interim financial information for the six months ended June 30, 2025, and found no issues that would indicate non-compliance with International Accounting Standard 34[126]. - The company did not declare an interim dividend for the six months ended June 30, 2025, consistent with the previous year where no dividend was declared[122].

Drug Development and Commercialization - BeOne Medicines Ltd. reported significant advancements in drug commercialization and regulatory approvals, indicating a strong pipeline for future growth[9]. - The company is focused on expanding its sales and marketing capabilities, aiming to launch and commercialize new drugs upon approval[10]. - BeOne Medicines Ltd. is actively developing both small molecule drugs and large molecule biologics to meet global demand, enhancing its production and clinical research facilities[10]. - The company emphasizes the importance of maintaining and expanding regulatory approvals for its drugs and candidates[9]. - BeOne Medicines Ltd. is assessing the potential market size for its drugs and candidates, indicating a strategic focus on market access and acceptance rates[10]. - The company is focused on the successful completion of clinical trials and obtaining regulatory approvals for its candidate drugs[10]. - The company maintains a leading position in the BTK inhibitor market with Baiyueze® across five approved indications in the U.S.[16]. - The European Medicines Agency granted priority medicine designation for BGB-16673, a BTK degrader, for patients previously treated with BTK inhibitors[17]. - The company received positive opinions from the CHMP recommending the approval of Baiyueze® for preoperative and postoperative treatment in high-risk resectable non-small cell lung cancer patients[19]. - The company has launched a new generation BCL2 inhibitor, Sotokura, showing positive results in clinical trials for adult patients with mantle cell lymphoma[17]. - The company anticipates over 20 research milestones within the next 18 months, including advancements in solid tumor pipelines targeting various high-incidence cancers[16]. Financial Performance - Total revenue increased by 44.7% from $1.680 billion for the six months ended June 30, 2024, to $2.433 billion for the six months ended June 30, 2025[28]. - Product revenue net increased by 44.5% to $2.411 billion for the six months ended June 30, 2025, compared to $1.668 billion for the same period last year[29]. - Sales of Baiyueze® reached $1.741 billion, a 54.7% increase from $1.126 billion year-over-year[29]. - Baiyueze® global sales totaled $1.741 billion, with U.S. sales at $1.247 billion, reflecting a 50.1% increase from $830 million[30]. - Baiyueze® sales in Europe reached $266 million, a 79.7% increase, driven by market share growth across major European markets[30]. - The company achieved GAAP profitability for the first time in both Q1 and Q2 of 2025, with positive free cash flow in Q2[25]. - Net profit for the six months ended June 30, 2025, was $95.6 million, compared to a net loss of $371.6 million in the same period last year[27]. - Adjusted net profit for the six months ended June 30, 2025, was $389.0 million, compared to a loss of $122.6 million in the same period of 2024[46]. Research and Development - The company has a dedicated oncology research team of over 1,200 scientists, ensuring continuous innovation and market leadership[22]. - The company has invested in various technology platforms, including CDAC protein degraders and bispecific antibodies, to enhance its research and innovation capabilities[22]. - R&D expenses rose by 10.0% to $1.007 billion, while total operating expenses increased by 12.2% to $2.004 billion[27]. - External R&D expenses increased by $70.132 million (21.2%) to $400.259 million, driven by higher costs associated with advancing clinical projects[36]. Cash Flow and Liquidity - Cash and cash equivalents were approximately $2.8 billion as of June 30, 2025[25]. - Operating cash flow provided $307,680 thousand, a significant increase of $711,800 thousand compared to the same period last year, driven by substantial revenue growth and a gross profit increase of $359,700 thousand[64]. - The company plans to utilize existing cash to meet significant cash needs, including operational, capital, and production expenditures[69]. - Cash used in investing activities was $188,546 thousand, a decrease from $320,863 thousand in the previous year, primarily due to reduced capital expenditures[65]. Debt and Equity - Total debt decreased by 6.2% from $1.018 billion as of December 31, 2024, to $954.5 million as of June 30, 2025[60]. - The company's debt-to-equity ratio decreased from 30.6% as of December 31, 2024, to 25.3% as of June 30, 2025, primarily due to a reduction in debt and an increase in shareholder equity[87]. - The company has $615.4 million in outstanding floating-rate debt as of June 30, 2025, with a potential increase of approximately $6.2 million in annual pre-tax interest expense for every 100 basis points rise in interest rates[80]. Corporate Governance - The company is committed to maintaining high standards of corporate governance and has adhered to the applicable corporate governance code principles[179]. - The audit committee consists of four independent non-executive directors, with Shalini Sharp serving as the chair, ensuring compliance with financial reporting and internal controls[181]. - The remuneration committee is composed of three independent non-executive directors, with Margaret Han Dugan as the chair, responsible for reviewing and recommending executive compensation[182]. - The nomination and corporate governance committee is currently led by Anthony C. Hooper, ensuring compliance with the Hong Kong listing rules regarding board composition[183]. Shareholder Information - The total number of issued shares as of June 30, 2025, is 1,539,858,562 shares[106]. - Amgen Inc. holds 246,269,426 shares, representing 15.99% of the total shares[101]. - The company has issued 21,880,885 shares under equity awards, which are currently considered circulating shares[97]. - The company has a stock option plan that allows for the issuance of shares to employees, with 133,000,000 shares held by a subsidiary for this purpose[106]. Employee Stock Options and Incentives - The company plans to continue expanding its stock option program to incentivize employee performance and retention[156]. - The exercise price for options granted under the revised 2016 plan must not be lower than the higher of the fair market value at the time of grant or the average closing price over the previous five trading days[133]. - The total number of unexercised stock options as of the report date is 64,383,926[155]. - The stock options granted are subject to a vesting schedule, with 25% vesting on the first anniversary and the remaining 75% vesting monthly over 36 months[152].

Financial Performance - For the six months ended June 30, 2025, the company recorded revenue of HKD 77,209,000, an increase of 17% compared to HKD 66,207,000 for the same period in 2024[7] - Gross profit for the same period was HKD 7,452,000, up 12% from HKD 6,676,000 in 2024[7] - The company reported a loss of HKD 136,000, significantly improved from a loss of HKD 766,000 in the previous year[7] - Other comprehensive income totaled HKD 19,116,000, compared to HKD 4,476,000 in 2024, driven by fair value gains from investments and foreign exchange gains[7] - The overall increase in revenue and gross profit is attributed to the expansion of the sales team and growing domestic demand for smart home appliances in China[8] - For the six months ended June 30, 2025, the company reported revenue of HKD 77,209,000, an increase of 16.7% from HKD 66,207,000 in the same period of 2024[41] - The gross profit for the same period was HKD 7,452,000, up from HKD 6,676,000, reflecting a gross margin improvement[41] - Operating loss decreased to HKD 125,000 from HKD 701,000, indicating improved operational efficiency[41] - The company incurred a loss before tax of HKD 174,000, compared to a loss of HKD 728,000 in the previous year[41] - The total employee cost for the period was HKD 14,246,000, significantly higher than HKD 9,303,000 for the same period in 2024, reflecting an increase in workforce[31] - The company reported a total revenue of HKD 77,209,000 for the six months ended June 30, 2025, compared to HKD 66,207,000 for the same period in 2024, representing a growth of approximately 16.9%[52] - The company reported a total segment profit of HKD 1,718,000 for the six months ended June 30, 2025, slightly down from HKD 1,723,000 in 2024[57] - The group reported a pre-tax loss of HKD 202,000 for the six months ended June 30, 2025, compared to a loss of HKD 2,036,000 for the same period in 2024[60] Segment Performance - The metal sales segment saw a revenue increase of 28% to HKD 29,576,000, with a segment profit of HKD 1,274,000, recovering from a loss of HKD 253,000 in 2024[9] - The electronic device solutions segment reported a revenue increase of 10% to HKD 47,633,000, but segment profit decreased to HKD 145,000 due to increased trade receivables impairment losses[10] - The property development segment in Australia recorded a segment profit of HKD 299,000, recovering from a loss of HKD 640,000 in 2024, with no segment revenue reported[11] Asset and Equity Position - As of June 30, 2025, the group's current assets amounted to HKD 323,901,000, with a current ratio of 6.7 times[21] - The group's equity attributable to owners was HKD 363,526,000 as of June 30, 2025, an increase from HKD 344,892,000 as of December 31, 2024[22] - The asset-to-liability ratio remained low at 1.14% as of June 30, 2025, with no bank borrowings