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Groundhog Annual Report 2025

Apr 29, 2026

52655_rns_2026-04-29_8a73473b-cc49-49df-a744-0ae24eac592c.pdf

Annual Report

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1

Stock Code:6906

GROUNDHOG INC.

Financial Statements

With Independent Auditors’ Report For the Years Ended December 31, 2025 and 2024

Address: 2F., No. 42, Sec. 2, Zhongshan N. Rd., Zhongshan Dist., Taipei City, Taiwan Telephone: (02)8369-1018

2

Table of contents

Contents
1. Cover Page
2. Table of Contents
3. Independent Auditors’ Report
4. Balance Sheets
5. Statements of Comprehensive Income
6. Statements of Changes in Equity
7. Statements of Cash Flows
8. Notes to the Financial Statements
(1)
Company history
(2)
Approval date and procedures of the financial statements
(3)
New standards, amendments and interpretations adopted
(4)
Summary of material accounting policies
(5)
Significant accounting assumptions and judgments, and major sources
of estimation uncertainty
(6)
Explanation of significant accounts
(7)
Related-party transactions
(8)
Pledged assets
(9)
Commitments and contingencies
(10) Losses Due to Major Disasters
(11) Subsequent Events
(12) Other
(13) Other disclosures
(a) Information on significant transactions
(b) Information on investees
(c) Information on investment in mainland China
(14) Segment information
9. List of major account titles
Page
1
2
3
4
5
6
7
8
8
810
1022
2223
2342
4243
43
43
43
43
4445
45
46
46
46
4752

3

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KPMG

台北市110615信義路5段7號68樓(台北101大樓) 電 話 Tel + 886 2 8101 6666 68F., TAIPEI 101 TOWER, No. 7, Sec. 5, 傳 真 Fax + 886 2 8101 6667 Xinyi Road, Taipei City 110615, Taiwan (R.O.C.) 網 址 Web kpmg.com/tw

Independent Auditors’ Report

To the Board of Directors of Groundhog Inc.:

Opinion

We have audited the financial statements of Groundhog Inc. (“the Company”), which comprise the balance sheets as of December 31, 2025 and 2024, the statements of comprehensive income, changes in equity and cash flows for the years ended, and notes to the financial statements, including a summary of material accounting policies.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis of our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.

  1. Revenue recognition

Please refer to Note 4(l) “Revenue” and Note 5(a) “Significant accounting assumptions and judgments, and major sources of estimation uncertainty” to the financial statements.

Description of key audit matter:

The Company engages in optimizing its intelligence platform system and provides big data analytics for its clients, which particularly involved the estimates made for percentage of completion ratio recognized as revenue. Therefore, considered revenue recognition as our key audit matter.

KPMG, a Taiwan partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee.

3-1

How the matter was addressed in our audit

Our principal audit procedures included understanding the revenue recognition’ s accounting policy and assessing whether they are consistent with the accounting standards; random sampling of each revenue transaction and compare it with the purchase orders, condition of sales contract, input of the project time report, acceptance documentation, and collection records. In addition, we also obtained the ongoing project list to examine the calculation of completion percentage used as a basis for the recognition of contact assets.

Responsibilities of Management and Those Charged with Governance for the Financial Statements

Management is responsible for the preparation and fair presentation of the financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company’ s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance (including the Audit Committee) are responsible for overseeing the Company’s financial reporting process.

Auditors’ Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:

  1. Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.

  3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

3-2

  1. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.

  2. Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  3. Obtain sufficient and appropriate audit evidence regarding the financial information of the investment in other entities accounted for using the equity method to express an opinion on the financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Huang, Yung-Hua and Yu, Sheng-Ho.

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KPMG

Taipei, Taiwan (Republic of China) March 11, 2026

Notes to Readers

The accompanying financial statements are intended only to present the statement of financial position, financial performance and cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such financial statements are those generally accepted and applied in the Republic of China.

4

GROUNDHOG INC.

Balance Sheets

December 31, 2025 and 2024

(Expressed in Thousands of New Taiwan Dollars)

Assets
Current assets:
1100
Cash and cash equivalents (note 6(a))
1137
Current financial assets at amortized cost (notes 6(b) and 8)
1170
Accounts receivable, net (note 6(c))
1181
Accounts receivable due from related parties (notes 6(c) and 7)
1140
Current contract assets (note 6(m))
1470
Other current assets
Non-current assets:
1551
Investments accounted for using equity method (note 6(d))
1600
Property, plant and equipment (note 6(e))
1755
Right-of-use assets (note 6(f))
1995
Other non-current assets (note 6(i))
Total assets
December 31, 2025
Amount
%
$ 571,595
64
41,520
5
45,686
5
-
-
158,583
18
8,270
1
825,654
93
39,347
4
2,131
-
14,751
2
6,163
1
62,392
7
$
888,046
100
December 31, 2024
Amount
%
800,836
71
48,079
4
53,475
5
2,000
-
162,306
15
4,283
-
1,070,979
95
40,566
4
3,334
-
8,063
1
4,858
-
56,821
5
1,127,800
100
Liabilities and Equity
Current liabilities:
2130
Current contract liabilities (note 6(m))
2170
Accounts payable(including Related Parties) (Note 7)
2200
Other payables
2230
Current tax liabilities
2280
Current lease liabilities (note 6(g))
2300
Other current liabilities
Non-Current liabilities:
2580
Non-current lease liabilities (note 6(g))
2670
Other non-current liabilities (notes 6(h) and (i))
Total liabilities
Equity attributable to owners of parent (notes 6(j) and (k)):
3110
Ordinary share
3200
Capital surplus
Retained earnings:
3310
Legal reserve
3351
Unappropriated retained earnings
3410
Other equity
3500
Treasury shares
Total equity
Total liabilities and equity
December 31, 2025 December 31, 2025 December 31, 2024
Amount % Amount
%
33,100
3
535
-
64,916
6
37,508
3
8,937
1
18,243
1
163,239
14
-
-
10,473
1
10,473
1
173,712
15
335,374
30
461,225
41
33,377
3
119,806
11
153,183
14
4,306
-
-
-
954,088
85
1,127,800
100

See accompanying notes to financial statements.

5

GROUNDHOG INC.

Statements of Comprehensive Income

For the years ended December 31, 2025 and 2024

(Expressed in Thousands of New Taiwan Dollars, Except Earnings Per Share)

4100
Operating revenues(notes 6(m) and 7)
5000
Operating costs(notes 6(h), (n) and 12)
5900
Gross profit from operations
6000
Operating expenses(notes 6(c), (h), (k), (n) and 12)
6100
Selling expenses
6200
Administrative expenses
6300
Research and development expenses
6450
Impairment loss (reversal of impairment loss) determined in
accordance with IFRS 9
6900
Net operating income
Non-operating income and expenses:
7100
Interest income
7050
Finance costs (note 6(g))
7020
Other gains and losses, net (notes 6(d) and (o))
7070
Share of profit (loss) of associates accounted for using equity
method, net
Total non-operating income and expenses
Profit before income tax
7950
Less: Income tax expenses(note 6(i))
Profit
8300
Other comprehensive income (loss):
8310
Items that may not be reclassified subsequently to profit or loss:
8321
Gains (losses) on remeasurements of defined benefit plans (note
6(h))
8360
Item that may be reclassified subsequently to profit or loss
8361
Exchange differences on translation
8399
Income tax related to components of other comprehensive income
that will be reclassified to profit or loss
8300
Other comprehensive income (after tax)
8500
Comprehensive income
Profit, attributable to:
8610
Owners of parent
Comprehensive income attributable to:
8710
Owners of parent
9750
Basic earnings per share (NT dollars) (note 6(l))
9850
Diluted earnings per share (NT dollars) (note 6(l))
2025
Amount
%
$ 343,235
100
42,044
12
301,191
88
48,786
14
40,181
12
151,858
44
1,892
1
242,717
71
58,474
17
9,015
3
(219)
-
2,354
-
223
-
11,373
3
69,847
20
8,610
3
61,237
17
2,708
1
(1,442)
-
(288)
-
(1,154)
-
1,554
1
$
62,791
18
$
61,237
17
$
62,791
18
$
1.87
$
1.87
2024
Amount
%
375,137
100
49,150
13
325,987
87
41,768
11
40,937
11
125,293
33
(1,361)
-
206,637
55
119,350
32
9,831
3
(283)
-
19,457
5
863
-
29,868
8
149,218
40
30,065
8
119,153
32
309
-
2,422
1
484
-
1,938
1
2,247
1
121,400
33
119,153
32
121,400
33
3.56
3.55

See accompanying notes to financial statements.

6

GROUNDHOG INC.

Statements of Changes in Equity

For the years ended December 31, 2025 and 2024 (Expressed in Thousands of New Taiwan Dollars)

Balance at January 1, 2024
Profit for the year ended December 31, 2024
Other comprehensive income for the year ended December 31, 2024
Comprehensive income for the year ended December 31, 2024
Legal reserve appropriated
Cash dividends on ordinary share
Proceeds form issuing shares
Share-based payment transaction
Balance at December 31, 2024
Profit for the year ended December 31, 2025
Other comprehensive income for the year ended December 31, 2025
Comprehensive income for the year ended December 31, 2025
Legal reserve appropriated
Cash dividends on ordinary share
Purchase of treasury share
Balance at December 31, 2025
Ordinary
shares
Capital surplus Retained earnings
Legal reserve
Unappropriated
retained earnings
Retained earnings
Legal reserve
Unappropriated
retained earnings
Retained earnings
Legal reserve
Unappropriated
retained earnings
Exchange
differences on
translation of
foreign financial
statements
Treasury
shares
Total equity
520,227
119,153
2,247
121,400
-
(100,612)
410,831
2,242
954,088
61,237
1,554
62,791
-
(107,320)
(181,485)
728,074
Legal reserve
$ 305,424
-
-
-
-
-
29,950
-
335,374
-
-
-
-
-
-
$
335,374
78,102 22,537 111,796
119,153
309
119,462
(10,840)
(100,612)
-
-
119,806
61,237
2,708
63,945
(11,946)
(107,320)
-
64,485
2,368 -
-
-
-
-
-
-
-
-
-
-
-
-
-
(181,485)
(181,485)
-
-
-
-
-
1,938
- - 1,938
-
-
380,881
2,242
10,840
-
-
-
-
-
-
-
461,225 33,377 4,306
-
-
-
-
- -
-
-
-
11,946
-
-
461,225 45,323

See accompanying notes to financial statements.

