AI assistant
Yeahka Limited Interim / Quarterly Report 2025
51174_rns_2025-09-22_8c532a9b-60d5-4461-982d-7acc95a38849.pdf
Interim / Quarterly Report
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Yeahka 移卡
INTERIM REPORT
2025
Yeahka Limited
(Incorporated in the Cayman Islands with limited liability)
Stock Code: 9923.HK
CONTENTS
2 CORPORATE INFORMATION
5 BUSINESS REVIEW AND OUTLOOK
16 MANAGEMENT DISCUSSION AND ANALYSIS
27 OTHER INFORMATION
41 INTERIM CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
43 INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
45 INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
47 INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
49 NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
85 DEFINITIONS
CORPORATE INFORMATION
Registered Office
Vistra (Cayman) Limited
P.O. Box 31119 Grand Pavilion
Hibiscus Way, 802 West Bay Road
Grand Cayman, KY1-1205
Cayman Islands
Headquarters
19/F, A4 Building, Kexing Science Park
15 Keyuan Road, Nanshan District
Shenzhen
China
Principal Place of Business in Hong Kong
Room 1912, 19/F
Lee Garden One
33 Hysan Avenue
Causeway Bay
Hong Kong, China
(With effect from January 10, 2025)
Company's Website
https://www.yeahka.com/
Board of Directors
Executive Directors
Mr. Liu Yingqi (Chairman)
Mr. Yao Zhijian
Mr. Luo Xiaohui
Ms. Liang Shengtian
Independent non-executive Directors
Mr. Tam Bing Chung Benson
Mr. Yao Wei
Mr. Ouyang Rihui
Joint Company Secretaries
Mr. Lai Chun Tat
Ms. Tang King Yin
(an associate member of both The Hong Kong Chartered Governance Institute and The Chartered Governance Institute in the United Kingdom)
YEAHKA LIMITED 2025 INTERIM REPORT
CORPORATE INFORMATION
Authorized Representatives
Mr. Yao Zhijian
Ms. Tang King Yin
Audit Committee
Mr. Yao Wei (Chairman)
Mr. Tam Bing Chung Benson
Mr. Ouyang Rihui
Remuneration Committee
Mr. Yao Wei (Chairman)
Mr. Liu Yingqi
Mr. Tam Bing Chung Benson
Nomination Committee
Mr. Liu Yingqi (Chairman)
Mr. Yao Wei
Mr. Tam Bing Chung Benson
Environmental, Social and Governance Committee
Mr. Liu Yingqi (Chairman)
Mr. Yao Zhijian
Mr. Yao Wei
Hong Kong Legal Advisor
Han Kun Law Offices LLP
Rooms 4301-10, 43/F
Gloucester Tower, The Landmark
15 Queen's Road Central
Hong Kong, China
Independent Auditor
PricewaterhouseCoopers
Certified Public Accountants
Registered Public Interest Entity Auditor
22/F, Prince's Building
Central
Hong Kong, China
The Cayman Islands Principal Share Registrar and Transfer Office
Maples Fund Services (Cayman) Limited
Boundary Hall, Cricket Square
PO Box 1093, Grand Cayman, KY1-1102
Cayman Islands
YEAHKA LIMITED 2025 INTERIM REPORT
CORPORATE INFORMATION
Hong Kong Share Registrar
Computershare Hong Kong Investor Services Limited
Shops 1712-1716
17th Floor, Hopewell Centre
183 Queen's Road East
Wanchai
Hong Kong, China
Principal Bank
Industrial and Commercial Bank of China, Shenzhen Meilin Yicun Sub-branch
No. 112, Zone 5, Meilin Yicun
Futian District
Shenzhen
China
Stock Code
9923
YEAHKA LIMITED 2025 INTERIM REPORT
BUSINESS REVIEW AND OUTLOOK
Business and Financial Summary
- Following the successful acquisition of our U.S. MSB (Money Services Business) federal payment license, we have also secured the Arizona MTL (Money Transmitter License) state-level payment license, and continue to expand our footprint across major global economies;
- We have also obtained formal approval from Japan's Ministry of Economy, Trade and Industry to conduct online and offline QR code payment acceptance services in Japan, further consolidating our local team and existing business foundations to enhance our commercialization strengths, so as to provide Japanese merchants with one-stop digital commerce enablement solutions;
- We supported our strategic partner The Hongkong and Shanghai Banking Corporation Limited ("HSBC") to upgrade its payment acceptance management solutions, adding payment methods such as Alipay, Alipay HK, and WeChat Pay, demonstrating the penetration of our international products;
- Our AI-driven precision marketing subsidiary Beijing Chuangxinzhong Technology Co., Ltd. (北京創信眾科技有限公司) ("Chuangxinzhong") achieved approximately 40% month-on-month growth in AI-generated digital human video transaction volume, while reducing content production costs by as much as 80%. As of June 30, 2025, AI-generated content accounted for 20% of total video production. Chuangxinzhong has also become ByteDance Ltd.'s (字節跳動) ("ByteDance") first partner capable of converting content into public digital humans, co-developing an intelligent commerce enablement ecosystem;
- Our one-stop payment services continued to lead the industry, with daily transaction counts peaking at nearly 60 million;
- Our gross payment volume (GPV) for the six months ended June 30, 2025 was RMB1,144.4 billion, representing a decrease of 1.9% compared to the same period last year. The transaction volume of our overseas businesses during the Reporting Period exceeded RMB1.5 billion, surpassing the transaction volume of approximately RMB1.1 billion for the full year of 2024;
- Our payment fee rate for the six months ended June 30, 2025 was 12.5 basis points (bps), marking a 1.0 bps increase year-on-year, underscoring a stronger commercialization and business expansion capability than industry peers, out of which, our payment fee rate overseas reached 67.0 bps;
- Revenue for the six months ended June 30, 2025 was RMB1,641.5 million, representing a year-on-year increase of 4.0%;
- Gross profit for the six months ended June 30, 2025 was RMB383.0 million, representing a year-on-year increase of 27.6%. Gross profit margin for the same period rose from 19.0% to 23.3%;
YEAHKA LIMITED 2025 INTERIM REPORT
BUSINESS REVIEW AND OUTLOOK
- Gross profit margin of business segments continued to improve. For the six months ended June 30, 2025, gross profit margin of one-stop payment services increased from 6.9% to 13.7%, among which gross profit margin of overseas business exceeded 50%. Gross profit margin of value-added services with higher gross profit margins (including merchant solutions and in-store e-commerce services) continued to maintain a high level of 88.5%;
- Leveraging the broader application of artificial intelligence across all business lines of the Group, selling, administrative, and research and development expenses for the six months ended June 30, 2025 decreased by 19.3% compared to the same period last year, reflecting cost reduction across the board;
- As a result of actively upgrading our equity structure and optimizing finance costs, the finance costs for the six months ended June 30, 2025 decreased by 52.7% compared to the same period last year; and
- Profit for the Period amounted to RMB41.4 million for the six months ended June 30, 2025, representing an increase of 27.0% from the same period last year.
About Yeahka
Yeahka is a leading commerce enablement technology platform dedicated to creating value for merchants and consumers. We strive to expand an independent commercial digitalized ecosystem to (i) provide seamless, convenient and reliable payment services to both merchants and consumers through our one-stop payment services; (ii) enable merchants to better manage and drive business growth through our merchant solutions; and (iii) provide consumers with local lifestyle services of great value through our in-store e-commerce services.
Strategic Progress and Outlook
In the first half of 2025, we achieved robust overseas growth through business portfolio diversification while providing one-stop payment and value-added services for global brand clients, which demonstrates the strong scalability of our business model in the international markets. During the same period, the fee rate and profitability of our domestic payment business demonstrate gradual recovery. Our strengthened partner relationships and a more resilient digital ecosystem have provided a solid foundation for stable growth. Driven by strategic business model upgrades, our value-added services achieved sustained and high-quality growth. Among them, our precision marketing business achieved a record high transaction volume in the second quarter, and our in-store e-commerce business secured consecutive months of profitability, which further enhanced the sustainability of our overall profitability. Concurrently, all business lines optimized operational efficiency through deepened AI integration, which streamlined processes, reduced costs, and, for revenue-generating innovations like AI digital humans in automated marketing campaigns, earned us widespread industry and client recognition. Our diversified digital ecosystem built around payments, enriched by unique merchant-consumer interaction scenarios and bolstered by a proven track record of continuous product innovation, will unlock new opportunities for merchants to capitalize on the global digital currency trends.
YEAHKA LIMITED 2025 INTERIM REPORT
BUSINESS REVIEW AND OUTLOOK
Despite a decline in the average transaction amount per customer given macroeconomic volatility, which resulted in a 1.9% year-on-year decrease in our GPV from RMB1,166.2 billion for the six months ended June 30, 2024 to RMB1,144.4 billion for the same period in 2025, the GPV in the second quarter of 2025 rose quarter-on-quarter, indicating a start toward stabilization and recovery. Leveraging our pricing power as China's leading payment technology brand, our fee rate increased from 11.5 bps for the six months ended June 30, 2024 to 12.5 bps for the same period in 2025, driving revenue up by 4.0% from RMB1,577.7 million for the six months ended June 30, 2024 to RMB1,641.5 million for the same period in 2025.
Our gross profit increased by 27.6% from RMB300.2 million for the six months ended June 30, 2024 to RMB383.0 million for the same period in 2025. This growth is primarily attributable to the recovery and strong profit resilience of our domestic payment business. As a result, gross profit from our one-stop payment services surged by 110.3% from RMB92.9 million in the first half of 2024 to RMB195.3 million in the first half of 2025. Our gross profit margin increased from 19.0% for the six months ended June 30, 2024 to 23.3% for the same period in 2025, mainly due to the aforementioned increase in payment gross profit (payment gross profit margin increased from 6.9% in the first half of 2024 to 13.7% in the first half of 2025) and the gross profit margins from value-added services remaining at a high level overall (including merchant solutions and in-store e-commerce).
Notably, our overseas business achieved robust growth, with overseas GPV exceeding RMB1.5 billion in the first half of 2025, surpassing the transaction volume of approximately RMB1.1 billion for the full year of 2024 in total. This performance further solidified our globalization strategy. For the six months ended June 30, 2025, our overseas payment fee rate was 67.0 bps, with a gross profit margin over 50%, and the quarterly transaction volume per overseas merchant was significantly higher than domestic levels. The high-quality and sustainable development of overseas business continues to unlock significant profit potential for the Company.
In terms of business processes, we have proactively applied AI technology across various operational areas, including marketing content production, R&D processes, risk management, and customer service. Among these, the adoption rate of AI-assisted programming based on large language models has reached nearly 40%, accelerating the implementation and advancement of production and R&D projects. Implementation of artificial intelligence has also crucially enhanced the efficiency of transaction security and automated 60% of the previous manual customer service workflows. By widespread integration of AI tools to streamline internal processes, our operating expenses decreased by 19.3% for the six months ended June 30, 2025. Adjusted EBITDA for the same period was RMB173.3 million.
At the same time, our effective financial management slashed financial costs by 52.7% year-on-year for the six months ended June 30, 2025. Our profit for the Period rose by 27.0% from RMB32.6 million during the six months ended June 30, 2024 to RMB41.4 million for the same period in 2025. During the same period, our profit margin of the Period increased from 2.1% to 2.5%.
YEAHKA LIMITED 2025 INTERIM REPORT
BUSINESS REVIEW AND OUTLOOK
The following table sets forth the comparative figures for the six months ended June 30, 2025 and June 30, 2024, respectively:
| | For the six months ended
June 30, | | Year-on-year
change
(%) |
| --- | --- | --- | --- |
| | 2025
RMB’000 | 2024
RMB’000 | |
| Revenue | 1,641,526 | 1,577,719 | 4.0 |
| – One-stop payment services | 1,429,317 | 1,346,561 | 6.1 |
| – Merchant solutions | 186,527 | 202,319 | (7.8) |
| – In-store e-commerce services | 25,682 | 28,839 | (10.9) |
| Gross profit | 383,030 | 300,219 | 27.6 |
| Gross profit margin | 23.3% | 19.0% | 4.3(1) |
| – One-stop payment services | 13.7% | 6.9% | 6.8(1) |
| – Merchant solutions | 91.3% | 90.9% | 0.4(1) |
| – In-store e-commerce services | 68.0% | 81.5% | (13.5)(1) |
| Profit for the Period | 41,373 | 32,580 | 27.0 |
| Profit margin for the Period | 2.5% | 2.1% | 0.4(1) |
Note:
(1) Percentage points
Below are the key highlights from our business lines during the Reporting Period:
Sustained Rapid Growth of Overseas Business and Deepened Global Penetration
In the first half of 2025, our overseas business achieved robust growth and established broader and deeper coverage of international channels. We also fulfilled customer demands across industry verticals as well as product-services more comprehensively, which solidified our Company’s globalization strategy. For the six months ended June 30, 2025, our overseas GPV exceeded RMB1.5 billion, surpassing the 2024’s full-year total of approximately RMB1.1 billion, which validated our strong market expansion capabilities and recognition from customers. This high-quality development continues to unlock long-term profit potential: for the six months ended June 30, 2025, the overseas payments fee rate reached 67.0 bps, with gross margin exceeded 50%, and quarterly transaction volume per overseas merchant significantly outperformed domestic levels.
YEAHKA LIMITED 2025 INTERIM REPORT
BUSINESS REVIEW AND OUTLOOK
Following the acquisition of our U.S. MSB (Money Services Business) federal payment license we have also secured the Arizona MTL (Money Transmitter License) state-level payment license, and continue to expand our footprint across major global economies. We have also obtained formal approval from Japan's Ministry of Economy, Trade and Industry to conduct online and offline QR code payment acceptance services in Japan, further consolidating our local team and existing business foundations to enhance our commercialization strengths. With these critical licenses, we have further solidified our strategic layout and channel networks for serving overseas consumers and enterprises, enabling us to provide comprehensive payment services to overseas markets, including payment acceptance, card issuing, e-wallets, cross-border remittances, currency exchange, and corporate expense management. These licenses further strengthen our differentiated competitive edge against industry peers and build a unique and solid value proposition for overseas development.
Concurrently, we have supported our strategic partner, HSBC, to upgrade its payment acceptance management solutions, adding payment methods such as Alipay, Alipay HK, and WeChat Pay, and will jointly explore further cooperation in the digital currency and overseas market. This initiative not only showcases our extensive payment channel network and the market penetration of our internationalized products, but also reflects our strategic commitment to deepening alliances with leading global financial institutions amid the globalization journey of our business.
Furthermore, our payment and value-added service product lines continued to empower globally iconic brands. Through Fushi, our investee company, we have expanded service coverage to deliver more customized services to international clients. Leveraging on our extensive domestic experience in lifestyle services and in-store e-commerce services, we accelerated business expansion across Japan, Singapore, and the Hong Kong SAR. By proactively securing necessary operational licenses and building specialized talent teams worldwide, we are committed to providing high-quality and convenient one-stop commerce enablement solutions to merchants around the world.
Integrating AI Technology with Unique Insights into Industry Verticals to Lead Industry Innovation
Leveraging the cutting-edge technologies and operational expertise of our AI Lab, we integrated diverse large language models with granular insights into merchant operations to transform consumer-merchant experiences. This cements our industry leadership in innovation while significantly enhancing clients' capabilities in cost reduction, efficiency improvement, and revenue growth.
Our subsidiary Chuangxinzhong enabled merchants to automatically generate images and videos through inputting keywords. This capability not only significantly reduced labor costs for actors, editing, and so on, but also enabled the rapid production of many high-quality advertising materials, driving costs down while increasing efficiency for merchants. AI-generated digital human videos have revolutionized precision marketing. In the first half of 2025, the related transaction volume grew by approximately 40% month-on-month, while cost of materials dropped by 80%. As of June 30, 2025, AI-generated content accounted for 20% of the total video production volume. Chuangxinzhong has also become ByteDance's first partner for public digital human generation, co-developing an intelligent commerce enablement ecosystem.
YEAHKA LIMITED 2025 INTERIM REPORT
BUSINESS REVIEW AND OUTLOOK
On the merchant side, we utilized AI-driven merchant data analysis combined with natural language processing (NLP) to generate business analysis and recommendations for customers. This has significantly shortened business decision-making cycles, improved the efficiency of merchant data queries, reduced operation time by over 80%, and cut customer service labor costs by 60%. On the consumer side, through our investee company Fushi, we have created AI Shop to deliver a demand-driven immersive shopping journey for users. AI Shop is capable of dynamically generating product categories based on a user's description of their needs using conversational language they are familiar with, which delivers personalized shopping experiences. The entire process enables seamless switching between categorized interfaces. By predictively analyzing the personal preferences of consumers and their behavioral data, AI Shop can proactively and intelligently recommend optimal product bundles to boost sales conversion rates.
In terms of operational processes, we have actively deployed AI technology in KYC, risk control, customer service, and operations. The adoption rate of AI-assisted programming based on large language models has reached nearly 40%, accelerating the implementation and advancement of production and R&D projects. AI technology also helped us successfully perform risk interceptions more swiftly, enhancing transaction security efficiency. With AI tools streamlining processes, we reduced operating expenses by approximately 20%. We will continue to empower our business with AI and digital technologies to drive innovation and high-quality growth.
One-Stop Payment Service: Resilient Market Leadership Driving Quality Growth and Profitability
In the first half of 2025, macroeconomic volatility led to a decline in average transaction value per customer, resulting in a 1.9% year-on-year decrease in our GPV. Notably, a quarter-on-quarter increase in the second quarter compared to the first quarter signaled a start toward stabilisation and recovery. The peak daily transaction counts via our app-based payments remained robust at 60 million, which demonstrates our solid leading position in the industry. Concurrently, our fee rate during the Reporting Period increased from 11.5 bps to 12.5 bps year-on-year, demonstrating our pricing power as a leading payment technology brand in China and the strong recognition from merchant of our high-quality one-stop services. Revenue from payment services increased by 6.1% year-on-year, from RMB1,346.6 million for the six months ended June 30, 2024 to RMB1,429.3 million for the same period in 2025, validating the sustained business momentum of our payment services. Compared with the same period last year, the gross profit of our one-stop payment services business surged by 110.3% year-on-year to RMB195.3 million in the first half of 2025, with the gross profit margin climbing to 13.7%, significantly optimizing the profitability of our payment services.
We are committed to operational refinement and continuously enhancing the momentum for organic business growth: (i) dynamic pricing: we implement customers tiering and differentiated operations to flexibly adjust fee rates, strengthen customer management, boost revenue streams, and optimize charging standards; (ii) diversified channels and regional penetration: we collaborated with over 7,000 SaaS partners and deepened cooperation with leading agents to improve synergy efficiency and penetrate low-end markets and prefecture-level cities; and (iii) high-potential client acquisition: we actively target large clients in high-potential industries who exhibit deeper service needs and stronger payment capacity. Looking ahead to the second half of 2025, we will continue to advance our refined operations to sustain high-quality growth.
