* 2025 中期業績報告 目錄 | | 頁次 | | --- | --- | | 簡明綜合損益表 | 2 | | 簡明綜合全面收益表 | 3 | | 簡明綜合財務狀況表 | 4 | | 簡明綜合權益變動表 | 6 | | 簡明綜合現金流動表 | 7 | | 中期財務報告書附註 | 8 | | 業務回顧及展望 | 18 | | 附加資料 | 21 | | 補充財務資料 | 31 | | 公司資料 | 32 | 香港華人有限公司（「本公司」）之董事會提呈本公司及其附屬公司（統稱「本集團」）截至2025年 6月30日止六個月之未經審核簡明綜合中期財務報告書。 簡明綜合損益表 截至2025年6月30日止六個月 | | | 未經審核 | | | --- | --- | --- | --- | | | | 截至6月30日止六個月 | | | | | 2025年 | 2024年 | | | 附註 | 千港元 | 千港元 | | 收入 | 3 | 37,546 | 36,177 | | 銷售成本 | | (1,221) | (1,203) | | 溢利總額 | | 36,325 | 34,974 | | 行政開支 | 5 ...

( 於開曼群島註冊成立以不同投票權控制的有限公司 ) 港交所代號 : 0020 ( 港幣櫃台 ) 80020 ( 人民幣櫃台 ) 中期報告 2025 目錄 公司資料 2 主要摘要 4 主席報告 5 管理層討論與分析 14 中期財務資料的審閱報告 25 中期簡明綜合收益表 26 中期簡明綜合全面虧損表 27 中期簡明綜合資產負債表 28 中期簡明綜合權益變動表 30 中期簡明綜合現金流量表 32 中期簡明綜合財務資料附註 34 其他資料 90 釋義 113 公司資料 董事會 執行董事 徐立博士 （董事會執行主席） 王曉剛博士 林達華博士 楊帆先生 （於2025年6月26日獲委任） 王征先生 （於2025年6月26日獲委任） 非執行董事 范瑗瑗女士 獨立非執行董事 薛瀾教授 林怡仲先生 邱達根先生 （於2025年5月30日獲委任） 審計委員會 林怡仲先生 （主席） 范瑗瑗女士 邱達根先生 薪酬委員會 林怡仲先生 （主席） 薛瀾教授 徐立博士 提名委員會 薛瀾教授 （主席） 徐立博士 范瑗瑗女士 林怡仲先生 邱達根先生 企業管治委員會 薛瀾教授 （主席） 林怡仲先生 邱達根先生 聯席公司秘書 林潔敏女士 黃慧兒女士 ...

山東天岳先進科技股份有限公司 (A joint stock company incorporated in the People's Republic of China with limited liability) （於中華人民共和國註冊成立的股份有限公司） Stock Code 股份代號 : 2631 Adhering to the Value of TECHNOLOGY QUALITY and SUSTAINABILITY 秉持 先進 品質 持續 的理念 INTERIM REPORT 中期報告 2025 山東天岳先進科技股份有限公司 INTERIM REPORT 2025 中期報告 山東天岳先進科技股份有限公司 C M Y CM MY CY CMY K SICC IR2025 Cover V02A_7.5mm_OP.pdf 1 23/9/2025 9:50 AM CONTENTS目錄 | 02 | Definitions | | --- | --- | | | 釋義 | | 06 | Corporate Information | | | 公司資料 | | 10 | Financial Summary ...

[Company Information](index=2&type=section&id=Company%20Information) The company is a leading global apparel manufacturer and sustainability pioneer, headquartered in Hong Kong, with diversified product categories and production facilities across five countries [About Crystal International Group Limited](index=2&type=section&id=2.1%20About%20Crystal%20International%20Group%20Limited) Crystal International Group, established in 1970 in Hong Kong, is a global apparel manufacturing leader and sustainability pioneer with diverse product lines and international production facilities - The company was established in 1970, headquartered in Hong Kong, and is a global apparel manufacturing leader and sustainability pioneer[2](index=2&type=chunk) - Its product portfolio is diversified, primarily categorized into five segments: casual wear, sportswear and outdoor wear, denim, intimate wear, and sweaters, with upstream vertical expansion into fabric production[2](index=2&type=chunk) - Production facilities are located across five countries: Vietnam, China, Cambodia, Bangladesh, and Sri Lanka[2](index=2&type=chunk)[5](index=5&type=chunk) [Mission and Values](index=2&type=section&id=2.2%20Mission%20and%20Values) The Group's mission is to become the most profitable enterprise for the industry, customers, and employees, guided by core values including respect, quality, integrity, and innovation - Mission: To develop the Group into the most profitable enterprise in the industry, for its customers, and for its employees[3](index=3&type=chunk) - The Group's values include mutual respect, quality-oriented, integrity, customer-centricity, innovation, achieving optimal efficiency, inspiring morale, seamless integration, and transcending boundaries[6](index=6&type=chunk) [Board of Directors and Committees](index=4&type=section&id=4.1%20Board%20of%20Directors%20and%20Committees) The Board comprises executive, non-executive, and independent non-executive directors, supported by various committees to ensure effective corporate governance - Board members include Mr. Lo Lok Fung (Chairman), Ms. Lo Choi Yuen Ching (Vice Chairman), Mr. Lo Ching Leung (Vice Chairman and Chief Executive Officer), along with other executive, non-executive, and independent non-executive directors[8](index=8&type=chunk) - The company has an Audit Committee, Remuneration Committee, Nomination Committee, Human Resources Committee, and Sustainability Committee, each with clearly defined chairpersons and members[8](index=8&type=chunk) [Financial Highlights](index=5&type=section&id=Financial%20Highlights) This chapter summarizes unaudited key financial data for the six months ended June 30, 2025, including income statement metrics, financial position indicators, and definitions of financial ratios Key Financial Data (Six Months Ended June 30) | Indicator | 2025 (thousand USD) | 2024 (thousand USD) | | :--- | :--- | :--- | | Revenue | 1,229,475 | 1,093,672 | | Cost of sales | 986,873 | 880,220 | | Gross profit | 242,602 | 213,452 | | Profit for the period | 98,323 | 84,214 | | Earnings per share (US cents) | 3.44 | 2.94 | | Gross profit margin (%) | 19.7% | 19.5% | | Net profit margin (%) | 8.0% | 7.7% | Key Financial Position Data (As of June 30) | Indicator | June 30, 2025 (thousand USD) | December 31, 2024 (thousand USD) | | :--- | :--- | :--- | | Total assets | 2,337,572 | 2,254,453 | | Total liabilities | 797,277 | 719,007 | | Total equity | 1,540,295 | 1,535,446 | | Bank balances and cash | 511,727 | 426,715 | | Cash conversion cycle (days) | 84 | 71 | - Net debt refers to total interest-bearing bank borrowings less short-term bank deposits and bank balances and cash[11](index=11&type=chunk) - Net debt to equity ratio refers to total interest-bearing bank borrowings less short-term bank deposits and bank balances and cash, divided by total equity[12](index=12&type=chunk) - Cash conversion cycle refers to inventory turnover days plus trade receivables and bills receivable turnover days, less trade payables and bills payable turnover days[13](index=13&type=chunk) [Management Discussion and Analysis](index=6&type=section&id=Management%20Discussion%20and%20Analysis) This chapter details the Group's operating results, market environment, financial position, sustainability strategy, and future outlook for the six months ended June 30, 2025, highlighting robust growth, tariff mitigation, and strategic investments [Market Overview](index=6&type=section&id=Market%20Overview) In H1 2025, the global apparel industry maintained strong sales, particularly in Asia and Europe, while the Group effectively mitigated US tariff impacts through its FOB revenue structure and brand client pricing advantages - In the first half of 2025, the apparel industry continued its strong sales momentum, with robust performance in Asian and European markets[16](index=16&type=chunk) - US President Trump signed the "Liberation Day" tariff executive order, imposing large-scale reciprocal tariffs on global trading partners and high differential tariffs on major apparel exporting countries like China, Vietnam, and Bangladesh, posing challenges to the Group's business[16](index=16&type=chunk)[17](index=17&type=chunk) - The Group effectively mitigated tariff impacts through its FOB revenue structure (tariffs borne by brand customers), brand customer pricing advantages (retail mark-ups higher than FOB prices), and overall industry resilience (core competitiveness of suppliers offsetting tariff effects)[18](index=18&type=chunk) [Business Review](index=7&type=section&id=Business%20Review) In H1 2025, the Group achieved balanced growth across all segments, with revenue up **12.4%** to **$1,229 million**, gross profit up **13.7%** to **$243 million**, and net profit up **16.8%** to **$98 million**, while declaring an interim dividend of **16.3 HK cents** per share - In the first half of 2025, all segments of the Group achieved balanced growth, primarily due to increased penetration with key brand customers[20](index=20&type=chunk) - The Group effectively mitigated the adverse impact of high US tariffs through strategic capacity expansion (hiring approximately **10,000** additional employees) and production efficiency optimization[20](index=20&type=chunk) Key Financial Performance in H1 2025 | Indicator | H1 2025 (million USD) | H1 2024 (million USD) | YoY Growth/Change | | :--- | :--- | :--- | :--- | | Revenue | 1,229 | 1,094 | +12.4% | | Gross profit | 243 | 213 | +13.7% | | Gross profit margin | 19.7% | 19.5% | +0.2pp | | Net profit | 98 | 84 | +16.8% | | Net profit margin | 8.0% | 7.7% | +0.3pp | - The Board resolved to declare an interim dividend of **16.3 HK cents** per ordinary share (H1 2024: **13.8 HK cents**), representing a payout ratio of **60%**[21](index=21&type=chunk) - Capital expenditure amounted to **$60 million** (H1 2024: **$52 million**)[22](index=22&type=chunk) [Financial Review](index=8&type=section&id=Financial%20Review) This section analyzes revenue, gross profit, and gross margin by product category and geography, highlighting improved margins for casual wear and intimate wear, a stable financial position with ample operating cash flow, zero gearing, and increased cash conversion cycle Revenue by Product Category (Six Months Ended June 30) | Product Category | 2025 (thousand USD) | Share (%) | 2024 (thousand USD) | Share (%) | | :--- | :--- | :--- | :--- | :--- | | Casual Wear | 339,672 | 27.6% | 304,981 | 27.9% | | Sportswear and Outdoor Wear | 312,906 | 25.5% | 278,285 | 25.4% | | Denim | 262,202 | 21.3% | 237,697 | 21.7% | | Intimate Wear | 209,784 | 17.1% | 191,517 | 17.5% | | Sweaters | 104,911 | 8.5% | 81,192 | 7.5% | | **Total Revenue** | **1,229,475** | **100.0%** | **1,093,672** | **100.0%** | Sales by Geographical Location of Port of Discharge (Six Months Ended June 30) | Region | 2025 (thousand USD) | Share (%) | 2024 (thousand USD) | Share (%) | | :--- | :--- | :--- | :--- | :--- | | Asia Pacific | 478,286 | 38.9% | 417,729 | 38.2% | | North America | 462,934 | 37.6% | 414,566 | 37.9% | | Europe | 252,705 | 20.6% | 230,447 | 21.1% | | Other Countries/Regions | 35,550 | 2.9% | 30,930 | 2.8% | | **Total Revenue** | **1,229,475** | **100.0%** | **1,093,672** | **100.0%** | Gross Profit and Gross Margin by Product Category (Six Months Ended June 30) | Product Category | 2025 Gross Profit (thousand USD) | 2025 Gross Margin (%) | 2024 Gross Profit (thousand USD) | 2024 Gross Margin (%) | | :--- | :--- | :--- | :--- | :--- | | Casual Wear | 69,801 | 20.5% | 60,344 | 19.8% | | Sportswear and Outdoor Wear | 64,869 | 20.7% | 58,158 | 20.9% | | Denim | 42,892 | 16.4% | 39,322 | 16.5% | | Intimate Wear | 43,637 | 20.8% | 37,311 | 19.5% | | Sweaters | 21,403 | 20.4% | 18,317 | 22.6% | | **Total Gross Profit** | **242,602** | **19.7%** | **213,452** | **19.5%** | - The increase in gross margin for casual wear and intimate wear was primarily due to improved production efficiency; the decrease in gross margin for sweaters was mainly due to increased sales of regular styles with lower gross margins[28](index=28&type=chunk) - Selling and distribution expenses remained stable at **1.3%**; administrative, research and development expenses, and other income and expenses remained stable at **8.0%** (H1 2024: **8.2%**)[29](index=29&type=chunk)[30](index=30&type=chunk) - The effective borrowing interest rate ranged from **1.52% to 5.64%** (H1 2024: **4.97% to 6.65%**), with finance costs as a percentage of revenue decreasing from **0.6% to 0.5%**[30](index=30&type=chunk) - As of June 30, 2025, the Group maintained a positive net cash position of **$517 million** and a zero gearing ratio[32](index=32&type=chunk) - The cash conversion cycle increased from **71 days** in 2024 to **84 days**, primarily due to an increase in trade receivables and inventory turnover days[34](index=34&type=chunk) - Capital expenditure for the six months ended June 30, 2025, was **$60 million** (H1 2024: **$52 million**)[34](index=34&type=chunk) [Employment, Training and Development](index=11&type=section&id=Employment%2C%20Training%20and%20Development) As of June 30, 2025, the Group employed approximately **79,000** staff, with total staff costs at **26.5%** of revenue, and provides continuous training and performance-based remuneration - As of June 30, 2025, the Group employed approximately **79,000** employees[44](index=44&type=chunk) - Total staff costs accounted for **26.5%** of revenue (H1 2024: **25.7%**)[44](index=44&type=chunk) - Remuneration policy is determined based on employee performance, qualifications, and industry practices, offering discretionary bonuses and incentives, and continuous training opportunities are provided to enhance employee skills and product knowledge[44](index=44&type=chunk) [Sustainability](index=11&type=section&id=Sustainability) Sustainability is a strategic priority, guided by five pillars, with a commitment to net-zero emissions by 2050 and a **35%** reduction in GHG emissions by 2030, demonstrating significant progress in energy efficiency, renewable energy, talent empowerment, and community engagement - The sustainability framework is composed of five pillars: environmental protection, innovation, product integrity, employee care, and community engagement[45](index=45&type=chunk) - The "Crystal Sustainability Vision 2030" (CSV2030) has been formulated, committing to achieving net-zero emissions by 2050 and reducing total greenhouse gas emissions by **35%** by 2030[45](index=45&type=chunk) - Over **120** energy efficiency measures have been completed, reducing over **30,000 tonnes** of carbon emissions and approximately **32,600 MWh** of energy consumption annually[50](index=50&type=chunk) - Total rooftop solar photovoltaic capacity has increased fivefold to approximately **23 MW**, and off-site green electricity is purchased through power purchase agreements, with no coal-fired facilities in self-operated factories[50](index=50&type=chunk) - The company has been listed on the CDP Climate A List (Leadership) for two consecutive years and debuted on the CDP 2024 Supplier Engagement Rating (SEA) A List[51](index=51&type=chunk) - The CARE2 program has empowered over **70,300** female employees and promotes employee personal and professional development through training programs[52](index=52&type=chunk) - In collaboration with non-profit organizations, free eye examinations are provided to employees, with nearly **30,000** employees examined to date and over **9,200** provided with glasses[53](index=53&type=chunk) - The Group aims to plant two million trees globally, having planted **450,000** trees in Vietnam, China, Cambodia, and Sri Lanka to date[56](index=56&type=chunk) [Outlook and Prospects](index=13&type=section&id=Outlook%20and%20Prospects) The Group anticipates improved brand confidence from US tariff negotiations, plans to expand its workforce by **4,000** employees, modernize Vietnamese production, prioritize European and Asian market growth, and explore new European production bases, while continuing investments in vertical integration and automation - Steady progress in tariff negotiations between the US and its major trading partners is expected to significantly reduce trade policy uncertainty and boost apparel brand confidence[57](index=57&type=chunk) - The Group plans to actively accelerate workforce expansion in the second half of the year, strategically hiring approximately **4,000** additional employees at production bases to enhance overall capacity[57](index=57&type=chunk) - Vietnam, as the cornerstone of the Group's global production network, will further reserve capacity for growth, accelerate the modernization of local factories, and advance vertical supply chain development[57](index=57&type=chunk) - To address tariff impacts, the Group will prioritize growth opportunities in European and Asian markets and establish a new partnership with a leading European brand customer[57](index=57&type=chunk) - Capital expenditure plans focus on vertical integration, automation upgrades, and capacity expansion, with total expenditure for the current year expected to be similar to last year[58](index=58&type=chunk) - The Group is actively evaluating the feasibility of establishing new production bases in peripheral European regions to strengthen its capabilities in the European market and offer diversified regional sourcing options[58](index=58&type=chunk) - With robust operating cash flow, the Group expects to continue fulfilling its long-term commitment to delivering attractive returns to shareholders through stable and substantial dividend distributions[59](index=59&type=chunk) [Corporate Governance and Other Information](index=14&type=section&id=Corporate%20Governance%20and%20Other%20Information) This chapter details the Group's corporate governance framework, shareholder communication, dividend policy, board composition, share award scheme, directors' and major shareholders' interests, public float, audit committee responsibilities, and risk management and internal control systems [Communication with Shareholders](index=14&type=section&id=Communication%20with%20Shareholders) The company held its Annual General Meeting on May 30, 2025, where all proposed resolutions were passed by poll vote - The 2025 Annual General Meeting was held on May 30, 2025, and all resolutions were passed[62](index=62&type=chunk) [Interim Dividend and Closure of Register of Members](index=14&type=section&id=Interim%20Dividend%20and%20Closure%20of%20Register%20of%20Members) The Board declared an interim dividend of **16.3 HK cents** per ordinary share, payable on September 18, 2025, with the register of members closed from September 5 to September 9, 2025, to determine eligibility - The Board resolved to declare an interim dividend of **16.3 HK cents** (approximately **2.1 US cents**) per ordinary share, payable on September 18, 2025[63](index=63&type=chunk) - The record date for determining entitlement to the interim dividend is September 9, 2025[65](index=65&type=chunk) - The register of members will be closed from September 5 to September 9, 2025 (both dates inclusive)[64](index=64&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=14&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%27s%20Listed%20Securities) For the six months ended June 30, 2025, neither the company nor its subsidiaries purchased, sold, or redeemed any of its listed securities - For the six months ended June 30, 