7

GROUNDHOG INC.

Statements of Cash Flows

For the years ended December 31, 2025 and 2024

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from (used in) operating activities:
Profit before tax
Adjustments:
Adjustments to reconcile profit (loss):
Depreciation expense
Amortization expense
Impairment loss (reversal of impairment loss) determined in accordance with IFRS 9
Interest expense
Interest income
Compensation cost for share-based payments
Share of profit of subsidiaries, associates accounted for using equity method
Loss on disposal of investments
Total adjustments to reconcile profit
Changes in operating assets and liabilities:
Changes in operating assets:
Contract assets
Accounts receivable (including related parties)
Other receivable
Other current assets
Total changes in operating assets
Changes in operating liabilities:
Accounts payable (including related parties)
Other payable
Contract liabilities
Other current liabilities
Net defined benefit liabilities
Total changes in operating liabilities
Total changes in operating assets and liabilities
Total adjustments
Cash inflow generated from operations
Interest received
Income taxes paid
Net cash flows from operating activities
Cash flows from (used in) investing activities:
Proceeds from (acquisition of) financial assets at amortized cost
Acquisition of property, plant and equipment
Other investing activities
Net cash flows from (used in) investing activities
Cash flows from (used in) financing activities:
Payments of lease liabilities
Cash dividends paid
Proceeds from issuing shares
Payments to acquire treasury shares
Net cash flows from (used in) financing activities
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
2025
$ 69,847
12,106
101
1,892
219
(9,015)
-
(223)
-
5,080
1,776
19,591
(1,588)
(425)
19,354
8,967
(3,805)
(9,182)
(7,400)
605
(10,815)
8,539
13,619
83,466
9,014
(27,682)
64,798
6,559
(752)
(165)
5,642
(10,876)
(107,320)
-
(181,485)
(299,681)
(229,241)
800,836
$
571,595
2024
149,218
12,508
336
(1,361)
283
(9,831)
2,242
(863)
440
3,754
(67,155)
12,710
275
(1,832)
(56,002)
34
5,830
18,053
17,570
699
42,186
(13,816)
(10,062)
139,156
9,736
(19,581)
129,311
(41,937)
(327)
(111)
(42,375)
(10,800)
(100,612)
410,831
-
299,419
386,355
414,481
800,836

See accompanying notes to financial statements.

8

GROUNDHOG INC.

Notes to the Financial Statements

For the years ended December 31, 2025 and 2024

(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)

(1) Company history

Groundhog Inc. (the “Company”) was incorporated on September 12, 2019 as a company limited by shares under the Company Act of the Republic of China (R.O.C.). The Company mainly engages in application development, design, implementation, and installation of other information software services on intelligence platform.

(2) Approval date and procedures of the financial statements:

These financial statements were authorized for issue by the Board of Directors on March 11, 2026.

(3) New standards, amendments and interpretations adopted:

  • (a) The impact of the IFRS Accounting Standards endorsed by the Financial Supervisory Commission, R.O.C. which have already been adopted.

The Company has initially adopted the following new amendments, which do not have a significant impact on its financial statements, from January 1, 2025:

  • ●Amendments to IAS21 “Lack of Exchangeability”

  • ●Amendments to IFRS 9 and IFRS 7 “ Amendments to the Classification and Measurement of Financial Instruments” regarding the application guidance requirements for Section 4.1 of IFRS 9 and the related disclosure requirements of IFRS 7

  • (b) The impact of IFRS Accounting Standards endorsed by the FSC but not yet effective

The Company assesses that the adoption of the following new amendments, effective for annual period beginning on January 1, 2026, would not have a significant impact on its financial statements:

  • ●IFRS 17 “Insurance Contracts” and amendments to IFRS 17 “Insurance Contracts”

  • ●Amendments to IFRS 9 and IFRS 7 “ Amendments to the Classification and Measurement of Financial Instruments” regarding the application guidance requirements for Sections 3.1 and 3.3 of IFRS 9 and the related disclosure requirements of IFRS 7

  • ●Annual Improvements to IFRS Accounting Standards—Volume 11

  • ●Amendments to IFRS 9 and IFRS 7 “Contracts Referencing Nature-dependent Electricity”

(Continued)

9

GROUNDHOG INC. Notes to the Financial Statements

(c) The impact of IFRS Accounting Standards issued by IASB but not yet endorsed by the FSC

The following new and amended standards, which may be relevant to the Company, have been issued by the International Accounting Standards Board (IASB), but have yet to be endorsed by the FSC:

Standards or
Interpretations
IFRS 18 “Presentation and
Disclosure in Financial
Statements”
Content of amendment
Effective date per
IASB
The
new
standard
introduces
three
categories of income and expenses, two
income statement subtotals and one single
note
on
management
performance
measures.
The
three
amendments,
combined with enhanced guidance on how
to disaggregate information, set the stage
for better and more consistent information
for users, and will affect all the entities.
●A more structured income statement:
under current standards, companies use
different formats to present their results,
making it difficult for investors to
fiil f
January 1, 2027
Note:On September
25, 2025, the FSC
issued a press release
announcing that
Taiwan will adopt
IFRS 18 beginning in
2028. Entities that
need to adopt the new
standard earlier may
do with the
endorsement of the
FSC.
  • ●A more structured income statement: under current standards, companies use different formats to present their results, making it difficult for investors to compare financial performance across companies. The new standard promotes a more structured income statement, introducing a newly defined ‘operating profit’ subtotal and a requirement for all income and expenses to be allocated between three new distinct categories based on a company’ s main business activities.

  • ●Management performance measures (MPMs): the new standard introduces a definition for management performance measures, and requires companies to explain in a single note to the financial statements why the measure provides useful information, how it is calculated and reconcile it to an amount determined under IFRS Accounting Standards.

  • ●Greater disaggregation of information: the new standard includes enhanced guidance on how companies group information in the financial statements. This includes guidance on whether information is included in the primary financial statements or is further disaggregated in the notes.

(Continued)

10

GROUNDHOG INC. Notes to the Financial Statements

The Company is evaluating the impact on its financial position and financial performance upon the initial adoption of the abovementioned standards or interpretations. The results thereof will be disclosed when the Company completes its evaluation.

The Company does not expect the following other new and amended standards, which have yet to be endorsed by the FSC, to have a significant impact on its financial statements:

  • ●Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets Between an Investor and Its Associate or Joint Venture”

  • ●IFRS 19 “Subsidiaries without Public Accountability: Disclosures” and amendments to IFRS 19 “Subsidiaries without Public Accountability: Disclosures”

  • ●Amendments to IAS 21 “Translation to a Hyperinflationary Presentation Currency”

(4) Summary of material accounting policies:

The material accounting policies presented in the financial statements are summarized below. Except for those specifically indicated, the following accounting policies were applied consistently throughout the periods presented in the financial statements.

  • (a) Statement of compliance

These financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers (hereinafter, referred to as“the Regulations”).

  • (b) Basis of preparation

  • (i) Basis of measurement

Except for the defined benefit liabilities are measured at fair value of the plan assets less the present value of the defined benefit obligation, the financial statements have been prepared on a historical cost basis.

(ii) Functional and presentation currency

The functional currency of each Company entity is determined based on the primary economic environment in which the entity operates. The financial statements are presented in New Taiwan Dollar (NTD), which is the Company’s functional currency. All financial information presented in NTD has been rounded to the nearest thousand.

  • (c) Foreign currencies

  • (i) Foreign currency transaction

Transactions in foreign currencies are translated into the respective functional currencies of Company entities at the exchange rates at the dates of the transactions. At the end of each subsequent reporting period, monetary items denominated in foreign currencies are translated into the functional currencies using the exchange rate at that date. Non-monetary items denominated in foreign currencies that are measured at fair value are translated into the functional currencies using the exchange rate at the date that the fair value was determined. Non monetary items denominated in foreign currencies that are measured based on historical cost are translated using the exchange rate at the date of the transaction.

(Continued)

11

GROUNDHOG INC. Notes to the Financial Statements

(ii) Foreign operations

The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated into the presentation currency at the exchange rates at the reporting date. The income and expenses of foreign operations are translated into the presentation currency at the average exchange rate. Exchange differences are recognized in other comprehensive income.

When a foreign operation is disposed of such that control, significant influence, or joint control is lost, the cumulative amount in the translation reserve related to that foreign operation is reclassified to profit or loss as part of the gain or loss on disposal. When the Company disposes of only part of its investment in an associate or joint venture that includes a foreign operation while retaining significant influence or joint control, the relevant proportion of the cumulative amount is reclassified to profit or loss.

When the settlement of a monetary receivable from, or payable to, a foreign operation is neither planned nor likely to occur in the foreseeable future, the exchange differences arising thereon form part of the net investment in the foreign operation and are recognized in other comprehensive income.

(d) Classification of current and non-current assets and liabilities

The Company classifies the asset as current under one of the following criteria, and all other assets are classified as non current.

  • (i) It expects to realize the asset, or intends to sell or consume it, in its normal operating cycle;

  • (ii) It holds the asset primarily for the purpose of trading;

  • (iii) It expects to realize the asset within twelve months after the reporting period; or

  • (iv) The asset is cash or a cash equivalent (as defined in IAS 7) unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

The Company classifies the liability as current under one of the following criteria, and all other liabilities are classified as non current.

  • (i) It expects to settle the liability in its normal operating cycle;

  • (ii) It holds the liability primarily for the purpose of trading

  • (iii) The liability is due to be settled within twelve months after the reporting period; or

  • (iv) It does not have the right at the end of the reporting period to defer settlement of the liability for at least twelve months after the reporting period.