YEAHKA LIMITED 2025 INTERIM REPORT
BUSINESS REVIEW AND OUTLOOK
The overseas payment and payment acceptance market exhibited compelling long-term profit potential. For the six months ended June 30, 2025, the fee rate for our overseas payment business stood at 67.0 bps, with a gross profit margin over 50%, implying profits generated per transaction overseas were significantly higher than those domestically. Since the average transaction volume of overseas merchants is significantly higher than that in the domestic market, the average profit contribution per overseas customer also substantially outpaced domestic counterparts. We have established a relatively mature and scalable business model in overseas markets, backed by a strong track record. With continued acquisition of local payment licenses in major overseas markets including the United States and Japan, the contribution of overseas business to total payment gross profit is expected to keep rising from 3.5% for the six months ended June 30, 2025. Compared with industry peers, we maintain a distinctive competitive edge in product positioning and market footprint. By focusing on serving overseas merchants and consumers, we have strengthened our unique value proposition and solidified our competitive foundation in the global market.
We have established an extensive user network and diverse application scenarios covering retail and international trading across multiple countries in the digital payment domain, together with our investee company and strategic partners. We proactively promoted the implementation of digital currency use cases, including e-CNY in China, and introduced into local lifestyle domains, such as launching blockchain-powered dining vouchers which delivered new experiences for merchants and consumers. Relying on our cooperation network spanning various parties including banks and supply chain providers, we have been devoted to eliminating financial service barriers, optimizing currency circulation efficiency, and propelling high-quality industry development.
Merchant Solutions: Commercialization of AI and Data Technology with Profit Margin Further Improved
For the six months ended June 30, 2025, our merchant solutions generated revenue of RMB186.5 million, representing a 7.8% year-on-year decrease yet achieving a 35.8% period-on-period growth. Continuing enhancement of our merchant service capabilities has boosted customers' willingness to pay and the scale of business. The gross profit margin further increased from 90.9% for the six months ended June 30, 2024 to 91.3% in the same period of 2025, mainly driven by our increased application of AI technology, continuous improvement in product profitability, strict cost control, and targeting customers with higher profit margin.
Benefiting from expanded service adoption by major e-commerce clients including JD.com, Meituan, and Kuaishou, our precision marketing business achieved a semi-annual record-high transaction volume of over RMB1.7 billion in the first half of 2025, representing a year-on-year increase of more than 23%. Our subsidiary, Chuangxinzhong, specialized in precision marketing, saw approximately 40% month-on-month growth in transaction volume related to AI-generated digital human videos, with AI-generated transaction volume accounting for over 20% of total video production volume. These innovative services have significantly shortened the material production cycle and reduced material costs by approximately 80%. Chuangxinzhong has become the first partner within the ecosystem of ByteDance (the parent company of Douyin) capable of transforming content into public digital humans, supporting development of a digital intelligent commercial ecosystem.
YEAHKA LIMITED 2025 INTERIM REPORT
BUSINESS REVIEW AND OUTLOOK
When Chuangxinzhong produces digital human advertising videos, clients are only required to provide word prompts. The system then autonomously selects optimal advertising protagonists based on industry attributes and targeted demographics, designs facial expressions and movement details, and generates simulated videos. This eliminates the traditional cumbersome processes like live-action shooting and editing, and enables efficient production of personalized marketing content, allowing platform algorithms to recommend high-quality materials and amplify traffic and media exposure. Building on serving leading fintech enterprises, we have further expanded to prominent consumer and internet brands such as Haier, Hellobike, and Ele.me, extending our industry coverage across vertical sectors.
Merchant solutions' contribution to our total revenue continued to increase period-over-period from $9.1\%$ for the six months ended December 31, 2024 to $11.3\%$ for the six months ended June 30, 2025. Deepening AI applications and expanding cooperation with our domestic and international strategic partners will further amplify the commercialization capability of this segment and elevate the Company's revenue growth and profitability.
In-store E-commerce Services: Strategic Upgrades Significantly Improving Profitability
We executed a strategic upgrade of our in-store e-commerce services across the board, achieving break-even in the first half of 2025 and delivering consecutive monthly profitability in the second quarter. Besides, we focused on targeting high-quality and higher-margin customers, reducing our investment in direct sales teams and developed distribution networks. Against the backdrop of gradually phasing out customers with lower profitability contributions, revenue from our in-store e-commerce services in the first half of 2025 decreased. We stepped up our efforts to serve large-scale customers like Haidilao and Nayuki designing comprehensive marketing packages to enhance service upselling and quality execution, and enhanced customer satisfaction and repurchase rates. Our strategy drove year-on-year growth in the average revenue and profits of both merchants and employees in the first half of 2025. Furthermore, customers' willingness to pay continue to strengthen. As of June 30, 2025, our fees paid upfront contributed over $60\%$ of revenue in in-store e-commerce services, further ensuring profitability of each service offering.
Our in-store business intelligence open platform, Winsfor, integrated AI technology with digital marketing services to efficiently connect customers with mainstream platforms such as Douyin, Xiaohongshu, Dianping, and AMap, thereby boosting marketing transformation performance and driving the continuous year-on-year growth in the number of serviced stores, with new brands including China Telecom, Yili, and Midea. Our in-store e-commerce business has deepened its integration with our payment services, enabling resource sharing and complementary advantages to provide merchants with a one-stop experience featuring efficient marketing, seamless payment acceptance, and flexible coupon redemption. On top of our domestic operational experience, we have replicated our successful business model in offshore markets including Japan, Singapore, Hong Kong and Macau, assisting local food and beverage merchants and hospitality merchants in enhancing their operational efficiency and optimizing the shopping experience for Chinese consumers abroad.
YEAHKA LIMITED 2025 INTERIM REPORT
BUSINESS REVIEW AND OUTLOOK
The gross profit margin for our in-store e-commerce services decreased from 81.5% for the six months ended June 30, 2024 to 68.0% for the same period in 2025, primarily due to the increased focus on large and franchised customers with higher requirements for service content, which elevated operational costs during the Period. After strategic business upgrades, we have adopted refined operational strategies and deployed AI applications such as Winsfor's livestreaming scriptwriting tools. These strategies effectively reduced manual labor for marketing and production, thereby raising the average profit contribution from our merchants and employees in the first half of 2025.
With the in-store e-commerce business achieving profitability, its stabilized business foundation has become a new driver of the Company's overall profit growth. Our team continued to enlarge its geographical coverage to grow key cities; connect with additional platforms to boost customers' network expansion and repurchase rates; collaborate with agents to accelerate new client acquisition; and strengthen the export of in-store e-commerce services and operational models overseas to accelerate our business globalization.
Company Outlook
Looking ahead, we will persist in our long-term strategy, with international expansion and product innovation as our dual engines. From license applications to product launch and customer acquisitions, our overseas business model and service capabilities have been validated by the market while demonstrating significant potential for global expansion. We will further strengthen our global market presence.
As the cornerstone of the Company's development, our one-stop payment services will retain their foundational role, which generates synergies and resources for other business segments. While continuously optimizing our merchant solutions and in-store e-commerce businesses, we will also launch innovative products and services that are closely aligned with market trends, and integrate cutting-edge technologies, thereby enhancing profitability and market share.
Amid technological trends including artificial intelligence, blockchain and digital currencies, we will proactively adapt to these developments and advances and continue to deepen the innovative application of such technologies in our business operations. Through continuously improving our operational efficiency, product competitiveness and intelligent services, we will further advance our payment-based one-stop digital solutions for merchants that are highly efficient and innovative.
Share Purchase by our Controlling Shareholder, Share Repurchase by our Company and Share Purchase Pursuant to the RSU Scheme
We are informed by our controlling shareholder, Creative Brocade International Limited (an entity controlled by our founder, chairman of the Board, and chief executive officer, Mr. Liu Yingqi) ("Creative Brocade International"), that as of June 30, 2025, it has purchased a total of 1,158,800 Shares from the open market since January 1, 2025, representing 0.25% of the issued Shares as of June 30, 2025.
YEAHKA LIMITED 2025 INTERIM REPORT
BUSINESS REVIEW AND OUTLOOK
During the Reporting Period, the Company has also utilized an aggregate of approximately HKD4.0 million (including commission and transaction cost) to repurchase 546,000 Shares on market at a consideration ranging from HKD6.78 to HKD8.53 per share. The Shares repurchased during such period represent 0.12% of issued Shares as of June 30, 2025. All of the Shares repurchased during the Reporting Period were subsequently retained as treasury Shares by the Company.
Meanwhile, during the Reporting Period, the trustee of the RSU Scheme has utilized an aggregate of approximately HKD0.7 million (including commissions and transaction costs) to purchase 82,000 Shares from the open market at a consideration ranging from HKD7.93 to HKD8.45 per Share. The Shares purchased during such period represent 0.02% of the issued Shares as of June 30, 2025 and will be used as share awards to incentivize key personnel of our Group and/or its related entities.
By increasing their holdings in the Company's Shares, Mr. Liu, Creative Brocade International, and the Company expressed their confidence in the future development prospects of Yeahka and affirmed its intrinsic value.
Financing
Reference is made to the Company's announcements dated January 6, 2025 and January 13, 2025 (the "Placing Announcements"). Unless otherwise defined, capitalized terms used in this section shall have the same meanings as those set out in the Placing Announcements. On January 6, 2025, the Company, the Top-up Vendor and the Placing Agent entered into the Placing and Subscription Agreement, pursuant to which, (i) the Top-up Vendor agreed to sell, and the Placing Agent agreed, as agent of the Top-up Vendor, to procure, on a best effort basis to purchase up to 19,150,000 Placing Shares held by the Top-up Vendor at a price of HK$10.10 per Placing Share; and (ii) the Top-up Vendor conditionally agreed to subscribe as principal for, and the Company conditionally agreed to issue, 19,150,000 Subscription Shares at the Subscription Price, which is equivalent to the Placing Price (collectively, the "Placing").
A total of 19,150,000 Placing Shares have been successfully placed at the Placing Price of HK$10.10 per Placing Share to not less than six professional, institutional and/or individual investors who, together with their respective ultimate beneficial owners, are independent of and not acting in concert with the Top-up Vendor Concert Group and are third parties independent of and not connected with the Company or its connected persons. A total of 19,150,000 Subscription Shares (equal to the number of the Placing Shares successfully placed under the Vendor Placing) were subscribed by the Top-up Vendor at the Subscription Price of HK$10.10 per Subscription Share. The net share price for the Subscription after deduction of the expenses incurred by the Top-up Vendor in connection with the Subscription, which were all borne by the Company, was approximately HK$9.88 per Subscription Share and the closing price was HK$11.10 per Share on the date of the Placing and Subscription Agreement. The Subscription Shares represent approximately 4.14% of the issued share capital of the Company as enlarged by the Subscription. The net proceeds from the Subscription are estimated to be approximately HK$189.2 million, net of all applicable costs and expenses including commissions, professional fees and out-of-pocket expenses. The purpose of the Placing was to supplement the Group's long-term funding of its expansion plan and growth strategies and also provide an opportunity to the Group to raise further capital whilst broadening the shareholder base and the capital base. For further details of the proceeds received by the Company and the use of such proceeds in relation to the Placing, please refer to the section headed "Use of Proceeds from the Placing" in this Interim Report.
YEAHKA LIMITED 2025 INTERIM REPORT
BUSINESS REVIEW AND OUTLOOK
Environmental, Social and Governance ("ESG")
Yeahka upholds the philosophy of "continuously creating a better future", aligns with the United Nations Sustainable Development Goals, and actively addresses stakeholder concerns. Yeahka has been committed to improving its ESG governance systems and advancing related initiatives, striving to be a responsible corporate citizen. During the Reporting Period, the Company was again included in the S&P Sustainability Yearbook (China Edition) 2025, highlighting its excellence in sustainable development.
On the environmental protection front, we have continued to advance the construction of private cloud computing infrastructure and a "half-cloud, half-physical" deployment approach. In addition, in compliance with the guidance of the Task Force on Climate-related Financial Disclosures (TCFD) and the "International Financial Reporting Standard S2 - Climate-related Disclosures" (IFRS S2), we will comprehensively disclose climate-related management practices across four dimensions: governance, strategy, risk management and metrics and targets, to further enhance our resilience to respond to climate changes.
Regarding social responsibility, the Group leverages digital technology to advance social welfare, proactively supporting the development of micro and small merchants, providing consumers with local lifestyle services, and improving the quality of community life. We focused on the deployment and application of AI technologies across diverse business scenarios, both domestically and internationally. For instance, through promoting the 'Winsfor' in-store intelligence platform, we connect customers to comprehensive traffic and maximize the empowering benefits from AI. Concurrently, we also continuously strengthened the transaction risk control system, intercepting risky transaction during the Reporting Period to ensure user transaction security. Additionally, Yeahka always recognized its employees essential to its sustainability by supporting their professional growth and offering comprehensive benefits with efforts to address their evolving needs.
In terms of corporate governance, our ESG Committee actively identified sustainable development opportunities and risks, supplemented by regular review of the governance structure and target progress to report on ESG-related matters to the Board. We specifically emphasized on information security through continuously optimizing our management systems. During the Reporting Period, we revised policies including "Personal Information Protection Specification" (《個人信息保護規範》) and "Information Security Management Measures" (《信息安全管理辦法》). We are also validated by authoritative third-party certifications, including certification by Grade 3 Certification under China's Multi-Level Protection Scheme (MLPS), Payment Card Industry Data Security Standard (PCI-DSS), and UnionPay Data Security Standard (UPDSS) - solidifying our business and customer data protection frameworks.
YEAHKA LIMITED 2025 INTERIM REPORT
MANAGEMENT DISCUSSION AND ANALYSIS
Results Performance for the Six Months ended June 30, 2025
| For the six months ended June 30, | ||
|---|---|---|
| 2025 RMB'000 (unaudited) | 2024 RMB'000 (unaudited) | |
| Revenue | 1,641,526 | 1,577,719 |
| Including: interest revenue | 86,575 | 84,365 |
| Cost of revenue | (1,258,496) | (1,277,500) |
| Gross profit | 383,030 | 300,219 |
| Selling expenses | (47,248) | (52,280) |
| Administrative expenses | (136,555) | (155,705) |
| Research and development expenses | (87,557) | (128,286) |
| Net impairment losses on financial assets | (61,448) | (42,105) |
| Other income | 9,748 | 18,626 |
| Fair value changes of financial assets and financial liabilities at fair value through profit or loss | 2,806 | 94,184 |
| Other (losses)/gains - net | (3,977) | 22,189 |
| Operating profit | 58,799 | 56,842 |
| Finance costs | (19,804) | (41,872) |
| Share of net profits of investments accounted for using the equity method | 6,110 | 21,408 |
| Profit before income tax | 45,105 | 36,378 |
| Income tax expense | (3,732) | (3,798) |
| Profit for the Period | 41,373 | 32,580 |
| Profit for the Period attributable to: | ||
| Equity holders of the Company | 43,075 | 31,628 |
| Non-controlling interests | (1,702) | 952 |
Revenue
We generate revenue primarily through our three main types of business, namely (i) one-stop payment services; (ii) merchant solutions; and (iii) in-store e-commerce services. Our revenue increased by 4.0% from RMB1,577.7 million for the six months ended June 30, 2024 to RMB1,641.5 million for the comparative period in 2025.
YEAHKA LIMITED 2025 INTERIM REPORT
MANAGEMENT DISCUSSION AND ANALYSIS
The following table sets forth our revenue by business type for the periods indicated:
| For the six months ended June 30, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| RMB'000 | % | RMB'000 | % | |
| (unaudited) | (unaudited) | |||
| Revenue from one-stop payment services | 1,429,317 | 87.1 | 1,346,561 | 85.4 |
| Revenue from merchant solutions | 186,527 | 11.3 | 202,319 | 12.8 |
| Revenue from in-store e-commerce services | 25,682 | 1.6 | 28,839 | 1.8 |
| Total | 1,641,526 | 100.0 | 1,577,719 | 100.0 |
One-stop payment services
Revenue from our one-stop payment services increased by 6.1% from RMB1,346.6 million for the six months ended June 30, 2024 to RMB1,429.3 million for the comparative period in 2025, primarily due to the increase in our fee rate.
Merchant solutions
Revenue from our merchant solutions decreased by 7.8% from RMB202.3 million for the six months ended June 30, 2024 to RMB186.5 million for the comparative period in 2025 due to the decrease in our user base, which was compensated by the growth in our precision marketing business.
In-store e-commerce services
Revenue from in-store e-commerce services decreased by 10.9% from RMB28.8 million for the six months ended June 30, 2024 to RMB25.7 million for the comparative period in 2025, as we focus on high-quality and higher-margin customers and gradually phasing out customers with lower profitability contributions.
YEAHKA LIMITED 2025 INTERIM REPORT
MANAGEMENT DISCUSSION AND ANALYSIS
Cost of Revenue
The following table sets forth a breakdown of our cost of revenue by nature for the periods indicated.
For the six months ended June 30,
| 2025 | 2024 | |||
|---|---|---|---|---|
| RMB'000 (unaudited) | % | RMB'000 (unaudited) | % | |
| Commission and fees | 1,182,388 | 94.0 | 1,199,748 | 93.9 |
| Amortization of non-current assets | 51,172 | 4.0 | 52,783 | 4.1 |
| Raw materials and consumables | 2,563 | 0.2 | 4,568 | 0.4 |
| Others | 22,373 | 1.8 | 20,401 | 1.6 |
| Total | 1,258,496 | 100.0 | 1,277,500 | 100.0 |
Our cost of revenue decreased by 1.5% from RMB1,277.5 million for the six months ended June 30, 2024 to RMB1,258.5 million for the comparative period in 2025, primarily due to a decrease in commission and fees, which reflects our improved pricing power over our agents.
The following table sets forth a breakdown of our cost of revenue by business type for the periods indicated:
For the six months ended June 30,
| 2025 | 2024 | |||
|---|---|---|---|---|
| RMB'000 (unaudited) | % | RMB'000 (unaudited) | % | |
| One-stop payment services | 1,234,020 | 98.0 | 1,253,703 | 98.1 |
| Merchant solutions | 16,250 | 1.3 | 18,465 | 1.5 |
| In-store e-commerce services | 8,226 | 0.7 | 5,332 | 0.4 |
| Total | 1,258,496 | 100.0 | 1,277,500 | 100.0 |
YEAHKA LIMITED 2025 INTERIM REPORT
MANAGEMENT DISCUSSION AND ANALYSIS
Gross Profit and Gross Profit Margin
The following table sets forth our gross profit and gross profit margin by business type for the periods indicated:
| For the six months ended June 30, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| Gross profit | Gross profit margin | Gross profit | Gross profit margin | |
| RMB'000 (unaudited) | % | RMB'000 (unaudited) | % | |
| One-stop payment services | 195,297 | 13.7 | 92,858 | 6.9 |
| Merchant solutions | 170,277 | 91.3 | 183,854 | 90.9 |
| In-store e-commerce services | 17,456 | 68.0 | 23,507 | 81.5 |
| Total | 383,030 | 23.3 | 300,219 | 19.0 |
Our gross profit increased by 27.6% from RMB300.2 million for the six months ended June 30, 2024 to RMB383.0 million for the comparative period in 2025 mainly as a result of the rapid recovery of our domestic payment business and the strong performance of our one-stop payment services during the Reporting Period.
Our gross profit margin increased from 19.0% for the six months ended June 30, 2024 to 23.3% for the comparative period in 2025 as a result of the increase in the gross profit margin of our one-stop payment services and the high gross profit margin of our merchant solutions.