2025, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities[66](index=66&type=chunk) [Board of Directors and Senior Management](index=14&type=section&id=Board%20of%20Directors%20and%20Senior%20Management) This section outlines the Board's composition as of June 30, 2025, updates on director roles and remuneration adjustments, and confirms the senior management team remains consistent with the 2024 annual report - The Board's composition includes executive, non-executive, and independent non-executive directors, with no significant changes as of June 30, 2025[67](index=67&type=chunk)[69](index=69&type=chunk) - Non-executive Director Mr. Lee no longer serves as a Nominated Member of Parliament in Singapore, and Independent Non-executive Director Mr. Cheung has retired as a director of Morningside Asia[71](index=71&type=chunk) - The annual salaries of Mr. Lo Ching Leung, Mr. Wong Sing Wah, and Mr. Lo Ching Ho were adjusted effective April 1, 2025[71](index=71&type=chunk) - The composition of the senior management team remains the same as disclosed in the company's 2024 Annual Report[73](index=73&type=chunk) - The company continues to provide directors and executives with information on corporate governance topics to support their ongoing professional development[74](index=74&type=chunk) [Share Award Scheme](index=16&type=section&id=Share%20Award%20Scheme) The company's Share Award Scheme B, adopted in 2017 with a ten-year validity, had no unvested share awards or grants, vesting, cancellations, or lapses during the six months ended June 30, 2025, as all awards vested by November 3, 2019 - Share Award Scheme B was adopted on April 7, 2017, with a validity period of ten years[75](index=75&type=chunk) - As of the beginning and end of the six-month period ended June 30, 2025, the number of share awards available for grant was zero, and there were no unvested share awards[75](index=75&type=chunk) - All share awards held by employees of the Group under Share Award Scheme B vested on November 3, 2019[75](index=75&type=chunk) [Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares and Debentures](index=17&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, directors and the company's chief executive held long positions in the company's shares, including beneficial ownership, spouse interests, and joint holdings, with Mr. Lo Lok Fung and Ms. Lo Choi Yuen Ching holding significant stakes Directors' Interests in the Company (Long Positions, as of June 30, 2025) | Director Name | Nature of Interest | Number of Shares (thousand shares) | Approximate Percentage (%) | | :--- | :--- | :--- | :--- | | Mr. Lo Lok Fung | Beneficial owner | 306,611 | 10.75 | | | Spouse's interest | 308,506 | 10.81 | | | Jointly held with another person | 1,569,052 | 55.00 | | Ms. Lo Choi Yuen Ching | Beneficial owner | 306,611 | 10.75 | | | Spouse's interest | 306,611 | 10.75 | | | Founder of discretionary trust | 1,895 | 0.07 | | | Jointly held with another person | 1,569,052 | 55.00 | | Mr. Lo Ching Leung | Beneficial owner | 68,074 | 2.39 | | Mr. Wong Sing Wah | Beneficial owner | 7,497 | 0.26 | | Mr. Wang Chih-Hui | Beneficial owner | 4,806 | 0.17 | | Mr. Lo Ching Ho | Beneficial owner | 41,346 | 1.45 | | Mr. Lee | Beneficial owner | 591 | 0.02 | - Save as disclosed above, as of June 30, 2025, no director or chief executive of the company had any other interests or short positions in the shares, underlying shares, or debentures of the company or any of its associated corporations that were required to be notified[79](index=79&type=chunk) [Substantial Shareholders' Interests and Short Positions in Shares and Underlying Shares](index=18&type=section&id=Substantial%20Shareholders%27%20Interests%20and%20Short%20Positions%20in%20Shares%20and%20Underlying%20Shares) As of June 30, 2025, the directors were unaware of any other corporations or individuals, apart from directors or the company's chief executive, holding disclosable interests or short positions in the company's shares or underlying shares - As of June 30, 2025, the directors were not aware of any other corporations or individuals (other than the directors or chief executive of the company) who had interests or short positions in the shares or underlying shares of the company that were required to be disclosed[80](index=80&type=chunk) [Public Float](index=18&type=section&id=Public%20Float) The company maintained the required public float as stipulated by the Listing Rules and agreed with the Stock Exchange throughout the six months ended June 30, 2025, and up to the date of this interim report - The company maintained the public float as required by the Listing Rules and agreed with the Stock Exchange throughout the six months ended June 30, 2025, and up to the date of this interim report[81](index=81&type=chunk) [Corporate Governance Practices and Model Code for Securities Transactions by Directors](index=18&type=section&id=Corporate%20Governance%20Practices%20and%20Model%20Code%20for%20Securities%20Transactions%20by%20Directors) The Board and management are committed to maintaining good corporate governance, confirming compliance with all code provisions of the Corporate Governance Code and the Model Code for Securities Transactions by Directors during the reporting period - The Board has reviewed the company's corporate governance practices and is satisfied that the company has complied with all code provisions of the Corporate Governance Code as set out in Appendix C1 of the Listing Rules throughout the six months ended June 30, 2025[82](index=82&type=chunk) - The company has adopted the Model Code for Securities Transactions by Directors as set out in Appendix C3 of the Listing Rules as its code of conduct for directors' securities transactions, and all directors have confirmed their compliance with the said code[83](index=83&type=chunk) [Audit Committee](index=19&type=section&id=Audit%20Committee) The Audit Committee's composition remained unchanged for the six months ended June 30, 2025, as it continued to review financial reporting, internal controls, risk management, and audit processes, expressing satisfaction with the external auditor's work and recommending their reappointment - The composition of the Audit Committee remained unchanged for the six months ended June 30, 2025[85](index=85&type=chunk) - The primary responsibilities of the Audit Committee include continuously reviewing the adequacy of the Group's financial reporting and internal control systems, overseeing external and internal audit processes, reviewing the Group's management of existing and potential risks, and reviewing connected transactions[85](index=85&type=chunk) - The Audit Committee has reviewed the quality and independence of the external auditor's work, expressed satisfaction with both, and recommended to the Board the reappointment of Deloitte Touche Tohmatsu as the company's auditor for the coming year[85](index=85&type=chunk) - The Audit Committee has reviewed the accounting standards and policies adopted by the Group and discussed with them the unaudited condensed consolidated financial statements and interim report for the six months ended June 30, 2025[86](index=86&type=chunk) [Risk Management and Internal Control Systems](index=20&type=section&id=Risk%20Management%20and%20Internal%20Control%20Systems) The Board is responsible for establishing and maintaining effective risk management and internal control systems, with the Audit Committee overseeing these systems, including cybersecurity and business compliance, and expressing satisfaction with the risk assessment procedures - The Board is responsible for ensuring that the Group establishes and maintains appropriate and effective risk management and internal control systems, and is satisfied with the effectiveness of the existing systems[88](index=88&type=chunk) - The Audit Committee continuously oversees the company's risk management and internal control systems, reviewing the progress of cybersecurity initiatives, cyberattack statistics, and business compliance[88](index=88&type=chunk) - The Group has written risk assessment procedures for identifying, assessing, and managing significant risks, and the Audit Committee is satisfied that these procedures continue to be effectively implemented[89](index=89&type=chunk) [Review Report on Condensed Consolidated Financial Statements](index=21&type=section&id=Review%20Report%20on%20Condensed%20Consolidated%20Financial%20Statements) Deloitte Touche Tohmatsu has reviewed Crystal International Group Limited's condensed consolidated financial statements for the six months ended June 30, 2025, finding no matters that suggest they were not prepared in all material respects in accordance with IAS 34 - Deloitte Touche Tohmatsu has reviewed the Group's condensed consolidated financial statements for the six months ended June 30, 2025[92](index=92&type=chunk) - The scope of the review was conducted in accordance with International Standard on Review Engagements 2410, which is significantly less than an audit, and therefore no audit opinion is expressed[93](index=93&type=chunk) - Conclusion: Nothing has come to our attention that causes us to believe that the condensed consolidated financial statements are not prepared, in all material respects, in accordance with International Accounting Standard 34[95](index=95&type=chunk) [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=23&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) This statement presents the unaudited condensed consolidated profit or loss and other comprehensive income for the six months ended June 30, 2025 and 2024, detailing revenue, cost of sales, gross profit, various expenses, profit before tax, income tax expense, profit for the period, and total comprehensive income for the period, along with basic earnings per share Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (Six Months Ended June 30) | Indicator | 2025 (thousand USD) | 2024 (thousand USD) | | :--- | :--- | :--- | | Revenue | 1,229,475 | 1,093,672 | | Cost of sales | (986,873) | (880,220) | | **Gross Profit** | **242,602** | **213,452** | | Other income, gains or losses | 12,070 | 12,656 | | Selling and distribution expenses | (16,135) | (14,567) | | Administrative expenses | (93,977) | (86,814) | | Research and development expenses | (16,308) | (15,721) | | Finance costs | (6,498) | (6,090) | | **Profit Before Tax** | **119,707** | **102,912** | | Income tax expense | (21,384) | (18,698) | | **Profit for the Period** | **98,323** | **84,214** | | Other comprehensive expense for the period | (3,021) | (7,832) | | **Total Comprehensive Income for the Period** | **95,302** | **76,382** | | Profit for the period attributable to owners of the company | 98,265 | 84,012 | | Basic earnings per share (US cents) | 3.44 | 2.94 | [Condensed Consolidated Statement of Financial Position](index=25&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) This statement presents the condensed consolidated financial position as of June 30, 2025, and December 31, 2024, detailing non-current assets, current assets, total equity, non-current liabilities, and current liabilities, reflecting the Group's robust asset and liability structure Condensed Consolidated Statement of Financial Position (As of June 30) | Indicator | June 30, 2025 (thousand USD) | December 31, 2024 (thousand USD) | | :--- | :--- | :--- | | **Assets** | | | | Total non-current assets | 906,731 | 894,116 | | Total current assets | 1,430,841 | 1,360,337 | | **Total Assets** | **2,337,572** | **2,254,453** | | **Equity and Liabilities** | | | | Total equity | 1,540,295 | 1,535,446 | | Total non-current liabilities | 52,834 | 54,075 | | Total current liabilities | 744,443 | 664,932 | | **Total Equity and Liabilities** | **2,337,572** | **2,254,453** | [Condensed Consolidated Statement of Changes in Equity](index=27&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) This statement presents the condensed consolidated changes in equity for the six months ended June 30, 2025 and 2024, detailing opening balances, profit for the period, total other comprehensive income (expense), and the impact of dividends declared on equity, reflecting overall equity movements Condensed Consolidated Statement of Changes in Equity (Six Months Ended June 30) | Indicator | January 1, 2025 (thousand USD) | Profit for the Period (thousand USD) | Total Comprehensive Income (Expense) for the Period (thousand USD) | Dividends Declared for Distribution (thousand USD) | As of June 30, 2025 (thousand USD) | | :--- | :--- | :--- | :--- | :--- | :--- | | Attributable to owners of the company | 1,530,656 | 98,265 | 95,244 | (89,045) | 1,536,855 | | Non-controlling interests | 4,790 | 58 | 58 | (1,408) | 3,440 | | **Total Equity** | **1,535,446** | **98,323** | **95,302** | **(90,453)** | **1,540,295** | Condensed Consolidated Statement of Changes in Equity (Six Months Ended June 30) | Indicator | January 1, 2024 (thousand USD) | Profit for the Period (thousand USD) | Total Comprehensive Income (Expense) for the Period (thousand USD) | Dividends Declared for Distribution (thousand USD) | As of June 30, 2024 (thousand USD) | | :--- | :--- | :--- | :--- | :--- | :--- | | Attributable to owners of the company | 1,434,442 | 84,012 | 76,180 | (47,434) | 1,463,188 | | Non-controlling interests | 4,460 | 202 | 202 | – | 4,662 | | **Total Equity** | **1,438,902** | **84,214** | **76,382** | **(47,434)** | **1,467,850** | [Condensed Consolidated Statement of Cash Flows](index=28&type=section&id=Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) This statement presents the condensed consolidated cash flows for the six months ended June 30, 2025 and 2024, detailing net cash from operating, investing, and financing activities, along with the effect of exchange rate changes on cash and cash equivalents, to arrive at the period-end balance Condensed Consolidated Statement of Cash Flows (Six Months Ended June 30) | Activity | 2025 (thousand USD) | 2024 (thousand USD) | | :--- | :--- | :--- | | Net cash from operating activities | 154,920 | 43,613 | | Net cash (used in) from investing activities | (30,737) | 24,374 | | Net cash used in financing activities | (41,647) | (66,769) | | **Net Increase in Cash and Cash Equivalents** | **82,536** | **1,218** | | Effect of exchange rate changes | 2,476 | (1,832) | | Cash and cash equivalents at beginning of period | 426,715 | 543,444 | | **Cash and Cash Equivalents at End of Period** | **511,727** | **542,830** | [Notes to the Condensed Consolidated Financial Statements](index=29&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) This chapter provides detailed notes to the condensed consolidated financial statements, covering general information, significant accounting policies, revenue and segment information, profit before tax, income tax expense, dividends, earnings per share, property, plant and equipment, receivables, payables, bank borrowings, related party transactions, and fair value measurement of financial instruments [General Information and Basis of Preparation](index=29&type=section&id=General%20Information%20and%20Basis%20of%20Preparation) Crystal International Group Limited, listed on the Hong Kong Stock Exchange, primarily engages in garment manufacturing and trading, with its condensed consolidated financial statements prepared in USD according to IAS 34 and applicable Listing Rules - The Group is principally engaged in garment manufacturing and trading, and its shares were listed on the Main Board of The Stock Exchange of Hong Kong Limited on November 3, 2017[107](index=107&type=chunk)[108](index=108&type=chunk) - The condensed consolidated financial statements are presented in US dollars and have been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting" and the applicable disclosure requirements of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited[109](index=109&type=chunk) [Significant Accounting Policies](index=29&type=section&id=Significant%20Accounting%20Policies) The condensed consolidated financial statements are prepared using the historical cost convention, with accounting policies and methods for the six months ended June 30, 2025, consistent with the 2024 annual consolidated financial statements, and IFRS amendments having no material impact - The condensed consolidated financial statements have been prepared on the historical cost basis, except for certain properties and financial instruments which are measured at revalued amounts or fair value, where applicable[110](index=110&type=chunk) - The accounting policies and methods of computation used in the condensed consolidated financial statements for the six months ended June 30, 2025, are the same as those applied in the preparation of the Group's annual consolidated financial statements for the year ended December 31, 2024[110](index=110&type=chunk) - The application of amendments to IFRS accounting standards (such as IAS 21 (Amendment) Lack of Exchangeability) has had no material impact on the Group's financial position and performance[111](index=111&type=chunk) [Revenue and Segment Information](index=30&type=section&id=Revenue%20and%20Segment%20Information) The Group's revenue and results are segmented by product categories (casual wear, sportswear and outdoor wear, denim, intimate wear, sweaters), all showing growth in H1 2025, with Asia Pacific, North America, and Europe identified as key sales markets - The Group's operating segments primarily focus on five product categories: casual wear, sportswear and outdoor wear, denim, intimate wear, and sweaters[113](index=113&type=chunk)[117](index=117&type=chunk) Revenue and Results by Operating Segment (Six Months Ended June 30, 2025) | Product Category | External Sales (thousand USD) | Segment Profit (thousand USD) | | :--- | :--- | :--- | | Casual Wear | 339,672 | 69,801 | | Sportswear and Outdoor Wear | 312,906 | 64,869 | | Denim | 262,202 | 42,892 | | Intimate Wear | 209,784 | 43,637 | | Sweaters | 104,911 | 21,403 | | **Total** | **1,229,475** | **242,602** | Revenue Information by Geographical Location of Port of Discharge (Six Months Ended June 30) | Region | 2025 (thousand USD) | 2024 (thousand USD) | | :--- | :--- | :--- | | Asia Pacific | 478,286 | 417,729 | | North America | 462,934 | 414,566 | | Europe | 252,705 | 230,447 | | Other Countries/Regions | 35,550 | 30,930 | | **Total** | **1,229,475** | **1,093,672** | [Profit Before Tax](index=33&type=section&id=Profit%20Before%20Tax) This section details the composition of profit before tax for the six months ended June 30, 2025 and 2024, primarily deducting staff costs, depreciation, amortization, inventory costs, net exchange losses, and finance costs, while including interest income Composition of Profit Before Tax (Six Months Ended June 30) | Indicator | 2025 (thousand USD) | 2024 (thousand USD) | | :--- | :--- | :--- | | Total staff costs | 325,521 | 280,651 | | Depreciation of property, plant and equipment | 31,000 | 31,687 | | Depreciation of right-of-use assets | 9,184 | 6,502 | | Amortization of intangible assets | 2,459 | 2,459 | | Cost of inventories recognized as expense | 986,873 | 880,220 | | Interest income | (9,058) | (12,224) | | Net exchange losses | 3,113 | 6,017 | | Finance costs | 6,498 | 6,090 | [Income Tax Expense](index=34&type=section&id=Income%20Tax%20Expense) Income tax expense for the six months ended June 30, 2025, was **$21,384 thousand**, mainly comprising Hong Kong profits tax and overseas taxes, with the Group expecting no top-up tax under Pillar Two rules due to effective tax rates above **15%** in all operating jurisdictions Income Tax Expense (Six Months Ended June 30) | Indicator | 2025 (thousand USD) | 2024 (thousand USD) | | :--- | :--- | :--- | | Hong Kong profits tax (current period) | 13,005 | 10,968 | | Overseas taxation (current period) | 9,829 | 8,580 | | Deferred tax | (546) | (132) | | **Total** | **21,384** | **18,698** | - Hong Kong profits tax is calculated at **16.5%** of estimated assessable profits, while Chinese subsidiaries are taxed at **25%**, and certain Cambodian subsidiaries may be exempt from profits tax[127](index=127&type=chunk)[128](index=128&type=chunk)[129](index=129&type=chunk) - The Group's management believes that, after considering Pillar Two rules and their best estimates, the Group is not required to pay top-up tax under Pillar Two rules, as its estimated effective tax rates in all jurisdictions where it operates are above **15%**[130](index=130&type=chunk) [Dividends](index=35&type=section&id=Dividends) This section discloses dividends declared for distribution for the six months ended June 30, 2025, including the 2024 final dividend and special dividend, noting that the interim dividend of **16.3 HK cents** per ordinary share has been resolved but not yet recognized as a payable Dividends Declared for Distribution (Six Months Ended June 30) | Dividend Type | 2025 (thousand USD) | 2024 (thousand USD) | | :--- | :--- | :--- | | Final dividend declared for 2024 of **19.0 HK cents** per ordinary share | 69,055 | 47,434 | | Special dividend declared for 2024 of **5.5 HK cents** per ordinary share | 19,990 | – | | **Total** | **89,045** | **47,434** | - The Board resolved to declare an interim dividend of **16.3 HK cents** (approximately **$59,242 thousand**) per ordinary share, which has not yet been reflected as a payable in these condensed consolidated financial statements[133](index=133&type=chunk) [Earnings Per Share](index=35&type=section&id=Earnings%20Per%20Share) Basic earnings per share attributable to owners of the company for the six months ended June 30, 2025, was **3.44 US cents**, calculated based on **$98,265 thousand** profit and **2,852,822 thousand** ordinary shares, with no diluted earnings per share presented due to the absence of dilutive potential ordinary shares Basic Earnings Per Share Calculation (Six Months Ended June 30) | Indicator | 2025 (thousand USD/thousand shares) | 2024 (thousand USD/thousand shares) | | :--- | :--- | :--- | | Profit for the period attributable to owners of the company used for basic EPS calculation | 98,265 | 84,012 | | Number of ordinary shares used for basic EPS calculation | 2,852,822 | 2,852,822 | | **Basic Earnings Per Share (US cents)** | **3.44** | **2.94** | - Diluted earnings per share for the six months ended June 30, 2025 and 2024, were not presented as there were no dilutive potential ordinary shares issued during these periods[134](index=134&type=chunk) [Property, Plant and Equipment / Right-of-Use Assets](index=36&type=section&id=Property%2C%20Plant%20and%20Equipment%20%2F%20Right-of-Use%20Assets) For the six months ended June 30, 2025, the Group incurred **$38,276 thousand** in property, plant, and equipment purchases, recognized a **$5,164 thousand** revaluation surplus on owned properties, and recorded **$6,952 thousand** in new right-of-use assets and lease liabilities - For the six months ended June 30, 2025, the Group incurred total expenditure of **$38,276 thousand** (H1 2024: **$29,600 thousand**) for the purchase of property, plant and equipment[136](index=136&type=chunk) - As of the end of this interim period, the Group's owned properties classified as property, plant and equipment were revalued, resulting in a revaluation surplus of **$5,164 thousand** recognized in the property revaluation reserve[136](index=136&type=chunk) - New right-of-use assets of **$6,952 thousand** and lease liabilities of **$6,952 thousand** were recognized during this interim period[136](index=136&type=chunk) [Trade Receivables, Bills Receivable and Other Receivables](index=36&type=section&id=Trade%20Receivables%2C%20Bills%20Receivable%20and%20Other%20Receivables) As of June 30, 2025, trade receivables (net of expected credit loss provision) amounted to **$80,906 thousand**, with the Group providing credit terms of **14 to 120 days** to its trade customers, and this section includes an aging analysis Trade Receivables, Bills Receivable and Other Receivables (As of June 30) | Indicator | June 30, 2025 (thousand USD) | December 31, 2024 (thousand USD) | | :--- | :--- | :--- | | Trade receivables (net) | 80,906 | 154,408 | | Bills receivable | 1,567 | 1,473 | | Temporary payments to suppliers | 17,346 | 13,988 | | Other receivables, deposits and prepayments | 38,579 | 36,217 | | **Total** | **138,398** | **206,086** | - The Group grants credit terms of **14 to 120 days** to its trade customers[137](index=137&type=chunk) Aging Analysis of Trade Receivables (Net of Provision for Expected Credit Losses) (As of June 30, 2025) | Aging | Amount (thousand USD) | | :--- | :--- | | Within 60 days | 73,549 | | 61 to 90 days | 7,077 | | 91 to 120 days | 168 | | Over 120 days | 112 | | **Total** | **80,906** | [Trade Receivables at Fair Value Through Other Comprehensive Income](index=37&type=section&id=Trade%20Receivables%20at%20Fair%20Value%20Through%20Other%20Comprehensive%20Income) As part of cash flow management, the Group factors certain trade receivables, classifying them as fair value through other comprehensive income, totaling **$297,560 thousand** as of June 30, 2025, with an aging analysis provided - The Group factors certain trade receivables to financial institutions before their due payment, classifying them as trade receivables at fair value through other comprehensive income[139](index=139&type=chunk) Aging Analysis of Trade Receivables at Fair Value Through Other Comprehensive Income (As of June 30) | Aging | June 30, 2025 (thousand USD) | December 31, 2024 (thousand USD) | | :--- | :--- | :--- | | Within 60 days | 200,291 | 236,485 | | 61 to 90 days | 91,584 | 45,972 | | 91 to 120 days | 5,107 | 9,834 | | Over 120 days | 578 | 2,295 | | **Total** | **297,560** | **294,586** | [Impairment Losses Under Expected Credit Loss Model, Net of Reversals](index=37&type=section&id=Impairment%20Losses%20Under%20Expected%20Credit%20Loss%20Model%2C%20Net%20of%20Reversals) For the six months ended June 30, 2025, impairment losses of **$2,047 thousand** were recognized for trade receivables measured at amortized cost, while a **$4 thousand** reversal of impairment loss was recorded for trade receivables at fair value through other comprehensive income Impairment Losses (Reversals) Recognized (Six Months Ended June 30) | Indicator | 2025 (thousand USD) | 2024 (thousand USD) | | :--- | :--- | :--- | | Trade receivables measured at amortized cost | 2,047 | 56 | | Trade receivables at fair value through other comprehensive income | (4) | 37 | | **Total** | **2,043** | **93** | [Short-term Bank Deposits](index=38&type=section&id=Short-term%20Bank%20Deposits) Short-term bank deposits bear fixed annual interest rates ranging from **1.55% to 4.10%** and are classified as current assets as they mature within **12 months** from the reporting period end - Short-term bank deposits bear fixed annual interest rates ranging from **1.55% to 4.10%** (December 31, 2024: **3.99% to 4.27%**)[143](index=143&type=chunk) - Short-term bank deposits are classified as current assets as they mature within **12 months** from the end of the reporting period[143](index=143&type=chunk) [Trade Payables and Other Payables](index=38&type=section&id=Trade%20Payables%20and%20Other%20Payables) As of June 30, 2025, total trade payables and other payables amounted to **$481,001 thousand**, with trade payables having credit terms of **14 to 90 days**, and this section provides an aging analysis of trade payables including bills payable Trade Payables and Other Payables (As of June 30) | Indicator | June 30, 2025 (thousand USD) | December 31, 2024 (thousand USD) | | :--- | :--- | :--- | | Trade payables | 219,680 | 176,404 | | Bills payable | 4,350 | 3,476 | | Accrued staff costs | 105,596 | 122,280 | | Other payables | 49,971 | 66,348 | | Other accrued expenses | 101,404 | 109,538 | | **Total** | **481,001** | **478,046** | - Credit terms for trade payables range from **14 to 90 days**[146](index=146&type=chunk) Aging Analysis of Trade Payables (Including Bills Payable) (As of June 30, 2025) | Aging | Amount (thousand USD) | | :--- | :--- | | Within 60 days | 204,945 | | 61 to 90 days | 15,340 | | 91 to 120 days | 2,020 | | Over 120 days | 1,725 | | **Total** | **224,030** | [Lease Liabilities](index=39&type=section&id=Lease%20Liabilities) Lease liabilities include a **$638 thousand** balance due to related companies controlled by certain directors, with interest expense on these related company lease liabilities totaling **$25 thousand** for the six months ended June 30, 2025 - Lease liabilities include a balance of **$638 thousand** (December 31, 2024: **$1,273 thousand**) due to related companies controlled by certain directors of the company[148](index=148&type=chunk) - During this interim period, interest expense on related company lease liabilities amounted to **$25 thousand** (H1 2024: **$30 thousand**)[148](index=148&type=chunk) [Bank Borrowings](index=39&type=section&id=Bank%20Borrowings) For the six months ended June 30, 2025, the Group obtained **$128,344 thousand** in new bank borrowings and repaid **$152,397 thousand**, with bank borrowings bearing market annual interest rates ranging from **1.52% to 5.64%** - For the six months ended June 30, 2025, the Group obtained new bank borrowings amounting to **$128,344 thousand** and repaid bank borrowings amounting to **$152,397 thousand**[150](index=150&type=chunk) - The Group's bank borrowings bear market annual interest rates ranging from **1.52% to 5.64%** (December 31, 2024: **4.61% to 6.65%**)[150](index=150&type=chunk) [Amounts Due to Associates](index=39&type=section&id=Amounts%20Due%20to%20Associates) Amounts due to associates are transactional, unsecured, interest-free, repayable within a **90-day** credit period, and have an aging profile within **90 days** - These amounts are transactional, unsecured, interest-free, repayable within a **90-day** credit period, and have an aging profile within **90 days**[151](index=151&type=chunk) [Amounts Due from Related Companies](index=40&type=section&id=Amounts%20Due%20from%20Related%20Companies) As of June 30, 2025, amounts due from related companies totaled **$215 thousand**, are non-trade in nature, unsecured, interest-free, repayable on demand, and controlled by certain directors of the company Amounts Due from Related Companies (As of June 30) | Indicator | June 30, 2025 (thousand USD) | December 31, 2024 (thousand USD) | | :--- | :--- | :--- | | Amounts due from related companies | 215 | 218 | - Amounts due from related companies are non-trade in nature, unsecured, interest-free, and repayable on demand[153](index=153&type=chunk) - Certain directors of the company (namely Mr. Lo Lok Fung, Ms. Lo Choi Yuen Ching, and Mr. Lo Ching Leung) have control over these companies[154](index=154&type=chunk) [Share Capital](index=40&type=section&id=Share%20Capital) The company's authorized share capital consists of **3,500,000 thousand** ordinary shares with a par value of **0.01 HKD** each, totaling **$4,482 thousand**, while issued and fully paid share capital comprises **2,852,822 thousand** shares, totaling **$3,654 thousand** Composition of Share Capital (As of June 30) | Indicator | Number of Shares (thousand shares) | Share Capital (thousand USD) | | :--- | :--- | :--- | | Authorized share capital (ordinary shares of **0.01 HKD** par value each) | 3,500,000 | 4,482 | | Issued and fully paid share capital | 2,852,822 | 3,654 | [Capital Commitments](index=40&type=section&id=Capital%20Commitments) As of June 30, 2025, the Group had capital commitments of **$47,403 thousand** for the purchase of property, plant, and equipment, which were contracted but not yet provided for in the condensed consolidated financial statements Capital Commitments (As of June 30) | Indicator | June 30, 2025 (thousand USD) | December 31, 2024 (thousand USD) | | :--- | :--- | :--- | | Contracted but not provided for in the condensed consolidated financial statements for the purchase of property, plant and equipment | 47,403 | 51,952 | [Pledged Assets](index=41&type=section&id=Pledged%20Assets) As of June 30, 2025, the Group pledged property, plant, and equipment totaling **$1,556 thousand** and inventories totaling **$3,257 thousand** to banks as security for general banking facilities Pledged Assets (As of June 30) | Indicator | June 30, 2025 (thousand USD) | December 31, 2024 (thousand USD) | | :--- | :--- | :--- | | Property, plant and equipment | 1,556 | 1,574 | | Inventories | 3,257 | 3,333 | | **Total** | **4,813** | **4,907** | [Related Party Transactions](index=41&type=section&id=Related%20Party%20Transactions) This section discloses the Group's related party transactions, including material purchases from associates, interest expenses and handling fees with director-controlled companies, corporate guarantees for associates and subsidiaries, key management personnel remuneration, and a licensing agreement with a related company Related Party Transactions (Six Months Ended June 30) | Relationship | Nature of Transaction | 2025 (thousand USD) | 2024 (thousand USD) | | :--- | :--- | :--- | :--- | | Associates | Purchase of materials | (21,012) | (20,232) | | Companies controlled by certain directors of the company | Interest expense on lease liabilities | (25) | (30) | | | Handling fees received | 16 | 14 | - The company has provided corporate guarantees to its associates to secure bank facilities of **$5,000 thousand** granted to the associates[160](index=160&type=chunk) - The company has provided corporate guarantees to its subsidiary incorporated in the United Kingdom to secure its obligations and liabilities related to a defined benefit plan of **$10,973 thousand**[161](index=161&type=chunk) Key Management Personnel Remuneration (Six Months Ended June 30) | Indicator | 2025 (thousand USD) | 2024 (thousand USD) | | :--- | :--- | :--- | | Short-term benefits | 1,704 | 1,676 | | Post-employment benefits | 44 | 41 | | **Total** | **1,748** | **1,717** | - On October 12, 2022, the Group entered into a license agreement with a related company controlled by Mr. Lo Lok Fung and Ms. Lo Choi Yuen Ching, executive directors of the company, to authorize the Group's use of certain trademarks and domain names for a consideration of **HKD 1.00** for a period of three years[164](index=164&type=chunk) [Fair Value Measurement of Financial Instruments](index=43&type=section&id=Fair%20Value%20Measurement%20of%20Financial%20Instruments) This section provides fair value measurement information for certain financial assets, specifically trade receivables at fair value through other comprehensive income, which are classified as Level 2 fair value measurements and valued using the discounted cash flow method Fair Value Measurement of Financial Assets (As of June 30) | Indicator | June 30, 2025 (thousand USD) | December 31, 2024 (thousand USD) | Fair Value Level | Valuation Technique and Key Inputs | | :--- | :--- | :--- | :--- | :--- | | Trade receivables at fair value through other comprehensive income | 297,560 | 294,586 | Level 2 | Present value of cash flows arising from receivables assessed using discounted cash flow method with factoring arrangement discount rates | - Fair value measurements are categorized into three levels: Level 1 (quoted prices in active markets), Level 2 (observable inputs), and Level 3 (unobservable inputs)[169](index=169&type=chunk) - There were no transfers into or out of Level 2 during both periods[168](index=168&type=chunk)

Horizon Robotics （於開曼群島註冊成立以不同投票權控制的有限公司） 股份代號 : 9660 中期報告 2025 中期報告 2025 目錄 公司資料 2 財務業績摘要 4 業務回顧及前景 5 管理層討論與分析 8 企業管治 14 中期財務資料審閱報告 32 中期簡明合併損益表 33 中期簡明合併全面收益表 34 中期簡明合併財務狀況表 35 中期簡明合併權益變動表 37 中期簡明合併現金流量表 39 中期簡明合併財務資料附註 40 釋義 89 公司資料 董事會 執行董事 余凱博士 （創始人、主席兼首席執行官） 黃暢博士 陶斐雯女士 （於2025年8月27日辭任） 徐健博士 （於2025年8月27日獲委任） 陳黎明博士 非執行董事 李良先生 劉芹先生 André Stoffels博士 張覺慧博士 （於2025年8月27日辭任） 張堅俊先生 （於2025年8月27日獲委任） 獨立非執行董事 浦軍博士 吳迎秋先生 Katherine Rong XIN博士 張亞勤博士 審計委員會 浦軍博士 （主席） Katherine Rong XIN博士 張亞勤博士 薪酬委員會 張亞勤博士 （主席） Katherin ...