reported[22] - Non-current assets amounted to HKD 100,619,000 as of June 30, 2025, up from HKD 90,173,000 at the end of 2024, indicating an increase of 11.9%[43] - Current assets increased to HKD 323,901,000 from HKD 304,782,000, representing a growth of 6.3%[43] - The company’s total assets less current liabilities stood at HKD 375,954,000, up from HKD 354,355,000, indicating a 6.1% increase[43] - The total equity attributable to owners of the company increased to HKD 363,526,000 from HKD 344,892,000, reflecting a growth of 5.4%[43] Investment and Dividends - The group received dividends of HKD 3,000,000 from its investment in Jinjiang shares during the six months ended June 30, 2025[18] - The fair value of Jinjiang shares increased to HKD 58,703,000 as of June 30, 2025, representing 14% of the group's total assets[18] - The group is optimistic about the future prospects of its investment in Jinjiang, which includes power and steam production, waste-to-energy plants, and energy management contracting[19] - The group did not declare an interim dividend for the six months ended June 30, 2025, consistent with the previous year[67] - No interim dividend was declared for the six months ending June 30, 2025, consistent with the previous period[74] Operational Strategies and Future Outlook - The company continues to explore additional development strategies and proposals to expedite the approval process for its property development projects[13] - The group expects to obtain development approval for the healthcare site within 12 to 18 months after submitting the development proposal[14] - The planning proposal has been approved by the committee, allowing for a significant increase in height restrictions from 12 meters to 45.5 meters, which will enhance the overall building area[15] - The company plans to enhance its sales capabilities and explore product diversification opportunities in response to global economic challenges[20] Financial Stability and Risks - The company had no significant contingent liabilities or capital commitments as of June 30, 2025, maintaining a stable financial position[27][29] - The company has no significant foreign exchange risk due to the balance of currency assets and liabilities, with expectations of no major operational difficulties from currency fluctuations[25][26] - The company did not apply any new accounting standards that were not yet effective during the reporting period, and the directors expect no significant impact on the interim financial report from future standards[48] - The group had no significant contingent liabilities as of June 30, 2025, consistent with the previous year[69] - There were no significant events occurring after the reporting period[72] Corporate Governance - The company has complied with the corporate governance code, except for the absence of the chairman at the annual general meeting on June 20, 2025[79] - The interim financial report for the six months ending June 30, 2025, was reviewed by the audit committee and approved by the board[82] - The board approved the unaudited interim financial report on August 27, 2025[73] Share Capital and Ownership - The issued share capital of the company remained unchanged at HKD 18,159,107.67, divided into 1,815,910,767 shares as of June 30, 2025[24] - As of June 30, 2025, Mr. Feng Hailiang and related entities hold 1,207,207,299 shares, representing 66.48% of the company's issued share capital[77] - The company has not made any arrangements for directors to acquire shares or debentures during the six months ending June 30, 2025[76] - No purchases, sales, or redemptions of the company's listed securities occurred during the six months ending June 30, 2025[83]

[Company Information](index=3&type=section&id=Company%20Information) This section provides an overview of the company's governance structure, including its Board of Directors and various committees, along with essential registration and contact details [Board of Directors and Committees](index=3&type=section&id=Board%20of%20Directors%20and%20Committees) The company's Board of Directors comprises executive, non-executive, and independent non-executive directors, supported by audit, nomination, remuneration, and ESG committees to ensure robust corporate governance - Board members include Chairman Mr. Peter Brendon Wyllie, Mr. Hou Haolong, Mr. Adriaan Johannes Basson as executive directors, Mr. Wang Ping as a non-executive director, and Ms. Chan Chu Man, Mr. Cheng Tai Kwan, Mr. Wei Mingde as independent non-executive directors[5](index=5&type=chunk) - The company has established Audit, Nomination, Remuneration, and Environmental, Social and Governance Committees, with independent non-executive directors serving as chairpersons or key members to strengthen corporate governance[5](index=5&type=chunk) [Registration and Contact Information](index=3&type=section&id=Registration%20and%20Contact%20Information) The company is registered in the Cayman Islands, with its headquarters and main operating location in Xinxiang City, Henan Province, China, and its principal place of business in Hong Kong at China Resources Building, Wan Chai, with stock code 2459 - The company's registered office is in the Cayman Islands, with its headquarters and principal place of business in China located in the Industrial Concentration Zone, Huixian City, Xinxiang City, Henan Province[5](index=5&type=chunk) - The principal place of business in Hong Kong is at China Resources Building, 26 Harbour Road, Wan Chai, and the Hong Kong share registrar and transfer office is Hong Kong Central Share Registrar Services Limited[6](index=6&type=chunk) - The company's stock code is **2459**, and its official website is www.sanergygroup.com[7](index=7&type=chunk) [Company Profile](index=4&type=section&id=Company%20Profile) This section outlines the company's core business, market positioning, strategic focus on sustainable development, and its global production and sales network [Principal Business and Market Positioning](index=4&type=section&id=Principal%20Business%20and%20Market%20Positioning) Sanergy Group is a global manufacturer of ultra-high power graphite electrodes, serving electric arc furnace steel manufacturers in over 25 countries worldwide, with products used across automotive, infrastructure, and other industries - The Group is a global manufacturer of ultra-high power graphite electrodes, with a customer base spanning over **25 countries** worldwide, including major electric arc furnace steel manufacturers in the Americas, EMEA, Asia Pacific, and China[8](index=8&type=chunk) - Products are primarily sold to the automotive, infrastructure, construction, electrical appliance, machinery, equipment, and transportation industries[8](index=8&type=chunk) [Strategy and Sustainable Development](index=4&type=section&id=Strategy%20and%20Sustainable%20Development) The company benefits from global 'dual carbon goals' driving the steel industry's transition to electric arc furnace steelmaking, committed to providing high-quality products and pursuing cleaner production processes for a green and sustainable economy - The 'dual carbon goals' are driving the downstream steel manufacturing industry from blast furnace steelmaking to more environmentally friendly electric arc furnace steelmaking, with EAFs considered a core pillar for decarbonizing the steel industry[9](index=9&type=chunk) - The company is committed to providing high-quality ultra-high power graphite electrodes and striving for cleaner production processes to reduce emissions, waste, and energy consumption, contributing to a green and sustainable economy[9](index=9&type=chunk) [Production and Sales Network](index=4&type=section&id=Production%20and%20Sales%20Network) The company operates production facilities in Italy and China with a combined annual capacity of 46,000 metric tons, supported by a global sales and distribution network to flexibly meet customer demands - The company has production facilities in Italy and China, with a combined actual annual production capacity of **46,000 metric tons**, allowing for flexible fulfillment of global customer demands[9](index=9&type=chunk) - Regional sales teams are dedicated to the Americas, EMEA, Asia Pacific, and China markets, ensuring product availability through a strong sales and distribution network[10](index=10&type=chunk) [Definitions](index=5&type=section&id=Definitions) This section provides a comprehensive glossary of key terms and abbreviations used throughout the interim report to ensure clarity and consistent understanding [Definitions of Key Terms](index=5&type=section&id=Definitions%20of%20Key%20Terms) This section provides standard definitions for key terms used in the interim report, including reporting periods, geographical regions, company entities, product types, and financial terminology - The report defines 'first half of 2024' as the six months ended June 30, 2024, while 'reporting period' or 'first half of 2025' refers to the six months ended June 30, 2025[11](index=11&type=chunk)[12](index=12&type=chunk) - Geographical regions include 'Asia Pacific', 'China', 'EMEA' (Europe, Middle East, and Africa), and 'United States'[11](index=11&type=chunk)[13](index=13&type=chunk) - Key product terms such as 'graphite anode materials' and 'ultra-high power graphite electrodes' are also clearly defined, with the latter referring to electrodes capable of withstanding current intensities exceeding **25 amperes per square centimeter**[12](index=12&type=chunk)[13](index=13&type=chunk) [Management Discussion and Analysis](index=8&type=section&id=Management%20Discussion%20and%20Analysis) This section provides an in-depth review of the Group's business performance, future outlook, financial