(Continued)

12

GROUNDHOG INC. Notes to the Financial Statements

(e) Cash and cash equivalents

Cash comprises cash on hand and demand deposits. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value. Time deposits which meet the above definition and are held for the purpose of meeting short-term cash commitments rather than for investment or other purposes should be recognized as cash equivalents.

(f) Financial instruments

Trade receivables are initially recognized when they are originated. All other financial assets and financial liabilities are initially recognized when the Company becomes a party to the contractual provisions of the instrument. A financial asset (unless it is a trade receivable without a significant financing component) or financial liability is initially measured at fair value plus, for an item not at fair value through profit or loss (FVTPL), transaction costs that are directly attributable to its acquisition or issue. A trade receivable without a significant financing component is initially measured at the transaction price.

(i) Financial assets

All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis.

On initial recognition, a financial asset is classified as measured at: amortized cost. Financial assets are not reclassified subsequent to their initial recognition unless the Company changes its business model for managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model.

  • 1) Financial assets measured at amortized cost

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as at FVTPL:

  • ‧ it is held within a business model whose objective is to hold assets to collect contractual cash flows; and

  • ‧ its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the principal amount outstanding.

These assets are subsequently measured at amortized cost, which is the amount at which the financial asset is measured at initial recognition, plus/minus, the cumulative amortization using the effective interest method, adjusted for any loss allowance. Interest income, foreign exchange gains and losses, as well as impairment, are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.

(Continued)

13

GROUNDHOG INC. Notes to the Financial Statements

  • 2) Assessment whether contractual cash flows are solely payments of principal and interest

For the purposes of this assessment, ‘ principal’ is defined as the fair value of the financial assets on initial recognition. ‘Interest’ is defined as consideration for the time value of money and for the credit risk associated with the principal amount outstanding during a particular period of time and for other basic lending risks and costs, as well as a profit margin.

In assessing whether the contractual cash flows are solely payments of principal and interest, the Company considers the contractual terms of the instrument. This includes assessing whether the financial asset contains a contractual term that could change the timing or amount of contractual cash flows such that it would not meet this condition. In making this assessment, the Company considers

  • ‧ contingent events that would change the amount or timing of cash flows

  • ‧ terms that may adjust the contractual coupon rate, including variable rate features

  • ‧ prepayment and extension features and

  • ‧ terms that limit the Company’s claim to cash flows from specified assets (e.g. nonrecourse features).

  • 3) Impairment of financial assets

The Company recognizes loss allowances for expected credit losses (ECL) on financial assets measured at amortized cost (including cash and cash equivalents, amortized costs, trade receivables, other receivables, and guarantee deposit paid),

The Company measures loss allowances at an amount equal to lifetime ECL, except for the following which are measured as 12-month ECL:

  • ‧ debt securities that are determined to have low credit risk at the reporting date and

  • ‧ other debt securities and bank balances for which credit risk (i.e. the risk of default occurring over the expected life of the financial instrument) has not increased significantly since initial recognition.

Loss allowance for trade receivables are always measured at an amount equal to lifetime ECL.

When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECL, the Company considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis based on the Company’ s historical experience and informed credit assessment as well as forwardlooking information.

(Continued)

14

GROUNDHOG INC. Notes to the Financial Statements

Lifetime ECLs are the ECLs that result from all possible default events over the expected life of a financial instrument.

12-month ECLs are the portion of ECLs that result from default events that are possible within the 12 month after the reporting date (or a shorter period if the expected life of the instrument is less than 12 months).

The maximum period considered when estimating ECLs is the maximum contractual period over which the Company is exposed to credit risk.

ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e the difference between the cash flows due to the Company in accordance with the contract and the cash flows that the Company expects to receive). ECLs are discounted at the effective interest rate of the financial asset.

At each reporting date, the Company assesses whether financial assets carried at amortized cost and debt securities at FVOCI are credit-impaired. A financial asset is ‘ credit-impaired’ when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred.

Loss allowances for financial assets measured at amortized cost are deducted from the gross carrying amount of the assets.

The gross carrying amount of a financial asset is written off when the Company has no reasonable expectations of recovering a financial asset in its entirety or a portion thereof. For corporate customers, the Company individually makes an assessment with respect to the timing and amount of write-off based on whether there is a reasonable expectation of recovery. The Company expects no significant recovery from the amount written off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Company’s procedures for recovery of amounts due.

4) Derecognition of financial assets

The Company derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Company neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.

When the Company enters into a transaction to transfer financial assets, if it retains all or substantially all the risks and rewards of ownership of the transferred assets, it will continue to be recognized on the balance sheet.

(Continued)

15

GROUNDHOG INC. Notes to the Financial Statements

(ii) Financial liabilities and equity instruments

  • 1) Classification of debt or equity

Debt and equity instruments issued by the Company are classified as financial liabilities or equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

  • 2) Equity instrument

An equity instrument is any contract that evidences residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued are recognized as the amount of consideration received, less the direct cost of issuing.

  • 3) Treasury shares

When repurchasing an equity instrument recognized by the Company, the consideration paid (including directly attributable costs) is recognized as a decrease in equity, wherein the repurchased shares are classified as treasury shares. For the subsequent disposal or re-issuance of treasury shares, the amount collected is recognized as an increase in equity, and the surplus or loss generated from the transaction is recognized as the capital surplus or retained earnings (if the capital surplus is insufficient for offsetting).

  • 4) Financial liabilities

Financial liabilities are measured at amortized cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognized in profit or loss. Any gain or loss on derecognition is also recognized in profit or loss.

  • 5) Derecognition of financial liabilities

The Company derecognizes a financial liability when its contractual obligations are discharged or cancelled, or expire. The Company also derecognizes a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognized at fair value.

On derecognition of a financial liability, the difference between the carrying amount of a financial liability extinguished and the consideration paid (including any non cash assets transferred or liabilities assumed) is recognized in profit or loss.

  • 6) Offsetting of financial assets and liabilities

Financial assets and financial liabilities are offset and the net amount is presented in the balance sheets when, and only when, the Company currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realize the assets and settle the liabilities simultaneously.

(Continued)

16

GROUNDHOG INC. Notes to the Financial Statements

(g) Investment in subsidiaries

Investments in subsidiaries are accounted for using the equity method. There is no difference between net income and comprehensive income in the Company’ s financial statements and net income and comprehensive income attributable to stockholders of the parent. The equity in the Company’ s financial statements and the equity attributable to stockholders of the parent in the Company’s financial statements are also the same.

Changes in the Company’s ownership interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions.

  • (h) Property, plant and equipment

  • (i) Recognition and measurement

Items of property, plant and equipment are measured at cost, which includes capitalized borrowing costs, less accumulated depreciation and any accumulated impairment losses.

If significant parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.

Any gain or loss on disposal of an item of property, plant and equipment is recognized in profit or loss.

  • (ii) Subsequent expenditure

Subsequent expenditure is capitalized only if it is probable that the future economic benefits associated with the expenditure will flow to the Company.

  • (iii) Depreciation

Depreciation is calculated on the cost of an asset less its residual value and is recognized in profit or loss on a straight-line basis over the estimated useful lives of each component of an item of property, plant and equipment.

The estimated useful lives, for the current and comparative years, of significant items of property, plant and equipment are as follows:

  • 1) Office equipment: 2~5 years

  • 2) Leased improvements: 5 years

Depreciation methods, useful lives, and residual values are reviewed at each reporting date and adjusted if appropriate.

(i) Lease

At inception of a contract, the Group assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

(Continued)

17

GROUNDHOG INC. Notes to the Financial Statements

  • (i) As a leasee

The Company recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be reliably determined, the Company’s incremental borrowing rate. Generally, the Company uses its incremental borrowing rate as the discount rate.

Lease payments included in the measurement of the lease liability comprise the following:

  • fixed payments, including in-substance fixed payments;

  • variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date;

  • amounts expected to be payable under a residual value guarantee; and

  • payments for purchase or termination options that are reasonably certain to be exercised.

The lease liability is measured at amortized cost using the effective interest method. It is remeasured when:

  • there is a change in future lease payments arising from the change in an index or rate; or

  • there is a change in the Company’s estimate of the amount expected to be payable under a residual value guarantee; or

  • there is a change in the lease term resulting from a change of its assessment on whether it will exercise an option to purchase the underlying asset, or

  • there is a change of its assessment on whether it will exercise a extension or termination option; or

  • there is any lease modifications

When the lease liability is remeasured, other than lease modifications, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or in profit and loss if the carrying amount of the right-of-use asset has been reduced to zero.

(Continued)

18

GROUNDHOG INC. Notes to the Financial Statements

When the lease liability is remeasured to reflect the partial or full termination of the lease for lease modifications that decrease the scope of the lease, the Company accounts for the remeasurement of the lease liability by decreasing the carrying amount of the right of use asset to reflect the partial or full termination of the lease, and recognize in profit or loss any gain or loss relating to the partial or full termination of the lease.

If the agreement contains lease and non-lease components, the Company allocates the consideration in the contract to the individual lease components on a relative stand-alone price basis. However, when leasing land and buildings, the Company chose not to distinguish between non-lease components and treated the lease components and non-lease components as a single lease component.

The Company has elected not to recognize right-of-use assets and lease liabilities for shortterm leases that have a lease term of 12 months or less and leases of low-value assets. The Company recognizes the lease payments associated with these leases as an expense on a straight-line basis over the lease term.

(j) Intangible assets

  • (i) Recognition and measurement

Other intangible assets, that are acquired by the Company and have finite useful lives are measured at cost less accumulated amortization and any accumulated impairment losses.

(ii) Subsequent expenditure

Subsequent expenditure is capitalized only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure, including expenditure on internally generated goodwill and brands, is recognized in profit or loss as incurred.

(iii) Amortization

Amortization is calculated over the cost of the asset, less its residual value, and is recognized in profit or loss on a straight-line basis over the estimated useful lives of intangible assets, other than goodwill, from the date that they are available for use.

The estimated useful lives for current and comparative periods are as follows:

  • 1) Computer software cost: 2~5 years

Amortization methods, useful lives and residual values are reviewed at and adjusted if appropriate.

(k) Impairment of non-financial assets

At each reporting date, the Company reviews the carrying amounts of its non-financial assets (other than contract assests and deferred tax assets) to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated.