Gross profit margin of our one-stop payment services increased from 6.9% for the six months ended June 30, 2024 to 13.7% for the comparative period in 2025 as we optimized the profitability of our payment service by increasing our fee rate.
Gross profit margin of merchant solutions increased from 90.9% for the six months ended June 30, 2024 to 91.3% for the comparative period in 2025, led by our increased application of AI technology, our continued effort to improve product profitability and costs control and our focus on customers with higher profit margin.
Gross profit margin of in-store e-commerce services decreased from 81.5% for the six months ended June 30, 2024 to 68.0% for the comparative period in 2025 as we became increasingly focus on large-scale and chain customers with higher requirements for service content, which has led to a corresponding increase in costs during the Reporting Period.
YEAHKA LIMITED 2025 INTERIM REPORT
MANAGEMENT DISCUSSION AND ANALYSIS
Selling Expenses
Our selling expenses decreased by 9.6% from RMB52.3 million for the six months ended June 30, 2024 to RMB47.2 million for the comparative period in 2025, primarily due to the decrease in the outsourcing service fees.
Administrative Expenses
Our administrative expenses decreased by 12.3% from RMB155.7 million for the six months ended June 30, 2024 to RMB136.6 million for the comparative period in 2025, primarily due to the decrease in the number of our employees as we extended the usage of AI technology in our operation.
Research and Development Expenses
Our research and development expenses decreased by 31.7% from RMB128.3 million for the six months ended June 30, 2024 to RMB87.6 million for the comparative period in 2025, primarily due to the wider adoption of AI tools which were more cost effective and the decrease in labor costs and outsourcing service fees.
Net Impairment Losses on Financial Assets
Our net impairment losses on financial assets increased by 45.9% from RMB42.1 million for the six months ended June 30, 2024 to RMB61.4 million for the comparative period in 2025. The increase was primarily due to macroeconomic fluctuations, which adversely affected the loan performance of customers. In response, the Group proactively implemented risk mitigation measures, including enhancing risk control and review processes, limiting transactions with high-risk customers, and adopting refined management of customer acquisition channels by granting credits to customers from high-quality channels only. For details, please refer to note 4.2(a) to the unaudited interim consolidated financial statements.
Other Income
Our other income decreased by 47.7% from RMB18.6 million for the six months ended June 30, 2024 to RMB9.7 million for the comparative period in 2025, primarily due to the decrease in interest income from bank deposits and the decrease in government grants.
Fair Value Changes of Financial Assets and Financial Liabilities at Fair Value Through Profit or Loss
We recorded fair value changes of financial assets and financial liabilities at fair value through profit or loss of a gain of RMB94.2 million for the six months ended June 30, 2024 and a gain of RMB2.8 million for the six months ended June 30, 2025 respectively, primarily due to the increase in fair value of our investments in listed companies.
YEAHKA LIMITED 2025 INTERIM REPORT
MANAGEMENT DISCUSSION AND ANALYSIS
Other (Losses)/Gains – Net
We recorded other gains – net of RMB22.2 million for the six months ended June 30, 2024 and other losses – net of RMB4.0 million for the six months ended June 30, 2025 respectively, this decrease was primarily because, unlike in the first half of 2024, there was no repurchase of our convertible bonds, nor any associated gain, during the Reporting Period.
Operating Profit
As a result of the foregoing, we recorded operating profit of RMB56.8 million for the six months ended June 30, 2024 and RMB58.8 million for the comparative period in 2025.
Finance Costs
Our finance costs decreased by 52.7% from RMB41.9 million for the six months ended June 30, 2024 to RMB19.8 million for the comparative period in 2025, primarily because, unlike in the first half of 2024, there was no interest expense related to our convertible bonds in the Reporting Period.
Share of Net Profits of Investments Accounted for Using the Equity Method
We recorded share of net profits of investments accounted for using the equity method of a profit of RMB21.4 million for the six months ended June 30, 2024 and a profit of RMB6.1 million for the comparative period in 2025, primarily due to the increase in the net profit of an associate of the Group.
Profit Before Income Tax
As a result of the foregoing, our profit before income tax increased by 24.0% from RMB36.4 million for the six months ended June 30, 2024 to RMB45.1 million for the comparative period in 2025.
YEAHKA LIMITED 2025 INTERIM REPORT
MANAGEMENT DISCUSSION AND ANALYSIS
Income Tax Expense
Our income tax expense decreased slightly by 1.7% from RMB3.8 million for the six months ended June 30, 2024 to RMB3.7 million for the comparative period in 2025. Our effective tax rate was 10.4% for the six months ended June 30, 2024 and 8.3% for the six months ended June 30, 2025, which was relatively stable.
Profit for the Period
As a result of the foregoing, our profit increased by 27.0% from RMB32.6 million for the six months ended June 30, 2024 to RMB41.4 million for the six months ended June 30, 2025.
Non-IFRS Measures
We adopt adjusted EBITDA, which is not required by or presented in accordance with IFRS, as an additional financial measure to supplement our consolidated financial statements. We believe that EBITDA facilitates comparisons of operating performance from period to period and company to company, by eliminating potential impacts of items that our management does not consider indicative of our operating performance. In addition, our adjusted EBITDA excludes certain non-cash or non-recurrent items such as share-based compensation expenses, and fair value changes of financial assets and financial liabilities at fair value through profit or loss. We believe that the non-IFRS measure is commonly adopted by our industry peers and provide useful information to investors and others in understanding and evaluating our consolidated results of operations in the same manner as they help our management. However, our presentation of adjusted EBITDA may not be comparable to similarly titled measures presented by other companies. The use of the non-IFRS measures has limitations as an analytical tool, and the investors and Shareholders should not consider them in isolation from, or as substitute for analysis of, our results of operations or financial condition as reported under IFRS.
YEAHKA LIMITED 2025 INTERIM REPORT
MANAGEMENT DISCUSSION AND ANALYSIS
The following table illustrates reconciliations to our adjusted EBITDA from our profit for the periods indicated:
| | For the six months
ended June 30, | |
| --- | --- | --- |
| | 2025
RMB'000 | 2024
RMB'000 |
| Profit for the period | 41,373 | 32,580 |
| Add: | | |
| Finance costs | 19,804 | 41,872 |
| Amortization of non-current assets | 51,172 | 52,783 |
| Depreciation of property, plant and equipment | 12,284 | 15,191 |
| Amortization of intangible assets | 8,550 | 9,055 |
| Income tax expense | 3,732 | 3,798 |
| EBITDA | 136,915 | 155,279 |
| Add: | | |
| Share-based compensation expenses | 39,220 | 40,803 |
| Non-Recurring Adjustment on Revenue^{(Note)} | – | 86,100 |
| Deduct: | | |
| Gain on repurchase of Convertible Bonds | – | (24,727) |
| Fair value changes of financial assets and financial liabilities
at fair value through profit or loss | (2,806) | (94,184) |
| Adjusted EBITDA | 173,329 | 163,271 |
Note: During the six months ended June 30, 2024, we paid approximately RMB86.1 million to a suspense account of the payment networks in relation to interchange fee rate adjustments as requested by the payment networks. We netted off such payments made to the suspense account from our one-stop payment services revenue in accordance with the Group's accounting policies of revenue recognition and based on our communications with the payment networks. Such non-recurring adjustment ceased in the first half of 2024.
Our adjusted EBITDA for the Reporting Period increased by 6.2% from RMB163.3 million for the six months ended June 30, 2024 to RMB173.3 million for the comparative period in 2025, primarily due to the increase in our net profit for the Reporting Period.
Capital Structure
Our total assets increased from RMB7,705.5 million as of December 31, 2024 to RMB7,761.4 million as of June 30, 2025. Our total liabilities decreased from RMB5,116.0 million as of December 31, 2024 to RMB4,937.0 million as of June 30, 2025. Liabilities-to-assets ratio decreased from 66.4% as of December 31, 2024 to 63.6% as of June 30, 2025.
YEAHKA LIMITED 2025 INTERIM REPORT
MANAGEMENT DISCUSSION AND ANALYSIS
Our current ratio, being current assets divided by current liabilities as of the respective date increased from 1.18 as of December 31, 2024 to 1.24 as of June 30, 2025.
Liquidity, Capital Resources and Gearing
The Group has adopted a prudent approach in financial resources management. For the six months ended June 30, 2025, we financed our operations primarily through cash generated from business operations, bank borrowings and proceeds from fundraising activity. Our cash and cash equivalents increased by 14.8% from RMB595.7 million as of December 31, 2024 to RMB684.2 million as of June 30, 2025, primarily attributable to the placing of shares in January 2025. As of June 30, 2025, the cash and cash equivalents of the Group were mainly denominated in RMB, USD and HKD. The Group maintains a strong cash position to meet potential needs for business expansion and development.
Our gearing ratio, being total debt (which includes total borrowings) divided by total equity and multiplied by 100%, decreased from 35.9% as of December 31, 2024 to 33.4% as of June 30, 2025.
Capital Expenditures
Our capital expenditures primarily consist of payments for purchasing property, plant and equipment, intangible assets and payment terminals. Our total capital expenditures increased by 133.7% from RMB13.6 million for the six months ended June 30, 2024 to RMB31.9 million for the six months ended June 30, 2025, as we increased our purchase of payment terminals in the Reporting Period compared to that of the comparable period in 2024 following the rapid recovery of our domestic payment business.
Indebtedness
Our indebtedness mainly includes interest-bearing bank borrowings denominated in RMB and HKD. The following table sets forth a breakdown of our interest-bearing borrowings and lease liabilities as of the dates indicated:
| As of June 30, 2025 RMB'000 (unaudited) | As of December 31, 2024 RMB'000 (audited) | |
|---|---|---|
| Non-current | ||
| Bank borrowings | 12,000 | 3,000 |
| Lease liabilities | 17,122 | 16,767 |
| Current | ||
| Bank and other borrowings | 944,341 | 928,993 |
| Lease liabilities | 12,836 | 19,165 |
| Total | 986,299 | 967,925 |
YEAHKA LIMITED 2025 INTERIM REPORT
MANAGEMENT DISCUSSION AND ANALYSIS
Please refer to note 23 to the unaudited interim consolidated financial statements to this Interim Report for details of our bank and other borrowings and their interest rates.
Contingent Liabilities
As of June 30, 2025, we did not have any material contingent liabilities, guarantees or any litigations or claims of material importance, pending or threatened against any member of our Group that was likely to have a material and adverse effect on our business, financial condition or results of operations.
Pledge of Assets
As of June 30, 2025, we pledged account receivables of approximately RMB15.0 million to one bank.
Foreign Exchange Risk and Hedging
As we operate mainly in the PRC with most of the transactions settled in RMB, we consider that our business is not exposed to any significant foreign exchange risk as there are no significant financial assets or liabilities that are denominated in the currencies other than the respective functional currencies of our Group's entities. We do not use any derivative contracts to hedge against our exposure to foreign exchange risk. We manage currency risk by closely monitoring the movement of the foreign currency rates and will take prudent measures to minimize the currency translation risk.
Material Acquisitions and Disposals and Future Plans for Major Investments
During the six months ended June 30, 2025, we did not conduct any material investments, acquisitions or disposals. In addition, save for the expansion plans as disclosed in the section headed "Use of Proceeds from the Placing" in this Interim Report, the Board has not authorized any specific plan for material investments or capital assets as of the date of this Interim Report. However, we will continue to identify new opportunities for business development.
Significant Investment Held
As of June 30, 2025, we were interested in 4,500,000 (15.1%) of the ordinary shares in Fushi, our associate company, and held 8,899,914 (29.8%) of preferred shares of Fushi, which was classified as financial assets at fair value through profit or loss. The carrying amount of our investment in Fushi's ordinary shares and the fair value of the preferred shares amounted to approximately RMB834,957,000 (as of December 31, 2024: RMB834,957,000), which accounted for approximately 10.8% of our total assets as of June 30, 2025. The investment costs for our investment in the preferred shares of Fushi was approximately RMB351,600,000. No net unrealized fair value gains or losses were recognized by us for the six months ended June 30, 2025 in respect of our investment in the preferred shares of Fushi. No dividend has been received from Fushi for the six months ended June 30, 2025.
Fushi is a company established in the PRC on April 12, 2016 with limited liability. It is a one-stop SaaS digital platform for merchants. The Board believes that Fushi will continue to be an important member within Yeahka's ecosystem of expanding its merchant base and providing merchant services.
YEAHKA LIMITED 2025 INTERIM REPORT
MANAGEMENT DISCUSSION AND ANALYSIS
Significant Events After the Reporting Period
Except as disclosed in this Interim Report, there were no material events subsequent to June 30, 2025 which could have a material impact on our operating and financial performance as of the date of this Interim Report.
Interim Dividend
The Board did not recommend the payment of an interim dividend for the six months ended June 30, 2025 (for the six months ended June 30, 2024: Nil).
Company Information
The Company was incorporated in the Cayman Islands on September 8, 2011 as an exempted company with limited liability, and the Shares were listed on the Main Board of the Stock Exchange on June 1, 2020.
Employees
As of June 30, 2025, we had a total of 808 employees, most of whom were based in China. Please refer to note 9 to the interim condensed consolidated financial information for the amount of our employee benefit expenses.
Our success depends on our ability to attract, retain and motivate qualified personnel. The remuneration package for our employees generally includes salary and bonuses. We determine employee remuneration based on factors such as qualifications and years of experience. Employees also receive welfare benefits, including medical care, retirement benefits, occupational injury insurance and other miscellaneous items. We make contributions to mandatory social security funds for our employees to provide for retirement, medical, work-related injury, maternity and unemployment benefits. We have adopted a robust training program, pursuant to which employees regularly receive trainings on areas including technology, regulation and management from internal or external speakers. We offer ongoing in-house training for different levels of employees, tailored to their roles and skill levels. We believe our training culture has contributed to our ability to recruit and retain qualified employees.
YEAHKA LIMITED 2025 INTERIM REPORT
OTHER INFORMATION
Directors' and Chief Executive's Interests and Short Positions in the Shares, Underlying Shares and Debentures
As at June 30, 2025, the interests and short positions of Directors and the chief executive of the Company in the shares, underlying shares and debentures of the Company and its associated corporations within the meaning of Part XV of the SFO which were required to be notified to the Company and the Stock Exchange pursuant to Divisions 7 and 8 of Part XV of the SFO (including interests and short positions which they have taken or are deemed to have taken under such provisions of the SFO); or which were required, pursuant to section 352 of the SFO, to be recorded in the register referred to therein; or which were required to be notified to the Company and the Stock Exchange pursuant to the Model Code were as follows:
Interests of Directors and Chief Executives in the Shares and Underlying Shares
| Name of Director/chief executive | Capacity/Nature of interest | Number of Shares(1) | Approximate percentage of shareholding (%)(6) |
|---|---|---|---|
| Mr. Liu Yingqi(2) | Founder of a discretionary trust | 161,953,164 | 35.04 |
| Mr. Yao Zhijian | Beneficial owner | 3,279,827(3) | 0.70 |
| Mr. Luo Xiaohui | Beneficial owner | 2,430,251(4) | 0.52 |
| Ms. Liang Shengtian | Beneficial owner | 280,778(5) | 0.06 |
Notes:
- All interests stated are long positions.
- Creative Brocade International Limited is owned as to (i) 99.9% by Brocade Creation Investment Limited, which is wholly-owned by Brocade Creation Limited, the holding vehicle used by Contrust (Far East) Limited (the trustee of the Brocade Creation Trust); and (ii) 0.1% by Creative Brocade Ltd., which is wholly-owned by Mr. Liu Yingqi. The Brocade Creation Trust is a discretionary trust established by Mr. Liu Yingqi (as the settlor) and the discretionary beneficiary is Mr. Liu Yingqi. In addition, since Creative Brocade International Limited controls one-third or more of the voting power at general meetings of the Company, it is taken to have an interest in the treasury shares of the Company under the SFO. As at June 30, 2025, the total number of treasury shares held by the Company is 546,000. Therefore, each of Mr. Liu Yingqi, Contrust (Far East) Limited, Brocade Creation Limited and Brocade Creation Investment Limited is deemed under the SFO to be interested in the 161,953,164 Shares held by Creative Brocade International Limited.
- The interest comprises of 300,000 underlying Shares in respect of the share options granted under the Share Option Scheme. For details, see "Other Information - Share Option Scheme" below.
- The interest comprises of 100,000 underlying Shares in respect of the share options granted under the Share Option Scheme. For details, see "Other Information - Share Option Scheme" below.
- The interest comprises of 90,000 underlying Shares in respect of the share options granted under the Share Option Scheme. For details, see "Other Information - Share Option Scheme" below.
- The percentage represents the number of shares interested divided by the total number of ordinary shares of the Company in issue as at June 30, 2025, i.e. 462,162,442.
YEAHKA LIMITED 2025 INTERIM REPORT
OTHER INFORMATION
Interests of Directors and Chief Executives in the Company's Associated Corporations
| Name of Director/chief executive | Name of associated corporation | Capacity/ Nature of interest | Registered Capital (RMB) | Approximate percentage of shareholding (%) |
|---|---|---|---|---|
| Mr. Liu Yingqi | Shenzhen Yeahka | Beneficial owner | 198,545,266 | 99.27 |
Save as disclosed above, as at June 30, 2025, no Directors or chief executives of the Company had or was deemed to have an interest or short position in the shares, underlying shares or debentures of the Company or its associated corporations, within the meaning of Part XV of the SFO, which were required to be notified to the Company and the Stock Exchange pursuant to Divisions 7 and 8 of Part XV of the SFO (including interests and short positions which they have taken or are deemed to have taken under such provisions of the SFO); or which were required, pursuant to section 352 of the SFO, to be recorded in the register referred to therein; or which were required to be notified to the Company and the Stock Exchange pursuant to the Model Code.
Substantial Shareholders' and Other Persons' Interests and Short Positions in the Shares and Underlying Shares
As at June 30, 2025, to the best knowledge of the Directors, the following persons, other than Directors and chief executives of the Company, had interests or short positions in the shares or underlying shares of the Company which were required to be disclosed to the Company under the provisions of Divisions 2 and 3 of Part XV of the SFO, or which were required, pursuant to section 336 of the SFO, to be recorded in the register referred to therein:
YEAHKA LIMITED 2025 INTERIM REPORT
OTHER INFORMATION
Interests of Substantial Shareholders in the Shares of the Company
| Name of Shareholder | Capacity/Nature of interest | Number of Shares^{(1)} | Approximate percentage of shareholding (%)^{(5)} |
|---|---|---|---|
| Creative Brocade International Limited^{(2)} | Beneficial owner | 161,953,164 | 35.04 |
| Brocade Creation Investment Limited^{(2)} | Interest in controlled corporation | 161,953,164 | 35.04 |
| Brocade Creation Limited^{(2)} | Interest in controlled corporation | 161,953,164 | 35.04 |
| Cantrust (Far East) Limited^{(2)} | Trustee of a trust | 161,953,164 | 35.04 |
| Ms. Luo Haiying^{(3)} | Interest of spouse | 161,953,164 | 35.04 |
| Recruit Holdings Co., Ltd | Beneficial Owner | 30,051,196 | 6.74 |
| TMF Trust (HK) Limited^{(4)} | Trustee of a trust | 67,684,006 | 14.65 |
Notes:
- All interests stated are long positions.