Revenue and Profitability - The group's revenue for the period was approximately SGD 91.0 million, a decrease of about 9.8% compared to SGD 100.9 million in the previous period, primarily due to reduced construction activities as several projects reached completion[13] - Construction revenue accounted for approximately 98.7% of total revenue, amounting to about SGD 89.8 million, while property investment revenue contributed about 1.3%, or approximately SGD 1.2 million[13] - The group reported a profit attributable to owners of the company of approximately SGD 5.3 million, compared to SGD 5.0 million in the previous period[14] - The company's revenue for the six months ended June 30, 2025, was SGD 91,042,024, a decrease of 9.2% compared to SGD 100,907,459 for the same period in 2024[46] - The company reported a pre-tax profit of SGD 6,599,233, an increase of 22.5% compared to SGD 5,389,246 in the previous year[46] - Net profit for the period was SGD 5,330,010, compared to SGD 5,032,687 in 2024, reflecting a growth of 5.9%[46] - Basic and diluted earnings per share increased to 0.67 Singapore cents from 0.63 Singapore cents in the previous year[46] Financial Position - The group maintains a strong financial position with sufficient reserves and liquidity, despite rising operational costs in the construction sector[15] - As of June 30, 2025, the group's cash and cash equivalents amounted to approximately SGD 63.1 million, a decrease of about SGD 15 million from SGD 78.1 million as of December 31, 2024[22] - The group's total equity increased from approximately SGD 63.7 million as of December 31, 2024, to approximately SGD 69.0 million as of June 30, 2025[22] - The group's debt as of June 30, 2025, included approximately SGD 75.9 million in bank loans, down from SGD 77.1 million in 2024[22] - The group's debt-to-equity ratio improved to 1.42 times as of June 30, 2025, compared to 1.60 times as of December 31, 2024[22] - Total assets as of June 30, 2025, amounted to SGD 184,574,219, a slight decrease from SGD 189,277,504 as of December 31, 2024[47] - The company’s total liabilities increased to SGD 80,435,292 as of June 30, 2025, compared to SGD 72,068,964 as of December 31, 2024, marking an increase of approximately 11.5%[47] Real Estate Development - The group has expanded into real estate development, acquiring a 45% stake in Tai Seng Food Point Development Pte. Ltd, marking its entry into the industrial property development sector in Singapore[9] - The real estate development division includes the Food Point @ Tai Seng project, which is currently being redeveloped into a modern food processing facility, with pre-sales starting in mid-February 2025[10] - The group is actively seeking new real estate development opportunities and has entered into a joint venture for a residential land project at Dairy Farm Walk, holding a 10% stake[11] - The group aims to diversify its revenue base through its new real estate development and joint investment initiatives, enhancing long-term profitability predictability[20] - The company made a significant investment of SGD 18.6 million in a joint venture for real estate development, representing 10% equity in the Dairy Farm Walk project[32] - The company has committed to a maximum capital contribution of SGD 20 million to the joint venture, with SGD 18.6 million already contributed[33] Operational Efficiency and Technology - The group has implemented Building Information Modeling (BIM) technology, upgrading from 3D to 5D, and is moving towards Integrated Digital Delivery (IDD) for all ongoing projects[21] - The group introduced construction robotics to enhance productivity and safety, collaborating closely with the Singapore government to promote new technology adoption in the construction industry[21] Employee and Management Information - The group has a total of 282 employees as of June 30, 2025, down from 307 employees in the previous period[23] - Total remuneration for directors and key management personnel increased to SGD 854,990 for the six months ended June 30, 2025, up from SGD 762,594, reflecting an increase of 12.1%[125] Shareholder and Equity Information - Major shareholders include Huada Development holding 51.13125% and Ying Teng Global holding 17.04375% of the shares[28] - The company has adopted a share option plan, with a total of 80 million share options available for issuance, representing 10% of the total shares issued at the time of listing[30] Cash Flow and Investment Activities - Net cash generated from operating activities for the six months ended June 30, 2025, was SGD 6,099,278, a significant recovery from a net cash outflow of SGD 78,807,835 in the previous year[51] - The company’s investment activities resulted in a net cash outflow of SGD 25,388,866 for the six months ended June 30, 2025, compared to a net cash inflow of SGD 2,068,591 in the same period of 2024[53] Compliance and Regulatory Information - The financial statements are prepared in accordance with IAS 34, and should be read in conjunction with the audited financial statements for the year ended December 31, 2024[58] - The group has applied new and revised IFRSs effective from January 1, 2025, which may significantly impact the disclosures in the interim financial statements[59] - The company has not early adopted new IFRSs that are relevant but not yet effective, which may affect the consolidated financial position and performance in future periods[60] Other Financial Metrics - The company recognized material costs of SGD 16,347,759 as service costs, a decrease from SGD 16,981,184 in the previous period, representing a reduction of about 3.7%[88] - The total cost of subcontractor services recognized as service costs was SGD 55,355,566, down from SGD 67,355,232 in the previous period, representing a decrease of approximately 17.8%[87] - Interest expenses decreased to SGD 167,704 from SGD 249,952, reflecting a reduction of 32.8%[85] - The income tax expense for the period was SGD 1,269,223, compared to SGD 356,559 in the previous year, indicating a substantial increase due to higher taxable profits[86]

Financial Performance - The company reported revenue of approximately HKD 194.6 million for the six months ended June 30, 2025, representing a 21.3% increase compared to HKD 160.4 million in the same period of 2024[6]. - The net profit attributable to equity shareholders for the same period was approximately HKD 26.4 million, a significant increase of 143.1% from HKD 10.8 million in 2024[6][18]. - The gross profit margin decreased to 51.0% in 2025 from 55.4% in 2024, reflecting a 7.9% decline[6]. - Revenue for the six months ended June 30, 2025, was HKD 194,615,000, an increase of 21.3% compared to HKD 160,386,000 for the same period in 2024[59]. - Gross profit for the same period was HKD 99,349,000, up from HKD 88,910,000, reflecting a gross margin improvement[59]. - Net profit for the period was HKD 30,882,000, significantly higher than HKD 10,533,000 in the previous year, representing a year-over-year increase of 193.5%[61]. - Total comprehensive income for the period was HKD 36,609,000, compared to HKD 8,584,000 in the prior year, showcasing substantial improvement[61]. Assets and Liabilities - The company’s total assets increased by 8.2% to HKD 597.1 million as of June 30, 2025, compared to HKD 551.8 million at the end of 2024[6]. - As of June 30, 2025, cash and cash equivalents amount to approximately HKD 120,590,000, a decrease of about HKD 20,900,000 compared to December 31, 2024[24]. - The company's current asset net value increased by approximately HKD 31.15 million from HKD 59.2 million on December 31, 2024, to HKD 90.35 million on June 30, 2025[30]. - The company's debt-to-equity ratio improved to 53.1% as of June 30, 2025, down from 60.1% in 2024[28]. - Total liabilities decreased from HKD 187,714 thousand as of December 31, 2024, to HKD 201,655 thousand as of June 30, 2025, indicating a rise in financial obligations[63]. - The company's net asset value increased to HKD 230,488 thousand as of June 30, 2025, from HKD 192,593 thousand as of December 31, 2024, marking a growth of 19.6%[63]. Expenses - Distribution costs rose by 21.7% to approximately HKD 13.4 million due to increased sales activities and advertising expenses[17]. - Administrative expenses increased by 16.3% to approximately HKD 56.2 million, primarily due to the consolidation of the property management business[17]. - Employee costs for the six months ended June 30, 2025, were approximately HKD 61.8 million, compared to HKD 64.7 million for the same period in 2024, reflecting an increase due to workforce integration and share-based compensation[35]. - The cost of goods sold amounted to HKD 75,043,000 for the six months ended June 30, 2025, compared to HKD 70,309,000 for the same period in 2024, indicating an increase of approximately 7%[82]. Business Operations - The property management business contributed HKD 65.6 million, accounting for 33.7% of total revenue, up from HKD 45.3 million or 28.2% in 2024[15]. - The company has successfully acquired 90% of Shenzhen Jiajinlong Industrial Development Co., expanding its leasing and subleasing operations[8]. - The company began providing property management services in September 2023 and commenced leasing operations in December 2024, indicating strategic expansion into new business areas[68]. Cash Flow - The net cash inflow from operating activities for the six months ended June 30, 2025, is approximately HKD 1,030,000, a decrease from HKD 10,820,000 for the same period in 2024[24]. - The net cash outflow from investing activities for the six months ended June 30, 2025, is approximately HKD 17,610,000, compared to HKD 17,930,000 for the same period in 2024[24]. - The company’s cash and cash equivalents decreased to HKD 120,585,000 as of June 30, 2025, down from HKD 141,480,000 at the end of 2024, representing a decline of about 15%[89]. Shareholder Information - Major shareholders include Noble Wisdom Ever Limited and China Huarong Overseas Investment Holdings Limited, each holding 56.76% of the shares[48]. - The total number of issued shares as of June 30, 2025, is 574,497,800[45]. - The company has approved a stock option plan allowing for the issuance of up to 55,776,480 shares, which represents 10% of the issued shares as of the special meeting date[40]. - The stock options granted to executives have an exercise price of HKD 1.09 per share, with a fair value of HKD 0.44 per share[44]. Corporate Governance - The board confirmed compliance with corporate governance codes, with minor exceptions regarding attendance at the annual general meeting[54]. - The company is committed to adhering to corporate governance codes as outlined in the listing rules[105]. - The company operates under the regulations of the Hong Kong Stock Exchange and is listed on the main board[106]. Legal Matters - The company is currently involved in two product infringement lawsuits, with claims totaling RMB 1,000,000 in economic damages and additional reasonable expenses of RMB 200,000 for one case[104]. - The company believes that any potential legal liabilities from the lawsuits will not have a significant impact on its financial condition or performance[104]. - The company has no other significant litigation or arbitration pending, according to management's knowledge[104].

Financial Performance - The company reported a revenue increase of approximately HKD 188,801,000 or 175.8%, reaching about HKD 296,204,000 for the fiscal year ending June 30, 2025, compared to HKD 107,403,000 in the previous year[11]. - Gross profit decreased by approximately HKD 8,510,000 or 34.9%, totaling about HKD 15,886,000, primarily due to lower margins on high-revenue projects[11]. - The company’s revenue increased by approximately HKD 188,801,000 or 175.8% to about HKD 296,204,000 for the current year[42]. - Revenue from network support and connection services rose by approximately HKD 171,132,000 or 239.0% to about HKD 242,738,000, attributed to the completion of a major project in China[43]. - The gross profit decreased by approximately HKD 8,510,000 or 34.9% to about HKD 15,886,000, resulting in a gross margin drop from 22.7% to 5.4%[45]. - The company recorded a loss of approximately HKD 11,197,000, a reduction of HKD 17,586,000 or 61.1% compared to the previous year[53]. Blockchain and Technology Investments - The company is actively investing in blockchain technology and has submitted applications for necessary licenses to the Hong Kong Securities and Futures Commission for regulated activities[13]. - The company is committed to developing blockchain technology and seeking license applications to explore global service opportunities, aiming for sustainable business growth[16]. - The company’s blockchain technology business achieved a significant milestone with the approval of a trust or company service provider license for its subsidiary, Bitcoin World Custodian Limited[14]. - Bitcoin World Custodian has been granted a trust or company service provider license, expected to support Bitcoin World Technology's virtual asset platform business[32]. - The company aims to enhance its blockchain capabilities and expand market share by investing in blockchain technology and applying for virtual asset trading licenses[33]. - The company plans to establish a portal blockchain content media platform to explore synergies with the digital marketing industry and enhance its presence in the Web3 space[31]. E-commerce and Revenue Streams - The company’s e-commerce sales contributed approximately HKD 4,524,000 in revenue for the year, a significant increase from HKD 591,000 in 2024[20]. - Revenue from social media traffic sales reached approximately HKD 11,539,000 in the current year, compared to none in 2024[19]. - E-commerce sales growth has been slower than expected due to intense competition and economic downturn in China, but the company is expanding partnerships with well-known brands and e-commerce platforms[23]. - The new online game IP licensing management service generated revenue of approximately HKD 36,608,000, an increase of about HKD 12,002,000 or 48.8%[29]. Corporate Governance and Board Structure - The company’s board of directors is responsible for ensuring the accuracy and completeness of the information presented in the annual report[3]. - The board consists of six members, including two executive directors, one non-executive director, and three independent non-executive directors[171]. - The company has established three committees: Audit Committee, Remuneration Committee, and Nomination Committee, each with clear written terms of reference[185]. - The board is collectively responsible for overseeing the company's affairs and ensuring effective internal controls and risk management systems[178]. - The company has implemented appropriate checks and balances through the board and independent non-executive directors, ensuring effective decision-making[175]. Financial Stability and Capital Management - The company successfully placed 120,000,000 new shares on April 11, 2024, raising approximately HKD 25,624,000 in net proceeds, aimed at strengthening financial stability and expanding the shareholder base[15]. - A second placement of 36,504,000 new shares was conducted on March 26, 2025, generating about HKD 14,578,000 in net proceeds to meet financial requirements for license applications[15]. - The current ratio improved to approximately 2.2 times, up from 1.6 times in the previous year, indicating better liquidity[54]. - The capital-to-debt ratio decreased to approximately 9.3% from 11.3% due to a reduction in total borrowings and an increase in total equity[55]. - The company maintains a prudent treasury policy to ensure a robust liquidity position throughout the reporting period[57]. Employee and Talent Management - The group employed 65 employees, a decrease from 116 employees in 2024, with total employee costs approximately HKD 15,706,000 compared to HKD 29,677,000 in 2024[60]. - The company is committed to addressing the shortage of technical talent through employee benefits and skill development programs[37]. - The company is committed to increasing the number of female employees to achieve gender equality goals[196]. Risk Management - The company faces significant risks related to customer payment delays and defaults, which could impact operational liquidity[39]. - The board regularly reviews major risk areas and appropriate risk mitigation strategies, considering the risk management system effective and adequate[40]. Shareholder Relations and Dividends - The board did not recommend the payment of a final dividend for the year, consistent with 2024[65]. - The company’s available reserves for distribution as of June 30, 2025, were approximately HKD 67,074,000, up from HKD 60,887,000 in 2024[104]. - The board is responsible for maintaining ongoing dialogue with shareholders, particularly during annual general meetings[182]. Corporate Social Responsibility - The company is committed to environmental policies and compliance with laws and regulations, ensuring adherence to applicable environmental policies as of June 30, 2025[93]. - The group made charitable donations of approximately HKD 212,000 for the year ended June 30, 2025, compared to HKD 17,000 in 2024[154]. Share Incentive Plans - The company adopted a share incentive plan on April 14, 2023, which was approved by shareholders and became effective on April 21, 2023[125]. - The maximum number of shares that can be granted to each eligible participant under the share incentive plan is limited to 1% of the company's issued share capital as of the adoption date[129]. - The share incentive plan is designed to recognize contributions from employees and to retain qualified participants for the ongoing operations and development of the company[126].