(Continued)

19

GROUNDHOG INC. Notes to the Financial Statements

For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or cash-generating units (CGUs). Goodwill arising from a business combination is allocated to CGUs or groups of CGUs that are expected to benefit from the synergies of the combination.

The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or CGU.

An impairment loss is recognized if the carrying amount of an asset or CGU exceeds its recoverable amount. Impairment losses are recognized in profit or loss. They are allocated first to reduce the carrying amount of any goodwill allocated to the CGU, and then to reduce the carrying amounts of the other assets in the CGU on a pro rata basis.

For other assets excluding the goodwill, an impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.

  • (l) Revenue recognition

  • (i) Revenue from contracts with customers

Revenue is measured based on the consideration to which the Company expects to be entitled in exchange for transferring goods or services to a customer. The Company recognizes revenue when it satisfies a performance obligation by transferring control of a good or a service to a customer.

The Company engages in implementation of system project services and extended warranty services, wherein revenue recognition is based on the proportion of the actual services provided, which depends on the input of labor, to the total services as of the reporting date. Contracts between the Company and its customers may include fixed and variable considerations. Considering that the progress of system implementation is highly affected by factors beyond the control of the combined company, variable consideration is only within a range that is highly unlikely to significantly reverse. The Company reclassifies its contact assets, which do not have the right to receive payment upon service rendered by the Company, to accounts receivable when it has an unconditional right to the consideration.

  • (ii) Financing components

The Company does not expect to have any contracts where the period between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. As a consequence, the Company does not adjust any of the transaction prices for the time value of money.

(Continued)

20

GROUNDHOG INC. Notes to the Financial Statements

(m) Government grants

When the Company receives government grants, it recognizes the relevant amounts as deferred income and recognizes the grants as non-operating income when it is reasonably certain that the Company has complied with the conditions attached to the government grants.

For other asset-related grants, the Company recognizes deferred income at fair value when it is reasonably confident that the conditions attached to the government grant will be complied with and that the grant will be received, and recognizes the deferred income as non-operating income on a systematic basis over the useful life of the asset.

(n) Employee benefits

(i) Defined contribution plans

Obligations for contributions to defined contribution plans are expensed as the related service is provided.

(ii) Defined benefit plans

The Company’ s net obligation, in respect of the defined benefit plan is calculated by estimating the amount of future benefit that employees have earned in the current and prior periods, discounting that amount, and deducting the fair value of the plan assets.

The calculation of defined benefit obligations is performed annually by a qualified actuary using the projected unit credit method. When the calculation results in a potential asset for the Company, the recognized asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan. To calculate the present value of economic benefits, consideration is given to any applicable minimum funding requirements.

Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets (excluding interest), and the effect of the asset ceiling (if any, excluding interest), are recognized immediately in other comprehensive income, and accumulated in retained earnings within equity. The Company determines the net interest expense (income) on the net defined benefit liability (asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the annual period to the then-net defined benefit liability (asset). Net interest expense and other expenses related to defined benefit plans are recognized in profit or loss.

When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past service or the gain or loss on curtailment is recognized immediately in profit or loss. The Company recognizes gains and losses on the settlement of a defined benefit plan when the settlement occurs.

(iii) Short-term employee benefits

Short-term employee benefits are expensed as the related service is provided. A liability is recognized for the amount expected to be paid if the Company has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.

(Continued)

21

GROUNDHOG INC. Notes to the Financial Statements

(o) Share-based payment

The grant-date fair value of equity-settled share-based payment arrangements granted to employees is generally recognized as employee expenses, with a corresponding increase in equity, over the vesting period that the employees become unconditionally entitled to the awards. The amount recognized as an expense is adjusted to reflect the number of awards for which the related service and non-market performance conditions are expected to be met, such that the amount ultimately recognized is based on the number of awards that meet the related service and non-market performance conditions at the vesting date.

For share-based payment awards with non-vesting conditions, the grant-date fair value of the sharebased payment is measured to reflect such conditions and there is no true-up for differences between expected and actual outcomes.

(p) Income taxes

Income taxes comprise current taxes and deferred taxes. Except for expenses related to business combinations or recognized directly in equity or other comprehensive income, all current and deferred taxes shall be recognized in profit or loss.

Current taxes comprise the expected tax payables or receivables on the taxable profits (losses) for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax payables or receivables are the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. It is measured using tax rates enacted or substantively enacted at the reporting date.

Deferred taxes arise due to temporary differences between the carrying amounts of assets and liabilities f at the reporting date and their respective tax bases. Deferred taxes are recognized except for the following:

  • (i) Temporary differences on the initial recognition of assets and liabilities in a transaction that is not a business combination and at the time of the transaction (i) affects neither accounting nor taxable profits (losses) and (ii) does not give rise to equal taxable and deductible temporary differences;

  • (ii) Temporary differences related to investments in subsidiaries, associates and joint arrangements to the extent that the Company is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future; and

  • (iii) Taxable temporary differences arising on the initial recognition of goodwill.

Deferred tax assets are recognized for the carry forward of unused tax losses, unused tax credits, and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefits will be realized.

Deferred taxes are measured at tax rates that are expected to be applied to temporary differences when they reserve, using tax rates enacted or substantively enacted at the reporting date, and reflect uncertainty related to income taxes, if any.

(Continued)

22

GROUNDHOG INC. Notes to the Financial Statements

Deferred tax assets and liabilities are offset if the following criteria are met:

  • (i) The Company has a legally enforceable right to set off current tax assets against current tax liabilities; and

  • (ii) The deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority on either:

    • 1) The same taxable entity; or

    • 2) Different taxable entities which intend to settle current tax assets and liabilities on a net basis, or to realize the assets and liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

  • (q) Earnings per share

The Company discloses the Company’s basic and diluted earnings per share attributable to ordinary shareholders of the Company. Basic earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding. Diluted earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding after adjustment for the effects of all potentially dilutive ordinary shares. Dilutive potential ordinary shares comprise employee remuneration.

  • (r) Operating segments

Please refer to Company’s financial statements for the years ended December 31, 2025 and 2024, for further details.

(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty:

In preparing these financial statements, management has made judgments and estimates about the future, including climate-related risks and opportunities, that affect the application of the accounting policies and the reported amount of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis and are consistent with the Company’s risk management and climate-related commitments where appropriate. Revisions to estimates are recognized prospectively in the period of the change and future periods.

There are no critical judgments in applying accounting policies that have significant effect on the amounts recognized in the financial statements.

(Continued)

23

GROUNDHOG INC. Notes to the Financial Statements

Information about judgments made in applying accounting policies that have the most significant effects on the amounts recognized in the financial statements is as follows:

(a) Revenue recognition

The Company recognizes contract revenue based on the degree of completion of service provision, which is measured based on the proportion of total labor invested in each project incurred to date to the estimated total investment. The Company estimates the total contract investment by considering factors such as the service content and work schedule planning of each project. During the project implementation process, it continuously reviews the actual occurrence of various costs and expenses attributed to the project, and revise the total contract cost accordingly. The above estimate changes may result in significant adjustments to the total contract investment, thereby affecting the measurement results of the degree of completion.

The Company’ s accounting policies include measuring financial and non-financial assets and liabilities at fair value through profit or loss.

The Company’s financial instrument valuation group conducts independent verification on fair value by using data sources that are independent, reliable, and representative of exercise prices. This financial instrument valuation group also periodically adjusts valuation models, conducts back testing, renews input data for valuation models, and makes all other necessary fair value adjustments to assure the rationality of fair value. The Company strives to use market observable inputs when measuring assets and liabilities.

Different levels of the fair value hierarchy to be used in determining the fair value of financial instruments are as follows:

  • (a) Level 1: quoted prices (unadjusted) in active markets for identifiable assets or liabilities.

  • (b) Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

  • (c) Level 3: inputs for the assets or liability that are not based on observable market data.

Please refer to note 6(p) for assumptions used in measuring fair value.

(6) Explanation of significant accounts:

  • (a) Cash and cash equivalents
Cash and cash equivalents
Petty cash
Checking deposits and demand deposits
Cash and cash equivalents in the statement of cash flows
December 31,
2025
$ 80
571,515
$
571,595
December 31,
2024
80
800,756
800,836

Please refer to note 6(p) for the interest rate risk, and sensitivity analysis of the financial assets and liabilities of the Company.

(Continued)

24

GROUNDHOG INC. Notes to the Financial Statements

  • (b) Financial assets measured at amortized cost
Time deposits with a maturity date of more than three months
Restricted bank deposits
December 31,
2025
$
-
$
41,520
December 31,
2024
6,559
41,520
  • (i) The Company has assessed that these financial assets are held-to-maturity to collect contractual cash flows, which consist solely of payments of principal and interest on principal amount outstanding. Therefore, these investments were classified as financial assets measured at amortized cost.

  • (ii) For credit risk, please refer to note 6(p).

  • (iii) As of December 31, 2025 and 2024, the financial assets measured at amortized costs of the Company had been pledged as collateral. Please refer to note 8.

  • (c) Accounts receivable, net (including related parties)

Accounts receivable
Accounts receivable-related parties
LessLoss allowance
December 31,
2025
$ 46,959
-
(1,273)
$
45,686
December 31,
2024
54,803
2,000
(1,328)
55,475
  • (i) The Company applies the simplified approach to provide for its expected credit losses, i.e. the use of lifetime expected loss provision for all receivables. To measure the expected credit losses, accounts receivable have been grouped based on shared credit risk characteristics and the days past due, as well as incorporated forward looking information, including macroeconomic and relevant industry information. The analysis of expected credit losses on accounts receivable of the Company were determined as follows:
Current
More than 365 days past due
Total
December 31, 2025 December 31, 2025
Gross carrying
amount
$ 45,686
1,273
$
46,959
Weighted-
average loss
rate
0%
100%
Loss allowance
provision
-
1,273
1,273

(Continued)

25

GROUNDHOG INC. Notes to the Financial Statements

Current
1 to 30 days past due
91 to 180 days past due
More than 365 days past due
Total
December 31, 2024 December 31, 2024
Gross carrying
amount
$ 52,775
1,880
820
1,328
$
56,803
Weighted-
average loss
rate
0%
0%
0%
100%
Loss allowance
provision
-
-
-
1,328
1,328
  • (ii) The statement of changes in allowance for losses on accounts receivable of the Company are as follows:
Balance at January 1
Impairment losses recognized (reversal of impairment loss)
Balance at December 31
2025
$ 1,328
(55)
$
1,273
2024
1,244
84
1,328
  • (iii) As of December 31, 2025 and 2024, the accounts receivable of the Company were not pledged as collateral.