- Creative Brocade International Limited is owned as to (i) 99.9% by Brocade Creation Investment Limited, which is wholly-owned by Brocade Creation Limited, the holding vehicle used by Cantrust (Far East) Limited (the trustee of the Brocade Creation Trust); and (ii) 0.1% by Creative Brocade Ltd., which is wholly-owned by Mr. Liu Yingqi. The Brocade Creation Trust is a discretionary trust established by Mr. Liu Yingqi (as the settlor) and the discretionary beneficiary is Mr. Liu Yingqi. In addition, since Creative Brocade International Limited controls one-third or more of the voting power at general meetings of the Company, it is taken to have an interest in the treasury shares of the Company under the SFO. As at June 30, 2025, the total number of treasury shares held by the Company is 546,000. Therefore, each of Mr. Liu Yingqi, Cantrust (Far East) Limited, Brocade Creation Limited and Brocade Creation Investment Limited is deemed under the SFO to be interested in the 161,953,164 Shares held by Creative Brocade International Limited.
- Ms. Luo Haiying, the spouse of Mr. Liu Yingqi, is deemed under the SFO to be interested in the 161,953,164 Shares in which Mr. Liu Yingqi is deemed to be interested.
- TMF Trust (HK) Limited directly holds the entire issued share capital of each of RSU Nominee 1 and RSU Nominee 2. Based on the latest disclosure of interests notice filed as of June 30, 2025 (date of relevant event: March 25, 2025), RSU Nominee 1 and RSU Nominee 2 held 39,733,589 and 27,950,417 underlying Shares in respect of the restricted share units granted and to be granted under the RSU Scheme for the benefit of eligible participants pursuant to the RSU Scheme, respectively. Therefore, TMF Trust (HK) Limited is deemed under the SFO to be interested in the 39,733,589 and 27,950,417 Shares held by RSU Nominee 1 and RSU Nominee 2, respectively.
- The percentage represents the number of shares interested divided by the total number of ordinary shares of the Company in issue as at June 30, 2025, i.e. 462,162,442.
Save as disclosed above, as of June 30, 2025, to the best knowledge of the Directors, no other persons (not being Directors or chief executives of the Company) had interests or short positions in the shares or underlying shares of the Company which were required to be disclosed to the Company under the provisions of Divisions 2 and 3 of Part XV of the SFO, or which were required, pursuant to section 336 of the SFO, to be recorded in the register referred to therein.
YEAHKA LIMITED 2025 INTERIM REPORT
OTHER INFORMATION
RSU Scheme
The RSU Scheme, as amended from time to time, was initially approved and adopted by the Board on August 1, 2019. As part of the reorganization and for the convenience of the governance of the Company, the Company adopted the RSU Scheme to replace the Pre-IPO Stock Incentive Scheme such that all the options granted under the Pre-IPO Stock Incentive Scheme are converted to RSUs. The Pre-IPO Stock Incentive Scheme has been terminated. Further details of the reorganization and the conversion of share options to RSUs are set out in the Prospectus. The purpose of the RSU Scheme is to incentivize Directors (excluding independent non-executive Directors), senior management of our Group and holding companies, fellow subsidiaries or associated companies of the Company, and other selected personnel for their contribution to the Group, to attract, motivate and retain skilled and experienced personnel to strive for the future development and expansion of the Group by providing them with the opportunity to own equity interests in the Company.
The RSU Scheme was adopted before the new Chapter 17 of the Listing Rules coming into effect (effective on January 1, 2023). Starting from June 5, 2024, being the date of the second annual general meeting after January 1, 2023, the Company will not grant any new Shares under the RSU Scheme and the RSU Scheme shall be entirely funded by existing Shares received from any Shareholder or purchased (either on-market or off-market) by the trustee of the RSU Scheme in accordance with the rules of the RSU Scheme.
A RSU gives the RSU Participant a conditional right when the RSU vests to obtain either Shares or an equivalent value in cash with reference to the market value of the Shares on or about the date of exercise of the RSUs, less any tax, stamp duty and other charges applicable, as determined by the Board in its absolute discretion. Each RSU represents one underlying Share. A RSU may include, if so specified by the Board in its entire discretion, cash and non-cash income, dividends or distributions and/or the sale proceeds of non-cash and non-scrip distributions in respect of those Shares.
The Board selects the RSU Eligible Persons to receive RSUs under the RSU Scheme at its discretion. The RSU Scheme will be valid and effective for a period of ten (10) years, commencing from the date of the first grant of the RSUs, being August 1, 2019 (unless it is terminated earlier in accordance with its terms), after which no further RSUs shall be granted or accepted, but the provisions of the RSU Scheme shall remain in full force and effect in order to give effect to the vesting of RSUs granted and accepted prior to the expiration of the period of the RSU Scheme. As of June 30, 2025, the remaining life of the RSU Scheme is approximately four years and one month. The maximum number of RSUs that may be granted under the RSU Scheme in aggregate (excluding RSUs that have lapsed or been cancelled in accordance with the RSU Scheme) shall be such number of Shares held or to be held by the trustee for the purpose of the RSU Scheme from time to time. As of January 1, 2025 and June 30, 2025, the total number of Shares held by the RSU Trustee for the purpose of RSU Scheme were 77,598,548 and 73,116,345, respectively, representing $17.5\%$ and $16.8\%$ of the Shares in issue as of the relevant dates, respectively. The trustee holding unvested shares of the RSU Scheme, whether directly or indirectly, shall abstain from voting on matters that require shareholders' approval under the Listing Rules, unless otherwise required by law to vote in accordance with the beneficial owner's direction and such a direction is given. The Company may direct and procure the trustee to receive existing shares from any shareholder of the Company or purchase existing Shares (either on-market or off-market) to satisfy the RSUs upon exercise. The Company shall procure that sufficient funds are provided to the trustee by whatever means as the Board may in its absolute discretion determine to enable the trustee to satisfy its obligations in connection with the administration of the RSU Scheme. There is no maximum entitlement for each RSU Eligible Person under the rules of the RSU Scheme.
YEAHKA LIMITED 2025 INTERIM REPORT
OTHER INFORMATION
An Eligible Person selected by the Board to be granted RSUs under the RSU Scheme may accept the RSUs in such manner (including any amount payable on acceptance of the RSUs as determined by the Board in its absolute discretion and the period within which payments may be made, if any) set out in the grant letter. The Board can determine the vesting criteria, conditions, and the time schedule when the RSUs will vest and such criteria, conditions and time schedule shall be stated in the grant letter. RSUs held by a RSU Participant that are vested as evidenced by the vesting notice may be exercised (in whole or in part) by the RSU Participant serving an exercise notice in writing on the RSU Trustee and copied to the Company. Any exercise of RSUs must be in respect of a board lot of 400 Shares each or an integral multiple thereof (except where the number of RSUs which remains unexercised is less than one board lot). Upon receipt of an exercise notice, the Board shall direct and procure the RSU Trustee to, within a reasonable time, transfer the Shares underlying the RSUs exercised (and, if applicable, the cash or non-cash income, dividends or distributions and/ or the sale proceeds of non-cash and non-scrip distributions in respect of those Shares) to the RSU Participant which the Company has allotted and issued to the RSU Trustee as fully paid up Shares or which the RSU Trustee has either acquired by purchasing existing Shares or by receiving existing Shares from any shareholder, subject to the RSU Participant paying the exercise price (as determined by the Board in its absolute discretion, if any) and all tax, stamp duty, levies and charges applicable to such transfer to the RSU Trustee or as the RSU Trustee directs.
The Company has appointed TMF Trust (HK) Limited as the RSU Trustee to assist with the administration and vesting of RSUs granted pursuant to the RSU Scheme. All the Shares underlying the RSUs granted and to be granted under the RSU Scheme were allotted and issued to RSU Nominee 1 and RSU Nominee 2, each of which being a company wholly-owned by the RSU Trustee. As of June 30, 2025, RSUs in respect of an aggregate of 10,468,452 underlying Shares, representing approximately $2.27\%$ of the total number of issued Shares as of the date of this Interim Report, were granted but have not been vested (excluding the RSUs lapsed or cancelled) remain to be held by RSU Nominee 1 and RSU Nominee 2.
YEAHKA LIMITED 2025 INTERIM REPORT
OTHER INFORMATION
Details of the RSUs granted under the RSU Scheme and the movements in RSUs during the six months ended June 30, 2025 are set below:
| Name of RSU grantee | Date of grant | Granted during the Period(1) | Closing price immediately before the date of grant during the Period (HKD) | Fair value of RSUs at the date of grant during the Period (HKD) | Vesting period | Number of Shares | Exercise price of RSUs vested or cancelled during the Period (HKD) | Closing price immediately before the vesting date (HKD) | ||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| As at January 1, 2025 | Vested during the Period | Cancelled during the Period | Lapsed during the Period | As at June 30, 2025 | ||||||||
| Director of the Company | ||||||||||||
| Luo Xiaohui | January 21, 2022 | - | - | - | January 24, 2023 - January 24, 2026 | 40,000 | 20,000 | - | - | 20,000 | 0.01 | 7.66 |
| March 28, 2023 | - | - | - | March 28, 2024 - March 28, 2027(2) | 75,000 | 25,000 | - | - | 50,000 | 0.01 | 7.98 | |
| June 5, 2024 | - | - | - | June 5, 2025 - June 5, 2028(2) | 200,000 | 50,000 | - | - | 150,000 | 0.01 | 12.08 | |
| March 28, 2025 | 164,773 | 7.98 | 7.97 | March 28, 2025 - March 28, 2029(2) | - | 14,773 | - | - | 150,000 | 0.01 | 8.02 | |
| Yao Zhijian | January 21, 2022 | - | - | - | January 24, 2023 - January 24, 2026 | 60,000 | 30,000 | - | - | 30,000 | 0.01 | 7.66 |
| March 28, 2023 | - | - | - | March 28, 2024 - March 28, 2027(2) | 150,000 | 50,000 | - | - | 100,000 | 0.01 | 7.98 | |
| June 5, 2024 | - | - | - | June 5, 2025 - June 5, 2028(2) | 200,000 | 50,000 | - | - | 150,000 | 0.01 | 12.08 | |
| March 28, 2025 | 165,248 | 7.98 | 7.97 | March 28, 2025 - March 28, 2029(2) | - | 15,248 | - | - | 150,000 | 0.01 | 8.02 | |
| Liang Shenghan | March 28, 2023 | - | - | - | March 28, 2024 - March 28, 2027(2) | 28,500 | 9,500 | - | - | 19,000 | 0.01 | 7.98 |
| June 5, 2024 | - | - | - | June 5, 2025 - June 5, 2028(2) | 95,000 | 23,750 | - | - | 71,250 | 0.01 | 12.08 | |
| March 28, 2025 | 57,778 | 7.98 | 7.97 | March 28, 2025 - March 28, 2029(2) | - | 48,889 | - | - | 8,889 | 0.01 | 8.02 | |
| Other employee of the Group | ||||||||||||
| 6 other employees of the Group | January 7, 2021 | - | - | - | July 7, 2021 - July 7, 2024 | 70,000 | - | - | - | 70,000(4) | 16.64 | - |
YEAHKA LIMITED 2025 INTERIM REPORT
OTHER INFORMATION
| Name of RSU grantee | Date of grant | Granted during the Period(1) | Closing price immediately before the date of grant during the Period (HKD) | Fair value of RSUs at the date of grant during the Period (HKD) | Vesting period | Number of Shares | Exercise price of RSUs vested or cancelled during the Period (HKD) | Closing price immediately before the vesting date (HKD) | ||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| As at January 1, 2025 | Vested during the Period | Cancelled during the Period | Lapsed during the Period | As at June 30, 2025 | ||||||||
| 63 other employees of the Group | January 21, 2022 | - | - | - | January 24, 2025 - January 24, 2026 | 405,160 | 202,580 | - | - | 202,580 | 0.01 | 7.66 |
| 161 other employees of the Group | March 28, 2023 | - | - | - | May 8, 2023 - March 28, 2027(1) | 4,304,288 | 1,894,643 | - | 158,000 | 2,251,645 | 0.01 | 7.98 |
| 241 other employees of the Group | June 5, 2024 | - | - | - | June 5, 2024 - June 5, 2028(1) | 5,052,182 | 1,129,748 | - | 348,134 | 3,574,300 | 0.01 | 12.08 |
| 580 other employees of the Group | March 28, 2025 | 6,806,827 | 7.98 | 7.97 | March 28, 2025 - March 28, 2029(1) | - | 3,141,687 | - | 194,352 | 3,470,788 | 0.01 | 8.02 |
| Total | 7,194,626 | 10,680,130 | 6,705,818 | - | 700,486 | 10,468,452 |
Notes:
(1) Further details of the grants were set out in the Company's announcement dated March 28, 2025. The RSU Trustee will transfer the existing Shares purchased by the RSU Trustee directly to the RSU grantees and no new Shares will be issued as a result of the grant of RSUs.
(2) The exercise period of the RSUs is 15 years from their respective dates of grant.
(3) Upon each vesting date, the portion of the RSUs that vests shall depend on the RSU grantee meeting a specified threshold in their performance evaluations during the one-year period prior to each vesting date. The performance evaluations are based on a matrix of indicators that vary according to the roles and responsibilities of the RSU grantee. The indicators include, but are not limited to, work quality, efficiency, collaboration and management skills.
(4) All RSUs underlying these 70,000 Shares have satisfied the corresponding vesting conditions and are pending transfer upon receipt of the exercise price from the grantees.
YEAHKA LIMITED 2025 INTERIM REPORT
OTHER INFORMATION
Further information of the RSU Scheme and the fair value of the RSUs granted are set out in note 21(b) to the interim condensed consolidated financial information.
Save as disclosed above, for the six months ended June 30, 2025 and up to the date of this Interim Report, no further RSUs have been or would be granted by the Company pursuant to the RSU Scheme.
Share Option Scheme
The Share Option Scheme was adopted at the extraordinary general meeting of the Company held on October 13, 2020. A summary of the Share Option Scheme is as follows:
The purpose of the Share Option Scheme is to attract, retain and motivate talented employees to strive towards long-term performance targets set by the Group and to provide them with an incentive to work better for the interest of the Group. The Share Option Scheme will link the value of the Company with the interests of the participants, enabling the participants and the Company to develop together and promote the Company's corporate culture.
Subject to the terms of the Share Option Scheme, the Board shall be entitled at any time within the period of ten years after October 13, 2020 to grant options to any participants as the Board may in its absolute discretion select. As of June 30, 2025, the remaining life of the Share Option Scheme was approximately five years and three and a half months. No offer shall be made and no option shall be granted to any participants in circumstances prohibited by the Listing Rules at a time when the participants would or might be prohibited from dealing in the Shares by the Listing Rules or by any applicable rules, regulations or law. In particular, no options may be granted during the period commencing one month immediately preceding the earlier of: (i) the date of the Board meeting (as such date is first notified to the Stock Exchange in accordance with the Listing Rules) for the approval of the Company's results for any year, half-year, quarterly or other interim period; and (ii) the deadline for the Company to publish its interim or annual results announcement under the Listing Rules, and ending on the date of actual publication of such results announcement.
The participants of the Share Option Scheme include any Director or employee or officer of any member of the Group, who the Board considers, in its sole discretion, to have contributed or will contribute to the Group.
YEAHKA LIMITED 2025 INTERIM REPORT
OTHER INFORMATION
The maximum number of Shares which may be issued upon exercise of all share options to be granted under the Share Option Scheme and any other share option schemes adopted by the Company shall not exceed 10% of the aggregate of the Shares in issue (excluding treasury shares) on October 13, 2020, i.e. 42,620,507 Shares (the "Scheme Mandate Limit"), representing 9.23% of the shares of the Company in issue (excluding treasury shares) as of the date of this Interim Report, unless Shareholders' approval has been obtained. Options lapsed in accordance with the terms of the Share Option Scheme and (as the case may be) such other share option schemes of the Company will not be counted for the purpose of calculating the Scheme Mandate Limit. The Company may renew the Scheme Mandate Limit at any time subject to prior Shareholders' approval but in any event, the total number of Shares which may be issued upon exercise of all options to be granted under the Share Option Scheme and any other share option schemes of the Company under the limit as refreshed must not exceed 10% of the Shares in issue (excluding treasury shares) as at the date of approval of the renewal of the Scheme Mandate Limit.
The maximum number of Shares issued and to be issued upon exercise of the share options granted and to be granted to each participant (including both exercised, cancelled and outstanding share options) under the Share Option Scheme or any other share option schemes adopted by the Company in any 12-month period is limited to 1% of the Shares in issue (excluding treasury shares), unless otherwise separately approved by Shareholders in general meeting with such participant and his close associates (or his associates if the participant is a connected person) abstaining from voting.
The offer of a grant of share options may be accepted within 28 days from the date of offer. Upon acceptance of the share options, a nominal consideration of HKD1.00 is payable for the grant of options and such payment shall not be refundable. Subject to such terms and conditions as the Board may determine, there is no minimum period for which a share option must be held before it can be exercised and no performance target need to be achieved by a grantee before the share options can be exercised.
Subject to the terms of grant of any option, an option may be exercised by the grantee of the option at any time during the option period and in accordance with the vesting schedule and other terms specified in the offer. No option may be vested more than ten years after the date of the offer made.
The exercise price shall be at a price determined by the Board at its absolute discretion and shall be at least the highest of (i) the closing price of the Shares as stated in the daily quotation sheets issued by the Stock Exchange on the date of offer; (ii) the average closing price of the Shares as stated in the daily quotation sheets issued by the Stock Exchange for the five business days immediately preceding the date of offer; and (iii) the nominal value of a Share on the date of offer.
Further details of the principal terms of the Share Option Scheme are set out in circular of the Company dated September 24, 2020.
YEAHKA LIMITED 2025 INTERIM REPORT
OTHER INFORMATION
The table below sets out the movements of the share options of our Company during the period from January 1, 2025 to June 30, 2025 granted under the Share Option Scheme:
| Name of grantee | Date of grant(a) | Number of Share Options | Exercise price per Share (HKD) | Closing price of Shares immediately before the exercising date (HKD) | Fair value of share options at the date of grant during the year (HKD) | Vesting period(b) | Exercise period | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Outstanding as at January 1, 2025 | Granted during the Period | Exercised during The Period | Cancelled during the Period | Lapsed during the Period | Outstanding as at June 30, 2025 | |||||||
| Director of the Company | ||||||||||||
| Yao Zhijian | January 7, 2021 | 300,000 | - | - | - | - | 300,000 | 44.20(c) | - | - July 1, 2021 - July 1, 2024 | January 7, 2021 - January 6, 2031 | |
| Luo Xiaohui | January 7, 2021 | 100,000 | - | - | - | - | 100,000 | 44.20(c) | - | - July 1, 2021 - July 1, 2024 | January 7, 2021 - January 6, 2031 | |
| Liang Shenghan | May 12, 2021 | 50,000 | - | - | - | - | 50,000 | 58.60(d) | - | - May 12, 2022 - May 12, 2025 | May 12, 2021 - May 11, 2031 | |
| January 21, 2022 | 40,000 | - | - | - | - | 40,000 | 25.56(f) | - | - January 24, 2023 - January 24, 2026 | January 21, 2022 - January 20, 2032 | ||
| Employee of the Group | ||||||||||||
| 119 employees of the Group | January 7, 2021 | 2,861,000 | - | - | - | - | 2,861,000 | 44.20(c) | - | - July 1, 2021 - July 1, 2024 | January 7, 2021 - January 6, 2031 | |
| 68 employees of the Group | May 12, 2021 | 1,087,000 | - | - | - | 1,750 | 1,085,250 | 58.60(d) | - | - May 12, 2022 - May 12, 2025 | May 12, 2021 - May 11, 2031 | |
| 210 employees of the Group | January 21, 2022 | 819,250 | - | - | - | 22,750 | 796,500 | 25.56(f) | - | - January 24, 2023 - January 24, 2026 | January 21, 2022 - January 20, 2032 | |
| Total | 5,257,250 | - | - | - | 24,500 | 5,232,750 |
YEAHKA LIMITED 2025 INTERIM REPORT
OTHER INFORMATION
Notes:
(1) Being the highest of (i) HKD44.20 per Share, the closing price of the Shares on the date of grant as stated in the daily quotation sheet issued by the Stock Exchange, (ii) HKD39.45 per Share, the average closing price of the Shares for the five business days immediately preceding the date on which the options were granted, and (iii) US$0.000025 per Share, the nominal value. The closing price of the Shares immediately before the date on which the options were granted was HKD43.55.