[Management Discussion and Analysis](index=3&type=section&id=Management%20Discussion%20and%20Analysis) The Group formulates long-term corporate strategies, allocating capital and personnel to high-opportunity areas to generate long-term returns exceeding the cost of capital, and invests in existing and new businesses to continuously evolve into a diversified and sustainably developing conglomerate - The Group implements a long-term corporate strategy, investing capital and personnel in high-growth areas to generate long-term returns exceeding the cost of capital, aiming to become a diversified and sustainably developing conglomerate[4](index=4&type=chunk) - For the six months ended June 30, 2025, the Group's total revenue decreased by **26.3%** year-on-year to **HK$523,692 thousand**, Earnings Before Interest, Taxes, Depreciation, and Amortization (EBITDA) significantly declined by **83.0%**, resulting in a net loss after tax of **HK$51,649 thousand**[5](index=5&type=chunk)[6](index=6&type=chunk)[7](index=7&type=chunk) - The Group's main businesses include watch and accessories manufacturing and distribution, property investment, and banking and financial services, with watch business profitability declining while banking business achieved slight growth[7](index=7&type=chunk)[8](index=8&type=chunk) [Our Strategy](index=3&type=section&id=Our%20Strategy) The Group formulates long-term corporate strategies, allocating capital and personnel to high-opportunity areas to generate long-term returns exceeding the cost of capital, and invests in existing and new businesses to continuously evolve into a diversified and sustainably developing conglomerate - The Group adopts a long-term corporate strategy, investing in high-growth areas to achieve excess returns[4](index=4&type=chunk) - The goal is to become a diversified conglomerate with sustainable long-term development capabilities[4](index=4&type=chunk) [Financial Highlights](index=3&type=section&id=Financial%20Highlights) For the six months ended June 30, 2025, the Group recorded total revenue of **HK$523,692 thousand**, a year-on-year decrease of **26.3%**, with operating expenses down **14.9%**, gross profit from non-banking and financial businesses declining **44.1%**, and gross profit from banking and financial businesses growing **2.0%**, leading to an **83.0%** drop in EBITDA and a net loss after tax of **HK$51,649 thousand**, while total assets and liabilities increased and total equity slightly rose Financial Highlights for the Six Months Ended June 30, 2025 | Metric | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Total Revenue | 523,692 | 710,313 | -26.3 | | Operating Expenses | 411,705 | 484,046 | -14.9 | | Gross Profit from Non-Banking & Financial Businesses | 125,263 | 224,068 | -44.1 | | Gross Profit from Banking & Financial Businesses | 243,220 | 238,499 | 2.0 | | EBITDA | 14,216 | 83,843 | -83.0 | | (Loss)/Profit Before Tax | (42,847) | 13,192 | N/A | | Net (Loss)/Profit After Tax | (51,649) | 3,708 | N/A | | Basic (Loss)/Earnings Per Share | (0.97 HK cents) | 0.16 HK cents | N/A | Balance Sheet Highlights as of June 30, 2025 | Metric | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Total Assets | 20,088,793 | 17,963,825 | 11.8 | | Total Liabilities | 16,064,427 | 14,181,780 | 13.3 | | Total Equity | 4,024,366 | 3,782,045 | 6.4 | [Operating Results](index=4&type=section&id=Operating%20Results) The Group's total revenue for the first half decreased by **26.3%** year-on-year, primarily due to declining profitability in the watch business, while banking operations saw slight growth, leading to a **44.1%** drop in gross profit from non-banking and financial businesses, an **83.0%** decline in EBITDA, and a net loss after tax, with the Group implementing strategic measures such as inventory optimization, cost reduction, new product development, and market expansion to address challenges - The Group's total revenue decreased by **26.3%** year-on-year to **HK$523,692 thousand**, primarily due to declining profitability in the watch business[6](index=6&type=chunk)[8](index=8&type=chunk) - Operating expenses decreased by **14.9%** year-on-year to **HK$411,705 thousand**[6](index=6&type=chunk) - Net loss after tax was **HK$51,649 thousand**, compared to a profit of **HK$3,708 thousand** in the same period last year[7](index=7&type=chunk) [Watches, Clocks, and Watch Accessories Business](index=5&type=section&id=Watches%2C%20Clocks%2C%20and%20Watch%20Accessories%20Business) The watch business experienced a decline in profitability and overall revenue in the first half, primarily due to the macroeconomic environment, conservative consumer spending, intensified market competition, and reduced e-commerce platform traffic, prompting the Group to actively implement measures such as inventory optimization, cost reduction, enhanced centralized control, and new product R&D to address market challenges - Watch business profitability declined, primarily impacted by the macroeconomic environment, conservative consumer spending, intensified market competition, and reduced e-commerce platform traffic[8](index=8&type=chunk) Segment Performance of Watches, Clocks, and Watch Accessories Business (For the Six Months Ended June 30, 2025) | Company Name | Revenue (HK$) | Net Profit/(Loss) After Tax (HK$) | Revenue Growth/(Decline) (%) (YoY) | | :--- | :--- | :--- | :--- | | Zhuhai Rossini Watch Industry Co., Ltd. | 100,326,000 | 2,497,000 | (32.4) | | Ebohr Fine Group | 54,990,000 | (23,271,000) | (40.8) | | Ernest Borel Group | 37,420,000 | (12,427,000) | (6.6) | | Corum, Eterna and Delma Group | 20,413,000 | (27,177,000) | (80.1) | | Other Companies | 58,380,000 | (4,555,000) | (22.9) | [Local Own Brands – Zhuhai Rossini Watch Industry Co., Ltd. ("Rossini") and Ebohr Fine Group](index=6&type=section&id=Local%20Own%20Brands%20%E2%80%93%20Zhuhai%20Rossini%20Watch%20Industry%20Co.%2C%20Ltd.%20%28%22Rossini%22%29%20and%20Ebohr%20Fine%20Group) Rossini and Ebohr Fine Group enhance market competitiveness by optimizing inventory and accounts receivable management, implementing cost reduction and efficiency improvement measures (e.g., cross-brand integration, refined store management, optimized organizational structure), and strengthening centralized control (three-color early warning mechanism), while actively investing in smart watch R&D, expanding cultural and creative product lines, and launching wedding and business jewelry watch series to meet market demands with innovative products - Optimized inventory and accounts receivable management, achieving the year-beginning inventory reduction target and lowering bad debt risk[11](index=11&type=chunk) - Implemented cost reduction and efficiency improvement measures, including cross-brand integration, refined direct-operated store management, and optimized organizational structure[11](index=11&type=chunk) - Strengthened centralized control by establishing a red, yellow, and blue three-color early warning mechanism to monitor performance changes in real-time[12](index=12&type=chunk) - Actively invested in smart watch R&D, expanded cultural and creative product lines, and launched wedding and business jewelry watch series[13](index=13&type=chunk) [Foreign Own Brand – Ernest Borel Group](index=8&type=section&id=Foreign%20Own%20Brand%20%E2%80%93%20Ernest%20Borel%20Group) Ernest Borel Group optimizes inventory structure through precise, timely inventory assessment, cross-departmental approval processes, and three key strategies (stable sales supply, promotion of slow-moving items, and procurement-sales collaboration), while strengthening social media promotion and offline campaigns, and planning to expand into Southeast Asian and North American markets, deepening cooperation with e-commerce platforms and authorized retailers to enhance brand awareness and sales - Optimized inventory structure by reducing inventory pressure through real-time inventory assessment, strict approval processes, and three key strategies: stable sales, promotion of slow-moving items, and procurement-sales collaboration[15](index=15&type=chunk) - Strengthened promotional activities, actively managed official media platforms, and enhanced brand exposure and sales through in-store promotions and holiday campaigns[16](index=16&type=chunk) - Looking ahead to 2025, the focus will be on expanding into Southeast Asian and North American markets, increasing duty-free store sales, optimizing distribution channels, and exploring collaborations with live-streaming platforms[17](index=17&type=chunk) [Non-Own Brands](index=9&type=section&id=Non-Own%20Brands) For the six months ended June 30, 2025, four distribution companies recorded revenue of **HK$38,942 thousand**, a year-on-year decrease of **28.9%**, and a net loss after tax of **HK$1,927 thousand**, with the loss expanding year-on-year Performance of Non-Own Brand Distribution Companies (For the Six Months Ended June 30, 2025) | Metric | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 38,942 | 54,669 | -28.9 | | Net Loss After Tax | (1,927) | (1,717) | 12.2 (Loss expanded) | [Others](index=9&type=section&id=Others) Other non-core watch, clock, and watch accessories businesses recorded revenue of **HK$19,438 thousand** during the reporting period, a year-on-year decrease of **7.7%**, and a net loss after tax of **HK$2,628 thousand**, with the loss significantly expanding year-on-year Performance of Other Non-Core Watch Businesses (For the Six Months Ended June 30, 2025) | Metric | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 19,438 | 21,064 | -7.7 | | Net Loss After Tax | (2,628) | (715) | 267.6 (Loss expanded) | [Banking and Financial Business](index=10&type=section&id=Banking%20and%20Financial%20Business) Wealthy Land Bank's revenue grew by **2.0%** year-on-year, with net profit after tax attributable to owners increasing by **0.7%**, while net interest and dividend income decreased by **7.2%** due to interest rate cut expectations and Swiss Franc appreciation; net commission and service fee income rose **4%** driven by expanded assets under management, and trading income surged **59%** from increased foreign exchange volumes, with operating expenses down **1.6%**, net asset inflows of **Swiss Francs 573.4 million**, and total assets up **15.3%**, maintaining strong capital ratios (capital ratio **20.3%**, leverage ratio **6.6%**, LCR **487%**) well above regulatory standards, as the bank implements its HORIZON strategy to accelerate digital transformation of client onboarding, strengthen risk management, and expand into the Asian high-net-worth market through Wealthy Land Wealth Management (Hong Kong) Limited Wealthy Land Bank Limited Key Financial Data (For the Six Months Ended June 30, 2025) | Metric | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 243,220 | 238,499 | 2.0 | | Net Profit After Tax Attributable to Owners | 45,713 | 45,393 | 0.7 | | Net Interest and Dividend Income | 128,789 | 138,713 | -7.2 | | Trading Income | 20,941 | 13,147 | 59.0 | | Operating Expenses | 168,460 | 171,198 | -1.6 | - Assets under management were approximately **Swiss Francs 3,900 million** at the end of June 2025, a net increase of **Swiss Francs 400 million**[19](index=19&type=chunk) - Total assets increased by **HK$2,053,245 thousand** to **HK$15,485,785 thousand**, a **15.3%** increase[20](index=20&type=chunk) - Total capital ratio was approximately **20.3%**, leverage ratio **6.6%**, and liquidity coverage ratio reached **487%**, significantly exceeding regulatory standards[20](index=20&type=chunk) - Actively implementing the HORIZON strategy, formulating specific strategies for Asia, and accelerating the digital transformation of internal client onboarding processes[20](index=20&type=chunk)[21](index=21&type=chunk) - Established Wealthy Land Wealth Management (Hong Kong) Limited to provide wealth management solutions for high-net-worth individuals in Asia[22](index=22&type=chunk) [Investment Businesses](index=13&type=section&id=Investment%20Businesses) The Group's investment businesses include listed equity investments and property investments, with listed equity investments in Crown City Grandway generating fair value change gains, while investments in Minxin Holdings incurred fair value change losses, and both rental income and net profit after tax from property investment business declined - Listed equity investments include shares in Crown City Grandway and Minxin Holdings[24](index=24&type=chunk)[25](index=25&type=chunk) - Both rental income and net profit after tax from property investment business decreased year-on-year[26](index=26&type=chunk) [Listed Equity Investments](index=13&type=section&id=Listed%20Equity%20Investments) The Group holds listed equity investments in Crown City Grandway New Materials Co., Ltd. and Minxin Holdings Limited, with the investment in Crown City Grandway generating a net fair value change gain of **HK$4,066 thousand** due to rising share prices, while the investment in Minxin Holdings resulted in a net fair value change loss of **HK$17,630 thousand** due to declining share prices Listed Equity Investment Performance (For the Six Months Ended June 30, 2025) | Investee | Fair Value as of June 30, 2025 (HK$ thousand) | Net Fair Value Change Gain/(Loss) (HK$ thousand) | Share Price as of December 31, 2024 | Share Price as of June 30, 2025 | | :--- | :--- | :--- | :--- | :--- | | Crown City Grandway New Materials Co., Ltd. | 29,879 | 4,066 (Gain) | RMB 2.65 | RMB 2.98 | | Minxin Holdings Limited | 185,115 | (17,630) (Loss) | HK$2.30 | HK$2.10 | - The Group intends to hold its investment in Minxin Holdings Limited for the long term[25](index=25&type=chunk) [Property Investments](index=14&type=section&id=Property%20Investments) The Group's investment properties in Mainland China and Hong Kong are fully leased, providing stable rental returns, with rental income for the six months ended June 30, 2025, at **HK$8,943 thousand**, a **25.5%** year-on-year decrease, and net profit after tax at **HK$7,692 thousand**, a **34.5%** year-on-year decrease Property Investment Business Performance (For the Six Months Ended June 30, 2025) | Metric | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Rental Income | 8,943 | 11,992 | -25.5 | | Net Profit After Tax | 7,692 | 11,729 | -34.5 | - All investment properties are fully leased, providing stable rental returns[26](index=26&type=chunk) [Financial Position](index=14&type=section&id=Financial%20Position) As of June 30, 2025, the Group's total assets were **HK$20,088,793 thousand**, total liabilities were **HK$16,064,427 thousand**, and total equity was **HK$4,024,366 thousand**, with the debt-to-asset ratio decreasing from **22.0%** on December 31, 2024, to **19.1%**, and Group borrowings primarily secured by subsidiary guarantees, equity interests, and legal charges over land and buildings of non-banking and financial businesses Financial Position Summary (As of June 30, 2025) | Metric | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Total Assets | 20,088,793 | 17,963,825 | 11.8 | | Total Liabilities | 16,064,427 | 14,181,780 | 13.3 | | Total Equity | 4,024,366 | 3,782,045 | 6.4 | | Debt-to-Asset Ratio | 19.1% | 22.0% | -2.9 percentage points | - Group borrowings are primarily secured by subsidiary guarantees, equity interests, and legal charges over land and buildings of non-banking and financial businesses[28](index=28&type=chunk) - Capital commitments primarily consist of **HK$270,000 thousand** for investment in associate Crown City United International Limited[29](index=29&type=chunk) [Financial Review](index=15&type=section&id=Financial%20Review) The Group's total assets increased by **11.8%**, primarily driven by a significant rise in amounts due from banks, while cash and deposits, trading portfolio investments, and financial assets at fair value through other comprehensive income all decreased; total liabilities increased by **13.3%**, mainly due to higher amounts due to customers, and gross profit from non-banking and financial businesses, EBITDA, selling and distribution expenses, and administrative expenses all declined year-on-year, with both share of profits from associates and net loss attributable to owners of the Company deteriorating - Total assets increased by **11.8%** to **HK$20,088,793 thousand**, primarily driven by a significant **115.9%** increase in amounts due from banks[31](index=31&type=chunk)[32](index=32&type=chunk) - Total liabilities increased by **13.3%** to **HK$16,064,427 thousand**, primarily attributable to an increase in amounts due to customers[47](index=47&type=chunk) Changes in Key Financial Metrics (For the Six Months Ended June 30, 2025) | Metric | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Gross Profit from Non-Banking & Financial Businesses | 125,263 | 224,068 | -44.1 | | EBITDA | 14,216 | 83,843 | -83.0 | | Selling and Distribution Expenses | 109,386 | 153,846 | -28.9 | | Administrative Expenses | 302,319 | 330,200 | -8.4 | | Share of Profits from Associates | 4,147 | 5,655 | -26.7 | | Net Loss Attributable to Owners of the Company | (42,045) | 7,024 (Profit) | N/A (Turned to loss) | [Outlook](index=24&type=section&id=Outlook) Looking ahead to 2025, China's economy outperformed expectations in the first