  • (d) Investments accounts for using equity method

Groundhog Technologies Taiwan Limited
(the “Groundhog Technologies Taiwan Limited”)
Groundhog Pte. Ltd. (the “Groundhog Singapore”)
December 31,
2025
$ -
39,347
$
39,347
December 31,
2024
-
40,566
40,566
  • (i) Please refer to the Group’s financial statements for the year ended December 31, 2025, for details of subsidiaries.

  • (ii) The liquidation of Groundhog Technologies Taiwan Limited was completed on May 31, 2024, and the company recognized a loss of $440 thousand on the disposal of the investment.

  • (iii) The Company did not quoted prices (unadjusted) in active markets.

  • (iv) The Company did not provide any financial assets as collateral for its loans.

(Continued)

26

GROUNDHOG INC. Notes to the Financial Statements

(e) Property, plant and equipment

The cost, depreciation and impairment loss of the property, plant and equipment of the Company for the years ended December 31, 2025 and 2024, were as follows:

Office
equipment
Leasehold
improvements
Cost or deemed cost:
Balance at January 1, 2025
$ 3,193
7,750
Additions
752
244
Disposals
(1,143)
-
Reclassifications
175
-
Balance at December 31, 2025
$
2,977
7,994
Balance at January 1, 2024
$ 4,926
7,750
Additions
152
-
Disposals
(1,885)
-
Balance at December 31, 2024
$
3,193
7,750
Depreciation and impairments
loss:
Balance at January 1, 2025
$ 1,432
6,352
Depreciation for the year
774
1,425
Disposals
(1,143)
-
Balance at December 31, 2025
$
1,063
7,777
Balance at January 1, 2024
$ 2,072
4,764
Depreciation for the year
1,245
1,588
Disposals
(1,885)
-
Balance at December 31, 2024
$
1,432
6,352
Carrying amounts:
Balance at December 31, 2025
$
1,914
217
Balance at December 31, 2024
$
1,761
1,398
Equipment
to be tested
175
-
-
(175)
-
-
175
-
175
-
-
-
-
-
-
-
-
-
175
Total
11,118
996
(1,143)
-
10,971
12,676
327
(1,885)
11,118
7,784
2,199
(1,143)
8,840
6,836
2,833
(1,885)
7,784
2,131
3,334

As of December 31, 2025 and 2024, the property, plant and equipment of the Company had not been pledged as collateral.

(Continued)

27

GROUNDHOG INC. Notes to the Financial Statements

(f) Right-of-use assets

The Company leases many assets including buildings. Information about leases for which the Company is a lessee was presented below:

Cost:
Balance at January 1, 2025
Additions
Balance at December 31, 2025
Balance at December 31, 2024 (equal to balance at January 1, 2024)
Accumulated depreciation and impairment losses:
Balance at January 1, 2025
Depreciation for the year
Balance at December 31, 2025
Balance at January 1, 2024
Depreciation for the year
Balance at December 31, 2024
Carrying amount:
Balance at December 31, 2025
Balance at December 31, 2024
Buildings and
structures
$ 53,214
16,595
$
69,809
$
53,214
$ 45,151
9,907
$
55,058
$ 35,476
9,675
$
45,151
$
14,751
$
8,063

(g) Lease liabilities

Current
Non-current
December 31,
2025
$
11,037
$
3,741
December 31,
2024
8,937
-

For the maturity analysis, please refer to note 6(p) financial instruments.

The amounts recognized in profit or loss was as follows:

Interest on lease liabilities
Expenses relating to short-term leases
For the year
ended December
31, 2025
For the year
ended December
31, 2024
$
126
259
$
108
128
For the year
ended December
31, 2025
For the year
ended December
31, 2024
$
126
259
$
108
128
259
128

The amounts recognized in the statement of cash flows for the Company was as follows:

Total cash outflow for leases For the year
ended December
31, 2025
For the year
ended December
31, 2024
$
10,984
10,928
For the year
ended December
31, 2025
For the year
ended December
31, 2024
$
10,984
10,928
10,928

(Continued)

28

GROUNDHOG INC.

Notes to the Financial Statements

(h) Employee benefits

(i) Defined benefit plans

Reconciliation of defined benefit obligation at present value and plan asset at fair value are as follows:

Present value of the defined benefit obligations
Fair value of plan assets
Net defined benefit liabilities
December 31,
2025
$ 6,859
(1,382)
$
5,477
December 31,
2024
8,701
(1,121)
7,580

The Company makes defined benefit plan contributions to the pension fund account with Bank of Taiwan that provides pensions for employees upon retirement. Plans (covered by the Labor Standards Law) entitle a retired employee to receive retirement benefits based on years of service and average monthly salary for the six months prior to retirement.

1) Composition of plan assets

The Company allocates pension funds in accordance with the Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund, and such funds are managed by the Bureau of Labor Funds, Ministry of Labor. With regard to the utilization of the funds, minimum earnings shall be no less than the earnings attainable from two-year time deposits with interest rates offered by local banks.

The Company’ s Bank of Taiwan labor pension reserve account balance amounted to $1,382 thousand as of December 31, 2025. For information on the utilization of the labor pension fund assets, including the asset allocation and yield of the fund, please refer to the website of the Bureau of Labor Funds, Ministry of Labor.

  • 2) Movements in the present value of the defined benefit obligations

The movement in present value of the defined benefit obligations for the Company were as follows:

Defined benefit obligations at January 1
Current service costs and interest cost
Remeasurements loss (gain)
Actuarial loss (gain) arising from experience
adjustment
Defined benefit obligations at December 31
2025
$ 8,701
795
154
(2,791)
$
6,859
2024
8,048
898
(207)
(38)
8,701

(Continued)

29

GROUNDHOG INC. Notes to the Financial Statements

  • 3) Movements of the defined benefit plan assets

The movements in the present value of the defined benefit plan assets for the Company were as follows:

Fair value of plan assets at January 1
Remeasurements loss (gain)
- Return on plan assets excluding interest income
Interest income
Contributions paid by the employer
Fair value of plan assets at December 31
2025
$ (1,121)
(71)
(20)
(170)
$
(1,382)
2024
(858)
(64)
(15)
(184)
(1,121)
  • 4) Expenses recognized in profit or loss

The expenses recognized in profit or loss for the Company were as follows:

Current service costs
Net interest of net liabilities for defined benefit
obligations
Operating cost
Selling expenses
Administration expenses
Research and development expenses
2025
$ 653
122
$
775
2025
$ 207
361
52
155
$
775
2024
777
106
883
2024
294
412
59
118
883
  • 5) Actuarial assumptions

The principal actuarial assumptions at the reporting date were as follows:

Discount rate
Future salary increase rate
2025
2024
%
1.50
%
1.625
%
3.75
%
3.75

The Company expected to make contribution of $170 thousand in the next year.

The weighted-average lifetime of the defined benefits plans for the year ended December 31, 2025 is 27 years.

(Continued)

30

GROUNDHOG INC. Notes to the Financial Statements

6) Sensitivity analysis

If the actuarial assumptions had changed, the impact on the present value of the defined benefit obligation shall be as follows:

December 31, 2025
Discount rate
Future salary increasing rate
December 31, 2024
Discount rate
Future salary increasing rate
Impact on the defined benefit
obligations
Increase of 0.25%
Decrease of 0.25%
$ (302)
322
$ 311
(294)
$ (395)
419
$ 406
(384)

Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown above. The method used in the sensitivity analysis is consistent with the calculation of pension liabilities in the balance sheets.

(ii) Defined contribution plans

The Company contributes 6% of each employee’s monthly wages to the labor pension personal account at the Bureau of Labor Insurance in accordance with the provisions of the Labor Pension Act. Under this defined contribution plan, the Company allocates a fixed amount to the Bureau of Labor Insurance without additional legal or constructive obligation.

The pension costs incurred from the contributions to the Bureau of the Labor Insurance amounted to $8,157 thousand and $7,622 thousand for the years ended December 31, 2025 and 2024, respectively.

(i) Income taxes

(i) The components of income tax in the years 2025 and 2024 were as follows:

Current tax expense
Deferred tax expense (income)
2025
$ 10,308
(1,698)
$
8,610
2024
28,950
1,115
30,065

(Continued)

31

GROUNDHOG INC.

Notes to the Financial Statements

  • (ii) The amount of income tax recognized directly in equity and in other comprehensive income was as follows:
Exchange differences on translation of foreign financial
statements
2025
$
(288)
2024
484
  • (iii) Reconciliation of income tax and profit before tax for 2025 and 2024 is as follows:
Profit excluding income tax
Income tax using the Company’s domestic tax rate
Tax incentive-Repatriated offshore funds
2025
$ 69,847
13,969
(5,359)
$
8,610
2024
149,218
29,844
221
30,065
  • (iv) Deferred tax assets and liabilities

  • 1) Recognized deferred tax assets

Deferred Tax Assets:
Balance at January 1, 2025
Recognized in profit or loss
Balance at December 31, 2025
Balance at January 1, 2024
Recognized in profit or loss
Balance at December 31, 2024
Unrealized
exchange gain
(loss)
$ -
(988)
$
(988)
$ (768)
768
$
-
Unpaid leave
(1,674)
(196)
(1,870)
(1,401)
(273)
(1,674)
Others
(197)
(61)
(258)
(147)
(50)
(197)
Total
(1,871)
(1,245)
(3,116)
(2,316)
445
(1,871)
  • 2) Recognized deferred tax liabilities
Deferred tax liabilities
Balance at January 1, 2025
Recognized in profit or loss
Recognized in Other
Comprehensive Income
Balance at December 31, 2025
Balance at January 1, 2024
Recognized in profit or loss
Recognized in other
comprehensive income or
loss
Balance at December 31, 2024
Investment
income
recognized
under the
equity method
Foreign currency
translation
differences
for foreign
operations
1,092
-
108
1,200
822
-
270
1,092
Unrealized
exchange gain
(loss)
497
(497)
-
-
-
497
-
497
Total
$ 53
44
(396)
$
(299)
$ (334)
173
214
$
53
1,642
(453
(288
901
488
670
484
1,642

(Continued)

32

GROUNDHOG INC. Notes to the Financial Statements

3) Unrecognized deferred tax assets

The unrecognized deferred tax assets were as follows:

Deductible temporary difference December 31,
2025
$
200
December 31,
2024
210

(v) Assessment of tax

The Company’s income tax return for the year 2023 was assessed by the Taipei National Tax Administration.