(2) Being the highest of (i) HKD52.75 per Share, the closing price of the Shares on the date of grant as stated in the daily quotation sheet issued by the Stock Exchange, (ii) HKD58.60 per Share, the closing price of the Shares for the five business days immediately preceding the date on which the options were granted, and (iii) US$0.000025 per Share, the nominal value. The closing price of the Shares immediately before the date on which the options were granted was HKD53.60.
(3) Being the highest of (i) HKD24.70 per Share, the closing price of the Shares on the date of grant as stated in the daily quotation sheet issued by the Stock Exchange; (ii) HKD25.56 per Share, the average closing price of the Shares for the five business days immediately preceding the date on which the options were granted; and (iii) the nominal value of US$0.000025 per Share. The closing price of the Shares immediately before the date on which the options were granted was HKD25.10.
(4) Further details of the grants were set out in the Company's announcements dated January 7, 2021, May 12, 2021 and January 24, 2022.
Further information of the Share Option Scheme and the fair value of share options granted are set out in note 21 (a) to the interim condensed consolidated financial information.
As of June 30, 2025, the number of Shares in respect of which options had been granted and but not yet exercised/cancelled/lapsed under the Share Option Scheme was 5,232,750, representing 1.1% of the Shares in issue as of that date. As at January 1, 2025 and June 30, 2025, the total number of Shares available for issue in respect of the options that can be further granted under the Share Option Scheme was 37,363,257 and 37,387,757, respectively, representing 8.4% and 8.1% of the total number of Shares in issue as of the relevant dates, respectively.
For the six months ended June 30, 2025 and up to the date of this Interim Report, no further options have been or would be granted by the Company pursuant to the Share Option Scheme.
Save as disclosed above, no RSUs and/or options were granted to the Directors, chief executive, substantial Shareholders, related entity participants or service providers of the Company, or their respective associates. None of the participants of the RSU Scheme and/or the Share Option Scheme was granted or to be granted in excess of the 1% individual limit.
As all awards granted will be satisfied by existing Shares and no options were granted during the six months ended June 30, 2025, no Shares may be issued in respect of options and awards granted under all schemes of the Company during the six months ended June 30, 2025 for the purpose of Rule 17.07(3) of the Listing Rules.
YEAHKA LIMITED 2025 INTERIM REPORT
OTHER INFORMATION
Purchase, Sale or Redemption of the Company's Listed Securities
During the Reporting Period, the Company utilized an aggregate of approximately HKD4.0 million (including commission and transaction cost) to repurchase 546,000 Shares on market at a consideration ranging from HKD6.78 to HKD8.53 per share. The Shares repurchased during such period represent 0.12% of issued Shares as of June 30, 2025. All of the Shares repurchased during the Reporting Period were subsequently retained as treasury Shares by the Company. As of June 30, 2025, the total number of treasury Shares held by the Company was 546,000. The Company may cancel, continue to hold or resell the treasury Shares subject to market conditions and the capital management needs of the Company.
Meanwhile, during the Reporting Period, the trustee of the RSU Scheme has utilized an aggregate of approximately HKD0.7 million (including commissions and transaction costs) to purchase 82,000 Shares from the open market at a consideration ranging from HKD7.93 to HKD8.45 per Share. The Shares purchased during such period represent 0.02% of the issued Shares as of June 30, 2025 and will be used as share awards to incentivize key personnel of our Group and/or its related entities.
Saved as disclosed above and the Placing, neither the Company nor any of its subsidiaries has redeemed, purchased or sold any of the Company's listed securities (including any sale of treasury shares) during the Reporting Period.
Compliance with the Corporate Governance Code
The Company is committed to maintaining and promoting stringent corporate governance. The principle of the Company's corporate governance is to promote effective internal control measures, uphold a high standard of ethics, transparency, responsibility and integrity in all aspects of business, to ensure that its affairs are conducted in accordance with applicable laws and regulations and to enhance the transparency and accountability of the Board to all Shareholders. The Company has applied the principles as set out in the CG Code contained in Appendix C1 of the Listing Rules. The Board is of the view that for the six months ended June 30, 2025 and up to the date of this Interim Report, the Company has complied with most of the code provisions as set out in the CG Code, except for the deviation from code provision C.2.1 of Part 2 of the CG Code as explained below.
Code provision C.2.1 of Part 2 of the CG Code stipulates that the roles of chairman of the Board and chief executive should be separate and should not be performed by the same individual. The roles of chairman of the Board and chief executive officer of the Company are held by Mr. Liu Yingqi. In view of Mr. Liu's experience, personal profile and his roles in the Company, and the fact that Mr. Liu has assumed the role of chief executive officer of the Company since 2011, the Board considers it beneficial to the management and business development of our Group and will provide a strong and consistent leadership to our Group that Mr. Liu acts as the chairman of the Board and continues to act as the chief executive officer of the Company.
YEAHKA LIMITED 2025 INTERIM REPORT
OTHER INFORMATION
While this will constitute a deviation from code provision C.2.1 of Part 2 of the CG Code, the Board believes this structure will not impair the balance of power and authority between the Board and the management of the Company, given that: (i) decision to be made by the Board requires approval by at least a majority of our Directors; (ii) Mr. Liu and the other Directors are aware of and undertake to fulfil their fiduciary duties as Directors, which require, among other things, that they act for the benefit and in the best interests of our Company and will make decisions for our Company accordingly; and (iii) the balance of power and authority is ensured by the operations of the Board which comprises experienced and high caliber individuals who meet regularly to discuss issues affecting operations of the Company.
Compliance with the Model Code for Securities Transactions by Directors
The Company has adopted the Model Code as set out in Appendix C3 to the Listing Rules as the Group's code of conduct regarding the Directors' securities transactions. Having made specific enquiry of all the Directors of the Company, all the Directors confirmed that they have strictly complied with the Model Code since our last reporting and up to June 30, 2025.
The Board has also adopted written guidelines (the "Employees Written Guidelines") no less exacting than the Model Code to regulate all dealings by relevant employees who are likely to be in possession of unpublished inside information of the Company in respect of securities in the Company as referred to in code provision C.1.3 of Part 2 of the CG Code. No incident of non-compliance with the Employees Written Guidelines by the Company's relevant employees had been noted since our last reporting and up to June 30, 2025 and the date of this Interim Report after making reasonable enquiry.
Audit Committee and Review of Financial Information
The Company established the Audit Committee with written terms of reference in compliance with the CG Code. As at the date of this Interim Report, the Audit Committee consists of three independent non-executive Directors, namely Mr. Yao Wei (Chairman), Mr. Tam Bing Chung Benson and Mr. Ouyang Rihui (with Mr. Yao Wei possessing the appropriate professional qualifications and accounting and related financial management expertise). The main duties of the Audit Committee are to review and supervise the financial reporting process and internal control system of our Group, oversee the audit process, review and oversee the existing and potential risks of our Group and perform other duties and responsibilities as assigned by the Board.
The Audit Committee has reviewed the Group's unaudited interim financial information for the six months ended June 30, 2025. The Audit Committee has also reviewed the accounting principles adopted by the Group and discussed auditing, internal control, risk management and financial reporting matters.
Change in Directors' Biographical Details Under Rules 13.51(2) and 13.51B(1) of the Listing Rules
There is no change in the Directors' biographical details which is required to be disclosed pursuant to rules 13.51(2) and 13.51B(1) of the Listing Rules for the six months ended June 30, 2025.
YEAHKA LIMITED 2025 INTERIM REPORT
OTHER INFORMATION
Use of Proceeds from the Placing
Reference is made to the Company's announcements dated January 6, 2025 and January 13, 2025. The Group successfully raised total net proceeds (after deducting all applicable costs and expenses including commissions, professional fees and out-of-pocket expenses) of approximately HKD189.2 million through the Placing of 19,150,000 Shares to not less than six professional, institutional and/or individual investors at the placing price of HKD10.10 per share in January 2025. The following table sets forth the status of the use of net proceeds from the Placing up to June 30, 2025(1):
| Intended use of proceeds | Percentage of intended use of proceeds (%) | Intended use of proceeds from the Placing (In HKD millions) | Actual usage for the six months ended 30 June, 2025 (In HKD millions) | Total utilized net proceeds as at June 30, 2025 (In HKD millions)(2) | Total unutilized net proceeds as at June 30, 2025 (In HKD millions) | Expected timeline for utilizing the remaining net proceeds |
|---|---|---|---|---|---|---|
| Expansion of the Group's overseas presence across business segments in Asia | 40.0 | 75.7 | 12.9 | 12.9 | 62.9 | By the end of 2027 |
| Investment in research and development, including use of artificial intelligence in proprietary software, to strengthen the competitiveness of the Group's commercial digitalized ecosystem | 40.0 | 75.7 | 12.7 | 12.7 | 62.9 | By the end of 2027 |
| Working capital and general corporate purposes | 20.0 | 37.8 | 6.3 | 6.3 | 31.5 | By the end of 2027 |
| Total | 100.0 | 189.2 | 31.9 | 31.9 | 157.3 |
Note:
(1) the figures in the table are approximate figures.
(2) "Unutilized net proceeds as at June 30, 2025" in this table under the section "Use of Proceeds from the Placing" on page 26 of the interim results announcement for the six months ended June 30, 2025 should be read as "Total utilized net proceeds as at June 30, 2025".
Rounding
Certain amounts and percentage figures included in this report have been subject to rounding adjustments. Any discrepancies in any table between totals and sums of amounts listed therein are due to rounding.
YEAHKA LIMITED 2025 INTERIM REPORT
INTERIM CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
| | Note | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- | --- |
| | | 2025
RMB'000 | 2024
RMB'000 |
| Revenue | 6 | 1,641,526 | 1,577,719 |
| Including: interest revenue | 6 | 86,575 | 84,365 |
| Cost of revenue | 9 | (1,258,496) | (1,277,500) |
| Gross profit | | 383,030 | 300,219 |
| Selling expenses | 9 | (47,248) | (52,280) |
| Administrative expenses | 9 | (136,555) | (155,705) |
| Research and development expenses | 9 | (87,557) | (128,286) |
| Net impairment losses on financial assets | 4.2(a) | (61,448) | (42,105) |
| Other income | 7 | 9,748 | 18,626 |
| Fair value changes of financial assets at fair value
through profit | 16 | 2,806 | 94,184 |
| Other (losses)/gains-net | 8 | (3,977) | 22,189 |
| Operating profit | | 58,799 | 56,842 |
| Finance costs | 10 | (19,804) | (41,872) |
| Share of net profits of investments accounted
for using the equity method | 13 | 6,110 | 21,408 |
| Profit before income tax | | 45,105 | 36,378 |
| Income tax expense | 11 | (3,732) | (3,798) |
| Profit for the period | | 41,373 | 32,580 |
YEAHKA LIMITED 2025 INTERIM REPORT
INTERIM CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025 | 2024 |
| Note | RMB'000 | RMB'000 |
| Attributable to: | | |
| Equity holders of the Company | 43,075 | 31,628 |
| Non-controlling interests | (1,702) | 952 |
| | 41,373 | 32,580 |
| Other comprehensive income/(loss): | | |
| Items that will not be subsequently reclassified to profit or loss | | |
| Currency translation differences | (3,171) | 7,856 |
| Items that may be subsequently reclassified to profit or loss | | |
| Share of other comprehensive income of investments accounted for using the equity method | 1,702 | 553 |
| Currency translation differences | 1,252 | (12,605) |
| | 2,954 | (12,052) |
| Other comprehensive loss for the period, net of tax | (217) | (4,196) |
| Total comprehensive income for the period | 41,156 | 28,384 |
| Attributable to: | | |
| Equity holders of the Company | 42,858 | 27,432 |
| Non-controlling interests | (1,702) | 952 |
| | 41,156 | 28,384 |
| Earnings per share attributable to equity holders of the Company (expressed in RMB per share) | | |
| - Basic | 12 | 0.11 |
| - Diluted | 12 | 0.11 |
The above interim condensed consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.
YEAHKA LIMITED 2025 INTERIM REPORT
INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
| | Note | Unaudited
As at
30 June
2025
RMB'000 | Audited
As at 31
December
2024
RMB'000 |
| --- | --- | --- | --- |
| ASSETS | | | |
| Non-current assets | | | |
| Property, plant and equipment | 14 | 91,112 | 47,155 |
| Intangible assets | 15 | 470,956 | 479,506 |
| Investments accounted for using the equity method | 13 | 175,492 | 167,953 |
| Prepayments and other receivables | 18(a) | 6,503 | 45,876 |
| Financial assets at fair value through profit or loss | 16 | 906,981 | 913,734 |
| Deferred tax assets | | 57,473 | 57,123 |
| Other non-current assets | | 77,325 | 102,132 |
| | | 1,785,842 | 1,813,479 |
| Current assets | | | |
| Inventories | | 1,558 | 1,551 |
| Loan receivables | 19 | 700,555 | 658,127 |
| Trade receivables | 17 | 422,600 | 380,966 |
| Prepayments and other receivables | 18(b) | 1,376,896 | 2,524,369 |
| Financial assets at fair value through profit or loss | 16 | 1,836 | 4,522 |
| Restricted cash | | 2,775,548 | 1,714,296 |
| Cash and cash equivalents | | 684,167 | 595,719 |
| Other current assets | | 12,396 | 12,447 |
| | | 5,975,556 | 5,891,997 |
| Total assets | | 7,761,398 | 7,705,476 |
| EQUITY | | | |
| Share capital and share premium | | 3,348,660 | 3,106,814 |
| Reserves | | (1,496,182) | (1,446,245) |
| Retained earnings | | 1,047,687 | 1,004,669 |
| Equity attributable to equity holders of the Company | | 2,900,165 | 2,665,238 |
| Non-controlling interests | | (75,784) | (75,735) |
| Total equity | | 2,824,381 | 2,589,503 |
YEAHKA LIMITED 2025 INTERIM REPORT
INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
| | Note | Unaudited
As at
30 June
2025
RMB'000 | Audited
As at 31
December
2024
RMB'000 |
| --- | --- | --- | --- |
| LIABILITIES | | | |
| Non-current liabilities | | | |
| Lease liabilities | | 17,122 | 16,767 |
| Deferred tax liabilities | | 81,400 | 83,249 |
| Bank and other borrowings | 23 | 12,000 | 3,000 |
| | | 110,522 | 103,016 |
| Current liabilities | | | |
| Trade and other payables | 22 | 3,726,639 | 3,922,776 |
| Contract liabilities | | 22,302 | 23,393 |
| Current tax liabilities | | 120,377 | 118,630 |
| Lease liabilities | | 12,836 | 19,165 |
| Bank and other borrowings | 23 | 944,341 | 928,993 |
| | | 4,826,495 | 5,012,957 |
| Total liabilities | | 4,937,017 | 5,115,973 |
| Total equity and liabilities | | 7,761,398 | 7,705,476 |
The above interim condensed consolidated statement of financial position should be read in conjunction with the accompanying notes.
The interim condensed consolidated financial information on pages 40 to 83 were approved and authorized for issue by the Board of Directors on 21 August 2025 and were signed on its behalf.