half, with GDP growth forecasts revised upwards, primarily driven by exports and government fiscal measures; however, downside risks persist, including geopolitical conflicts potentially disrupting supply chains and raising energy prices, and fiscal deficits in developed economies possibly triggering financial market volatility, while the Group anticipates a gradual recovery in China's consumer market and Wealthy Land Bank will actively advance its Asia strategy, implementing diversified asset management approaches to mitigate the impact of declining USD interest rates - The International Monetary Fund raised China's 2025 GDP growth forecast to **4.8%**, primarily supported by export momentum and government fiscal measures[55](index=55&type=chunk) - Downside risks include geopolitical conflicts potentially disrupting global supply chains and fiscal deficits in developed economies possibly triggering international financial market volatility[55](index=55&type=chunk) - China's consumer market is expected to gradually recover, and Wealthy Land Bank will actively advance its Asia strategy, implementing diversified asset management approaches to mitigate the impact of declining USD interest rates[56](index=56&type=chunk) [Employees and Remuneration Policy](index=25&type=section&id=Employees%20and%20Remuneration%20Policy) As of June 30, 2025, the Group employed approximately **2,000** full-time staff globally, with remuneration determined fairly based on market conditions and individual performance, offering year-end double pay, medical insurance, retirement benefits, and bonuses; Hong Kong employees participate in the Mandatory Provident Fund Scheme, while employees of Mainland China subsidiaries participate in social security schemes - As of June 30, 2025, the Group employed approximately **2,000** full-time staff globally (approximately **1,800** in Hong Kong and Mainland China, and approximately **200** in Europe)[57](index=57&type=chunk) - Remuneration is determined fairly based on market conditions and individual performance, offering year-end double pay, medical insurance, retirement benefits, and bonuses[57](index=57&type=chunk) [Interim Dividend](index=25&type=section&id=Interim%20Dividend) The Board of Directors resolved not to declare an interim dividend for the six months ended June 30, 2025, consistent with the same period last year - The Board of Directors resolved not to declare an interim dividend for the six months ended June 30, 2025[58](index=58&type=chunk) [Directors' and Chief Executives' Interests and Short Positions in Shares and Underlying Shares](index=25&type=section&id=Directors'%20and%20Chief%20Executives'%20Interests%20and%20Short%20Positions%20in%20Shares%20and%20Underlying%20Shares) As of June 30, 2025, several directors and chief executives held long positions in the Company's shares, with Mr. Han Koung-Yung and his spouse Ms. Lam Suk Ying jointly holding **63.45%** of the Company's shares, Mr. Han Hiu-Fong holding **4.64%**, and Mr. Teguh Halim holding **0.14%** Directors' and Chief Executives' Long Positions in the Company's Shares (As of June 30, 2025) | Director Name | Total Interest (shares) | Shareholding Percentage | | :--- | :--- | :--- | | Han Koung-Yung | 2,761,137,515 | 63.45% | | Shi Tao | 100,000 | 0.00% | | Han Hiu-Fong | 201,750,000 | 4.64% | | Teguh Halim | 6,000,000 | 0.14% | - Mr. Han Koung-Yung and his spouse Ms. Lam Suk Ying are deemed to have interests in the same block of **2,761,137,515 shares**[60](index=60&type=chunk)[67](index=67&type=chunk) [Major Shareholders' Interests in Shares and Underlying Shares](index=27&type=section&id=Major%20Shareholders'%20Interests%20in%20Shares%20and%20Underlying%20Shares) As of June 30, 2025, Sureview International Limited and Morning Rich Limited were major shareholders, holding **31.96%** and **31.37%** of shares respectively; Mr. Han Koung-Yung and his spouse Ms. Lam Suk Ying were jointly deemed to own **63.45%** of shares, and Barclays PLC held a **8.83%** long position and a **0.23%** short position Major Shareholders' Interests in the Company's Shares (As of June 30, 2025) | Major Shareholder Name/Person | Nature of Interest | Number of Shares Held | Approximate Shareholding Percentage | | :--- | :--- | :--- | :--- | | Sureview International Limited | Beneficial owner | 1,391,037,515 | 31.96% | | Morning Rich Limited | Beneficial owner | 1,365,226,000 | 31.37% | | Han Koung-Yung | Corporate interest, beneficial owner and family interest | 2,761,137,515 | 63.45% | | Lam Suk Ying | Beneficial owner and family interest | 2,761,137,515 | 63.45% | | Barclays PLC | Corporate interest | 384,166,000 (L) | 8.83% (L) | | | | 9,862,000 (S) | 0.23% (S) | - Mr. Han Koung-Yung and his spouse Ms. Lam Suk Ying are deemed to have interests in the same block of **2,761,137,515 shares**[67](index=67&type=chunk) [Corporate Governance Code](index=29&type=section&id=Corporate%20Governance%20Code) For the six months ended June 30, 2025, the Company complied with the applicable code provisions of the Corporate Governance Code set out in Appendix C1 of the Listing Rules, except that the Chairman of the Board did not attend the Annual General Meeting due to other commitments, thus not fully complying with code provision F.2.2 - The Company complied with the Corporate Governance Code, but the Chairman of the Board did not attend the Annual General Meeting, thus not fully complying with code provision F.2.2[68](index=68&type=chunk) [Standard Securities Dealing Code for Directors](index=29&type=section&id=Standard%20Securities%20Dealing%20Code%20for%20Directors) For the six months ended June 30, 2025, the Company's directors consistently complied with the required standards set out in the Standard Code - Directors consistently complied with the Company's adopted Standard Securities Dealing Code during the reporting period[69](index=69&type=chunk) [Disclosure of Directors' Information under Rule 13.51B(1) of the Listing Rules](index=29&type=section&id=Disclosure%20of%20Directors'%20Information%20under%20Rule%2013.51B%281%29%20of%20the%20Listing%20Rules) Since the publication of the 2024 Annual Report, Mr. Kam Shing-Chor was appointed as an independent director of Happy City Holdings Limited, a NASDAQ-listed company - Mr. Kam Shing-Chor was appointed as an independent director of Happy City Holdings Limited, a NASDAQ-listed company[70](index=70&type=chunk) [Board Committees](index=30&type=section&id=Board%20Committees) The Group has an Audit Committee, Remuneration Committee, Nomination Committee, and Risk Management Committee, each fulfilling its responsibilities during the reporting period, including reviewing financial reports, determining remuneration policies, recommending director candidates, and reviewing risks - The Group has an Audit, Remuneration, Nomination, and Risk Management Committee to ensure effective corporate governance[71](index=71&type=chunk)[72](index=72&type=chunk)[73](index=73&type=chunk)[74](index=74&type=chunk) [Audit Committee](index=30&type=section&id=Audit%20Committee) The Audit Committee, comprising three independent non-executive directors, reviewed the unaudited financial statements and internal audit work during the reporting period, and discussed internal controls and financial reporting matters with external auditors, the Board, and senior management - The Audit Committee reviewed the unaudited financial statements and internal audit work, and discussed internal controls and financial reporting matters[71](index=71&type=chunk) [Remuneration Committee](index=30&type=section&id=Remuneration%20Committee) The Remuneration Committee, composed of three independent non-executive directors and two executive directors, determined the remuneration policy for executive directors, assessed their performance, and approved service contract terms during the reporting period, ensuring directors do not participate in determining their own remuneration - The Remuneration Committee determined executive directors' remuneration policy, assessed performance, approved service contracts, and ensured directors did not participate in determining their own remuneration[72](index=72&type=chunk) [Nomination Committee](index=31&type=section&id=Nomination%20Committee) The Nomination Committee, comprising two executive directors and three independent non-executive directors, considered factors such as diversity and industry experience, recommended Ms. Chan Lai Wah as an independent non-executive director, and assessed the independence of existing independent non-executive directors during the reporting period - The Nomination Committee considered factors such as diversity and industry experience, recommended Ms. Chan Lai Wah as an independent non-executive director, and assessed the independence of existing independent non-executive directors[73](index=73&type=chunk) [Risk Management Committee](index=31&type=section&id=Risk%20Management%20Committee) The Risk Management Committee, comprising three executive directors, reviewed liquidity risk, operational risk, interest rate risk, exchange rate risk, inventory risk, and other risks during the reporting period, and discussed measures to mitigate them - The Risk Management Committee reviewed liquidity, operational, interest rate, exchange rate, inventory, and other risks, and discussed mitigation measures[74](index=74&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=32&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company's%20Listed%20Securities) For the six months ended June 30, 2025, 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 its subsidiaries purchased, sold, or redeemed any listed securities[75](index=75&type=chunk) [Review of Financial Statements](index=32&type=section&id=Review%20of%20Financial%20Statements) The Audit Committee reviewed the Group's unaudited financial statements for the six months ended June 30, 2025, and confirmed their preparation in accordance with applicable accounting standards, fairly presenting the Group's financial position and performance - The Audit Committee confirmed that the unaudited financial statements fairly present the Group's financial position and performance and comply with applicable accounting standards[76](index=76&type=chunk) [Acknowledgement](index=32&type=section&id=Acknowledgement) Chairman Han Koung-Yung expressed sincere gratitude for the support from the Board of Directors, management team, employees, customers, suppliers, banks, professional advisors, business partners, and shareholders - Chairman Han Koung-Yung expressed gratitude for the support of all stakeholders[77](index=77&type=chunk) [Condensed Consolidated Statement of Comprehensive Income](index=33&type=section&id=Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income) For the six months ended June 30, 2025, the Group's total revenue was **HK$523,692 thousand**, a **26.3%** year-on-year decrease, recording a loss of **HK$51,649 thousand**, with basic loss per share attributable to owners of the Company at **0.97 HK cents**, while other comprehensive income was **HK$291,685 thousand**, primarily impacted by exchange differences - For the six months ended June 30, 2025, the Group's total revenue was **HK$523,692 thousand**, a **26.3%** year-on-year decrease[79](index=79&type=chunk) - A loss of **HK$51,649 thousand** was recorded for the period, compared to a profit of **HK$3,708 thousand** in the same period last year, with basic loss per share attributable to owners of the Company at **0.97 HK cents**[79](index=79&type=chunk)[81](index=81&type=chunk) - Other comprehensive income for the period was **HK$291,685 thousand**, compared to a loss of **HK$346,821 thousand** in the same period last year, primarily impacted by exchange differences on translation of presentation currency[81](index=81&type=chunk) Condensed Consolidated Statement of Comprehensive Income Summary (For the Six Months Ended June 30, 2025) | Metric | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Net Interest Income from Banking Business | 127,667 | 138,236 | | Net Fee and Commission Income from Banking Business | 93,466 | 86,937 | | Trading Income from Banking Business | 20,941 | 13,147 | | Sales of Goods from Non-Banking & Financial Businesses | 271,529 | 459,822 | | Rental Income from Non-Banking & Financial Businesses | 8,943 | 11,992 | | **Total Revenue** | **523,692** | **710,313** | | (Loss)/Profit Before Income Tax | (42,847) | 13,192 | | (Loss)/Profit for the Period | (51,649) | 3,708 | | (Loss)/Profit Attributable to Owners of the Company | (42,045) | 7,024 | | Basic (Loss)/Earnings Per Share Attributable to Owners of the Company | (0.97 HK cents) | 0.16 HK cents | [Condensed Consolidated Statement of Financial Position](index=35&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, the Group's total assets were **HK$20,088,793 thousand**, an **11.8%** increase from December 31, 2024, total liabilities were **HK$16,064,427 thousand**, a **13.3%** increase primarily due to higher amounts due to customers, and total equity was **HK$4,024,366 thousand**, a **6.4%** increase - As of June 30, 2025, the Group's total assets were **HK$20,088,793 thousand**, an **11.8%** increase compared to December 31, 2024[82](index=82&type=chunk) - Total liabilities were **HK$16,064,427 thousand**, a **13.3%** increase, primarily due to higher amounts due to customers[84](index=84&type=chunk) - Total equity was **HK$4,024,366 thousand**, a **6.4%** increase[84](index=84&type=chunk) Condensed Consolidated Statement of Financial Position Summary (As of June 30, 2025) | Metric | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | **Assets** | | | | | Cash and Deposits | 1,140,529 | 3,782,130 | -69.8 | | Amounts Due from Customers | 2,942,445 | 2,659,182 | 10.7 | | Amounts Due from Banks | 6,145,570 | 2,945,270 | 108.7 | | Trading Portfolio Investments | 35,426 | 39,564 | -10.4 | | Other Financial Assets at Amortised Cost | 4,670,112 | 3,511,829 | 33.0 | | **Total Assets** | **20,088,793** | **17,963,825** | **11.8** | | **Liabilities** | | | | | Amounts Due to Customers | 14,274,136 | 12,333,170 | 15.7 | | Borrowings | 534,350 | 595,082 | -10.2 | | **Total Liabilities** | **16,064,427** | **14,181,780** | **13.3** | | **Total Equity** | **4,024,366** | **3,782,045** | **6.4** | [Condensed Consolidated Statement of Changes in Equity](index=37&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) For the six months ended June 30, 2025, total equity attributable to owners of the Company increased from **HK$3,614,423 thousand** at the beginning of the period to **HK$3,859,779 thousand**, primarily influenced by other comprehensive income from exchange differences on translation of presentation currency, while the loss attributable to owners of the Company for the period was **HK$42,045 thousand**, and non-controlling interests decreased - For the six months ended June 30, 2025, total equity attributable to owners of the Company increased from **HK$3,614,423 thousand** at the beginning of the period to **HK$3,859,779 thousand**[89](index=89&type=chunk) - The increase in equity was primarily influenced by other comprehensive income arising from exchange differences on translation of presentation currency[89](index=89&type=chunk) - Loss attributable to owners of the Company for the period was **HK$42,045 thousand**, and non-controlling interests decreased[89](index=89&type=chunk) Condensed Consolidated Statement of Changes in Equity Summary (For the Six Months Ended June 30, 2025) | Metric | January 1, 2025 (HK$ thousand) | June 30, 2025 (HK$ thousand) | | :--- | :--- | :--- | | Total Equity Attributable to Owners of the Company | 3,614,423 | 3,859,779 | | Non-Controlling Interests | 167,622 | 164,586 | | **Total Equity** | **3,782,045** | **4,024,366** | | Loss for the Period (Attributable to Owners of the Company) | - | (42,045) | | Exchange Differences on Translation of Presentation Currency (Attributable to Owners of the Company) | - | 296,942 | | Fair Value Changes of Financial Assets at Fair Value Through Other Comprehensive Income (Attributable to Owners of the Company) | - | (13,564) | [Condensed Consolidated Statement of Cash Flows](index=41&type=section&id=Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) For the six months ended June 30, 2025, net cash used in operating activities was **HK$2,321,974 thousand**, net cash used in investing activities was **HK$971,340 thousand**, and net cash used in financing activities was **HK$107,226 thousand**, resulting in a net decrease in cash and cash equivalents of **HK$3,400,540 thousand**, with cash and cash equivalents at period-end totaling **HK$1,068,604 thousand** - For the six months ended June 30, 2025, net cash used in operating activities was **HK$2,321,974 thousand**, net cash used in investing activities was **HK$971,340 thousand**, and net cash used in financing activities was **HK$107,226 thousand**[96](index=96&type=chunk) - Net decrease in cash and cash equivalents was **HK$3,400,540 thousand**, with cash and cash equivalents at period-end totaling **HK$1,068,604 thousand**[96](index=96&type=chunk) Condensed Consolidated Statement of Cash Flows Summary (For the Six Months Ended June 30, 2025) | Metric | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Net Cash Used in