results, liquidity, capital structure, and other significant operational and financial matters [Business Review](index=8&type=section&id=Business%20Review) The Group successfully reversed the gross loss trend from 2024 to record a gross profit in the first half of 2025, driven by prudent financial policies, cost reduction measures, and inventory provision reversals, significantly narrowing losses and achieving a turnaround to adjusted EBITDA profit - The Group successfully reversed the gross loss trend from 2024 to record a gross profit in the first half of 2025, primarily due to senior management's continuous strengthening of prudent financial policies and cost reduction measures[14](index=14&type=chunk) Comparison of Key Financial Performance: H1 2025 vs. H1 2024 | Metric | H1 2025 (million USD) | H1 2024 (million USD) | Change | | :--- | :--- | :--- | :--- | | Average cost of sales per metric ton | Significantly reduced | -36.4% | Reduced by 36.4% | | Gross Profit/(Loss) | 2.5 (Gross Profit) | (8.1) (Gross Loss) | Turned to profit | | Loss attributable to owners of the company | (9.7) | (14.4) | Narrowed by 4.7 | | Adjusted Net Loss | (4.9) | (15.0) | Narrowed by 10.1 | | Adjusted EBITDA | 0.092 (Profit) | (13.0) (Loss) | Turned to profit | - The Group continued to destock, maintaining inventory levels similar to December 31, 2024, aiming to reduce inventory risk, improve cash flow, and enhance operational flexibility and efficiency[14](index=14&type=chunk)[15](index=15&type=chunk) [Future Outlook](index=9&type=section&id=Future%20Outlook) Management anticipates continued market challenges in the second half of 2025 but remains optimistic about future business, continuing to implement geographical optimization strategies and strict cost controls, while benefiting from medium-to-long-term growth opportunities driven by global carbon neutrality developments - Downstream steel manufacturing demand, global geopolitical tensions, and trade-related uncertainties (especially the impact of US tariffs) are expected to persist in the second half of 2025[19](index=19&type=chunk)[20](index=20&type=chunk) - Leveraging the advantage of dual production facilities in Italy and China, the Group will strategically optimize sales to selected regions to mitigate tariff impacts and will continue to implement this strategy[20](index=20&type=chunk) - Initial signs of market adjustment are emerging, with many production facilities closing or divesting, and improved competition is expected to stabilize consumer sentiment and profits in the medium to long term[20](index=20&type=chunk) - The Group remains optimistic about future business, continuing to pursue geographical optimization strategies, focusing on higher-priced markets, while maintaining strict cost control measures to seize medium-to-long-term growth opportunities driven by global carbon neutrality developments[21](index=21&type=chunk) [Financial Review](index=11&type=section&id=Financial%20Review) The Group's financial performance significantly improved in the first half of 2025, with a turnaround to gross profit, substantial reductions in administrative expenses and finance costs, and narrowed loss attributable to owners of the company, with adjusted EBITDA turning to profit, reflecting the effectiveness of strategic adjustments and cost controls - The Group proactively implemented a geographical optimization strategy, shifting its sales focus to higher-priced markets such as North America and markets with stronger pricing potential, while avoiding loss-making orders[22](index=22&type=chunk) Comparison of Financial Data: H1 2025 vs. H1 2024 | Metric | H1 2025 (million USD) | H1 2024 (million USD) | Change | | :--- | :--- | :--- | :--- | | Revenue | 23.8 | 32.1 | Reduced by 8.3 | | Cost of Sales | 21.3 | 40.2 | Reduced by 18.9 | | Gross Profit/(Loss) | 2.5 (Gross Profit) | (8.1) (Gross Loss) | Turned to profit | | Gross Profit Margin | 10.4% | (25.3%) | Improved by 35.7 percentage points | | Administrative Expenses | 3.6 | 5.8 | Reduced by 2.2 (37.4%) | | Finance Costs | 1.3 | 1.7 | Reduced by 0.4 | | Loss attributable to owners of the company | 9.7 | 14.4 | Reduced by 4.7 | - The significant reduction in cost of sales was primarily due to a strategic shift towards selling more cost-competitive graphite electrodes procured in China, as well as an optimized cost structure and reversal of inventory provisions[24](index=24&type=chunk) [Revenue](index=11&type=section&id=Revenue) Through geographical optimization, the Group shifted its sales focus to higher-priced markets, leading to a decrease in overall revenue but optimized profitability, despite a decline in total sales volume, with a significant increase in sales proportion in the Americas and China - The Group proactively implemented a geographical optimization strategy, shifting its sales focus to higher-priced regions such as North America and markets with stronger pricing potential, while avoiding loss-making orders[22](index=22&type=chunk) Comparison of Revenue and Sales Volume: H1 2025 vs. H1 2024 | Metric | H1 2025 | H1 2024 | Change | | :--- | :--- | :--- | :--- | | Total Sales Volume | 8,062 metric tons | 9,682 metric tons | Decreased by 16.8% | | Sales Proportion in Americas | Approx. 26.7% | Approx. 19.7% | Increased by 7 percentage points | | Sales Proportion in China | Approx. 43.5% | Approx. 29.3% | Increased by 14.2 percentage points | | Overall Revenue | Approx. 23.8 million USD | Approx. 32.1 million USD | Decreased by 25.8% | | Average Selling Price | Approx. 2,949 USD/metric ton | Approx. 3,316 USD/metric ton | Decreased by 11.1% | - Sales in China and the Americas increased by approximately **28.5%** and **4.0%** respectively, primarily due to a strategic redistribution of products from the EMEA market[23](index=23&type=chunk) [Cost of Sales](index=11&type=section&id=Cost%20of%20Sales) Cost of sales significantly decreased, primarily due to a strategic shift towards procuring more cost-competitive graphite electrodes from China, as well as an optimized cost structure and reversal of inventory provisions Comparison of Cost of Sales: H1 2025 vs. H1 2024 | Metric | H1 2025 (million USD) | H1 2024 (million USD) | Change | | :--- | :--- | :--- | :--- | | Cost of Sales | Approx. 21.3 | Approx. 40.2 | Reduced by approx. 18.9 | | Average Cost of Sales/metric ton | Approx. 2,641 USD | Approx. 4,154 USD | Reduced by approx. 1,513 USD | | Inventory Provision | Approx. 0.2 | Approx. 4.6 | Reduced by approx. 4.4 | - The reduction in cost of sales was primarily due to a strategic shift from selling less cost-competitive graphite electrodes produced in the Italian plant to selling more cost-competitive graphite electrodes procured in China[24](index=24&type=chunk) - An optimized cost structure and the recognition of an inventory provision of approximately **0.2 million USD** (compared to **4.6 million USD** in H1 2024) were also significant factors in the decrease in cost of sales[24](index=24&type=chunk) [Gross Profit/(Loss) and Gross Profit/(Loss) Margin](index=12&type=section&id=Gross%20Profit%E2%88%95%28Loss%29%20and%20Gross%20Profit%E2%88%95%28Loss%29%20Margin) The Group successfully turned a gross loss into a gross profit, with a significant improvement in gross profit margin, reflecting the effectiveness of its sales activities and cost optimization strategies Comparison of Gross Profit and Gross Profit Margin: H1 2025 vs. H1 2024 | Metric | H1 2025 | H1 2024 | Change | | :--- | :--- | :--- | :--- | | Gross Profit/(Loss) | Approx. 2.5 million USD (Gross Profit) | Approx. 8.1 million USD (Gross Loss) | Turned to profit | | Gross Profit Margin | 10.4% | (25.3%) | Improved by 35.7 percentage points | - The significant improvement in gross profit and gross profit margin reflects the effectiveness of the Group's strategic measures in sales activities and cost optimization[25](index=25&type=chunk) [Administrative Expenses](index=12&type=section&id=Administrative%20Expenses) Administrative expenses significantly decreased, primarily due to the implementation of cost optimization measures, leading to reductions in staff costs and legal and professional fees Comparison of Administrative Expenses: H1 2025 vs. H1 2024 | Metric | H1 2025 (million USD) | H1 2024 (million USD) | Change | | :--- | :--- | :--- | :--- | | Total Administrative Expenses | Approx. 3.6 | Approx. 5.8 | Reduced by approx. 2.2 (37.4%) | - The significant reduction in administrative expenses was primarily due to the Group's implementation of cost optimization measures, resulting in lower staff costs and legal and professional fees[26](index=26&type=chunk) [Finance Costs](index=12&type=section&id=Finance%20Costs) Finance costs decreased, mainly due to the repayment of certain bank and other borrowings Comparison of Finance Costs: H1 2025 vs. H1 2024 | Metric | H1 2025 (million USD) | H1 2024 (million USD) | Change | | :--- | :--- | :--- | :--- | | Total Finance Costs | Approx. 1.3 | Approx. 1.7 | Reduced by approx. 0.4 | - The decrease in finance costs was primarily due to the repayment of certain bank and other borrowings[27](index=27&type=chunk) [Loss for the Reporting Period](index=12&type=section&id=Loss%20for%20the%20Reporting%20Period) The loss attributable to owners of the company significantly narrowed, primarily benefiting from the turnaround to gross profit and effective control over administrative expenses Comparison of Loss Attributable to Owners of the Company: H1 2025 vs. H1 2024 | Metric | H1 2025 (million USD) | H1 2024 (million USD) | Change | | :--- | :--- | :--- | :--- | | Loss attributable to owners of the company | Approx. 9.7 | Approx. 14.4 | Reduced by approx. 