  • (j) Share capital and other equity

  • (i) Issuance of capital stock

As of December 31, 2025 and 2024, the total value of authorized ordinary shares each amounted to $500,000 thousand, of which, $335,374 thousand ordinary shares, with par value of $10 per share, at the amount of 5,000 thousands, were reserved as employee stock options.

(ii) Capital surplus

The balances of capital surplus were as follows:

Share capital
Organization restructuring
December 31,
2025
$ 392,176
69,049
$
461,225
December 31,
2024
392,176
69,049
461,225

According to the R.O.C. Company Act, capital surplus can only be used to offset a deficit, and only the realized capital surplus can be used to increase the common stock or be distributed as cash dividends. The aforementioned realized capital surplus includes capital surplus resulting from premium on issuance of capital stock and earnings from donated assets received. According to the Regulations Governing the Offering and Issuance of Securities by Securities Issuers, capital increases by transferring capital surplus in excess of par value should not exceed 10% of the total common stock outstanding.

(iii) Retained earnings

The Company's article of incorporation stipulates that Company's net earnings should first be used to offset the prior years' deficits, if any, before paying any income taxes. Of the remaining balance, 10% is to be appropriated as legal reserve, and then any remaining profit together with any undistributed retained earnings shall be distributed according to the distribution plan proposed by the Board of Directors and submitted to the stockholders’ meeting for approval.

(Continued)

33

GROUNDHOG INC. Notes to the Financial Statements

Before the distribution of dividends, the Company shall first take into consideration its profit, capital structure, and operating efficiency in determining the stock or cash dividends to be paid. The dividend to be distributed shall be no less than 10% of the current year retained earnings available for distribution. The dividend to be distributed may be in the form of cash and stock, and cash portion of the dividend, should not be less than 10% of the total distributed dividend.

  • 1) Legal reserve

When a company incurs no loss, it may, pursuant to a resolution by a shareholders’ meeting, distribute its legal reserve by issuing new shares or by distributing cash, and only the portion of legal reserve which exceeds 25% of capital may be distributed.

2) Earnings distribution

The amounts of cash dividends on the 2024 and 2023 earnings distribution had been approved during the shareholders’ meeting on June 23, 2025 and June 24, 2024, respectively.

Dividends distributed to ordinary
shareholders:
Cash
2024
Amount
per share
Total
amount
$ 3.33
107,320
2023 2023
Amount
per share
$ 3.33
Amount
per share
3.0
Total
amount
100,612
  • (iv) Treasury shares

In accordance with the Securities and Exchange Act, the Company repurchased 1,300 thousand treasury shares, which may not be pledged and, prior to their transfer, do not carry any shareholder rights, at the amount of $181,485 thousand, as of December 31, 2025 for the purpose of transferring them to its employees.

(k) Share-based payment

  • (i) The board of directors of the company passed a resolution to issue new shares through cash capital increase as a public underwriting before the listing of the stock on October 20, 2023, and set January 11, 2024 as the base date for cash capital increase.In accordance with the provisions of the Company Law, the total amount of new shares issued is reserved for employee subscription. The employees subscribed for 298.5 thousand shares. All the issued share funds have been collected , and the relevant statutory registration has been completed. The compensation cost recognized in the year of 2024 is $2,242 thoudsand .

(Continued)

34

GROUNDHOG INC. Notes to the Financial Statements

  • (ii) The Company used Black-Scholes method in measuring the fair value of the share-based payment at the grant date. The measurement inputs were as follows:
Fair value at grant date
Share price at grant date
Expected volatility (%)
Risk-free interest rate (%)
Expected life (years)
2024
$ 118.00
$ 125.50
%
21.68
%
1.0896
0.0110 years

(l) Earnings per share

The calculation of the Company’s basic earnings per share and diluted earnings per share were as follows:

(i) Basic earnings per share

The Company’s basic earnings per share as of December 31, 2025 and 2024 was based on profit and the weighted average number of ordinary shares outstanding. The relevant calculations are as follows:

Profit attributable to ordinary shareholders of the Company
Weighted-average number of ordinary shares (thousand
shares) at December 31
Basic earnings per share (dollars)
(ii)
Diluted Earnings Per Share
Profit attributable to ordinary shareholders of the Company
(diluted)
Weighted-average number of ordinary shares (thousand
shares) at December 31
Effect of employee share bonus (thousands of shares)
Weighted-average number of ordinary shares (thousand
shares)
Diluted earnings per share (dollars)
2025
$
61,237
32,664
$
1.87
2025
$
61,237
32,664
119
32,783
$
1.87
2024
119,153
33,456
3.56
2024
119,153
33,456
133
33,589
3.55

(Continued)

35

GROUNDHOG INC. Notes to the Financial Statements

(m) Revenue from contracts with customers

(i) Details of revenue

2025
Primary geographical markets
India
$ 88,999
Arab
77,992
Africa
42,006
Indonesia
38,671
Taiwan
27,046
Others
68,521
$
343,235
Main products/service lines
Software technical service revenue
$ 333,569
Targeted advertising revenue
9,666
$
343,235
2024
47,237
136,140
49,993
49,679
33,023
59,065
375,137
365,918
9,219
375,137

(ii) Contract balances

Accounts receivable
Accounts receivable-related parties
Less: Loss allowance
Contract assets
Less: Loss allowance
Contract liabilities
December 31,
2025
$ 46,959
-
(1,273)
$
45,686
December 31,
2025
$ 160,568
(1,985)
$
158,583
December 31,
2025
$
33,665
December 31,
2024
54,803
2,000
(1,328)
55,475
December 31,
2024
162,344
(38)
162,306
December 31,
2024
33,100
January 1,
2024
35,551
39,609
(1,244)
73,916
January 1,
2024
95,189
(1,483)
93,706
January 1,
2024
20,694

The Company has provided mobile intelligence platform implementation and installation services to customers, and revenue is measured and recognized based on the completion of the contract. If the Company has the right to receive payment for the consideration according to the contract, it will be listed under accounts receivable. If the right to receive payment has not been reached according to the contract, it will be listed under contract assets.

(Continued)

36

GROUNDHOG INC. Notes to the Financial Statements

The amount of revenue recognized for the years ended December 31, 2025 and 2024 that was included in the contract liability balance at the beginning of the period were $24,592 thousand and $15,289 thousand, respectively.

  • (iii) Transaction price allocated to outstanding performance obligations

As of December 31, 2025 and 2024, revenue expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) were $429,897 thousand and $497,611 thousand, respectively. The Company will recognize this revenue over time as the service is completed, which is expected to occur over the next one to five years.

(n) Remunerations to Employees and Directors

On June 23, 2025, the Company resolved at its shareholders’ meeting to amend its Articles of Incorporation. Under the revised articles, if the Company incurs profit for the year, the profit should first be used to offset against any accumulated deficits. Thereafter, a minimum of 5% of the profit before tax (in form of stock or cash) shall be appropriated as employee remuneration (of which, a minimum of 1% shall be reserved specifically for frontline employees); recipients may include employees of the Company's subsidiaries who meet certain requirements. Moreover, a maximum of 1% of the remaining profit shall be appropriated as directors' remuneration. The distribution shall first be resolved by the Board then reported at the shareholders’ meeting.

Under the Articles of Incorporation prior to the amendment, if the Company incurs profit for the year, the profit should first be used to offset against any accumulated deficits. Thereafter, a minimum of 5% of the profit before tax (in form of stock or cash) shall be appropriated as employee remuneration; recipients may include employees of the Company's subsidiaries who meet certain requirements. Moreover, a maximum of 1% of the remaining profit shall be appropriated as directors' remuneration. The distribution shall first be resolved by the Board then reported at the shareholders’ meeting.

For the years ended December 31, 2025 and 2024, the Company estimated its employee remuneration, and directors' and supervisors' remuneration in 2025 and 2024 are as follows:

Employee compensation
Directors’ remuneration
2025
$ 7,848
785
$
8,633
2024
16,766
1,677
18,443

These amounts were calculated by using the Company’ s pre-tax net profit for the period before deducting the amounts of the remunerations to employees, directors, multiplied by the distribution of ratio of the remunerations to employees, and directors based on the Company’ s articles of incorporation, and expensed under operating costs or expenses. Related information would be available at the Market Observation Post System website.

The amounts, as stated in the financial statements, are identical to those of the actual distributions for 2025 and 2024.

(Continued)

37

GROUNDHOG INC. Notes to the Financial Statements

  • (o) Other gains and losses

The details of other gains and losses were as follows:

Foreign exchange gains (losses), net
Government grants
Others
2025
$ (19,423)
21,052
725
$
2,354
2024
14,605
2,823
2,029
19,457
  • (p) Financial instruments

  • (i) Credit risk

Credit risk is the risk of financial losses to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations. Other information about credit risk was as follows:

  • 1) Maximum credit risk exposure

As of December 31, 2025 and 2024, the Company’s maximum exposure to credit risk was mainly from the carrying amount of financial assets recognized in the statements of financial position and amounted to $661,852 thousand and $907,281 thousand, respectively.

  • 2) The Company’ s credit risk is mainly affected by the credit characteristics of each creditor. This is also an impact on credit risk from the business of the customer. As of December 31, 2025 and 2024, 81% and 90%, respectively, of the ending balance of accounts receivable and contract assets arose from sales to individual customers constituting the top ten customers.