Operating Activities | (2,321,974) | (684,330) | | Net Cash Used in Investing Activities | (971,340) | (1,284,184) | | Net Cash Used in Financing Activities | (107,226) | (68,260) | | Net Decrease in Cash and Cash Equivalents | (3,400,540) | (2,036,774) | | Effect of Exchange Rate Changes | 774,450 | (361,155) | | Cash and Cash Equivalents at End of Period | 1,068,604 | 1,309,969 | [Notes to the Unaudited Condensed Consolidated Interim Financial Information](index=42&type=section&id=Notes%20to%20the%20Unaudited%20Condensed%20Consolidated%20Interim%20Financial%20Information) This section provides detailed notes to the unaudited condensed consolidated interim financial information, covering the Group's general information, basis of preparation, significant accounting policies, critical accounting judgments and key sources of estimation uncertainty, segment information, revenue breakdown, other gains, finance costs, income tax, dividends, earnings per share, trade and other receivables/payables, various investments, derivative instruments, inventories, property, plant and equipment, investment properties, intangible assets, goodwill, borrowings, capital commitments, related party transactions, and fair value measurement of financial instruments - This section provides detailed notes to the unaudited condensed consolidated interim financial information, covering the Group's general information, basis of preparation, significant accounting policies, critical accounting judgments and key sources of estimation uncertainty, segment information, revenue breakdown, other gains, finance costs, income tax, dividends, earnings per share, trade and other receivables/payables, various investments, derivative instruments, inventories, property, plant and equipment, investment properties, intangible assets, goodwill, borrowings, capital commitments, related party transactions, and fair value measurement of financial instruments[97](index=97&type=chunk)[98](index=98&type=chunk)[101](index=101&type=chunk)[102](index=102&type=chunk)[103](index=103&type=chunk)[114](index=114&type=chunk)[118](index=118&type=chunk)[123](index=123&type=chunk)[124](index=124&type=chunk)[125](index=125&type=chunk)[126](index=126&type=chunk)[128](index=128&type=chunk)[129](index=129&type=chunk)[130](index=130&type=chunk)[131](index=131&type=chunk)[134](index=134&type=chunk)[136](index=136&type=chunk)[138](index=138&type=chunk)[139](index=139&type=chunk)[140](index=140&type=chunk)[141](index=141&type=chunk)[142](index=142&type=chunk)[143](index=143&type=chunk)[144](index=144&type=chunk)[145](index=145&type=chunk)[147](index=147&type=chunk)[152](index=152&type=chunk)[154](index=154&type=chunk)[162](index=162&type=chunk)[165](index=165&type=chunk) [General Information](index=42&type=section&id=General%20Information) Citychamp Watch & Jewellery Group Limited is a limited company incorporated in the Cayman Islands, with its shares listed on the Hong Kong Stock Exchange; the Group's principal businesses include manufacturing and distribution of watches and accessories, property investment, and banking and financial services, with main operating locations in Hong Kong, Switzerland, the United Kingdom, Liechtenstein, and China - The Company is a limited company incorporated in the Cayman Islands, with its shares listed on the Hong Kong Stock Exchange[97](index=97&type=chunk) - The Group's principal businesses include manufacturing and distribution of watches and accessories, property investment, and banking and financial services[98](index=98&type=chunk) - Main operating locations are in Hong Kong, Switzerland, the United Kingdom, Liechtenstein, and China[100](index=100&type=chunk) [Basis of Preparation](index=43&type=section&id=Basis%20of%20Preparation) The unaudited condensed interim financial information is prepared in accordance with Hong Kong Accounting Standard 34 Interim Financial Reporting issued by the Hong Kong Institute of Certified Public Accountants and the applicable disclosure provisions of Appendix D2 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, and is presented in Hong Kong dollars - The financial information is prepared in accordance with Hong Kong Accounting Standard 34 issued by the Hong Kong Institute of Certified Public Accountants and Appendix D2 of the Listing Rules[101](index=101&type=chunk) - The financial information is presented in Hong Kong dollars, the Company's functional currency[101](index=101&type=chunk) [Summary of Significant Accounting Policies](index=43&type=section&id=Summary%20of%20Significant%20Accounting%20Policies) Except for the adoption of new or revised Hong Kong Financial Reporting Standards, the unaudited interim financial information is prepared in accordance with the accounting policies and methods of calculation used in the 2024 annual financial statements - The financial information is prepared in accordance with the accounting policies and methods of calculation used in the 2024 annual financial statements, without early adoption of newly issued but not yet effective Hong Kong Financial Reporting Standards[102](index=102&type=chunk) [Critical Accounting Judgements and Key Sources of Estimation Uncertainty](index=44&type=section&id=Critical%20Accounting%20Judgements%20and%20Key%20Sources%20of%20Estimation%20Uncertainty) The Group makes critical accounting judgments and estimates when preparing financial statements, primarily involving goodwill impairment, inventory provisions, depreciation and amortization, impairment of trade and other receivables, impairment assessment of non-financial assets, income tax, and valuation of defined benefit obligations; these judgments and estimates are based on past experience and relevant factors, and actual results may differ from estimates - Critical judgments and estimates involve goodwill impairment, inventory provisions, depreciation and amortization, impairment of trade receivables, impairment assessment of non-financial assets, income tax, and valuation of defined benefit obligations[103](index=103&type=chunk)[104](index=104&type=chunk)[105](index=105&type=chunk)[106](index=106&type=chunk)[107](index=107&type=chunk)[108](index=108&type=chunk)[109](index=109&type=chunk) - The valuation process requires management to make assumptions and judgments regarding future cash flows, discount rates, market risks, and asset-specific risks[103](index=103&type=chunk)[107](index=107&type=chunk) [Segment Information](index=49&type=section&id=Segment%20Information) The Group's chief operating decision maker has segmented its businesses into three operating categories: watches and accessories business, property investment, and banking and financial business; for the six months ended June 30, 2025, the watches and accessories business recorded a segment loss, property investment recorded a segment profit, and banking and financial business recorded a segment profit - The Group's businesses are divided into three operating segments: watches and accessories business, property investment, and banking and financial business[115](index=115&type=chunk) Segment Performance Summary (For the Six Months Ended June 30, 2025) | Business Segment | Total Revenue (HK$ thousand) | Segment Results (HK$ thousand) | | :--- | :--- | :--- | | Watches and Accessories Business | 271,529 | (53,479) (Loss) | | Property Investment | 8,943 | 7,692 (Profit) | | Banking and Financial Business | 243,220 | 53,609 (Profit) | | Unallocated Corporate Income and Expenses, Net | - | (33,034) | | Share of Profits from Associates | - | 4,147 | | Finance Costs for Non-Banking & Financial Businesses | - | (21,782) | | **(Loss)/Profit Before Income Tax** | **523,692** | **(42,847)** | [Revenue](index=52&type=section&id=Revenue) The Group's revenue primarily derives from banking and financial businesses (net interest income, net fee and commission income, net trading income) and non-banking and financial businesses (sales of goods, rental income); for the six months ended June 30, 2025, sales of goods from non-banking and financial businesses significantly decreased, while trading income from banking business notably increased - Net interest income from banking business was **HK$127,667 thousand**, a **7.6%** year-on-year decrease[119](index=119&type=chunk) - Net fee and commission income from banking business was **HK$93,466 thousand**, a **7.5%** year-on-year increase[120](index=120&type=chunk) - Trading income from banking business was **HK$20,941 thousand**, a **59.3%** year-on-year increase[120](index=120&type=chunk) - Sales of goods from non-banking and financial businesses were **HK$271,529 thousand**, a **41.0%** year-on-year decrease[122](index=122&type=chunk) - Rental income from non-banking and financial businesses was **HK$8,943 thousand**, a **25.5%** year-on-year decrease[122](index=122&type=chunk) [Other Recurring Income and Other Gains or Losses, Net](index=55&type=section&id=Other%20Recurring%20Income%20and%20Other%20Gains%20or%20Losses%2C%20Net) For the six months ended June 30, 2025, other recurring income and other gains or losses, net, amounted to **HK$18,010 thousand**, a significant **64.7%** year-on-year decrease, primarily comprising net exchange gains, net fair value change gains from trading portfolio investments, and fair value change gains from financial liabilities at fair value through profit or loss Other Recurring Income and Other Gains or Losses, Net (For the Six Months Ended June 30, 2025) | Metric | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Net Exchange Gains | 3,124 | 16,059 | -80.5 | | Net Fair Value Change Gains from Trading Portfolio Investments | 62 | 72 | -13.9 | | Fair Value Change Gains from Financial Liabilities at Fair Value Through Profit or Loss | 12,495 | 12,162 | 2.7 | | Dividend Income from Financial Assets at Fair Value Through Other Comprehensive Income | – | 7,934 | -100.0 | | **Total** | **18,010** | **51,061** | **-64.7** | [Finance Costs for Non-Banking and Financial Businesses](index=55&type=section&id=Finance%20Costs%20for%20Non-Banking%20and%20Financial%20Businesses) For the six months ended June 30, 2025, finance costs for non-banking and financial businesses were **HK$21,782 thousand**, a slight year-on-year decrease of **1.2%**, primarily comprising interest on lease liabilities and interest expenses on bank borrowings, bank overdrafts, and other borrowings Finance Costs for Non-Banking and Financial Businesses (For the Six Months Ended June 30, 2025) | Metric | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Interest on Lease Liabilities | 2,657 | 1,645 | 61.5 | | Interest Expenses on Bank Borrowings, Bank Overdrafts, and Other Borrowings | 19,125 | 20,400 | -6.3 | | **Total** | **21,782** | **22,045** | **-1.2** | [(Loss)/Profit Before Income Tax](index=56&type=section&id=%28Loss%29%2FProfit%20Before%20Income%20Tax) For the six months ended June 30, 2025, the Group recorded a loss before income tax of **HK$42,847 thousand**, compared to a profit of **HK$13,192 thousand** in the same period last year, primarily impacted by depreciation of property, plant and equipment and amortization of intangible assets (Loss)/Profit Before Income Tax Related Deductions (For the Six Months Ended June 30, 2025) | Metric | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Depreciation of Property, Plant and Equipment | 30,167 | 48,627 | -37.9 | | Amortization of Intangible Assets | 5,114 | 6,043 | -15.4 | [Income Tax Expense](index=56&type=section&id=Income%20Tax%20Expense) For the six months ended June 30, 2025, income tax expense was **HK$8,802 thousand**, a **7.2%** year-on-year decrease, primarily from current tax in China and Liechtenstein, with no Hong Kong profits tax provision made as no assessable profits arose in Hong Kong Income Tax Expense (For the Six Months Ended June 30, 2025) | Tax Source | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Current Tax - China | 1,571 | 1,447 | 8.6 | | Current Tax - Liechtenstein | 7,722 | 7,457 | 3.6 | | Current Tax - Switzerland | – | 332 | -100.0 | | Deferred Tax | (491) | 248 | N/A | | **Total** | **8,802** | **9,484** | **-7.2** | - No profits tax provision was made for Hong Kong, and Chinese subsidiaries are subject to income tax rates ranging from **15% to 25%**[126](index=126&type=chunk) [Dividends](index=57&type=section&id=Dividends) The Directors do not recommend the payment of an interim dividend for the period ended June 30, 2025, consistent with the same period last year - The Directors do not recommend the payment of an interim dividend for the period ended June 30, 2025[128](index=128&type=chunk) [(Loss)/Earnings Per Share](index=57&type=section&id=%28Loss%29%2FEarnings%20Per%20Share) For the six months ended June 30, 2025, basic and diluted loss per share attributable to owners of the Company was **0.97 HK cents**, compared to earnings per share of **0.16 HK cents** in the same period last year (Loss)/Earnings Per Share (For the Six Months Ended June 30, 2025) | Metric | 2025 | 2024 | | :--- | :--- | :--- | | (Loss)/Profit Attributable to Owners of the Company (HK$ thousand) | (42,045) | 7,024 | | Weighted Average Number of Shares (thousand shares) | 4,351,889 | 4,351,889 | | Basic and Diluted (Loss)/Earnings Per Share | (0.97 HK cents) | 0.16 HK cents | [Amounts Due from Banks and Customers](index=58&type=section&id=Amounts%20Due%20from%20Banks%20and%20Customers) As of June 30, 2025, total amounts due from customers were **HK$2,942,445 thousand**, a **10.7%** year-on-year increase; total amounts due from banks were **HK$6,145,570 thousand**, a significant **108.7%** year-on-year increase, primarily driven by an increase in amounts due from banks in the ordinary course of business Amounts Due from Banks and Customers (As of June 30, 2025) | Metric | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Total Amounts Due from Customers | 2,942,445 | 2,659,182 | 10.7 | | Amounts Due from Banks in Ordinary Course of Business | 5,820,401 | 2,696,501 | 115.9 | | Total Amounts Due from Banks | 6,145,570 | 2,945,270 | 108.7 | [Trading Portfolio Investments](index=58&type=section&id=Trading%20Portfolio%20Investments) As of June 30, 2025, total trading portfolio investments were **HK$35,426 thousand**, a **10.4%** year-on-year decrease, primarily comprising listed equity instruments in Hong Kong and outside Hong Kong, unlisted debt instruments of financial institutions, and unlisted fund units; the Group aims to maintain a certain level of liquidity to meet capital expenditures Trading Portfolio Investments (As of June 30, 2025) | Metric | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Total Equity Instruments | 15,343 | 15,639 | -1.9 | | Unlisted Debt Instruments of Financial Institutions | 250 | 4,439 | -94.4 | | Unlisted Fund Units | 19,833 | 19,486 | 1.8 | | **Total Trading Portfolio Investments** | **35,426** | **39,564** | **-10.4** | - Trading portfolio investments aim to maintain liquidity to meet unforeseen capital expenditures and are used for listed equities to generate short-term returns[34](index=34&type=chunk) [Financial Assets at Fair Value Through Other Comprehensive Income](index=59&type=section&id=Financial%20Assets%20at%20Fair%20Value%20Through%20Other%20Comprehensive%20Income) As of June 30, 2025, total financial assets at fair value through other comprehensive income amounted to **HK$220,486 thousand**, a **5.7%** year-on-year decrease, primarily comprising listed equity instruments in Hong Kong (Minxin Holdings) and listed equity instruments outside Hong Kong (Crown City Grandway); during the reporting period, fair value decreased by **HK$13,564 thousand** Financial Assets at Fair Value Through Other Comprehensive Income (As of June 30, 2025) | Metric | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Listed Equity Instruments in Hong Kong | 185,115 | 202,745 | -8.7 | | Listed Equity Instruments Outside Hong Kong | 29,879 | 25,812 | 15.8 | | Unlisted Equity Investments | 5,492 | 5,336 | 2.9 | | **Total** | **220,486** | **233,893** | **-5.7** | - During the reporting period, fair value decreased by **HK$13,564 thousand**, which was recognized in other comprehensive income and the fair value through other comprehensive income reserve[134](index=134&type=chunk) [Derivative Financial Instruments](index=60&type=section&id=Derivative%20Financial%20Instruments) As of June 30, 2025, derivative financial assets were **HK$923 thousand**, a significant **97.2%** year-on-year decrease, while derivative financial liabilities were **HK$5,019 thousand**, a **101.0%** year-on-year increase, primarily comprising forward and option contracts for banking business, with risks managed through back-to-back transactions Derivative Financial Instruments (As of June 30, 2025) | Metric | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Derivative Financial Assets (Forward and Option Contracts) | 923 | 33,061 | -97.2 | | Derivative Financial Liabilities (Forward and Option Contracts) | 5,019 | 2,497 | 101.0 | - Derivative positions in banking business are managed through back-to-back transactions with external parties to ensure risks are at acceptable levels[136](index=136&type=chunk) [Trade Receivables](index=61&type=section&id=Trade%20Receivables) As of June 30, 2025, total trade receivables were **HK$368,224 thousand**, a slight