4.7 | - The reduction in loss was primarily due to generating gross profit and the Group's implementation of cost optimization measures, leading to a significant decrease in administrative expenses from reduced staff costs, legal, and professional fees[28](index=28&type=chunk) [Non-HKFRS Financial Measures](index=13&type=section&id=Non-HKFRS%20Financial%20Measures) The Group provided non-HKFRS measures such as adjusted EBITDA and adjusted net loss to more clearly reflect operating performance, showing adjusted EBITDA turned to profit and adjusted net loss significantly narrowed - Adjusted EBITDA refers to earnings before interest, taxes, depreciation, and amortization, excluding non-cash unrealized exchange differences; adjusted net loss refers to the loss for the period attributable to owners of the company, also excluding non-cash unrealized exchange differences[29](index=29&type=chunk) Comparison of Non-HKFRS Financial Measures: H1 2025 vs. H1 2024 | Metric | H1 2025 (thousand USD) | H1 2024 (thousand USD) | Change | | :--- | :--- | :--- | :--- | | Loss before tax | (8,399) | (16,639) | Reduced by 8,240 | | EBITDA | (4,634) | (12,454) | Reduced by 7,820 | | Adjusted EBITDA | 92 (Profit) | (13,042) (Loss) | Turned to profit | | Loss for the period attributable to owners of the company | (9,664) | (14,368) | Reduced by 4,704 | | Adjusted Net Loss | (4,938) | (14,956) | Reduced by 10,018 | - The Board believes these non-HKFRS measures provide useful information to shareholders and potential investors to illustrate the Group's operating performance comparison across periods[29](index=29&type=chunk) [Cash Flow, Liquidity, Capital Resources and Capital Structure](index=15&type=section&id=Cash%20Flow%2C%20Liquidity%2C%20Capital%20Resources%20and%20Capital%20Structure) In the first half of 2025, the Group primarily met its capital requirements through operating activities, bank borrowings, and proceeds from listing, adopting a prudent financial management approach to ensure sufficient liquidity and maintain a healthy capital structure - In the first half of 2025, the Group primarily met its capital requirements through cash generated from operations, proceeds from bank and other borrowings, and proceeds from the listing of the company's shares[31](index=31&type=chunk) Comparison of Cash Flow: H1 2025 vs. H1 2024 | Metric | H1 2025 (million USD) | H1 2024 (million USD) | Change | | :--- | :--- | :--- | :--- | | Net cash generated from operating activities | Approx. 4.5 | Approx. 5.4 | Reduced by 0.9 | | Net cash used in investing activities | Approx. 1.3 | Approx. 1.8 | Reduced by 0.5 | | Net cash used in financing activities | Approx. 4.9 | Approx. 10.9 | Reduced by 6.0 | Comparison of Liquidity and Capital Structure: June 30, 2025 vs. December 31, 2024 | Metric | June 30, 2025 (million USD) | December 31, 2024 (million USD) | Change | | :--- | :--- | :--- | :--- | | Cash and cash equivalents | Approx. 8.5 | Approx. 9.9 | Reduced by 1.4 | | Total interest-bearing bank and other borrowings | Approx. 27.7 | Approx. 29.7 | Reduced by 2.0 | | Total equity | Approx. 104.4 | Approx. 105.8 | Reduced by 1.4 | | Total liabilities | Approx. 72.5 | Approx. 68.2 | Increased by 4.3 | [Gearing Ratio](index=16&type=section&id=Gearing%20Ratio) The Group's gearing ratio decreased, primarily due to the repayment of certain bank and other borrowings Change in Gearing Ratio | Metric | June 30, 2025 | December 31, 2024 | Change | | :--- | :--- | :--- | :--- | | Gearing Ratio | Approx. 26.5% | 28.1% | Reduced by 1.6 percentage points | - The decrease in the gearing ratio was due to the repayment of certain bank and other borrowings[33](index=33&type=chunk) [Foreign Exchange Risk](index=16&type=section&id=Foreign%20Exchange%20Risk) The Group faces transactional currency risk but did not enter into any forward foreign exchange contracts in the first half of 2025, with management continuously monitoring and considering appropriate hedging measures - The Group is exposed to transactional currency risk, primarily arising from operating units conducting sales or purchases in currencies other than their functional currency[34](index=34&type=chunk) - In the first half of 2025, the Group did not enter into any forward foreign exchange contracts and does not intend to seek to hedge against foreign exchange fluctuation risks[34](index=34&type=chunk) - Management continuously monitors economic conditions and foreign exchange risk exposure and will consider appropriate hedging measures when deemed suitable in the future[34](index=34&type=chunk) [Capital Expenditure](index=16&type=section&id=Capital%20Expenditure) The Group's capital expenditure in the first half of 2025 was approximately 2.3 million USD, primarily for the acquisition of property, plant, and equipment to expand operations Capital Expenditure in H1 2025 | Metric | Amount (million USD) | | :--- | :--- | | Capital Expenditure | Approx. 2.3 | - Capital expenditure primarily included expenses for the acquisition of property, plant, and equipment for operational expansion[35](index=35&type=chunk) [Contingent Liabilities](index=16&type=section&id=Contingent%20Liabilities) As of June 30, 2025, the Group had no significant contingent liabilities - As of June 30, 2025, the Group had no significant contingent liabilities[36](index=36&type=chunk) [Pledge of Assets](index=16&type=section&id=Pledge%20of%20Assets) Certain of the Group's property, plant, and equipment, trade receivables, industrial leasehold land, and pledged bank deposits have been pledged to independent third parties Carrying Value of Pledged Assets: June 30, 2025 | Asset Category | June 30, 2025 (million USD) | December 31, 2024 (million USD) | | :--- | :--- | :--- | | Property, plant and equipment | Approx. 20.7 | Approx. 21.0 | | Trade receivables | Approx. 0.7 | Approx. 3.7 | | Industrial leasehold land | Approx. 3.6 | Approx. 3.6 | | Pledged bank deposits | Approx. 5.3 | Approx. 6.4 | - The aforementioned assets have been pledged to independent third parties as security for borrowings[37](index=37&type=chunk) [Significant Acquisitions or Disposals of Subsidiaries, Associates and Joint Ventures](index=17&type=section&id=Significant%20Acquisitions%20or%20Disposals%20of%20Subsidiaries%2C%20Associates%20and%20Joint%20Ventures) The Group acquired Taigu assets in 2023, but the seller illegally occupied the assets in 2024 and demanded rescission of the agreement, prompting the company to initiate arbitration proceedings to recover the assets and claim damages - On July 6, 2023, the company entered into an asset purchase agreement to acquire Taigu assets (including buildings, production facilities, and intangible assets) for approximately **RMB 80.5 million**, with the acquisition completed in August 2023[38](index=38&type=chunk) - Around March 2024, the seller illegally occupied the Taigu assets citing force majeure and demanded rescission of the agreement, which the company's Chinese legal counsel deemed groundless[38](index=38&type=chunk) - The company filed an arbitration application with the Shanghai International Arbitration Center in December 2024, seeking the return of assets and compensation for losses from the seller, with the arbitration hearing held in September 2025[38](index=38&type=chunk) [Significant Investments](index=17&type=section&id=Significant%20Investments) As of June 30, 2025, the Group had no significant investments exceeding 5% of its total assets - As of June 30, 2025, the Group had no significant investments exceeding **5%** of its total assets[40](index=40&type=chunk) [Other Information](index=18&type=section&id=Other%20Information) This section covers various non-financial disclosures, including directors' and substantial shareholders' interests, share option schemes, corporate governance, post-reporting period events, and human resources [Directors' and Chief Executive's Interests in Shares, Underlying Shares and Debentures](index=18&type=section&id=Directors'%20and%20Chief%20Executive's%20Interests%20in%20Shares%2C%20Underlying%20Shares%20and%20Debentures) As of June 30, 2025, Mr. Hou Haolong and Mr. Peter Brendon Wyllie held interests in the company's shares, while other directors and the chief executive had no disclosable interests Directors' and Chief Executive's Share Interests: June 30, 2025 | Director's Name | Capacity and Nature of Interest | Number of Shares | Percentage | | :--- | :--- | :--- | :--- | | Mr. Hou Haolong | Founder of discretionary trust | 109,212,000 | 9.58% | | Mr. Peter Brendon Wyllie | Beneficial owner | 112,000 | 0.01% | - Mr. Hou Haolong is deemed to have an interest in the shares held by Otautahi Capital Inc., which is controlled by a discretionary trust of which he is one of the beneficiaries[42](index=42&type=chunk) [Substantial Shareholders' Interests and Short Positions in Shares and Underlying Shares](index=19&type=section&id=Substantial%20Shareholders'%20Interests%20and%20Short%20Positions%20in%20Shares%20and%20Underlying%20Shares) As of June 30, 2025, Otautahi Capital Inc. and its associated entities were substantial shareholders of the company, holding a **9.58%** interest in the shares Substantial Shareholders' Share Interests: June 30, 2025 | Shareholder's Name | Capacity and Nature of Interest | Number of Shares | Percentage of Interest | | :--- | :--- | :--- | :--- | | Otautahi Capital Inc. | Beneficial owner | 109,212,000 | 9.58% | | Otautahi Holdings Limited | Interest in controlled corporation | 109,212,000 | 9.58% | | Otautahi Enterprises Trust Company Limited | Trustee | 109,212,000 | 9.58% | - Otautahi Capital Inc., Otautahi Holdings Limited, and Otautahi Enterprises Trust Company Limited are deemed to have interests in the same shares due to their associated relationships[43](index=43&type=chunk) [Share Option