(ii) Liquidity risk

Liquidity risk is a risk that the Company is unable to meet the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company’ s approach to managing liquidity is to ensure, as much as possible, that it always has sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation.

The following are the contractual maturities of financial liabilities:

  • 1) Based on the date on which the Company may be required to make an early repayment and on the preparation of the financial liabilities’ undiscounted cash flows, including interest but excluding the impact of netting agreements.

  • 2) Other non-derivative financial liabilities’ maturity analysis prepared in accordance with the agreed repayment date.

(Continued)

38

GROUNDHOG INC.

Notes to the Financial Statements

The following table shows the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of netting agreements.

Carrying
amount
December 31, 2025
Non-derivative financial liabilities
Accounts payable(including related parties)
$ 9,502
Other payables
61,183
Lease liabilities
14,778
$
85,463
December 31, 2024
Non-derivative financial liabilities
Accounts payable
$ 535
Other payables
64,916
Lease liabilities
8,937
$
74,388
Contractual
cash flows
9,502
61,183
15,009
85,694
535
64,916
9,000
74,451
within
1 year
9,502
61,183
11,257
81,942
535
64,916
9,000
74,451
1-2 years
-
-
3,752
3,752
-
-
-
-

The Company does not expect that the cash flows included in the maturity analysis could occur significantly earlier or at significantly different amounts.

  • (iii) Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates, and equity prices, will affect the Company’ s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.

1) Exchange rate risk

The Company's significant exposure to foreign currency risk on financial assets and liabilities was as follows:

Financial assets
Monetary Items
USD
SGD
EUR
CAD
Financial liabilities
Monetary Items
USD
December 31, 2025
December 31, 2024
Foreign
currency
Exchange
rate
NTD
Foreign
currency
Exchange
rate
NTD
$ 1,667
31.43
52,394
5,003
32.79
164,023
17
24.45
416
17
24.13
410
254
36.90
9,373
506
34.14
17,275
556
22.94
12,755
-
-
-
303
31.43
9,523
16
32.79
525
Foreign
currency
Exchange
rate
$ 1,667
31.43
17
24.45
254
36.90
556
22.94
303
31.43

(Continued)

39

GROUNDHOG INC. Notes to the Financial Statements

The Company’ s exposure to foreign currency risk arises from the translation of the foreign currency exchange gains and losses on cash and cash equivalents, accounts receivable, contract assets, accounts payable and other payables that are denominated in foreign currency. A weakening (strengthening) of 1% of the NTD against the foreign currency as of December 31, 2025 and 2024, would have increased or decreased the net profit before tax by $654 thousand and $1,812 thousand, respectively. The analysis is performed on the same basis for both periods.

As the Company deals in diverse foreign currencies, gains or losses on foreign exchange were summarized as a single amount. In 2025 and 2024, the foreign exchange gain (loss), including both realized and unrealized was as follows:

(in thousands)
TWD
For the years ended December 31, For the years ended December 31,
2025
Exchange
gains and
losses
Average
exchange
rate
$
(19,423)
1
2024
Exchange
gains and
losses
$
(19,423)
Exchange
gains and
losses
Average
exchange
rate
14,605
1

2) Interest Rate Risk

A summary of the interest rates on interest-bearing financial instruments of the Company as at the reporting date is as follows:

Fixed-rate instruments:
Financial assets
Variable-rate instruments:
Financial assets
December 31,
2025
$
41,520
$
571,515
December 31,
2024
48,079
800,756

The sensitivity analysis is based on the exposure to the interest rate risk of nonderivative financial instruments on the reporting date. If the interest rate had increased / decreased by 1 basis points, the Company’s net income would have decreased / increased by $1,429 thousand and $2,002 thousand for the years ended December 31, 2025 and 2024, with all other variable factors remaining constant. This is mainly due to the Company’ s borrowing at variable rates and bank deposits in variable-rate bills.

The Company’ s financial liabilities at fixed interest rates are measured using the amortized cost method. Since the change in market interest rate at the end of each reporting period had no impact on profit and loss, disclosure of the sensitivity to changes in fair value is not necessary.

(Continued)

40

GROUNDHOG INC. Notes to the Financial Statements

(iv) Fair value of financial instruments

The carrying amount and fair value of the Company’ s financial assets and financial liabilities, including the information on fair value hierarchy were as follows; however, except as described in the following paragraphs, for financial instruments not measured at fair value whose carrying amount is reasonably close to the fair value, and lease liabilities, disclosure of fair value information is not required:

Financial assets measured at
amortized cost
Cash and cash equivalents
Financial assets measured at
amortized cost
Accounts receivable, net
(including related parties)
Refundable deposits
Other receivables
Total
Financial liabilities measured at
amortized cost
Accounts payable
(including related parties)
Other payables
Lease liabilities
Total
Financial assets measured at
amortized cost
Cash and cash equivalents
Financial assets measured at
amortized cost
Accounts receivable, net
(including related parties)
Refundable deposits
Other receivables
Total
Financial liabilities measured at
amortized cost
Accounts payable
Other payables
Lease liabilities
Total
December 31, 2025 December 31, 2025 December 31, 2025
Carrying
amounts
$ 571,595
41,520
45,686
2,955
96
$
661,852
$ 9,502
61,183
14,778
$
85,463
Fair Value
Level 1
Level 2
Level 3
Total
December 31, 2024
Fair Value
Level 1 Level 2 Level 3
Total

(Continued)

41

GROUNDHOG INC. Notes to the Financial Statements

(q) Financial risk management

  • (i) Risk Management Summary

The Company’ s risk management policies are established to identify and analyze the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect any changes in market conditions and the Company’ s activities. The Company, through its training and management standards and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations.

The board of directors monitors the management to ensure compliance with the Company’s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The board of directors is assisted in its oversight role by Internal Audit. Internal Audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the board of directors.

  • (ii) The Company have exposures to the following risks from its financial instruments:

  • 1) Credit risk

  • 2) Liquidity risk

  • 3) Market risk

For more disclosures about the quantitative effects of these risks exposures and the Company’s objectives, policies and processes for measuring and managing the above mentioned risks, please refer to note 6(p).

(r) Capital management

The capital management objectives of the Company are to ensure the ability to continue operating, to continue to provide shareholder returns and the interests of other stakeholders, and to maintain the optimal capital structure to reduce capital costs.

The Company uses the asset-liability ratio to manage capital. This ratio is debt divided by assets. Net debt is the total liabilities shown on the balance sheet minus cash and cash equivalents. Total capital is all components of equity (i.e. share capital, capital reserves, retained earnings and other equity).

(s)

  • Investment and financing activities not affecting current cash flow

The Company’s investing and financing activities which did not affect the current cash flow in the years ended December 31, 2025 and 2024, were as follows:

  • (i) In pursuant to IAS 37, the Company recognized a provisions of $244 thousand in 2025, which was capitalized as leasehold improvements, and involved no cash outflows. Please refer to note 6(e).

(Continued)

42

GROUNDHOG INC. Notes to the Financial Statements

  • (ii) In accordance with IFRS 16, the Company recognized its right-of-use assets of $16,595 thousand in 2025, which involved no cash outflows. Please refer to note 6(f).

  • (iii) The reconciliation of liabilities from financing activities were as follows:

Lease liabilities
Lease liabilities
2025.1.1
$
8,937
2024.1.1
$
19,478
Cash flows
(10,876)
Cash flows
(10,800)
Non-cash
changes
December 31,
2025
16,717
14,778
Non-cash
changes
December 31,
2024
259
8,937
Non-cash
changes
December 31,
2025
16,717
14,778
Non-cash
changes
December 31,
2024
259
8,937
8,937

(7) Related-party transactions:

  • (a) Parent company and ultimate controlling party

The Company is it’s ultimate controlling party.

  • (b) Names of the related parties and their relationship with the Company

The followings are related parties that have had transactions with related party during the periods covered in the financial statements.

covered in the financial statements.
Name of related party Relationship with the Company
Groundhog Pte. Ltd (the “Groundhog Singapore”) The Company’s subsidiaries
Groundhog Technologies Inc. (USA) The Company’s indirect subsidiaries
(the “Groundhog USA”)
Key management personnel -
  • (c) Significant transactions with related parties

  • (i) Other transactions

    • 1) The amounts of technical services provided to related parties and the resulting accounts receivable were as follows:
Name Object Amounts Amounts Accounts receivable
related parties
Accounts receivable
related parties
2025
$
-
2024 December 31,
2025
December 31,
2024
-
2,000
Groundhog USA Service Revenue 1,959 2,000

(Continued)

43

GROUNDHOG INC. Notes to the Financial Statements

  • 2) The payables deriving from the technical services provided by related parties to the Company were as follows:
Name Object Amounts Amounts Accounts payable
related parties
Accounts payable
related parties
2025
$
8,989
2024 December 31,
2025
December 31,
2024
8,989
-
Groundhog USA Service Expense - -

(ii) Guarantees and endorsements

As of December 31, 2025 and 2024, the Company provided financing endorsement guarantees for its subsidiary's bank credit lines of $62,860 thousand and $32,785 thousand, respectively. The actual expenditure amount was $4,711 thousand as of December 31, 2024. In addition, there are no actual expenditure amount as of December 31, 2025.

  • (d) Key management personnel compensation

Key management personnel compensation comprised:

Short-term employee benefits
Post-employment benefits
Share-based payments
2025
$ 30,374
891
-
$
31,265
2024
26,591
823
391
27,805

(8) Pledged assets

The carrying values of pledged assets were as follows:

Pledged assets Object December 31,
2025
$
41,520
December 31,
2024
Financial assets measured at amortized cost
(certificates of deposit)
performance bond
(Note)
41,520

Note: The Company and another company have jointly applied for the Ministry of Economic Affairs' A+ Enterprise Innovation and R&D Quenching Project "JCAS Big Data Network and Geolocation System Technologies", and the Company has provided the performance bond of $41,520 thousand as collateral.