year-on-year decrease of **1.0%**, with trade receivables from the watches, clocks, and watch accessories business amounting to **HK$358,135 thousand**, a **3.3%** year-on-year decrease Trade Receivables (As of June 30, 2025) | Metric | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Trade Receivables from Watches, Clocks, and Watch Accessories Business | 358,135 | 370,311 | -3.3 | | Trade Receivables from Financial Business – Cash Customers | 10,089 | 1,800 | 460.5 | | **Total** | **368,224** | **372,111** | **-1.0** | - Credit terms for watch business customers are generally one to six months, with credit limits in place[138](index=138&type=chunk) [Other Financial Assets at Amortised Cost](index=62&type=section&id=Other%20Financial%20Assets%20at%20Amortised%20Cost) As of June 30, 2025, total other financial assets at amortised cost amounted to **HK$4,670,112 thousand**, a significant **33.0%** year-on-year increase, primarily invested in listed debt instruments issued by governments and public sectors, financial institutions, and corporations, with a diversified portfolio and low credit risk Other Financial Assets at Amortised Cost (As of June 30, 2025) | Issuer | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Governments and Public Sectors | 3,715,433 | 2,519,712 | 47.5 | | Financial Institutions | 528,323 | 542,825 | -2.6 | | Corporations | 426,356 | 449,292 | -5.1 | | **Total** | **4,670,112** | **3,511,829** | **33.0** | - The investment portfolio comprises **60** listed debt instruments with varying maturities, geographical locations, segments, and currencies, ensuring diversification[39](index=39&type=chunk) [Inventories](index=62&type=section&id=Inventories) As of June 30, 2025, total inventories amounted to **HK$1,542,781 thousand**, a slight year-on-year increase of **1.9%**, with work-in-progress significantly increasing by **99.0%**, while raw materials and finished goods and merchandise decreased Inventories Composition (As of June 30, 2025) | Metric | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Raw Materials | 187,656 | 274,076 | -31.5 | | Work-in-Progress | 618,323 | 310,614 | 99.0 | | Finished Goods and Merchandise | 736,802 | 929,143 | -20.8 | | **Total** | **1,542,781** | **1,513,833** | **1.9** | [Property, Plant and Equipment](index=62&type=section&id=Property%2C%20Plant%20and%20Equipment) For the six months ended June 30, 2025, the Group purchased property, plant and equipment of **HK$16,067 thousand** and disposed of **HK$1,028 thousand**; at period-end, property, plant and equipment with a total carrying amount of **HK$236,129 thousand** were pledged to secure bank facilities - During the reporting period, property, plant and equipment of **HK$16,067 thousand** were purchased, and **HK$1,028 thousand** were disposed of[141](index=141&type=chunk) - Property, plant and equipment with a total carrying amount of **HK$236,129 thousand** were pledged to secure bank facilities[141](index=141&type=chunk) [Investment Properties](index=63&type=section&id=Investment%20Properties) As of June 30, 2025, investment properties with a total carrying amount of **HK$43,335 thousand** had not yet obtained relevant title certificates, but legal counsel confirmed the Group as the legal beneficial owner, and efforts are underway to obtain certificates from government authorities - Investment properties with a total carrying amount of **HK$43,335 thousand** had not yet obtained relevant title certificates, but the Group was confirmed as the legal beneficial owner[142](index=142&type=chunk) [Intangible Assets](index=63&type=section&id=Intangible%20Assets) As of June 30, 2025, the carrying amount of intangible assets was **HK$81,862 thousand**, primarily comprising brand names, computer software, technical know-how, and customer relationships; during the reporting period, amortization of intangible assets was **HK$5,114 thousand** Intangible Assets Carrying Amount (As of June 30, 2025) | Metric | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Brand Names | 49,190 | 42,819 | 14.9 | | Computer Software | 1,143 | 1,181 | -3.2 | | Technical Know-how | 26,011 | 26,899 | -3.3 | | Customer Relationships | 5,518 | 8,721 | -36.8 | | **Total** | **81,862** | **79,620** | **2.8** | - All intangible assets are attributable to the watches, clocks, and watch accessories business[143](index=143&type=chunk) [Goodwill](index=64&type=section&id=Goodwill) As of June 30, 2025, total goodwill amounted to **HK$1,061,886 thousand**, a **9.1%** year-on-year increase, with **HK$759,447 thousand** attributable to the watches, clocks, and watch accessories business, and **HK$302,439 thousand** attributable to the banking and financial business Goodwill (As of June 30, 2025) | Metric | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Balance at Period/Year-End | 1,061,886 | 973,406 | 9.1 | | Watches, Clocks, and Watch Accessories Business | 759,447 | 710,120 | 6.9 | | Banking and Financial Business | 302,439 | 263,286 | 14.9 | [Trade Payables](index=64&type=section&id=Trade%20Payables) As of June 30, 2025, total trade payables amounted to **HK$171,435 thousand**, a **9.8%** year-on-year decrease, with trade payables from the watches, clocks, and watch accessories business amounting to **HK$169,089 thousand**, a **10.0%** year-on-year decrease Trade Payables (As of June 30, 2025) | Metric | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Trade Payables from Watches, Clocks, and Watch Accessories Business | 169,089 | 187,775 | -10.0 | | Trade Payables from Financial Business – Cash Customers | 2,346 | 2,346 | 0.0 | | **Total** | **171,435** | **190,121** | **-9.8** | - Among trade payables for the watches, clocks, and watch accessories business, amounts overdue for more than **6 months** constituted the largest proportion[146](index=146&type=chunk) [Borrowings](index=65&type=section&id=Borrowings) As of June 30, 2025, total borrowings amounted to **HK$534,350 thousand**, a **10.2%** year-on-year decrease, primarily comprising bank overdrafts, bank borrowings, and other loans; borrowings are secured by various assets, including corporate guarantees, equity interests, directors' subordinated deeds, government guarantees, personal guarantees, and legal charges over property, plant and equipment Borrowings Composition (As of June 30, 2025) | Metric | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Bank Overdrafts | 25,512 | 29,519 | -13.6 | | Bank Borrowings | 413,573 | 470,628 | -12.1 | | Other Loans | 95,265 | 94,935 | 0.3 | | **Total** | **534,350** | **595,082** | **-10.2** | - Borrowings are secured by various assets, including corporate guarantees, equity interests, directors' subordinated deeds, government guarantees, personal guarantees, and legal charges over property, plant and equipment[148](index=148&type=chunk)[149](index=149&type=chunk) - As of the reporting date, the Directors are not aware of any breaches of covenants[150](index=150&type=chunk) [Capital Commitments](index=68&type=section&id=Capital%20Commitments) As of June 30, 2025, the Group's contracted but unprovided capital commitments amounted to **HK$270,000 thousand**, primarily for investment in associate Crown City United International Limited Capital Commitments (As of June 30, 2025) | Metric | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Capital Commitment for Investment in an Associate | 270,000 | 270,000 | 0.0 | - Capital commitments are primarily for investment in joint venture Crown City United International Limited, which is engaged in potential overseas equity investment business[153](index=153&type=chunk) [Related Party Transactions](index=69&type=section&id=Related%20Party%20Transactions) The Group engaged in various related party transactions, including purchases of goods from associate Jun Guang Industrial Limited, and outstanding balances with associates, related companies, a shareholder, and directors; the Group also provided financial guarantees to Jun Guang Related Party Transactions Summary (For the Six Months Ended June 30, 2025) | Transaction Type | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Purchases of Goods (from Associate Jun Guang) | 536 | 2,314 | -76.8 | Outstanding Balances with Related Parties (As of June 30, 2025) | Balance Type | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Amounts Due from an Associate | 40,016 | 43,380 | | Amounts Due to a Shareholder | 800 | – | | Amounts Due to Directors | 75,155 | 73,731 | | Amounts Due to a Related Company | 119,213 | 125,413 | - The Group provided a corporate guarantee for bank facilities up to **HK$55,000 thousand** to associate Jun Guang Industrial Limited[158](index=158&type=chunk) [Transactions with Non-Controlling Interests](index=71&type=section&id=Transactions%20with%20Non-Controlling%20Interests) During the reporting period, the Group engaged in several transactions with non-controlling interests, including a deemed disposal of Wealthy Land Group equity restructuring, resulting in an increase of **HK$3,096 thousand** in equity attributable to owners of the Company; and a deemed acquisition of additional Wealthy Land Group equity restructuring, resulting in a total decrease of **HK$1,574 thousand** in equity attributable to owners of the Company - A deemed disposal of Wealthy Land Group equity restructuring resulted in a **0.48%** decrease in the Company's effective equity interest in Wealthy Land Group and an increase of **HK$3,096 thousand** in equity attributable to owners of the Company[162](index=162&type=chunk) - A deemed acquisition of additional Wealthy Land Group equity restructuring resulted in a total **0.28%** increase in the Company's effective equity interest in Wealthy Land Group and a total decrease of **HK$1,574 thousand** in equity attributable to owners of the Company[163](index=163&type=chunk)[164](index=164&type=chunk) [Fair Value Measurement of Financial Instruments](index=72&type=section&id=Fair%20Value%20Measurement%20of%20Financial%20Instruments) The fair values of the Group's financial assets and liabilities are categorized into three levels (Level 1: quoted prices in active markets; Level 2: observable inputs; Level 3: unobservable inputs) according to Hong Kong Financial Reporting Standard 13; at the end of the reporting period, the Group held a significant amount of Level 2 financial assets and liabilities, as well as some Level 3 financial assets, with fair value measurement methods and valuation approaches consistent with previous reporting periods - Fair value measurement of financial instruments is categorized into three levels: Level 1 (quoted prices in active markets), Level 2 (observable inputs), and Level 3 (unobservable inputs)[168](index=168&type=chunk) Fair Value Hierarchy Classification of Financial Instruments (As of June 30, 2025) | Metric | Level 1 (HK$ thousand) | Level 2 (HK$ thousand) | Level 3 (HK$ thousand) | Total (HK$ thousand) | | :--- | :--- | :--- | :--

Financial Performance - Revenue for the six months ended June 30, 2025, was RMB 4,388,782 thousand, representing a 22.1% increase from RMB 3,593,506 thousand in the same period of 2024[9] - Gross profit decreased to RMB 378,040 thousand, down 12.1% from RMB 430,096 thousand year-over-year[9] - Operating profit for the period was RMB 132,723 thousand, a decline of 32.3% compared to RMB 195,912 thousand in the previous year[9] - Net profit attributable to equity shareholders was RMB 106,128 thousand, down 24.8% from RMB 140,937 thousand in the same period last year[9] - Basic and diluted earnings per share were both RMB 12.16, compared to RMB 15.97 in the prior year[9] - The company reported a total comprehensive income of RMB 104,714 thousand for the period, down from RMB 141,343 thousand in the previous year[10] - The company reported a net profit before tax of RMB 106,128,000, down from RMB 140,937,000 in the same period last year, indicating a decrease of 24.8%[33] - The net profit for the copper business was RMB 108.3 million, a decrease of 24.5% from RMB 143.4 million in the same period of 2024, primarily due to increased labor costs and depreciation expenses[71] - The net profit attributable to shareholders was RMB 106.1 million, a decrease of RMB 34.8 million from RMB 140.9 million in the same period last year[85] Assets and Liabilities - Total assets as of June 30, 2025, amounted to RMB 4,885,098 thousand, an increase from RMB 4,202,613 thousand at the end of 2024[12] - Current liabilities increased to RMB 3,615,121 thousand from RMB 3,007,210 thousand at the end of 2024, indicating a rise in short-term financial obligations[12] - Non-current assets increased to RMB 1,504,271 thousand from RMB 1,471,454 thousand, reflecting ongoing investments in property, plant, and equipment[12] - The total interest-bearing borrowings as of June 30, 2025, were RMB 1,822,692,000, up from RMB 1,366,167,000 as of December 31, 2024, reflecting a rise of approximately 33.4%[45] - Trade payables increased to RMB 1,548,719,000 as of June 30, 2025, from RMB 1,275,642,000 as of December 31, 2024, marking a growth of about 21.3%[48] - The company's financial liabilities measured at amortized cost totaled RMB 2,124,321,000 as of June 30, 2025, compared to RMB 1,968,398,000 as of December 31, 2024, reflecting an increase of about 7.9%[48] Cash Flow - For the six months ended June 30, 2025, the company reported a net cash outflow from operating activities of RMB 266,863 thousand, compared to RMB 302,843 thousand for the same period in 2024, representing a decrease of approximately 11.9%[18] - The company incurred a net cash outflow from investing activities of RMB 8,167 thousand, a significant improvement from RMB 77,202 thousand in the previous year, indicating a reduction of approximately 89.4%[18] - Financing activities generated a net cash inflow of RMB 294,561 thousand, down from RMB 662,247 thousand in the prior year, reflecting a decrease of approximately 55.6%[18] - The cash and cash equivalents at the end of the period stood at RMB 700,273 thousand, slightly down from RMB 700,931 thousand at the end of June 2024, a decrease of about 0.9%[18] Inventory and Receivables - As of June 30, 2025, the total inventory amounted to RMB 1,831,574,000, an increase from RMB 1,548,355,000 as of December 31, 2024, representing a growth of approximately 18.3%[36] - The net trade receivables, after deducting credit loss provisions, reached RMB 647,449,000 as of June 30, 2025, compared to RMB 601,348,000 as of December 31, 2024, indicating an increase of about 7.7%[37] - The aging analysis of trade receivables showed that receivables over three months amounted to RMB 86,375,000 as of June 30, 2025, compared to RMB 56,478,000 as of December 31, 2024, representing an increase of about 53.0%[40] Shareholder Information - No dividends were declared or distributed for the six months ended June 30, 2025, and the board has decided not to pay dividends for the interim period[50] - The total number of ordinary shares as of June 30, 2025, remains at 5,000,000,000, with a capital amount of 500,000 thousand HKD, unchanged from December 31, 2024[50] - The group’s major shareholder, Hu Changyuan, holds approximately 30.48% of the shares as of June 30, 2025[105] - Major shareholders include Dynamic Empire Holdings Limited with 30.48% (274,200,000 shares) and Come Fortune International Limited with 18.25% (164,200,000 shares) as of June 30, 2025[115] Strategic Initiatives - The company has completed a new five-year strategic plan and implemented a responsibility system for key tasks to enhance departmental efficiency[72] - The company has actively participated in government projects and received a bronze rating from EcoVadis for sustainable development, marking a breakthrough in overseas market access[72] - The company has focused on reducing energy costs through measures such as participating in electricity trading and optimizing high-energy-consuming motors[72] - The company has increased its market share in domestic substitution areas such as automotive, electronics, and semiconductors while enhancing overseas market research[72] Research and Development - Research and development expenses increased to RMB 123,198,000 from RMB 80,252,000, reflecting a growth of 53.5% year-over-year[31] - The effective tax rate for the six months ended June 30, 2025, was 16%, a decrease from 23% in the same period last year, primarily due to increased deductions for qualified R&D expenses[32] Market Conditions - The average copper price in the domestic non-ferrous market was RMB 77,800 per ton in the first half of 2025, reflecting a year-on-year increase of 4.2%[69] - The overall gross margin for the copper business decreased from 12.0% in 2024 to 8.6% in 2025, primarily due to reduced processing service income and increased raw material prices[77] Employment and Governance - The group employed a total of 1,868 employees as of June 30, 2025, an increase from 1,757 employees as of December 31, 2024[102] - The company has complied with the corporate governance code during the reporting period[119] - No changes in director information were reported since the last annual report disclosure[125] - The company has adopted the standard code of conduct, with all directors confirming compliance during the six months ended June 30, 2025[122]