Liu Yingqi
Director
Yao Zhijian
Director
YEAHKA LIMITED 2025 INTERIM REPORT
INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Unaudited
Attributable to equity holders of the Company
| Note | Reserves | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Share capital and share premium RMB'000 | Treasury shares RMB'000 | Other reserves RMB'000 | Sub-total RMB'000 | Retained earnings RMB'000 | Sub-total RMB'000 | Non-controlling interests RMB'000 | Total RMB'000 | ||
| Balance at 1 January 2025 | 3,106,814 | (1,288,421) | (157,824) | (1,446,245) | 1,004,669 | 2,665,238 | (75,735) | 2,589,503 | |
| Profit for the period | - | - | - | - | 43,075 | 43,075 | (1,702) | 41,373 | |
| Other comprehensive loss | - | - | (217) | (217) | - | (217) | - | (217) | |
| Total comprehensive (loss)/ income | - | - | (217) | (217) | 43,075 | 42,858 | (1,702) | 41,156 | |
| Transactions with equity holders | |||||||||
| Issuance of ordinary shares | 174,693 | - | - | - | - | 174,693 | - | 174,693 | |
| Buy-back of shares for the purpose of cancellation | - | (3,680) | - | (3,680) | - | (3,680) | - | (3,680) | |
| Buy-back of shares for the purpose of share award schemes | - | (630) | - | (630) | - | (630) | - | (630) | |
| Share award schemes: 21(b) | |||||||||
| - value of employee services | - | - | 36,783 | 36,783 | - | 36,783 | - | 36,783 | |
| - transfer shares to awardees upon vesting | 67,153 | 1 | (84,688) | (84,687) | - | (17,534) | - | (17,534) | |
| Share option schemes: 21(a) | |||||||||
| - value of employee services | - | - | 2,437 | 2,437 | - | 2,437 | - | 2,437 | |
| Non-controlling interests arising from establishment of a new subsidiary | - | - | - | - | - | - | 1,000 | 1,000 | |
| Non-controlling interests arising from disposal of a non-wholly owned subsidiary | - | - | - | - | - | - | 653 | 653 | |
| Profit appropriations to risk reserves | - | - | 57 | 57 | (57) | - | - | - | |
| 241,846 | (4,309) | (45,411) | (49,720) | (57) | 192,069 | 1,653 | 193,722 | ||
| Balance at 30 June 2025 | 3,348,660 | (1,292,730) | (203,452) | (1,496,182) | 1,047,687 | 2,900,165 | (75,784) | 2,824,381 |
YEAHKA LIMITED 2025 INTERIM REPORT
INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
| Note | Unaudited Attributable to equity holders of the Company | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Reserves | ||||||||||
| Share capital and share premium RMB'000 | Treasury shares RMB'000 | Conversion option reserves RMB'000 | Other reserves RMB'000 | Sub-total RMB'000 | Retained earnings RMB'000 | Sub-total RMB'000 | Non-controlling interests RMB'000 | Total RMB'000 | ||
| Balance at 1 January 2024 | 3,094,193 | (1,282,364) | 97,861 | (126,098) | (1,310,601) | 924,284 | 2,707,876 | (90,475) | 2,617,401 | |
| Profit for the period | - | - | - | - | - | 31,628 | 31,628 | 952 | 32,580 | |
| Other comprehensive income | - | - | - | (4,196) | (4,196) | - | (4,196) | - | (4,196) | |
| Total comprehensive income | - | - | - | (4,196) | (4,196) | 31,628 | 27,432 | 952 | 28,384 | |
| Transactions with equity holders | ||||||||||
| Buy-back of shares for the purpose of cancellation | (41,285) | 41,285 | - | - | 41,285 | - | - | - | - | |
| Buy-back of shares for the purpose of share award schemes | - | (44,965) | - | - | (44,965) | - | (44,965) | - | (44,965) | |
| Repurchase of convertible bonds | - | - | (51,003) | - | (51,003) | - | (51,003) | - | (51,003) | |
| Share award schemes: 21(b) | ||||||||||
| - value of employee services | - | - | - | 37,083 | 37,083 | - | 37,083 | - | 37,083 | |
| - transfer shares to awardees upon vesting | 38,428 | - | - | (47,695) | (47,695) | - | (9,267) | - | (9,267) | |
| Share option schemes: 21(a) | ||||||||||
| - value of employee services | - | - | - | 3,720 | 3,720 | - | 3,720 | - | 3,720 | |
| Profit appropriations to risk reserves | - | - | - | (171) | (171) | 171 | - | - | - | |
| (2,857) | (3,680) | (51,003) | (7,063) | (61,746) | 171 | (64,432) | - | (64,432) | ||
| Balance at 30 June 2024 | 3,091,336 | (1,286,044) | 46,858 | (137,357) | (1,376,543) | 956,083 | 2,670,876 | (89,523) | 2,581,353 |
The above interim condensed consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
YEAHKA LIMITED 2025 INTERIM REPORT
INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
| | Unaudited
For the six months ended
30 June | |
| --- | --- | --- |
| | 2025 | 2024 |
| | Note | RMB'000 |
| Cash flows from operating activities | | |
| Cash used in operations | 24 | (44,180) |
| Interest received | | 7,798 |
| Interest paid | | (18,548) |
| Income tax paid | | (2,646) |
| Net cash used in operating activities | | (57,576) |
| Cash flows from investing activities | | |
| Prepayment for construction of office building | | - |
| Purchase of property, plant and equipment and intangible assets | | (11,520) |
| Payments for other non-current assets | | (20,340) |
| Payment for investments in an associate | 13 | - |
| Proceeds from disposal of subsidiaries, net of cash paid | | (1,506) |
| Advance to an associate | | (6,352) |
| Proceeds from disposal of long-term bank deposits | | - |
| Proceeds from disposals of financial assets at fair value through profit or loss | 16 | 12,124 |
| Net cash inflow from acquisition of subsidiaries | | - |
| Proceeds from disposal of property, plant and equipment | | - |
| Net cash (used in)/generated from investing activities | | (27,594) |
YEAHKA LIMITED 2025 INTERIM REPORT
INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
| | Unaudited
For the six months ended
30 June | |
| --- | --- | --- |
| | 2025 | 2024 |
| Note | RMB'000 | RMB'000 |
| Cash flows from financing activities | | |
| Net proceeds from issuance of new shares | 174,693 | - |
| Buy-back of ordinary shares | (4,310) | (44,965) |
| Dividends paid to former non-controlling shareholders | (5,418) | - |
| Proceeds from bank and other borrowings | 531,925 | 525,379 |
| Repayments of bank and other borrowings | (507,577) | (444,784) |
| Buy-back of convertible bonds | - | (245,391) |
| Capital rejection from non-controlling shareholders | 1,000 | - |
| Transactions with non-controlling interests | (4,582) | - |
| Payments for the principal elements of lease liabilities
(including interest paid) | (9,293) | (12,361) |
| Net cash generated from/(used in) financing
activities | 176,438 | (222,122) |
| Net increase/(decrease) in cash and cash equivalents | 91,268 | (206,037) |
| Cash and cash equivalents at beginning of year | 595,719 | 887,909 |
| Effects of exchange rate changes on cash and cash
equivalents | (2,820) | 1,839 |
| Cash and cash equivalents at end of period | 684,167 | 683,711 |
The above interim condensed consolidated statement of cash flows should be read in conjunction with the accompanying notes.
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
1 General information, reorganization and basis of presentation
1.1 General information
Yeahka Limited (the “Company”) was incorporated in the Cayman Islands on 8 September 2011, as an exempted company with limited liability under the Companies Law (Cap. 22, Law 3 of 1961 as consolidated and revised) of the Cayman Islands. The address of the Company’s registered office is Vistra (Cayman) Limited, P.O. Box 31119, Grand Pavilion, Hibiscus Way, 802 West Bay Road, Grand Cayman, KY1-1205, Cayman Islands. The Company’s shares have been listed on the Main Board of The Stock Exchange of Hong Kong Limited on 1 June 2020.
The Company is an investment holding company. The Company and its subsidiaries, including structured entities (collectively, the “Group”), are principally engaged in the provision of one-stop payment services, merchant solution services and in-store e-commerce services to retail merchants and consumers in the People’s Republic of China (the “PRC”).
This condensed consolidated interim financial report for the six months ended 30 June 2025 (the “Interim Financial Information”) is presented in RMB, unless otherwise stated. The Interim Financial Information was approved for issue on 21 August 2025.
2 Summary of significant accounting policies
2.1 Basis of preparation
The Interim Financial Information has been prepared in accordance with International Accounting Standard (“IAS”) 34 Interim Financial Reporting issued by the International Accounting Standards Board and should be read in conjunction with the annual consolidated financial statements of the Group for the year ended 31 December 2024, which have been prepared in accordance with IFRS Accounting Standards and interpretations issued by the IFRS Interpretations Committee (IFRS IC) applicable to companies reporting under IFRS, as set out in the 2024 annual report of the Company dated 27 March 2025 (the “2024 Financial Statements”).
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
2 Summary of significant accounting policies (Continued)
2.2 Amended standards adopted by the Group
The Group has adopted the following amendments to existing standards which have been adopted by the Group for the first time for the financial year beginning on 1 January 2025:
- Amendments to IAS 21 – Lack of Exchangeability
These amendments to existing standards did not result in significant impact on the Group’s financial position and results of operation.
2.3 New standards and amendments to existing standards not yet adopted
Standards and amendments to existing standards that have been issued but not yet effective on 1 January 2025 and not been early adopted by the Group as of 30 June 2025 are as follows:
| Effective for annual periods beginning on or after | ||
|---|---|---|
| Amendments to IFRS 9 and IFRS 7 | Classification and Measurement of Financial Instruments | 1 January 2026 |
| Annual improvements to IFRS | Volume 11 | 1 January 2026 |
| IFRS 19 | Subsidiaries without Public Accountability: Disclosures | 1 January 2027 |
| IFRS 18 | Presentation and Disclosure in Financial Statements | 1 January 2027 |
| Amendments to IFRS 10 and IAS 28 | Sale or contribution of assets between an investor and its associate or joint venture | To be determined |
The Group will adopt the above new standards and amendments to existing standards as and when they become effective. Management has performed preliminary assessment and does not anticipate any significant impact on the Group’s financial position and results of operations upon adopting these standards and amendments to the existing IFRSs.
YEAHKA LIMITED 2025 INTERIM REPORT
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
3 Estimates
The preparation of the Interim Financial Information requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expenses. Actual results may differ from these estimates.
In preparing the Interim Financial Information, the significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the 2024 Financial Statements.
4 Financial risk management
4.1 Financial risk factors
The Group's activities expose it to a variety of financial risks: market risk (including foreign exchange risk and cash flow interest rate risk), credit risk and liquidity risk. The Group's overall risk management programmer focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on the Group's financial performance. Risk management is carried out by the senior management of the Group.
The Interim Financial Information does not include all financial risk management information and disclosures required in the annual financial statements and should be read in conjunction with the 2024 Financial Statements. There have been no significant changes in the risk management policies since 31 December 2024.
4.2 Credit risk
The Group is exposed to credit risk in relation to its cash and cash equivalents, restricted cash, trade receivables, other receivables and loan receivables. The Group also provided guarantees in offering loan facilitation services for loans granted by certain of the Group's loan facilitation partners. Pursuant to the terms of the guarantees, upon default in repayments by the debtors, the Group will be responsible to repay the outstanding loan principals together with accrued interest and penalty owed by the debtors to certain of the Group's loan facilitation partners.
51
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
4 Financial risk management (Continued)
4.2 Credit risk (Continued)
(a) Maximum exposure to credit risk
As at 30 June 2025, the maximum exposure arising from the provision of financial guarantee to certain loan facilitation parties amounted to approximately RMB827 million (31 December 2024: RMB888 million), being the principals and interests of the underlying loans, which were granted by the Group's loan facilitation partners with terms ranging from 3 to 12 months.
The following table contains an analysis of the credit risk exposure subject to impairment. The amount of financial assets below also represents the Group's maximum exposure to credit risk.
| | Unaudited
As at 30 June 2025 | | | Audited
As at 31 December 2024 | | |
| --- | --- | --- | --- | --- | --- | --- |
| | Gross carrying amount
RMB'000 | Loss allowance
RMB'000 | Carrying amount
RMB'000 | Gross carrying amount
RMB'000 | Loss allowance
RMB'000 | Carrying amount
RMB'000 |
| Financial assets at amortised cost (IFRS 9) | | | | | | |
| Cash and cash equivalents | 684,167 | - | 684,167 | 595,719 | - | 595,719 |
| Restricted cash | 2,775,548 | - | 2,775,548 | 1,714,296 | - | 1,714,296 |
| Trade receivables (i) | 443,363 | (20,763) | 422,600 | 400,421 | (19,455) | 380,966 |
| Loan receivables (ii) | | | | | | |
| - Stage 1 | 708,451 | (8,658) | 699,793 | 663,896 | (6,575) | 657,321 |
| - Stage 2 | 3,572 | (2,913) | 659 | 3,961 | (3,401) | 560 |
| - Stage 3 | 2,479 | (2,376) | 103 | 10,078 | (9,832) | 246 |
| Other receivables (iii) | | | | | | |
| - Stage 1 | 1,338,253 | (2,283) | 1,335,970 | 2,529,797 | (7,804) | 2,521,993 |
| - Stage 3 | 36,411 | (36,411) | - | 29,595 | (29,595) | - |
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
4 Financial risk management (Continued)
4.2 Credit risk (Continued)
(a) Maximum exposure to credit risk (Continued)
(i) The following table contains an analysis of allowance for trade receivables based on overdue aging:
| Unaudited 30 June 2025 | Current | Less than 90 days past due | 90-180 days past due | 180-270 days past due | more than 270 days past due | Total |
|---|---|---|---|---|---|---|
| Expected loss rate | 0.97% | 18.38% | 32.61% | 53.33% | 100.00% | 4.68% |
| Gross carrying amount (RMB'000) | 425,535 | 1,431 | 46 | 15 | 16,336 | 443,363 |
| Loss allowance (RMB'000) | 4,141 | 263 | 15 | 8 | 16,336 | 20,763 |
| 31 December 2024 | Current | Less than 90 days past due | More than 270 days past due | Total | ||
| --- | --- | --- | --- | --- | ||
| Expected loss rate | 0.77% | 14.36% | 100.00% | 4.86% | ||
| Gross carrying amount (RMB'000) | 383,070 | 968 | 16,383 | 400,421 | ||
| Loss allowance (RMB'000) | 2,933 | 139 | 16,383 | 19,455 |
As at 31 December 2024, there was no trade receivables which were past due by 90 to 270 days.
The loss allowances for trade receivables as at 30 June 2025 and 31 December 2024 reconcile to the opening loss allowances as follows:
| | Unaudited
As at
30 June
2025
RMB'000 | Audited
As at
31 December
2024
RMB'000 |
| --- | --- | --- |
| At the beginning of the period/year | 19,455 | 20,953 |
| Provision/(reversal) for expected credit loss | 1,308 | (1,498) |
| At the end of the period/year | 20,763 | 19,455 |
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
4 Financial risk management (Continued)
4.2 Credit risk (Continued)
(a) Maximum exposure to credit risk (Continued)
(ii) Movement on the provision for expected credit loss allowance of loan receivables are set out as follows:
| | Unaudited
As at
30 June
2025
RMB'000 | Audited
As at
31 December
2024
RMB'000 |
| --- | --- | --- |
| At the beginning of the period/year | 19,808 | 43,767 |
| Provision for expected credit loss | 58,837 | 89,144 |
| Write-off | (64,698) | (113,103) |
| At the end of the period/year | 13,947 | 19,808 |
(iii) Movement on the provision for expected credit loss allowance of other receivables are set out as follows:
| | Unaudited
As at
30 June
2025
RMB'000 | Audited
As at
31 December
2024
RMB'000 |
| --- | --- | --- |
| At the beginning of the period/year | 37,399 | 43,719 |
| Provision for expected credit loss | 1,303 | 537 |
| Write off of bad debts | (8) | (6,865) |
| Currency translation difference | - | 8 |
| At the end of the period/year | 38,694 | 37,399 |
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
4 Financial risk management (Continued)
4.3 Fair value estimation
The table below analyses the Group's financial instruments carried at fair value as at 30 June 2025 and 31 December 2024 by level of inputs adopted in the valuation techniques used for measuring fair value. Such inputs are categorised into three levels within a fair value hierarchy as follows:
- Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1);
- Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices) (level 2); and
- Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) (level 3).
The following table presents the Group's assets that are measured at fair value as at 30 June 2025.
| | Level 1
RMB'000 | Level 2
RMB'000 | Level 3
RMB'000 | Total
RMB'000 |
| --- | --- | --- | --- | --- |
| Financial assets at fair value through profit or loss ("FVPL") | 1,836 | - | 906,981 | 908,817 |
The following table presents the Group's assets that are measured at fair value as at 31 December 2024.
| | Level 1
RMB'000 | Level 2
RMB'000 | Level 3
RMB'000 | Total
RMB'000 |
| --- | --- | --- | --- | --- |
| Financial assets at FVPL | 4,522 | - | 913,734 | 918,256 |
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
4 Financial risk management (Continued)
4.3 Fair value estimation (Continued)
The fair value of financial instruments traded in active markets is determined based on quoted market prices at the end of the reporting period. A market is regarded as active if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service, or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm's length basis.
The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximize the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required for evaluating the fair value of a financial instrument are observable, the instrument is included in level 2.
If one or more of the significant inputs are not based on observable market data, the instrument is included in level 3.
Specific valuation techniques used to value financial instruments include:
- Dealer quotes for similar instruments;
- The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves; and
- Other techniques, such as discounted cash flow analysis, are used to determine fair value for financial instruments.
During the six months ended 30 June 2025 and 2024, there was no transfer between level 1 and 2 for recurring fair value measurements.
Valuation processes of the Group (Level 3)
A team in the finance department of the Group performs the valuations of financial instruments required for financial reporting purposes, including the Level 3 fair values. This team reports directly to the Chief Financial Officer ("CFO"). Discussions of valuation processes and results are held between the CFO and the valuation team at least twice a year.
At each half financial year end the finance department:
- verifies all major inputs to the valuation report;
- assesses valuation movements when compared to the prior valuation report; and
- holds discussions with the independent valuer.
YEAHKA LIMITED 2025 INTERIM REPORT
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
4 Financial risk management (Continued)
4.3 Fair value estimation (Continued)
Valuation processes of the Group (Level 3) (Continued)
Changes in Level 3 fair values are analysed at each reporting date during the bi-annual valuation discussions between the CFO and the valuation team. As part of this discussion, the team presents a report that explains the reasons for the fair value movements.
The carrying amounts of the Group's financial assets and liabilities including cash and cash equivalents, trade and other receivables, trade and other payables and borrowings approximate to their fair values due to their short maturities.
5 Segment information
The Group's business activities, for which discrete financial statements are available, are regularly reviewed and evaluated by the chief operating decision-maker ("CODM"). The Group's CODM has been identified as the chief executive officer ("CEO") of the Company, who reviews consolidated results when making decisions about allocating resources and assessing performance of the Group. As a result of this evaluation, the CEO considers that the Group's operations are operated and managed as a single segment; accordingly, no segment information is presented.
The Company is domiciled in the Cayman Islands while the Group's non-current assets and revenues are substantially located in and derived from the PRC. Therefore, no geographical segments are presented.
6 Revenue
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025 | 2024 |
| | RMB'000 | RMB'000 |
| One-stop payment services | 1,429,317 | 1,346,561 |
| Merchant solutions services | 186,527 | 202,319 |
| In-store e-commerce services | 25,682 | 28,839 |
| | 1,641,526 | 1,577,719 |
57
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
6 Revenue (Continued)
For the six months ended 30 June 2025, interest income from entrusted loans and small-sized retail loans amounting to approximately RMB86,575,000 (six months ended 30 June 2024: approximately RMB84,365,000) was included in revenue derived from merchant solutions services. Except for interest income which is recognised over time, revenues of the Group are recognised at a point in time according to the related provisions prescribed under IFRS 15.
The Group has a large number of customers, none of whom contributed 10% or more of the Group's revenue during the six months ended 30 June 2025 and 2024.
7 Other income
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025
RMB'000 | 2024
RMB'000 |
| Government grants | 994 | 3,262 |
| Interest income from bank deposits | 7,798 | 14,403 |
| Interest income from advance to an associate | 956 | 961 |
| | 9,748 | 18,626 |
8 Other (losses)/gains – net
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025
RMB'000 | 2024
RMB'000 |
| Gain on repurchase of convertible bond | - | 24,727 |
| Gains on disposal of property, plant and equipment | 842 | 163 |
| Impairment (provision)/reversal on prepayments | (53) | 293 |
| Net exchange losses | (1,020) | (599) |
| Regulatory fines | (5,150) | - |
| Others | 1,404 | (2,395) |
| | (3,977) | 22,189 |
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
9 Expenses by nature
Costs and expenses included in cost of revenue, selling expenses, administrative expenses and research and development expenses are analysed as follows:
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025
RMB'000 | 2024
RMB'000 |
| Commissions and marketing costs | 1,182,388 | 1,199,748 |
| Employee benefit expenses | 166,768 | 222,583 |
| Amortization of other non-current assets | 51,172 | 52,783 |
| Outsourcing service fees | 28,490 | 37,996 |
| Depreciation of property, plant and equipment | 12,284 | 15,191 |
| Office expenses | 10,994 | 12,128 |
| Advertising and promotion expenses | 10,193 | 9,598 |
| Amortization of intangible assets | 8,550 | 9,055 |
| Professional service fees | 7,868 | 6,271 |
| System development, consulting and data validation | 6,939 | 7,394 |
| Rental expenses relating to short-term leases | 6,861 | 6,612 |
| Travel and transportation | 4,812 | 6,016 |
| Raw materials and consumables | 2,563 | 4,568 |
| Others | 29,974 | 23,828 |
| | 1,529,856 | 1,613,771 |
10 Finance costs
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025
RMB'000 | 2024
RMB'000 |
| Interest expenses on convertible bonds | - | 23,488 |
| Interest expenses on bank and other borrowings | 18,548 | 16,905 |
| Interest expenses on lease liabilities | 1,256 | 1,479 |
| | 19,804 | 41,872 |
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
11 Income tax expense
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025
RMB'000 | 2024
RMB'000 |
| Current income tax | 5,931 | 4,050 |
| Deferred income tax | (2,199) | (252) |
| | 3,732 | 3,798 |
12 Earnings per share
(a) Basic earnings per share
Basic earnings per share are calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the respective periods.