Scheme](index=20&type=section&id=Share%20Option%20Scheme) The company adopted a share option scheme in 2022 with a ten-year validity, but no share options have been granted as of the end of the reporting period, with a scheme mandate limit of **100,000,000 shares** - The company adopted a share option scheme on December 19, 2022, valid until December 18, 2032[44](index=44&type=chunk) - No share options have been granted under the share option scheme since its adoption[44](index=44&type=chunk) - At the beginning and end of the reporting period, the number of share options that could be granted under the scheme mandate limit was **100,000,000 shares**[44](index=44&type=chunk) [Directors' Interests in Competing Businesses](index=20&type=section&id=Directors'%20Interests%20in%20Competing%20Businesses) In the first half of 2025, no directors or directors of the company's subsidiaries or their respective associates had any interests in any business that competes with the Group's business - In the first half of 2025, no directors or directors of the company's subsidiaries or their respective associates had any interests in any business that directly or indirectly competes or may compete with the business of the company and its subsidiaries[45](index=45&type=chunk) [Events After the Reporting Period](index=20&type=section&id=Events%20After%20the%20Reporting%20Period) After the reporting period, the company successfully completed a rights issue, raising net proceeds of approximately **HKD 43.9 million**, and changed the board lot size for trading on the Stock Exchange - On July 7, 2025, the company announced a proposed rights issue to allot a maximum of **570,000,000 rights shares** at a subscription price of **HKD 0.08 per share** on the basis of one rights share for every two existing shares held, raising gross proceeds of up to approximately **5.809 million USD** (equivalent to **HKD 45.6 million**)[46](index=46&type=chunk) - The rights issue was fully subscribed, with **570,000,000 rights shares** to be allotted and issued, and net proceeds (after deducting expenses) of approximately **HKD 43.9 million**[46](index=46&type=chunk) - The board lot size for trading on the Stock Exchange was changed from **2,000 shares** to **20,000 shares**, effective from July 29, 2025[47](index=47&type=chunk) [Use of Proceeds from Listing](index=21&type=section&id=Use%20of%20Proceeds%20from%20Listing) The company's net proceeds from listing were approximately **HKD 186.7 million**, and as of June 30, 2025, most funds have been utilized according to the prospectus and subsequent changes, with remaining funds planned for plant upgrades and graphite anode material business development - The net proceeds from the global offering were approximately **HKD 186.7 million**, which have been utilized according to the prospectus and subsequent changes[48](index=48&type=chunk) Use and Application of Listing Proceeds: June 30, 2025 | Purpose | Disclosed in Prospectus (million HKD) | Revised Net Proceeds (million HKD) | Utilized as of Jan 1, 2025 (million HKD) | Utilized in H1 2025 (million HKD) | Unutilized as of June 30, 2025 (million HKD) | Expected Full Utilization Timeline | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Payment for Taigu assets acquisition | 65.0 | 44.2 | (44.2) | – | – | – | | Upgrade of plant production system | 103.0 | 83.0 | (38.3) | (2.5) | 42.2 | H2 2026 | | Development and expansion of graphite anode material business | – | 15.0 | (4.5) | (7.2) | 3.3 | H1 2026 | | Working capital and general corporate purposes | 18.7 | 18.7 | (18.7) | – | – | – | | Payment for graphite electrode business operating costs | – | 25.8 | (25.8) | – | – | – | | **Total** | **186.7** | **186.7** | **(131.5)** | **(9.7)** | **45.5** | – | - As of June 30, 2025, **HKD 45.5 million** of net proceeds remained unutilized, primarily allocated for plant upgrades and the development of the graphite anode material business[49](index=49&type=chunk) [Human Resources and Remuneration Policy](index=22&type=section&id=Human%20Resources%20and%20Remuneration%20Policy) The Group's employee count and staff costs decreased, with remuneration policy determined by market trends, future plans, and individual performance, offering various employee benefits Comparison of Human Resources Data: H1 2025 vs. H1 2024 | Metric | June 30, 2025 | June 30, 2024 | Change | | :--- | :--- | :--- | :--- | | Number of Employees | 154 employees | 207 employees | Reduced by 53 employees | | Staff Costs (million USD) | Approx. 3.3 | Approx. 5.1 | Reduced by 1.8 | - The Group's remuneration policy is determined based on market trends, future plans, and individual performance[50](index=50&type=chunk) - The Group also provides other employee benefits such as mandatory provident funds, national social welfare schemes, and a share option scheme[50](index=50&type=chunk) [Interim Dividend](index=23&type=section&id=Interim%20Dividend) The Board did not declare any interim dividends for the first half of 2025 or 2024 - The Board did not declare any interim dividends for the first half of 2025 and 2024[51](index=51&type=chunk) [Corporate Governance Code](index=23&type=section&id=Corporate%20Governance%20Code) The company complied with the Corporate Governance Code set out in Appendix C1 of the Listing Rules throughout the reporting period - The company's corporate governance practices are based on the principles and code provisions set out in the Corporate Governance Code, and it complied with the relevant code provisions throughout the reporting period[52](index=52&type=chunk) [Standard Securities Dealing Code for Directors of Listed Issuers](index=23&type=section&id=Standard%20Securities%20Dealing%20Code%20for%20Directors%20of%20Listed%20Issuers) The company adopted the Standard Code as the code of conduct for directors' securities transactions, and all directors confirmed compliance with it during the reporting period - The company has adopted the Standard Code as the code of conduct for directors' securities transactions[53](index=53&type=chunk) - Following specific inquiries to all directors, each director confirmed compliance with the Standard Code throughout the reporting period[53](index=53&type=chunk) [Changes in Directors' Biographical Details](index=23&type=section&id=Changes%20in%20Directors'%20Biographical%20Details) After the reporting period, there were changes in the positions of independent non-executive directors Mr. Wei Mingde and Mr. Cheng Tai Kwan - Independent non-executive director Mr. Wei Mingde was appointed as an external director of China Merchants Group Limited in June 2025 and resigned as an external director of China COSCO Shipping Corporation Limited[55](index=55&type=chunk) - Independent non-executive director Mr. Cheng Tai Kwan resigned as an independent non-executive director of Hualian International (Holdings) Company Limited in September 2024[55](index=55&type=chunk) [Audit Committee](index=24&type=section&id=Audit%20Committee) The Audit Committee, composed of three independent non-executive directors, reviewed this interim report and the unaudited condensed consolidated interim financial statements, confirming their completeness, accuracy, and compliance with Listing Rules - The Audit Committee comprises three independent non-executive directors: Mr. Cheng Tai Kwan (Chairman), Ms. Chan Chu Man, and Mr. Wei Mingde[56](index=56&type=chunk) - The Audit Committee discussed with management and external auditors and reviewed this interim report and the Group's unaudited condensed consolidated interim financial statements for the first half of 2025[56](index=56&type=chunk) - The Audit Committee confirmed that this interim report is complete, accurate, and complies with the Listing Rules[56](index=56&type=chunk) [Review of Unaudited Condensed Consolidated Interim Financial Information](index=24&type=section&id=Review%20of%20Unaudited%20Condensed%20Consolidated%20Interim%20Financial%20Information) The company's auditor, Deloitte Touche Tohmatsu, reviewed and agreed to the unaudited condensed consolidated interim financial information for the first half of 2025 in accordance with Hong Kong Standard on Review Engagements 2410 - The company's auditor, Deloitte Touche Tohmatsu, reviewed and agreed to the unaudited condensed consolidated interim financial information for the first half of 2025 in accordance with Hong Kong Standard on Review Engagements 2410 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity'[57](index=57&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=24&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company's%20Listed%20Securities) During the reporting period, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities - During the reporting period, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities[58](index=58&type=chunk) [Review Report on Condensed Consolidated Financial Statements](index=25&type=section&id=Review%20Report%20on%20Condensed%20Consolidated%20Financial%20Statements) This section presents the independent auditor's review report on the condensed consolidated financial statements, outlining the scope of their review and their conclusion regarding the financial statements' preparation [Review Conclusion](index=25&type=section&id=Review%20Conclusion) Deloitte Touche Tohmatsu reviewed Sanergy Group Limited's condensed consolidated financial statements and found no matters leading them to believe that the statements were not prepared in all material respects in accordance with Hong Kong Accounting Standard 34 - Deloitte Touche Tohmatsu reviewed the Group's condensed consolidated financial statements in accordance with Hong Kong Standard on Review Engagements 2410[59](index=59&type=chunk)[60](index=60&type=chunk) - The scope of a