(9) Significant Commitments and Contingencies:

Unrecognized commitments of the Company:

Please refer to note 7 for quarantees to subsidiaries.

(10) Losses Due to Major Disasters:None

(11) Subsequent Events:None

(Continued)

44

GROUNDHOG INC. Notes to the Financial Statements

(12) Other:

(a) A summary of current-period employee benefits, depreciation, and amortization, by function, is as follows:

follows:
Function
Nature
2025 2024
Operating
cost
Operating
expenses
Total Operating
cost
Operating
expenses
Total
Employee benefit expenses
Salary
Labor and health insurance
Pension
Remuneration of directors
Others
Depreciation
Amortization
25,164
2,138
1,187
-
977
1,820
15
157,545
13,002
7,745
2,976
5,610
10,286
86
182,709
15,140
8,932
2,976
6,587
12,106
101
37,535
3,149
1,851
-
1,529
2,882
77
146,048
10,830
6,654
3,841
4,983
9,626
259
183,583
13,979
8,505
3,841
6,512
12,508
336

The number of the Company’s employees and the additional information of employee benefits were as follows:

Employees
Non concurrently as employees of directors
Average of employee benefit expenses
Average of employee salary expenses
Adjustment of employee salary expenses

The Company compensation policies are as follows:

The Company's employee remuneration includes monthly salary and three holiday bonuses, as well as performance bonuses depending on operating conditions. The Company also has a salary adjustment system, which conducts annual assessments based on actual work performance, regularly conducts external salary market surveys to understand industry salary standards, and conducts fixed salary increases every March of each year. In addition, in accordance with its articles of incorporation, the Company should contribute no less than 5% of the profit as employee remuneration when there is profit for the year. The recipients of such remuneration include employees of subordinate companies who meet certain conditions, with the business performance being taken into consideration.

The Company's manager remuneration is specified in accordance with the "Directors and Managers' Salary and Remuneration Measures", including management remuneration, retirement pensions, employee remuneration and business execution-related expenses; the Company's managers' performance appraisal is based on the discussion with each manager about the Company's achievement of its operational goals and the annual achievement status of each department.

(Continued)

45

GROUNDHOG INC. Notes to the Financial Statements

In accordance with Article 22 of Incorporation, the distribution of directors' remuneration, with the approval of the board, will be based on the extent of their participation in the Company's operations and the value of their contributions, as well as the usual level of payment in the same industry. According to Article 25 of the Company's Articles of Incorporation, if the Company incur profit for the year, maximum of 1% of the profit shall be allocated as remuneration to directors based on the evaluation results of their performance. In accordance with the "Directors and Managers' Salary and Remuneration Measures", the salary and remuneration committee meetings are held regularly to evaluate the performance of the Company's operation and future operation, as well as the risk of operation, then make recommendations to the board of directors for their decision making reference. The remuneration distribution to each director (excluding that of independent directors) depends on their degree of involvement.

  • (b) The Company and another company have jointly applied for the Ministry of Economic Affairs' A+ Enterprise Innovation and R&D Quenching Project "JCAS Big Data Network and Geolocation System Technologies". The case has been reviewed and approved. The Company expects to invest $103,800 thousand in the project, and as of 2025 and 2024, $21,052 thousand and $2,823 thousand in subsidy income has been recognized as income from grants, respectively.

(13) Other disclosures:

  • (a) Information on significant transactions:

The following is the information on significant transactions required by the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” for the Company:

  • (i) Loans to other parties: None.

  • (ii) Guarantees and endorsements for other parties:

No. Name of
guarantor
Counte
guara
endor
r party of
ntee and
sement
Limitation on
amount of
guarantees and
endorsements for a
specific enterprise
Highest balance
for
guarantees and
endorsements
during
the period
Balance of
guarantees
and
endorsements as
of
reporting date
Actual usage
amount during
the period
Property
pledged for
guarantees and
endorsements
(Amount)
Ratio of
accumulated
amounts of
guarantees and/
endorsements to
net worth of the
latest
financial
statements
Maximum
amount for
guarantees
and
endorsements
Parent company
endorsements/
guarantees to
third parties on
behalf of
subsidiary
Subsidiary
endorsements/
guarantees
to third parties
on behalf of
parent
company
Endorsements/
guarantees
to third parties
on behalf of
companies in
Mainland China
Name Relationship
with the
Company
1 The
Company
Groundhog
USA
1 218,422 64,635 62,860 - - %
8.63
364,037 Y N N
  • Note 1: The amount of the company's endorsement guarantee shall not exceed 50% of the company's net worth, and the limit of a single guarantee object shall not exceed 30% of the net worth.

  • Note 2: Relevant figures in this table involving foreign currencies are converted into New Taiwan Dollars at the exchange rate on the date of the financial statements.

  • (iii) Securities held as of December 31, 2025 (excluding investment in subsidiaries, associates and joint ventures): None.

  • (iv) Related-party transactions for purchases and sales with amounts exceeding the lower of NT$100 million or 20% of the capital stock: None.

  • (v) Receivables from related parties with amounts exceeding the lower of NT$100 million or 20% of the capital stock: None.

(Continued)

46

GROUNDHOG INC. Notes to the Financial Statements

(b) Information on investees:

The following is the information on investees for the year ended December 31, 2025 (excluding information on investees in Mainland China):

Name of
investor
Name of
investee
Location Main business and products Original investment amount Original investment amount Balance a s of December 31, 2025 Net income
(losses)
of investee
Share of
profits/losses of
investee
Note
December 31,
2025
December 31,
2024
Shares
(thousands)
Percentage of
ownership
Carrying
value
The
Company
Groundhog
Pte. Ltd
Groundhog
Pte. Ltd
Groundhog
USA
Singapore
USA
Mobile intelligence platform
application development and
implementation
Mobile intelligence platform
application development and
implementation
30,890
28,530
(SGD 1,326
thousand)
30,890
28,530
(SGD 1,326
thousand)
1,459
2
%
100.00
%
100.00
39,347
34,779
223
(134)
223
(134)

(c) Information on investment in Mainland China: None.

(14) Segment information:

Please refer to the Group’s consolidated financial statements for the year ended December 31, 2025 for details.

47

GROUNDHOG INC.

Statement of cash and cash equivalents

December 31, 2025

(Expressed in thousands of New Taiwan Dollars)

Item Description Amount
Cash on hand $ 80
Cash in bank Demand deposit 526,006
Foreign currency demand deposits (USD1,137 thousand;
Exchange rate 31.43; SGD17 thousand; Exchange rate 24.45;
EUR254 thousand; Exchange rate 36.90) 45,509
Total $ 571,595
Statement of notes and accounts receivable
Customer Name Description Amount
Client G Sales $ 14,700
Client Q 12,761
Client R 5,657
Client H 5,573
Other (individual amount not exceeding 5%) 8,268
46,959
Less: Loss allowance (1,273)
Net accounts receivable $ 45,686

48

GROUNDHOG INC.

Statement of changes in investments accounted for using the equity method

For the year ended December 31, 2025

(Expressed in thousands of New Taiwan Dollars)

Name of investee
Groundhog Singapore
Beginning balance
Number
of shares
Amount
1,459 $
40,566
Additions
Number
of shares
Amount
-
-
Reduce
Number
of shares
Amount
-
-
Investment
income
223
Others
(Note 1)
(1,442)
Ending Balance
Number
of shares
Percentage
of holding
shares
Amount
1,459
%
100.00
39,347
Ending Balance
Number
of shares
Percentage
of holding
shares
Amount
1,459
%
100.00
39,347
Market value or
book value
Price
Market
value or
book value
Pledged or
guaranteed
-
39,347
None
Number
of shares
Number
of shares
-
Number
of shares
-
Number
of shares
1,459
Percentage
of holding
shares
%
100.00
Price
-
1,459

(Note 1): The amount is exchange difference on translation.

49

GROUNDHOG INC.

Statement of changes in property, plant and equipment

For the year ended December 31, 2025

Please refer to note 6(e) to this parent company only financial statement for details.

Statement of changes in right-of-use assets

Please refer to note 6(f) to this parent company only financial statement for details.

Statement of other payables

Item Description Amount
Salary and bonus payable $ 46,589
Payables Labor and health insurance expense, etc. 12,752
Other (individual amount not exceeding 5%) 1,842
$ 61,183

50

GROUNDHOG INC.

Statement of lease liabilities December 31, 2025 (Expressed in thousands of New Taiwan Dollars)

Item
Building
Less: Within one year
Terms of contracts
2025.11.01~2027.04.30
Statement of other current liabilities
Interest rate
Ending balance
2.5%
$ 14,778
(11,037)
$
3,741
Interest rate
Ending balance
2.5%
$ 14,778
(11,037)
$
3,741
Item Description Amount
Deferred income $ 10,074
Others (individual amount does not exceed 5%) 769
$ 10,843
Statement of other non-current liabilities
Item Amount
Net defined benefit liabilities $ 5,477
Provisions 1,515
Deferred tax liabilities 901
$ 7,893

51

GROUNDHOG INC.

Statement of operating revenue

December 31, 2025

(Expressed in thousands of New Taiwan Dollars)

Item
Software technical service revenue
Target advertising revenue
Operating revenue
Note: The software application is not applicable.
PCS
Amount
(Note)
$ 333,569
(Note)
9,666
$
343,235
PCS
Amount
(Note)
$ 333,569
(Note)
9,666
$
343,235

Statement of operating costs

For the year ended December 31, 2025

Item Amount
Labor cost $ 25,164
Professional service fee 8,989
Insurance 2,237
Other (individual amount not exceeding 5%) 5,654
Total $ 42,044

52

GROUNDHOG INC.

Statement of operating expenses

For the year ended December 31, 2025

(Expressed in thousands of New Taiwan Dollars)

Item
Salaries
Insurance
Professional service fee
Travel expense
Donation fee
Outsourced research expense
Others (individual amount does not exceed 5%)
Total
Selling expenses
$ 33,174
2,240
68
3,352
-
-
9,952
$
48,786
Administrative
expenses
23,757
1,859
4,285
-
2,520
-
7,760
40,181
Research and
development
expenses
100,614
9,590
648
57
-
16,100
24,849
151,858