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025 | 2024 |
| Profit attributable to equity holders of the Company
(in RMB thousands) | 43,075 | 31,628 |
| Weighted average number of ordinary shares in issue
(in thousands) (i) | 396,143 | 364,535 |
| Basic earnings per share
(expressed in RMB per share) | 0.11 | 0.09 |
(i) Weighted average number of ordinary shares in issue for the six months ended 30 June 2025 and 2024 has been determined based on the number of shares in issue, excluding the shares held for the purpose of share award schemes.
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
12 Earnings per share (Continued)
(b) Diluted earnings per share
Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares.
The Group has two categories of potential ordinary shares in the six months ended 30 June 2025 which were the share options as disclosed in Note 21(a) and the restricted share units ("RSU") as disclosed in Note 21(b).
A calculation is done to determine the number of shares that could have been acquired at fair value (determined as the average market share price of the Company's shares during the period) based on the monetary value of the subscription rights attached to outstanding RSU and share options. The number of shares calculated as above is compared with the number of shares that would have been issued assuming the exercise of the share options and the RSU.
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025 | 2024 |
| Profit attributable to equity holders of the Company
(in RMB thousands) | 43,075 | 31,628 |
| Weighted average number of ordinary shares in issue
(in thousands) | 396,143 | 364,535 |
| Adjustments for unvested restricted share units and
share options (in thousands) | 5,760 | 1,739 |
| Weighted average number of ordinary shares for the
calculation of diluted earnings per share (in thousands) | 401,903 | 366,274 |
| Diluted earnings per share
(expressed in RMB per share) | 0.11 | 0.09 |
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
13 Investments accounted for using the equity method
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025
RMB'000 | 2024
RMB'000 |
| At the beginning of the period | 167,953 | 134,721 |
| Capital injection | - | 2,221 |
| Share of net profits | 6,110 | 21,408 |
| Share of other comprehensive income | 1,702 | 553 |
| Currency translation difference | (273) | 378 |
| At the end of the period | 175,492 | 159,281 |
The associates of the Group are private companies and there are no quoted market prices available for their shares. There were no contingent liabilities relating to the Group's interest in the associates as at 30 June 2025.
14 Property, plant and equipment
| | Right-of-use assets
RMB'000 | Equipment
RMB'000 | Motor vehicles
RMB'000 | Leasehold improvements
RMB'000 | Construction in Progress
RMB'000 | Total
RMB'000 |
| --- | --- | --- | --- | --- | --- | --- |
| As at 31 December 2024 | | | | | | |
| Cost | 138,470 | 44,777 | 5,251 | 34,380 | - | 222,878 |
| Accumulated depreciation | (103,559) | (36,579) | (3,581) | (32,004) | - | (175,723) |
| Net book amount | 34,911 | 8,198 | 1,670 | 2,376 | - | 47,155 |
| Unaudited
For the six months ended 30 June 2025 | | | | | | |
| Opening net book amount | 34,911 | 8,198 | 1,670 | 2,376 | - | 47,155 |
| Transfer from prepayment | 35,251 | - | - | - | - | 35,251 |
| Other additions | 11,784 | 904 | - | - | 17,855 | 30,543 |
| Disposal | (8,960) | (598) | - | - | - | (9,558) |
| Depreciation charge | (12,612) | (1,945) | (154) | (1,098) | - | (15,809) |
| Capitalisation of depreciation charge | - | - | - | - | 3,525 | 3,525 |
| Currency translation difference | 11 | - | (4) | (2) | - | 5 |
| Closing net book amount | 60,385 | 6,559 | 1,512 | 1,276 | 21,380 | 91,112 |
| As at 30 June 2025 | | | | | | |
| Cost | 160,462 | 45,083 | 5,247 | 34,378 | 21,380 | 266,550 |
| Accumulated depreciation | (100,077) | (38,524) | (3,735) | (33,102) | - | (175,438) |
| Net book amount | 60,385 | 6,559 | 1,512 | 1,276 | 21,380 | 91,112 |
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
14 Property, plant and equipment (Continued)
| | Right-of-use assets
RMB'000 | Equipment
RMB'000 | Motor vehicles
RMB'000 | Leasehold improvements
RMB'000 | Total
RMB'000 |
| --- | --- | --- | --- | --- | --- |
| As at 31 December 2023 | | | | | |
| Cost | 146,169 | 41,915 | 4,987 | 33,633 | 226,704 |
| Accumulated depreciation | (95,671) | (31,246) | (3,276) | (29,972) | (160,165) |
| Net book amount | 50,498 | 10,669 | 1,711 | 3,661 | 66,539 |
| Unaudited | | | | | |
| For the six months ended 30 June 2024 | | | | | |
| Opening net book amount | 50,498 | 10,669 | 1,711 | 3,661 | 66,539 |
| Additions | - | 991 | - | 141 | 1,132 |
| Business combination | 603 | - | - | 620 | 1,223 |
| Reassessment of lease terms | (316) | - | - | - | (316) |
| Disposal | (735) | (6) | - | - | (741) |
| Depreciation charge | (10,979) | (3,123) | (152) | (937) | (15,191) |
| Currency translation difference | (5) | - | 8 | 5 | 8 |
| Closing net book amount | 39,066 | 8,531 | 1,567 | 3,490 | 52,654 |
| As at 30 June 2024 | | | | | |
| Cost | 143,203 | 42,900 | 4,995 | 34,399 | 225,497 |
| Accumulated depreciation | (104,137) | (34,369) | (3,428) | (30,909) | (172,843) |
| Net book amount | 39,066 | 8,531 | 1,567 | 3,490 | 52,654 |
The depreciation of property, plant and equipment has been charged to the consolidated statement of comprehensive income and capitalized as follows:
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025
RMB'000 | 2024
RMB'000 |
| Administrative expenses | 10,996 | 13,239 |
| Research and development expenses | 1,288 | 1,821 |
| Selling expenses | - | 131 |
| Construction in Progress | 3,525 | - |
| | 15,809 | 15,191 |
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
15 Intangible assets
| | Goodwill
RMB'000 | Customer relationship
RMB'000 | Software
RMB'000 | Platform
RMB'000 | Brand name
RMB'000 | Total
RMB'000 |
| --- | --- | --- | --- | --- | --- | --- |
| As at 31 December 2024 | | | | | | |
| Cost | 462,456 | 77,800 | 7,473 | 1,300 | 38,200 | 587,229 |
| Accumulated amortization and impairment | (5,524) | (69,799) | (5,161) | (1,300) | (25,939) | (107,723) |
| Net book amount | 456,932 | 8,001 | 2,312 | - | 12,261 | 479,506 |
| Unaudited | | | | | | |
| For the six months ended 30 June 2025 | | | | | | |
| Opening net book amount | 456,932 | 8,001 | 2,312 | - | 12,261 | 479,506 |
| Additions | - | - | - | - | - | - |
| Amortization charge | - | (4,800) | (248) | - | (3,502) | (8,550) |
| Closing net book amount | 456,932 | 3,201 | 2,064 | - | 8,759 | 470,956 |
| As at 30 June 2025 | | | | | | |
| Cost | 462,456 | 77,800 | 7,473 | 1,300 | 38,200 | 587,229 |
| Accumulated amortization and impairment | (5,524) | (74,599) | (5,409) | (1,300) | (29,441) | (116,273) |
| Net book amount | 456,932 | 3,201 | 2,064 | - | 8,759 | 470,956 |
| As at 31 December 2023 | | | | | | |
| Cost | 444,641 | 77,800 | 6,589 | 1,300 | 38,200 | 568,530 |
| Accumulated amortization and impairment | (5,524) | (60,199) | (3,708) | (1,300) | (18,934) | (89,665) |
| Net book amount | 439,117 | 17,601 | 2,881 | - | 19,266 | 478,865 |
| Unaudited | | | | | | |
| For the six months ended 30 June 2024 | | | | | | |
| Opening net book amount | 439,117 | 17,601 | 2,881 | - | 19,266 | 478,865 |
| Additions | - | - | 885 | - | - | 885 |
| Business combination | 17,815 | - | - | - | - | 17,815 |
| Amortization charge | - | (4,800) | (752) | - | (3,503) | (9,055) |
| Closing net book amount | 456,932 | 12,801 | 3,014 | - | 15,763 | 488,510 |
| As at 30 June 2024 | | | | | | |
| Cost | 462,456 | 77,800 | 7,474 | 1,300 | 38,200 | 587,230 |
| Accumulated amortization and impairment | (5,524) | (64,999) | (4,460) | (1,300) | (22,437) | (98,720) |
| Net book amount | 456,932 | 12,801 | 3,014 | - | 15,763 | 488,510 |
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
15 Intangible assets (Continued)
The Group normally performs goodwill impairment assessment annually, or more frequently if events or changes in circumstances indicate that it might be impaired. For the period ended 30 June 2025, there were no such events or changes indicating that goodwill might be impaired. For details of goodwill impairment assessment for the year ended 31 December 2024, please refer to the 2024 Financial Statements.
The amortization of intangible assets has been charged to profit or loss as follows:
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025
RMB'000 | 2024
RMB'000 |
| Cost of revenue | 3,600 | 3,600 |
| Administrative expenses | 4,950 | 5,455 |
| | 8,550 | 9,055 |
16 Financial assets at FVPL
| | Unaudited
As at
30 June
2025
RMB'000 | Audited
As at
31 December
2024
RMB'000 |
| --- | --- | --- |
| Current assets | | |
| Investment in listed entities (a) | 1,836 | 4,522 |
| Non-current assets | | |
| Investment in unlisted entities (b) | 906,981 | 913,734 |
| | 908,817 | 918,256 |
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
16 Financial assets at FVPL (Continued)
The movement of the financial assets at FVPL is set out below:
| | Unaudited
As at 30 June | |
| --- | --- | --- |
| | 2025
RMB'000 | 2024
RMB'000 |
| At the beginning of the period | 918,256 | 840,936 |
| Acquisition of a subsidiary | – | 7,113 |
| Disposal | (12,124) | (1,019) |
| Changes in fair value through profit or loss | 2,806 | 95,461 |
| Currency translation differences | (121) | 159 |
| At the end of the period | 908,817 | 942,650 |
(a) The balance represented the Group’s investments in equity interests of several listed securities on the Hong Kong Main Board of The Stock Exchange of Hong Kong Limited and the New York Stock Exchange, USA.
(b) The balance primarily comprised the Group’s investments in preferred shares related to Fushi Technology (Shenzhen) Co., Ltd (“Fushi”) amounting to approximately RMB834,957,000 (as at 31 December 2024: RMB834,957,000).
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
17 Trade receivables
| | Unaudited
As at
30 June
2025
RMB’000 | Audited
As at
31 December
2024
RMB’000 |
| --- | --- | --- |
| Trade receivables | 443,363 | 400,421 |
| Less: Allowance for expected credit loss (Note 4.2) | (20,763) | (19,455) |
| | 422,600 | 380,966 |
(a) The carrying amounts of the trade receivables balances were approximate to their fair value as at 30 June 2025. The trade receivables balances were mainly denominated in RMB.
(b) As at 30 June 2025, RMB15,000,000 of trade receivables were pledged for certain bank borrowings of the Group (Note 23).
(c) The Group generally allows a credit period within 90 days to its customers. Aging analysis of trade receivables based on invoice date is as follows:
| | Unaudited
As at
30 June
2025
RMB’000 | Audited
As at
31 December
2024
RMB’000 |
| --- | --- | --- |
| Up to 3 months | 425,535 | 383,070 |
| 3 to 6 months | 1,431 | 968 |
| 6 to 12 months | 61 | - |
| Over 1 year | 16,336 | 16,383 |
| | 443,363 | 400,421 |
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
18 Prepayments and other receivables
(a) Prepayments and other receivables in non-current assets
| | Unaudited
As at
30 June
2025
RMB'000 | Audited
As at
31 December
2024
RMB'000 |
| --- | --- | --- |
| Prepayments | | |
| Construction of office building | - | 42,766 |
| Payment terminals | 1,653 | 139 |
| Sub-total | 1,653 | 42,905 |
| Other receivables | | |
| Deposits | 4,914 | 4,711 |
| Less: allowance for impairment of other receivables
(Note 4.2) | (64) | (1,740) |
| Sub-total | 4,850 | 2,971 |
| | 6,503 | 45,876 |
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
18 Prepayments and other receivables (Continued)
(b) Prepayments and other receivables in current assets
| | Unaudited
As at
30 June
2025
RMB'000 | Audited
As at
31 December
2024
RMB'000 |
| --- | --- | --- |
| Prepayments | | |
| Prepayments for SaaS terminals | 539 | 1,300 |
| Prepayments to media publishers and advertising agents | 42,297 | 1,392 |
| Others | 6,646 | 6,308 |
| Less: allowance for impairment of prepayments | (3,706) | (3,653) |
| Sub-total | 45,776 | 5,347 |
| Other receivables | | |
| Receivables from payment networks (i) | 752,846 | 1,997,372 |
| Amounts due from related parties (Note 26(b)) | 346,711 | 337,641 |
| Deposits on lease and others | 60,863 | 80,569 |
| Deposits placed with financial institutions | 504 | 1,947 |
| Amounts due from business partners (ii) | 61,483 | 19,400 |
| Payment network deposits | 2,457 | 2,457 |
| Others | 144,886 | 115,295 |
| Less: allowance for impairment of other receivables
(Note 4.2) | (38,630) | (35,659) |
| Sub-total | 1,331,120 | 2,519,022 |
| | 1,376,896 | 2,524,369 |
(i) The balance mainly represents funds processed by the Group during the process of providing its one-stop payment services and in-store e-commerce services to merchants, which had been received by the payment networks, and would be then transferred to the respective merchants through the Group in accordance with the terms of agreements entered between the Group and the merchants.
(ii) The balance mainly represents advances made by the Group and utility fees to be received for the purpose of developing merchants to its business partners, which would be deducted from their commission fee or returned within contractual period.
(iii) The carrying amounts of the other receivables balances approximate their fair value as at 30 June 2025 and 31 December 2024. Prepayments and other receivables balances were mainly denominated in RMB.
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
19 Loan receivables
| | Unaudited
As at
30 June
2025
RMB'000 | Audited
As at
31 December
2024
RMB'000 |
| --- | --- | --- |
| Loan receivables (i) | 714,502 | 677,935 |
| Less: allowance for impairment of loan receivables
(Note 4.2) | (13,947) | (19,808) |
| | 700,555 | 658,127 |
(i) The loan receivables mainly comprise micro-credit loans and small-sized loans to various borrowers provided by the Group itself or through various financial institutions. The loans bore interest rate from 6% to 36% per annum and with lending periods of less than one year. As at 30 June 2025, approximately RMB645,000,000 (2024: RMB627,000,000) of the loan receivables were either guaranteed or secured.
20 Dividends
No dividends have been paid or declared by the Company for the six months ended 30 June 2025 (for the six months ended 30 June 2024: Nil).
21 Share-based payments
(a) Share option schemes
In September 2020, the board of the Company proposed to adopt the share option scheme to attract, retain and motivate talented employees to strive towards long term performance targets set by the Group and to provide them with an incentive to work better for the interest of the Group. The proposal was approved by the general meeting of the Company in October 2020.
The Company has granted three batches of share options to employees and directors, on 7 January 2021, 12 May 2021 and 21 January 2022, respectively. The granted share options are vested evenly in 4 distributions within a 42-months, 4-year and 4-year period from vesting commencement, respectively.
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
21 Share-based payments (Continued)
(a) Share option schemes (Continued)
(i) Movements in the number of share options granted to employees outstanding and their related weighted average exercise prices are as follows:
| No. of options | Average exercise price per share option (HKD) | |
|---|---|---|
| Outstanding as at 1 January 2025 | 4,767,250 | 44.28 |
| Forfeited during the period | (24,500) | 27.92 |
| Outstanding as at 30 June 2025 | 4,742,750 | 44.36 |
| Vested and exercisable as at 30 June 2025 | 4,558,625 | 45.12 |
| Outstanding as at 1 January 2024 | 4,897,250 | 44.18 |
| Transfer to share options granted to directors | (90,000) | 43.92 |
| Forfeited during the year | (40,000) | 33.02 |
| Outstanding as at 31 December 2024 | 4,767,250 | 44.28 |
| Vested and exercisable as at 31 December 2024 | 4,108,750 | 45.14 |
During six months ended 30 June 2025 and 2024, all the forfeiture of share options prior to their respective expiry dates were due to the resignation of certain grantees.
The weighted-average remaining life for the above outstanding share options was 5.78 years as at 30 June 2025 (6.28 years as at 31 December 2024).
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
21 Share-based payments (Continued)
(a) Share option schemes (Continued)
(ii) Movements in the number of share options granted to directors outstanding and their related weighted average exercise prices are as follows:
| No. of options | Average exercise price per share option (HKD) | |
|---|---|---|
| Outstanding as at 1 January 2025 | 490,000 | 44.15 |
| Outstanding as at 30 June 2025 | 490,000 | 44.15 |
| Vested and exercisable as at 30 June 2025 | 480,000 | 44.54 |
| Outstanding as at 1 January 2024 | 400,000 | 44.20 |
| Transfer from share options granted to employees | 90,000 | 43.92 |
| Outstanding as at 31 December 2024 | 490,000 | 44.15 |
| Vested and exercisable as at 31 December 2024 | 457,500 | 44.57 |
The weighted-average remaining life for the above outstanding share options was 5.65 years as at 30 June 2025 (6.14 years as at 31 December 2024).
The share-based compensation expenses recognised during the six months ended 30 June 2025 and 2024 are summarised in the following table:
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025 | 2024 |
| | RMB'000 | RMB'000 |
| Employee options scheme
- value of employee services | 2,437 | 3,720 |
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
21 Share-based payments (Continued)
(b) Share award schemes
Under a stock incentive plan approved by the board of directors of the Company, several batches of share options were granted to certain employees and directors in the years of 2013, 2016, 2017 and 2018, respectively.
In August 2019, the board of directors of the Company passed a resolution, according to which all outstanding options representing 34,109,384 shares of the Company granted under share option plan were converted into 34,109,384 shares of RSU granted to the same option holders, who became eligible participants under such scheme. There was no modification of terms or conditions which had increased the fair value of the equity instruments granted and such arrangement was accounted for as the continuance of the original share option plan.