review is substantially less than that of an audit, thus no audit opinion is expressed, but no matters were identified that lead them to believe the condensed consolidated financial statements were not prepared in all material respects in accordance with Hong Kong Accounting Standard 34[60](index=60&type=chunk)[61](index=61&type=chunk) [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=27&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) This section presents the Group's financial performance for the reporting period, detailing revenue, costs, gross profit, other income and expenses, and the resulting profit or loss and comprehensive income [Profit or Loss Performance](index=27&type=section&id=Profit%20or%20Loss%20Performance) The Group achieved a gross profit of **2.5 million USD** in the first half of 2025, reversing the gross loss of the prior year, but recorded a loss for the period of **9.7 million USD**, narrowed from the prior year, primarily due to other gains and losses (mainly foreign exchange differences) Summary of Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income: H1 2025 vs. H1 2024 | Metric | H1 2025 (thousand USD) | H1 2024 (thousand USD) | Change | | :--- | :--- | :--- | :--- | | Revenue | 23,776 | 32,101 | Reduced by 8,325 | | Cost of sales | (21,293) | (40,215) | Reduced by 18,922 | | Gross profit (loss) | 2,483 | (8,114) | Turned to profit | | Other gains and losses | (4,979) | 721 | Reduced by 5,700 | | Loss before tax | (8,399) | (16,639) | Reduced by 8,240 | | Loss for the period attributable to owners of the company | (9,664) | (14,368) | Reduced by 4,704 | | Exchange differences on translation of overseas operations | 8,322 | (2,595) | Increased by 10,917 | | Total comprehensive expense for the period attributable to owners of the company | (1,342) | (16,963) | Reduced by 15,621 | | Basic loss per share | (0.7) US cents | (1.3) US cents | Reduced by 0.6 US cents | - Other gains and losses included a net foreign exchange difference loss of approximately **4.8 million USD**, negatively impacting the loss for the current period[63](index=63&type=chunk) - Other comprehensive income for the period primarily stemmed from exchange differences on the translation of overseas operations, turning from an expense in the prior year to income, significantly improving the total comprehensive expense[64](index=64&type=chunk) [Condensed Consolidated Statement of Financial Position](index=29&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) This section presents a snapshot of the Group's financial health at the end of the reporting period, detailing its assets, liabilities, and equity [Asset and Liability Structure](index=29&type=section&id=Asset%20and%20Liability%20Structure) As of June 30, 2025, the Group's non-current assets slightly increased, net current assets decreased, and total equity slightly reduced, but the capital structure remained stable Summary of Condensed Consolidated Statement of Financial Position: June 30, 2025 vs. December 31, 2024 | Metric | June 30, 2025 (thousand USD) | December 31, 2024 (thousand USD) | Change | | :--- | :--- | :--- | :--- | | Non-current assets | 111,609 | 107,466 | Increased by 4,143 | | Current assets | 65,308 | 66,503 | Reduced by 1,195 | | Current liabilities | 59,936 | 55,584 | Increased by 4,352 | | Net current assets | 5,372 | 10,919 | Reduced by 5,547 | | Non-current liabilities | 12,572 | 12,634 | Reduced by 62 | | Net assets | 104,409 | 105,751 | Reduced by 1,342 | | Total equity | 104,409 | 105,751 | Reduced by 1,342 | - The increase in non-current assets was primarily reflected in the growth of property, plant, and equipment[65](index=65&type=chunk) - The increase in current liabilities primarily stemmed from the growth in trade payables and bills payable[65](index=65&type=chunk) [Condensed Consolidated Statement of Changes in Equity](index=31&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) This section details the movements in the Group's equity components over the reporting period, including profit or loss, other comprehensive income, and transactions with owners [Analysis of Changes in Equity](index=31&type=section&id=Analysis%20of%20Changes%20in%20Equity) The Group's total equity slightly decreased in the first half of 2025, primarily due to the loss for the period, but partially offset by positive changes in the foreign exchange fluctuation reserve Summary of Changes in Equity: H1 2025 vs. H1 2024 | Metric | January 1, 2025 (thousand USD) | June 30, 2025 (thousand USD) | Change | | :--- | :--- | :--- | :--- | | Total equity | 105,751 | 104,409 | Reduced by 1,342 | | Loss for the period | – | (9,664) | Reduced by 9,664 | | Exchange differences on translation of overseas operations | – | 8,322 | Increased by 8,322 | | Total comprehensive income (expense) for the period | – | (1,342) | Reduced by 1,342 | - Despite recording a loss for the period, the foreign exchange fluctuation reserve turned from negative to positive, positively impacting total equity[67](index=67&type=chunk) [Condensed Consolidated Statement of Cash Flows](index=32&type=section&id=Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) This section provides an overview of the Group's cash inflows and outflows from operating, investing, and financing activities, highlighting changes in its cash and cash equivalents [Cash Flow Analysis](index=32&type=section&id=Cash%20Flow%20Analysis) In the first half of 2025, the Group experienced a decrease in net cash inflow from operating activities, a decrease in net cash outflow from investing activities, and a significant decrease in net cash outflow from financing activities, resulting in a reduction in cash and cash equivalents at period-end Summary of Condensed Consolidated Statement of Cash Flows: H1 2025 vs. H1 2024 | Metric | H1 2025 (thousand USD) | H1 2024 (thousand USD) | Change | | :--- | :--- | :--- | :--- | | Net cash generated from operating activities | 4,468 | 5,423 | Reduced by 955 | | Net cash used in investing activities | (1,265) | (1,792) | Reduced by 527 | | Net cash used in financing activities | (4,863) | (10,930) | Reduced by 6,067 | | Net decrease in cash and cash equivalents | (1,660) | (7,299) | Reduced by 5,639 | | Cash and cash equivalents at end of period | 8,498 | 22,279 | Reduced by 13,781 | - The decrease in net cash generated from operating activities was partly due to an increase in inventories and an increase in prepayments, deposits, and other receivables[69](index=69&type=chunk) - The significant decrease in net cash used in financing activities was primarily due to a reduction in new borrowings and a reduction in repayment of borrowings[71](index=71&type=chunk) [Notes to the Condensed Consolidated Financial Statements](index=33&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed explanatory notes supporting the condensed consolidated financial statements, covering accounting policies, segment information, revenue, expenses, and other financial disclosures [1. General Information and Basis of Preparation](index=34&type=section&id=1.%20General%20Information%20and%20Basis%20of%20Preparation) This note outlines Sanergy Group Limited's basic information, principal business, functional currency, and the basis of preparation for the condensed consolidated financial statements, emphasizing the Board's assessment of its going concern ability - The company is a limited company incorporated in the Cayman Islands, with its shares listed on the Main Board of the Stock Exchange on January 17, 2023[72](index=72&type=chunk) - The condensed consolidated financial statements are presented in **USD**, which is also the company's functional currency, and its principal business is the manufacture and sale of graphite electrodes[73](index=73&type=chunk) - The Group recorded a loss of **9,664,000 USD** in the first half of 2025, with interest-bearing bank and other borrowings totaling **27,657,000 USD**, of which **4,848,000 USD** is undergoing restructuring[73](index=73&type=chunk) - The Board is satisfied that the Group will have sufficient internally generated financial resources and available credit facilities to meet its future financial obligations and continues to adopt the going concern basis of accounting[74](index=74&type=chunk) [2. Significant Accounting Policies](index=35&type=section&id=2.%20Significant%20Accounting%20Policies) The condensed consolidated financial statements are prepared under the historical cost convention, with accounting policies and calculation methods consistent with the prior year's consolidated financial statements, and current period HKFRS amendments having no material impact on financial position or performance - The condensed consolidated financial statements have been prepared on the historical cost convention, except for certain property, plant and equipment and financial instruments which are measured at revalued amounts or fair value[75](index=75&type=chunk) - The accounting policies and methods of computation used in the preparation of the condensed consolidated financial statements for the six months ended June 30, 2025, are the same as those presented in the Group's annual consolidated financial statements for the year ended December 31, 2024[75](index=75&type=chunk) - The amendments to Hong Kong Financial Reporting Standards adopted in this interim period had no impact on the Group's financial position and performance for this period and prior periods and/or the disclosures contained in these condensed consolidated financial statements[76](index=76&type=chunk) [3. Operating Segment Information](index=36&type=section&id=3.