Details of RSUs are as follows:
| Grant date (yyyy/mm/dd) | Number of RSU after share subdivision | Vesting period | Exercise price | Expiration terms |
|---|---|---|---|---|
| 2018/01/01 | 3,280,000 | To be vested evenly with in a 4-year period from vesting commencement | USD1.06 | 15 years from date of grant |
| 2019/01/08 | 3,524,000 | To be vested evenly with in a 4-year period from vesting commencement | USD1.62 | Same as above |
| 2021/07/01 | 390,000 | To be vested evenly with in a 42 months period from vesting commencement | HKD16.64 | Same as above |
| 2022/01/21 | 1,500,000 | Note i | HKD0.01 | Same as above |
| 2023/03/28 | 8,151,565 | Note ii | HKD0.01 | Same as above |
| 2024/06/05 | 7,745,914 | Note iii | HKD0.01 | Same as above |
| 2024/08/27 | Note iv | To be vested evenly within a 27 months period from vesting commencement | Nil | Same as above |
| 2025/03/28 | 7,194,626 | Note v | HKD0.01 | Same as above |
Note i: There are two types of vesting schedules: (1) to be vested evenly in 4 distributions within a 4-year period from vesting commencement; (2) to be vested evenly in 5 distributions within a 4-year period form vesting commencement or two months after the commencement of the employment contract of the respective grantee.
Note ii: There are three types of vesting schedules: (1) to be vested evenly in 4 distributions within a 4-year period from vesting commencement; (2) to be vested evenly in 4 distributions within a 37 months period form vesting commencement; (3) to be vested evenly in 2 distributions within a 2-year period from vesting commencement.
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
21 Share-based payments (Continued)
(b) Share award schemes (Continued)
Note iii: There are three types of vesting schedules: (1) to be vested evenly in 2 distributions within a 14 months period from vesting commencement; (2) to be vested evenly in 4 distributions within a 38 months period from vesting commencement; (3) to be vested evenly in 4 distributions within a 4-year period from vesting commencement.
Note iv: In 27 August 2024, the Company granted a bonus award to employees that entitles them to receive a variable number of shares equivalent to a value of RMB55,000,000, if they remain in employment for three years and meet a certain performance condition. The number of shares that the employees will receive is based on the share price on the vesting date.
Note v: There are three types of vesting schedules: (1) to be vested evenly in 1 distribution within 1 month period from vesting commencement; (2) to be vested evenly in 2 distributions within a 2-year period from vesting commencement; (3) to be vested evenly in 4 distributions within a 4-year period from vesting commencement.
The share-based compensation expenses of the share award schemes recognised during the six months ended 30 June 2025 and 2024 are summarised in the following table:
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025 | 2024 |
| | RMB'000 | RMB'000 |
| Employee share schemes
- value of employee services | 36,783 | 37,083 |
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
21 Share-based payments (Continued)
(b) Share award schemes (Continued)
(i) Movements in the number of RSUs outstanding and their related exercise prices:
| Number of RSUs | Average exercise price (RMB) | |
|---|---|---|
| Outstanding balance as at 1 January 2025 | 10,680,130 | 0.10 |
| Granted during the period | 7,194,626 | 0.01 |
| Vested during the period | (6,705,818) | 0.01 |
| Forfeited during the period | (700,486) | 0.01 |
| Outstanding balance as at 30 June 2025 | 10,468,452 | 0.10 |
| - Vested but not transferred as at 30 June 2025 | 3,236,241 | 0.01 |
| Outstanding balance as at 1 January 2024 | 7,454,773 | 0.14 |
| Granted during the year | 7,745,914 | 0.01 |
| Vested during the year | (4,065,417) | 0.01 |
| Forfeited during the year | (455,140) | 0.01 |
| Outstanding balance as at 31 December 2024 | 10,680,130 | 0.10 |
| - Vested but not transferred as at 31 December 2024 | 496,100 | 0.01 |
The fair value of the awarded shares was determined based on the market price of the Company's shares at the respective grant date. The expected dividends during the vesting period have been taken into account when assessing the fair value of these awarded shares.
The weighted average fair value of awarded shares granted during the six months ended 30 June 2025 was HKD8.35 per share (equivalent to approximately RMB7.70 per share) (2024: HKD10.29 per share (equivalent to approximately RMB9.37 per share)).
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
22 Trade and other payables
| | Unaudited
As at
30 June
2025
RMB'000 | Audited
As at
31 December
2024
RMB'000 |
| --- | --- | --- |
| Trade payables (a) | 227,692 | 251,302 |
| Other payables | | |
| Payables to merchants (b) | 3,040,919 | 3,267,227 |
| Deposits from distribution channels (c) | 71,675 | 71,582 |
| Other taxes payables | 45,633 | 34,643 |
| Employee benefit payables | 28,156 | 41,508 |
| Amounts due to related parties (Note 26(b)) | 30,835 | 27,207 |
| Dividends payable | 10,835 | 16,253 |
| Others | 270,894 | 213,054 |
| | 3,498,947 | 3,671,474 |
| | 3,726,639 | 3,922,776 |
(a) Trade payables mainly represent amounts due to media publisher, suppliers for purchase of payment terminals and other equipment; commission payable to distribution channels for one-stop payment services and in-store e-commerce services and processing fees payable to payment networks and financial institutions.
As at 30 June 2025 and 31 December 2024, the aging analysis of trade payables based on the invoice date was as follows:
| | Unaudited
As at
30 June
2025
RMB'000 | Audited
As at
31 December
2024
RMB'000 |
| --- | --- | --- |
| Up to 3 months | 118,537 | 123,336 |
| 3 to 6 months | 7,800 | 16,276 |
| Over 6 months | 101,355 | 111,690 |
| | 227,692 | 251,302 |
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
22 Trade and other payables (Continued)
(b) The balance represents funds processed by the Group for merchants, which are required to be settled with merchants upon the respective contractual settlement clearance dates.
(c) The amount represents refundable deposits placed by distribution channels with the Group when they signed up the distribution channel agreements with the Group. It would be refunded to the respective distribution channel upon expiration of the agreements.
(d) As at 30 June 2025 and 31 December 2024, trade and other payables were mainly denominated in RMB and the fair values of these balances were approximated to their carrying amounts.
23 Bank and other borrowings
| | Unaudited
As at
30 June
2025
RMB'000 | Audited
As at
31 December
2024
RMB'000 |
| --- | --- | --- |
| Current | | |
| Bank borrowings | | |
| - unsecured but guaranteed | 919,351 | 884,003 |
| - unsecured and unguaranteed | 9,990 | 9,990 |
| - secured and guaranteed | 15,000 | 15,000 |
| Borrowing from other non-banking financial institution | | |
| - secured and guaranteed | - | 20,000 |
| | 944,341 | 928,993 |
| Non-current | | |
| Bank borrowings | | |
| - unsecured but guaranteed | - | 3,000 |
| Borrowing from other non-banking financial institution | | |
| - secured and guaranteed | 12,000 | - |
| | 12,000 | 3,000 |
As at 30 June 2025, short-term borrowings of RMB854,361,000 (31 December 2024: RMB846,003,000) were guaranteed by the Company and certain subsidiaries of the Group, and RMB64,990,000 (31 December 2024: RMB38,000,000) were guaranteed by certain independent third parties and Mr. Qin Lingjin ("Mr. Qin"), a key management person of a subsidiary.
As at 30 June 2025, bank borrowing of RMB15,000,000 (31 December 2024: RMB15,000,000) were secured by the pledge of certain trade receivables and guaranteed by Tianjin Chuangxinzhong Technology Co., Ltd., and Mr. Qin.
For the six months ended 30 June 2025, these short-term bank and other borrowings bore effective interest rate of 3.9% (31 December 2024: 3.8%) per annum.
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
24 Notes to the interim condensed consolidated statement of cash flows
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025 | 2024 |
| | RMB'000 | RMB'000 |
| Profit before income tax | 45,105 | 36,378 |
| Adjustments for: | | |
| Depreciation of property, plant and equipment | 12,284 | 15,191 |
| Amortization of intangible assets | 8,550 | 9,055 |
| Amortization of other non-current assets | 51,172 | 52,783 |
| Gains on disposal of property, plant and equipment | (842) | (163) |
| Net impairment losses on financial assets | 61,448 | 42,105 |
| Impairment provision/(reversal) on prepayments | 53 | (293) |
| Equity-settled share-based payments | 39,220 | 40,803 |
| Shares of net profits of associates | (6,110) | (21,408) |
| Gains on repurchase of convertible bonds | - | (24,727) |
| Net fair value gains on financial assets at FVPL | (2,806) | (94,184) |
| Interest expenses on convertible bonds | - | 23,488 |
| Interest expenses on bank and other borrowings | 18,548 | 16,905 |
| Interest expenses on leases | 1,256 | 1,479 |
| Interest income | (8,754) | (15,364) |
| Changes in working capital: | | |
| Increase in trade receivables | (42,137) | (56,940) |
| Decrease/(increase) in prepayments and other receivables | 1,167,651 | (346,816) |
| (Increase)/decrease in loan receivables | (101,265) | 97,867 |
| (Increase)/decrease in inventories | (7) | 348 |
| Decrease in other current assets | 1,308 | 3,888 |
| (Increase)/decrease in restricted cash | (1,061,252) | 909,423 |
| Decrease in trade and other payables | (226,511) | (709,065) |
| Decrease in contract liabilities | (1,091) | (6,819) |
| Cash used in operations | (44,180) | (26,066) |
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
25 Capital commitment
| | Unaudited
As at
30 June
2025
RMB'000 | Audited
As at
31 December
2024
RMB'000 |
| --- | --- | --- |
| Contracted but not provided for: | | |
| Construction of office building | 9,800 | 20,416 |
26 Significant related party transactions
Parties are related if one party has the ability, directly or indirectly, control the other party or exercise significant influence over the other party in making financial and operation decisions. Parties are also considered to be related if they are subject to common control. Members of key management and their close family members of the Group are also considered as related parties.
| Name of the related parties | Nature of relationship |
|---|---|
| Shenzhen Xunxiang Technology Co., Ltd. (“Xun Xiang”) | Associate of the Group |
| Shenzhen Zhizhanggui Cloud Service Co., Ltd. (“Zhizhanggui”) | Associate of the Group |
| Chaomeng Financial Technology (Shenzhen) Co., Ltd (“Chao Meng”) | Associate of the Group |
| RYK Capital Partners Limited (“RYK”) | Associate of the Group |
| Fushi | Associate of the Group |
| Ren Yangbin (“Mr. Ren”) | Key management person of a subsidiary |
| Sun Yang (“Mr. Sun”) | Key management person of a subsidiary |
In the opinion of the Company's directors, the following related party transactions were carried out in the normal course of business and at terms mutually agreed between the Group and the respective related parties.
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
26 Significant related party transactions (Continued)
(a) Continuing transactions with related parties
(i) Technology service income
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025
RMB'000 | 2024
RMB'000 |
| RYK | 559 | 794 |
| Fushi | 13,851 | 17,860 |
| | 14,410 | 18,654 |
(ii) Commissions to distribution channels
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025
RMB'000 | 2024
RMB'000 |
| Xun Xiang | 567 | 865 |
| Zhizhanggui | 1,680 | 1,897 |
| Fushi | 6,886 | 149,056 |
| | 9,133 | 151,818 |
(iii) Marketing service costs
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025
RMB'000 | 2024
RMB'000 |
| Fushi | 1,241 | 3,073 |
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
26 Significant related party transactions (Continued)
(a) Continuing transactions with related parties (Continued)
(iv) Product purchases costs
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025
RMB'000 | 2024
RMB'000 |
| Zhizhanggui | 167 | 21 |
(v) Product sales income
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025
RMB'000 | 2024
RMB'000 |
| Zhizhanggui | 867 | - |
(vi) Marketing service income
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025
RMB'000 | 2024
RMB'000 |
| Zhizhanggui | 187 | 100 |
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
26 Significant related party transactions (Continued)
(a) Continuing transactions with related parties (Continued)
(vii) Interest income
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025
RMB'000 | 2024
RMB'000 |
| Zhizhanggui | 956 | 961 |
(viii) Loan to associates
| | Unaudited
For the six months
ended 30 June | |
| --- | --- | --- |
| | 2025
RMB'000 | 2024
RMB'000 |
| Fushi | 6,352 | - |
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
26 Significant related party transactions (Continued)
(b) Balances with related parties
| | Unaudited
As at
30 June
2025
RMB'000 | Audited
As at
31 December
2024
RMB'000 |
| --- | --- | --- |
| Investments in preferred shares of Fushi (Note 16(b)) | 834,957 | 834,957 |
| Trade receivables | | |
| Zhizhanggui | 1,370 | 168 |
| Fushi | 69,975 | 60,025 |
| | 71,345 | 60,193 |
| Less: allowance for impairment of amount due from related parties | (3,117) | (1,896) |
| | 68,228 | 58,297 |
| Other receivables | | |
| Mr. Ren | 420 | 420 |
| Mr. Sun | 2,000 | 2,000 |
| Zhizhanggui | | |
| - Loan to Zhizhanggui | 46,000 | 46,000 |
| - Others | 141,702 | 140,689 |
| Fushi | | |
| - Loan to Fushi | 113,911 | 107,724 |
| - Others | 14,480 | 12,520 |
| Chao Meng | 27,870 | 27,870 |
| RYK | 328 | 418 |
| | 346,711 | 337,641 |
| Less: allowance for amount due from Chao Meng | (27,870) | (27,870) |
| Less: allowance for impairment of amount due from other related parties | (3,953) | (4,077) |
| | 314,888 | 305,694 |
| Trade payables | | |
| Zhizhanggui | 11,222 | 10,093 |
| Fushi | 2,518 | 1,460 |
| | 13,740 | 11,553 |
YEAHKA LIMITED 2025 INTERIM REPORT
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
26 Significant related party transactions (Continued)
(b) Balances with related parties (Continued)
| | Unaudited
As at
30 June
2025
RMB'000 | Audited
As at
31 December
2024
RMB'000 |
| --- | --- | --- |
| Other payables | | |
| Zhizhanggui | 1,045 | 1,043 |
| Fushi | 29,790 | 26,164 |
| | 30,835 | 27,207 |
(c) Terms and conditions
The above transactions with related parties were made on normal commercial terms and conditions and market rates.
Loans to Zhizhanggui bear an interest rate of 4.38% per annum and unsecured. Other outstanding balances with related parties are interest-free, unsecured and repayable on demand.
27 Contingencies
Saves as disclosed elsewhere in this condensed interim information, the Group had no material contingent liabilities outstanding as at 30 June 2025.
YEAHKA LIMITED 2025 INTERIM REPORT
DEFINITIONS
In this interim report, unless the context otherwise requires, the following words and expressions shall have the following meanings.
"Audit Committee" the audit committee of the Company
"Board" or "Board of Directors" the board of directors of our Company
"bps" basis points
"BVI" the British Virgin Islands
"CG Code" the Corporate Governance Code contained in Appendix C1 to the Listing Rules
"China" or "PRC" the People's Republic of China
"Company", "our Company" YEAHKA LIMITED (移卡有限公司), an exempted company incorporated in the Cayman Islands with limited liability on September 8, 2011
"Director(s)" the director(s) of our Company
"EBITDA" Earnings before interest, taxes, depreciation, and amortization
"Fushi" Fushi Technology (Shenzhen) Co., Ltd (深圳市富匙科技有限公司), a company established in the PRC on April 12, 2016 with limited liability
"GMV" gross merchandise value
"GPV" gross payment volume
"Group", "our Group", "we", "our" or "us" our Company, its subsidiaries and the PRC Consolidated Entities (as defined in the Prospectus) from time to time
"HK$" or "HKD" Hong Kong dollars, the lawful currency of Hong Kong
"Hong Kong" the Hong Kong Special Administrative Region of the PRC
YEAHKA LIMITED 2025 INTERIM REPORT
DEFINITIONS
"IFRS"
International Accounting Standards, International Financial Reporting Standards, amendments and the related interpretations issued by the International Accounting Standards Board
"Interim Report"
this interim report prepared by the Company dated August 21, 2025
"Listing Rules"
the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, as amended or supplemented or otherwise modified from time to time
"Main Board"
the stock market (excluding the option market) operated by the Stock Exchange which is independent from and operated in parallel with GEM of the Stock Exchange
"Model Code"
Model Code for Securities Transactions by Directors of Listed Issuers as contained in Appendix C3 to the Listing Rules
"Period" or "Reporting Period"
the six months ended June 30, 2025
"Pre-IPO Stock Incentive Scheme"
the pre-IPO stock incentive scheme of the Company approved and adopted by our Board on January 1, 2013, and as subsequently amended
"Prospectus"
the prospectus of the Company dated on May 20, 2020
"RMB"
Renminbi, the lawful currency of the PRC
"RSU(s)"
restricted share unit(s)
YEAHKA LIMITED 2025 INTERIM REPORT
DEFINITIONS
"RSU Eligible Person(s)"
persons eligible to receive RSUs under the RSU Scheme who are existing directors (whether executive or non-executive, but excluding independent non-executive directors), senior management or officers of the Company or any of the subsidiaries of the Company, including persons who are granted RSUs under the RSU Scheme as an inducement to enter, and conditional upon their entering, into employment contracts with the Company or any subsidiaries of the Company; directors and employees of holding companies, fellow subsidiaries or associated companies of the Company; or advisers or consultants who provide management, business or professional consulting services to the Group on a continuing or recurring basis in its ordinary and usual course of business which are in the interests of the long term growth of the Group ("Service Providers"). In determining the eligibility of Service Providers, the Board shall also consider a range of factors including the nature and frequency of the services provided, and the current and anticipated contribution of their services to the Group's financial and business performance, among other indicators
"RSU Nominee 1"
Yeah Talent Holding Limited, a company incorporated in the BVI on November 6, 2019, a wholly-owned subsidiary of the RSU Trustee
"RSU Nominee 2"
Yeah United Holding Limited, a company incorporated in the BVI on November 6, 2019, a wholly-owned subsidiary of the RSU Trustee
"RSU Participant(s)"
the participant(s) in the RSU Scheme
"RSU Scheme"
the restricted share unit scheme of our Company initially approved and adopted by our Board on August 1, 2019, as amended from time to time
"RSU Trustee"
TMF Trust (HK) Limited, an independent and professional trustee appointed by our Company to act as the trustee of the RSU Scheme
"SFO"
the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong), as amended or supplemented or otherwise modified from time to time
"Share(s)"
ordinary shares in the capital of our Company with nominal value of US$0.000025 each
YEAHKA LIMITED 2025 INTERIM REPORT
DEFINITIONS
"Share Option Scheme"
our share option scheme conditionally adopted pursuant to the written resolutions passed by our Shareholders on October 13, 2020
"Shareholder(s)"
holder(s) of Shares
"Shenzhen Yeahka"
Shenzhen Yeahka Technology Co., Ltd. (深圳市移卡科技有限公司), a limited company established in the PRC on June 16, 2011, the financial results of which have been consolidated and accounted for as a subsidiary of our Company by virtue of a series of contractual arrangements set out in the Prospectus, and one of the PRC Consolidated Entities (as defined in the Prospectus)
"Stock Exchange"
The Stock Exchange of Hong Kong Limited
"US$" or "USD"
United State dollars, the lawful currency for the time being of the United States
"%"
per cent
In this report, the terms "associate", "close associate", "connected person", "connected transaction", "continuing connected transaction", "core connected person", "controlling shareholder", "subsidiary" and "substantial shareholder" shall have the meanings given to such terms in the Listing Rules, unless the context otherwise requires.
YEAHKA LIMITED 2025 INTERIM REPORT
Yeahka 移卡
w w w . y e a h k a . c o m