%20Operating%20Segment%20Information) The Group is primarily engaged in the manufacture and sale of graphite electrodes and is considered a single operating segment, thus no operating segment information is presented, but geographical information by customer location and asset location is provided - The Group is primarily engaged in the manufacture and sale of graphite electrodes, and the chief operating decision-maker views the Group's operating results as a whole, thus no operating segment information is presented[77](index=77&type=chunk) Revenue from External Customers by Geographical Location: H1 2025 vs. H1 2024 | Region | H1 2025 (thousand USD) | H1 2024 (thousand USD) | Change | | :--- | :--- | :--- | :--- | | Americas | 8,820 | 8,479 | Increased by 341 | | Europe, Middle East and Africa (EMEA) | 8,035 | 18,162 | Reduced by 10,127 | | People's Republic of China (China) | 6,921 | 5,385 | Increased by 1,536 | | Asia Pacific (excluding China) | – | 75 | Reduced by 75 | | **Total** | **23,776** | **32,101** | **Reduced by 8,325** | Non-current Assets by Geographical Location: June 30, 2025 vs. December 31, 2024 | Region | June 30, 2025 (thousand USD) | December 31, 2024 (thousand USD) | Change | | :--- | :--- | :--- | :--- | | Americas | 108 | 165 | Reduced by 57 | | EMEA | 51,027 | 44,596 | Increased by 6,431 | | China | 56,753 | 57,329 | Reduced by 576 | | Asia Pacific (excluding China) | 522 | 633 | Reduced by 111 | | **Total** | **108,410** | **102,723** | **Increased by 5,687** | [4. Revenue and Other Income](index=37&type=section&id=4.%20Revenue%20and%20Other%20Income) The Group's revenue primarily derives from the sale of graphite electrodes, recognized upon goods delivery, while other income includes bank interest income, government grants, and other miscellaneous income Comparison of Revenue: H1 2025 vs. H1 2024 | Revenue Source | H1 2025 (thousand USD) | H1 2024 (thousand USD) | Change | | :--- | :--- | :--- | :--- | | Sale of graphite electrodes | 23,776 | 32,101 | Reduced by 8,325 | - Revenue from the sale of graphite electrodes is recognized at the point in time when control of the asset is transferred to the customer, generally upon delivery of the goods[81](index=81&type=chunk) Comparison of Other Income: H1 2025 vs. H1 2024 | Other Income Source | H1 2025 (thousand USD) | H1 2024 (thousand USD) | Change | | :--- | :--- | :--- | :--- | | Bank interest income | 120 | 134 | Reduced by 14 | | Government grants | 39 | 121 | Reduced by 82 | | Others | 174 | 48 | Increased by 126 | | **Total** | **333** | **303** | **Increased by 30** | [5. Other Gains and Losses](index=39&type=section&id=5.%20Other%20Gains%20and%20Losses) The Group recorded a net other gains and losses of **4.979 million USD** loss in the first half of 2025, primarily impacted by a negative net foreign exchange difference, partially offset by the reversal of legal expense provisions Comparison of Other Gains and Losses: H1 2025 vs. H1 2024 | Item | H1 2025 (thousand USD) | H1 2024 (thousand USD) | Change | | :--- | :--- | :--- | :--- | | Loss on disposal of property, plant and equipment | – | (6) | Reduced by 6 | | Net (loss) gain on sales of other carbon products | (1,343) | 550 | Reduced by 1,893 | | Reversal of provision for legal expenses | 1,149 | – | Increased by 1,149 | | Net foreign exchange differences | (4,785) | 177 | Reduced by 4,962 | | **Total** | **(4,979)** | **721** | **Reduced by 5,700** | - Net foreign exchange differences turned from a gain of **177 thousand USD** in the first half of 2024 to a loss of **4,785 thousand USD** in the first half of 2025, being the main negative factor for other gains and losses in the current period[85](index=85&type=chunk) - The reversal of provision for legal expenses of **1,149 thousand USD** in the current period had a positive impact on other gains and losses[85](index=85&type=chunk) [6. Loss Before Tax](index=39&type=section&id=6.%20Loss%20Before%20Tax) The Group's loss before tax significantly narrowed in the first half of 2025, primarily due to substantial reductions in cost of inventories sold and net write-down of inventories, as well as effective control over employee benefit expenses Comparison of Components of Loss Before Tax: H1 2025 vs. H1 2024 | Item | H1 2025 (thousand USD) | H1 2024 (thousand USD) | Change | | :--- | :--- | :--- | :--- | | Cost of inventories sold | 21,125 | 35,660 | Reduced by 14,535 | | Net write-down of inventories | 168 | 4,555 | Reduced by 4,387 | | Depreciation of property, plant and equipment | 1,903 | 2,023 | Reduced by 120 | | Depreciation of right-of-use assets | 390 | 286 | Increased by 104 | | Amortization of intangible assets | 150 | 143 | Increased by 7 | | Total employee benefit expenses | 2,163 | 3,079 | Reduced by 916 | - The significant reduction in cost of inventories sold and net write-down of inventories were the primary reasons for the narrowed loss before tax, both of which are included in cost of sales[87](index=87&type=chunk)[88](index=88&type=chunk) - Total employee benefit expenses (including directors' emoluments, wages, and salaries) decreased, reflecting the effectiveness of cost control measures[87](index=87&type=chunk) [7. Income Tax (Expense) Credit](index=40&type=section&id=7.%20Income%20Tax%20%28Expense%29%20Credit) The Group is subject to different income tax rates across various jurisdictions and recorded an income tax expense in the first half of 2025, primarily due to an increase in deferred tax expense, compared to a credit in the prior year - The Group is not subject to any income tax in the Cayman Islands and the British Virgin Islands[89](index=89&type=chunk) - Hong Kong profits tax rate is **16.5%**, with some subsidiaries applying a two-tiered profits tax system (first **HKD 2,000,000** taxed at **8.25%**)[89](index=89&type=chunk) - The US federal corporate income tax rate is up to **21%**, mainland China subsidiaries' corporate income tax rate is **25%** (some enjoy a **15%** preferential rate), and Italian subsidiaries' corporate income tax rate is **24%** plus a regional production activity tax of **3.9%**[89](index=89&type=chunk)[90](index=90&type=chunk) Comparison of Income Tax (Expense) Credit: H1 2025 vs. H1 2024 | Item | H1 2025 (thousand USD) | H1 2024 (thousand USD) | Change | | :--- | :--- | :--- | :--- | | Current Hong Kong expense for the period | 10 | 8 | Increased by 2 | | Current – Other places expense for the period | 422 | 121 | Increased by 301 | | Over-provision in prior years | (866) | – | Reduced by 866 | | Deferred tax expense (credit) | 1,699 | (2,400) | Increased by 4,099 | | **Income tax expense (credit) for the period** | **1,265** | **(2,271)** | **Increased by 3,536** | [8. Dividends](index=41&type=section&id=8.%20Dividends) The company did not declare any dividends to its shareholders for the six months ended June 30, 2025, and 2024 - The company did not declare any dividends to its shareholders for the six months ended June 30, 2025, and 2024[93](index=93&type=chunk) [9. Loss Per Share Attributable to Ordinary Equity Holders of the Company](index=42&type=section&id=9.%20Loss%20Per%20Share%20Attributable%20to%20Ordinary%20Equity%20Holders%20of%20the%20Company) The Group's basic and diluted loss per share for the first half of 2025 was **0.7 US cents**, narrowed from **1.3 US cents** in the prior year, with calculations adjusted for the impact of the rights issue Comparison of Loss Per Share: H1 2025 vs. H1 2024 | Metric | H1 2025 | H1 2024 (restated) | Change | | :--- | :--- | :--- | :--- | | Basic loss per share | (0.7) US cents | (1.3) US cents | Reduced by 0.6 US cents | | Diluted loss per share | (0.7) US cents | (1.3) US cents | Reduced by 0.6 US cents | - The weighted average number of ordinary shares used to calculate basic loss per share for both periods has been adjusted to reflect the rights issue, thus the basic loss per share for the first half of 2024 has been restated[97](index=97&type=chunk) - No assumption was made for the issue of **10,000,000 shares** in calculating diluted loss per share, as their assumed exercise would result in a decrease in loss per share[98](index=98&type=chunk) [10. Property, Plant and Equipment / Right-of-Use Assets](index=43&type=section&id=10.%20Property%2C%20Plant%20and%20Equipment%20%E2%88%95%20Right-of-Use%20Assets) The Group incurred capital expenditure of approximately **2.255 million USD** on property, plant, and equipment in the first half of 2025, with some land, buildings, and machinery pledged to third parties Comparison of Capital Expenditure on Property, Plant and Equipment: H1 2025 vs. H1 2024 | Item | H1 2025 (thousand USD) | H1 2024 (thousand USD) | Change | | :--- | :--- | :--- | :--- | | Total expenditure on property, plant and equipment | Approx. 2,255 | Approx. 878 | Increased by 1,377 | - The directors of the company believe that the carrying amounts of property, plant and equipment accounted for at revalued amounts are approximate to their respective estimated fair values at the end of this interim period, and thus no revaluation surplus or deficit was recognized in this interim period[99](index=99&type=chunk) - As of June 30, 2025, certain land and buildings, property and machinery, and industrial leasehold land were pledged to independent third parties as security for interest-bearing bank and other borrowings[100](index=100&type=chunk) [11. Interests in Associates](index=44&type=section&id=11.%20Interests%20in%20Associates) The Group holds a **28.3%** equity interest in Hubei Hairong Technology Co., Ltd., over which it exercises significant influence, and also possesses a share acquisition right classified as a financial asset at fair value through profit or loss Comparison of Interests in Associates: June 30, 2025 vs. December 31, 2024 | Item | June 30, 2025 (thousand USD) | December 31, 2024 (thousand USD) | Change | | :--- | :--- | :--- | :--- | | Cost of investment in an associate | 6,913 | 6,913 | – | | Share of post-acquisition loss and other comprehensive expense | (1,005) | (875) | Increased by 130 | | Exchange differences arising on translation | (72) | (41) | Increased by 31 | | **Total** | **5,836** | **5,997** | **Reduced by 161** | - The Group invested **RMB 40,000,000** in Hubei Hairong Technology Co., Ltd. and holds a **28.3%** equity interest, deemed to have significant influence over it[101](index=101&type=chunk) - The Group holds a share acquisition right to purchase a **51%** equity interest in a Hong Kong-registered investment holding company that holds a **52.5%** equity interest in Hubei Hairong, with this acquisition right classified as a financial asset at fair value through profit or loss[102](index=102&type=chunk) [12. Trade Receivables](index=46&type=section&id=12.%20Trade%20Receivables) The Group's total trade receivables decreased, with credit terms generally **30 to 60 days**, and strict credit controls in place, while some receivables are pledged Comparison of Trade Receivables: June 30, 2025 vs. December 31, 2024 | Item | June 30, 2025 (thousand USD) | December 31, 2024 (thousand USD) | Change | | :--- | :--- | :--- | :--- | | Trade receivables at amortized cost | 9,528 | 10,617 | Reduced by 1,089 | | Impairment loss | (198) | (390) | Reduced by 192 | | **Total** | **9,330** | **10,227** | **Reduced by 897** | - The Group's trade terms with customers are primarily credit-based, with credit periods generally **30 to 60 days** from delivery, and a credit control department in place to minimize credit risk[103](index=103&type=chunk) - As of June 30, 2025, certain trade receivables of approximately **653,000 USD** (December 31, 2024: **3,726,000 USD**) were pledged to third parties[104](index=104&type=chunk) Aging Analysis of Trade Receivables (net of loss allowance): June 30, 2025 vs. December 31, 2024 | Aging | June 30, 2025 (thousand USD) | December 31, 2024 (thousand USD) | Change | | :--- | :--- | :--- | :--- | | Not yet due | 8,426 | 7,608 | Increased by 818 | | Within 1 month | 655 | 993 | Reduced by 338 | | 1 to 3 months | 240 | 982 | Reduced by 742 | | Over 3 months | 9 | 644 | Reduced by 635 | | **Total** | **9,330** | **10,227** | **Reduced by 897** | [13. Trade Payables and Bills Payable](index=47&type=section&id=13.%20Trade%20Payables%20and%20Bills%20Payable) The Group's total trade payables and bills payable increased, with bills payable secured by pledged bank deposits and typically settled within **28 to 120 days** Comparison of Trade Payables and Bills Payable: June 30, 2025 vs. December 31, 2024 | Item | June 30, 2025 (thousand USD) | December 31, 2024 (thousand USD) | Change | | :--- | :--- | :--- | :--- | | Trade payables | 7,701 | 6,391 | Increased by 1,310 | | Bills payable | 4,306 | 1,218 | Increased by 3,088 | | **Total** | **12,007** | **7,609** | **Increased by 4,398** | - Bills payable involve the Group issuing notes to relevant suppliers to settle trade payables, secured by pledged bank deposits[107](index=107&type=chunk) Aging Analysis of Trade Payables and Bills Payable: June 30, 2025 vs. December 31, 2024 | Aging | June 30, 2025 (thousand USD) | December 31, 2024 (thousand USD) | Change | | :--- | :--- | :--- | :--- | | Not yet due | 7,775 | 5,363 | Increased by 2,412 | | Within 1 month | 927 | 494 | Increased by 433 | | 1 to 3 months | 1,046 | 1,048 | Reduced by 2 | | Over 3 months | 2,259 | 704 | Increased by 1,555 | | **Total** | **12,007** | **7,609** | **Increased by 4,398** | [14. Lease Liabilities](index=48&type=section&id=14.%20Lease%20Liabilities) The Group's lease liabilities incurred interest expenses of **60,000 USD** and repayments of approximately **268,000 USD** in the first half of 2025 Comparison of Lease Liabilities Related Data: H1 2025 vs. H1 2024 | Item | H1 2025 (thousand USD) | H1 2024 (thousand USD) | Change | | :--- | :--- | :--- | :--- | | Interest expense | Approx. 60 | Approx. 60 | – | | Repayment amount | Approx. 268 | Approx. 165 | Increased by 103 | [15. Interest-Bearing Bank and Other Borrowings](index=48&type=section&id=15.%20Interest-Bearing%20Bank%20and%20Other%20Borrowings) The Group saw reduced new borrowings and repayments in the first half of 2025, with some bank borrowings matured and undergoing restructuring, and the Board is confident in the restructuring outcome and alternative financing sources Comparison of Interest-Bearing Bank and Other Borrowings Activities: H1 2025 vs. H1 2024 | Item | H1 2025 (thousand USD) | H1 2024 (thousand USD) | Change | | :--- | :--- | :--- | :--- | | New borrowings | Approx. 1,621 | Approx. 3,789 | Reduced by 2,168 | | Repayment of borrowings | Approx. 6,216 | Approx. 14,554 | Reduced by 8,338 | - The Group obtained borrowings at market annual interest rates ranging from **3% to 3.4%** during the period[109](index=109&type=chunk) - As of June 30, 2025, bank borrowings with a carrying amount of **4,848,000 USD** had matured and were undergoing restructuring with the relevant banks, and the Board believes the process will ultimately yield satisfactory results and that sufficient alternative financing sources are available[109](index=109&type=chunk) [16. Deferred Taxation](index=51&type=section&id=16.%20Deferred%20Taxation) The Group's total deferred tax liabilities increased, and total deferred tax assets decreased, with some tax losses recognized as deferred tax assets, but a significant portion of tax losses remains unrecognized Changes in Total Deferred Tax Liabilities: June 30, 2025 vs. December 31, 2024 | Item | June 30, 2025 (thousand USD) | December 31, 2024 (thousand USD) | Change | | :--- | :--- | :--- | :--- | | Total deferred tax liabilities | 13,918 | 13,250 | Increased by 668 | Changes in Total Deferred Tax Assets: June 30, 2025 vs. December 31, 2024 | Item | June 30, 2025 (thousand USD) | December 31, 2024 (thousand USD) | Change | | :--- | :--- | :--- | :--- | | Total deferred tax assets | 9,669 | 11,502 | Reduced by 1,833 | - As of June 30, 2025, tax losses generated by the Group totaling **22,942,000 USD** have been recognized as deferred tax assets, available to offset taxable profits generated indefinitely or within the next five to ten years[112](index=112&type=chunk) - Due to the unpredictability of future profit streams, no deferred tax assets have been recognized for the remaining tax losses of **50,197,000 USD**[112](index=112&type=chunk) Expiry Dates of Unrecognized Tax Losses: June 30, 2025 vs. December 31, 2024 | Expiry Date | June 30, 2025 (thousand USD) | December 31, 2024 (thousand USD) | | :--- | :--- | :--- | | 2026 | 7,625 | – | | 2027 | 28,443 | 28,443 | | 2028 | 11,566 | – | | 2029 | 1,594 | 1,594 | | 2030 | 849 | – | | **Total** | **50,077** | **30,037** | - The Group has not recognized any deferred tax for the withholding tax payable on unremitted earnings of subsidiaries established in mainland China and Italy, as the directors believe it is unlikely that these earnings will be distributed in the foreseeable future[114](index=114&type=chunk) [17. Share Capital](index=53&type=section&id=17.%20Share%20Capital) The company's authorized share capital is **50,000,000 USD**, with issued and fully paid share capital of **11,400,000 USD**, primarily increased through two placing activities in 2024 Composition of Share Capital: June 30, 2025 vs. December 31, 2024 | Item | Number of Shares | Share Capital (thousand USD) | | :--- | :--- | :--- | | Authorized share capital (ordinary shares of **0.01 USD** par value each) | 5,000,000,000 | 50,000 | | Issued and fully paid share capital (January 1, 2024) | 1,010,000,000 | 10,100 | | Placing of **50,000,000** ordinary shares | 50,000,000 | 500 | | Placing of **80,000,000** ordinary shares | 80,000,000 | 800 | | **Issued and fully paid share capital (June 30, 2025)** | **1,140,000,000** | **11,400** | - On September 20, 2024, the company completed the placing of **50,000,000 shares**, increasing share capital and share premium by **500,000 USD** and **1,584,000 USD** respectively[115](index=115&type=chunk) - On September 30, 2024, the company completed the placing of **80,000,000 shares**, increasing share capital and share premium by **800,000 USD** and **3,211,000 USD** respectively[116](index=116&type=chunk) [18. Pledge of Assets](index=53&type=section&id=18.%20Pledge%20of%20Assets) As of June 30, 2025, certain of the Group's property, plant, and equipment, trade receivables, industrial leasehold land, and pledged bank deposits have been pledged to independent third parties as security for bills payable, interest-bearing bank, and other borrowings Carrying Value of Pledged Assets: June 30, 2025 vs. December 31, 2024 | Asset Category | June 30, 2025 (million USD) | December 31, 2024 (million USD) | | :--- | :--- | :--- | | Property, plant and equipment | Approx. 20.7 | Approx. 21.0 | | Trade receivables | Approx. 0.7 | Approx. 3.7 | | Industrial leasehold land | Approx. 3.6 | Approx. 3.6 | | Pledged bank deposits | Approx. 5.3 | Approx. 6.4 | - The aforementioned assets have been pledged to independent third parties to secure bills payable, interest-bearing bank, and other borrowings[117](index=117&type=chunk) [19. C

誼礫控股有限公司 誼礫控股有限公司 佟ᶻᶡ唝 : 76 佟ᶻᶡ唝 : 76 2025 中期報告 目錄 PB 誼礫控股有限公司 • 中期報告二零二五年 誼礫控股有限公司 • 中期報告二零二五年 2 誼礫控股有限公司（「本公司」）之董事會（「董事會」）欣然提呈，本公司及其附屬公司（「本集 團」）截至二零二五年六月三十日止六個月之未經審核簡明綜合中期業績連同上一期間之比較數 字如下： 簡明綜合損益表 截至二零二五年六月三十日止六個月 | | | 截至以下日期止六個月 | | | --- | --- | --- | --- | | | | 二零二五年 | 二零二四年 | | | | 六月三十日 | 六月三十日 | | | | 未經審核 | 未經審核 | | | 附註 | 千美元 | 千美元 | | 收益 | 3 | 63,109 | 65,821 | | 銷售成本 | | (53,201) | (59,721) | | 毛利 | | 9,908 | 6,100 | | 其他收入 | 4 | 111 | 2,331 | | 一般及行政開支 | | (5,610) | (6,856) | | 金融資產減值虧損撥回 | | ...