01347
www.hkexnews.hk www.huahonggrace.com
DEFINITIONS
INTERIM REPORT2025
In this interim report, unless the context otherwise requires, the following terms shall have the meanings set out below.“Board”the Board of Directors of the Company;“China”or“the PRC”the People’s Republic of China, but for the purpose of this interim reportand for geographical reference only, except where the context otherwiserequires, references in this interim report to“China”and the“PRC”do notinclude Taiwan, the Macau Special Administrative Region and Hong Kong;“Company”or“our Company”Hua Hong Semiconductor Limited, a company incorporated in Hong Kongwith limited liability on 21 January 2005;“Director(s)”the Director(s) of the Company;“Group”our Company and our subsidiaries;“HHGrace”Shanghai Huahong Grace Semiconductor Manufacturing Corporation* (
), a company incorporated in the PRC on 24January 2013 and a wholly-owned subsidiary of the Company;“Hua Hong Manufacturing”Hua Hong Semiconductor Manufacturing (Wuxi) Co., Ltd.* (()), a company incorporated in the PRC on 17 June 2022 andheld as to 51% by the Group;“Hong Kong Stock Exchange”The Stock Exchange of Hong Kong Limited;“Hong Kong Listing Rules”the Rules Governing the Listing of Securities on The Stock Exchange ofHong Kong Limited, as amended or supplemented from time to time;“Hong Kong Model Code”the Model Code for Securities Transactions by Directors of Listed Issuers asset out in Appendix C3 to the Hong Kong Listing Rules;“RMB Share(s)”or“A Share(s)”the ordinary share(s) of the Company which are listed on the STAR Marketand traded in RMB;“Hong Kong SFO”the Securities and Futures Ordinance (Chapter 571 of the Laws of HongKong), as amended or supplemented from time to time;“SSE”the Shanghai Stock Exchange;“SSE STAR Market”the Science and Technology Innovation Board of the Shanghai StockExchange;
CORPORATE INFORMATION
HUA HONG SEMICONDUCTOR LIMITED
Board of DirectorsExecutive DirectorsJunjun Tang(Chairman)Peng Bai(President)Non-Executive DirectorsJun YeGuodong SunBo ChenChengyan XiongIndependent Non-Executive DirectorsStephen Tso Tung ChangKwai Huen Wong, JPSonglin FengCompany SecretarySui Har LeeAuthorized RepresentativesJunjun TangSui Har LeeAudit CommitteeStephen Tso Tung Chang(Chairman)Chengyan XiongSonglin FengRemuneration CommitteeKwai Huen Wong, JP(Chairman)
Jun YeSonglin FengNomination CommitteeJunjun Tang(Chairman)
Kwai Huen Wong, JPSonglin Feng
Websitewww.huahonggrace.com
AuditorErnst & Young
Certified Public Accountants27/F, One Taikoo Place979 King’s Road, Quarry BayHong Kong, PRC
Hong Kong Legal AdvisorHerbert Smith Freehills Kramer23/F, Gloucester Tower15 Queen’s Road CentralHong Kong, PRC
Principal BanksChina Construction Bank Shanghai BranchNo. 900 Lujiazui Ring RoadPudong New AreaShanghai, PRCChina Development Bank Shanghai BranchNo. 68 Puming RoadPudong New AreaShanghai, PRCChina Merchants Bank Co., Ltd. Shanghai BranchNo.1088 Lujiazui Ring RoadPudong New AreaShanghai, PRCChina Construction Bank Corporation Hong KongBranch28/F, CCB Tower, 3 Connaught Road, CentralHong Kong, PRCBank of Communications Co., Ltd. Hong Kong Branch20 Pedder Street, CentralHong Kong, PRCChina Development Bank Jiangsu BranchNo. 232 Middle Jiangdong RoadNanjing, Jiangsu, PRCAgricultural Bank of China Wuxi Xinwu SubbranchNo. 26 Hefeng Road, Xinwu DistrictWuxi, Jiangsu, PRCChina Construction Bank Wuxi High and NewTechnology Industrial Development Zone SubbranchNo. 26 Hefeng Road, Xinwu DistrictWuxi, Jiangsu, PRCChina CITIC Bank Wuxi New District SubbranchNo. 26 Hefeng Road, Xinwu DistrictWuxi, Jiangsu, PRCBank of China Wuxi High and New TechnologyIndustrial Development Zone SubbranchNo. 140 Wangzhuang Road, Xinwu DistrictWuxi, Jiangsu, PRCBank of Communications Co., Ltd. Wuxi BranchNo.8 2nd Financial Street, Binhu DistrictWuxi, Jiangsu, PRC
INTERIM REPORT2025
CORPORATE INFORMATION
Share RegistrarHong Kong shares:
Tricor Investor Services Limited17/F, Far East Finance Centre16 Harcourt RoadHong Kong, PRCA shares:
China Securities Depository and Clearing CorporationLimited, Shanghai BranchNo. 188 South Yanggao RoadPudong New AreaShanghai, PRCRegistered OfficeRoom 2212, Bank of America Tower12 Harcourt Road, CentralHong Kong, PRCPrincipal Places of BusinessNo. 288 Halei RoadZhangjiang Hi-Tech ParkShanghai, PRCPostcode: 201203No. 30 Xinzhou RoadXinwu DistrictWuxi, Jiangsu, PRCPostcode: 214028No. 30-1 Xinzhou RoadXinwu DistrictWuxi, Jiangsu, PRCPostcode: 214028Stock CodeHong Kong Stock Exchange: 01347Shanghai Stock Exchange: 688347
KEY FINANCIALS
HUA HONG SEMICONDUCTOR LIMITED
%RevenueGross pro?t margin
US$ millionUS$Pro?t attributable to owners of the parentEarning per share
0.00
25.0%
30.0%
20.0%
15.0%
10.0%
5.0%
0.0%
1,2001,000
1,400
938.5
1,107.0
35.0%
29.9%
8.5%
10.1%
38.5
11.70.007
0.14
0.16
0.18
0.20
0.10
0.12
0.06
0.08
0.02
0.04
0.022
0.176
1,262.2
1H 20241H 20231H 20251H 20241H 20231H 2025
1H 20241H 20231H 20251H 20241H 20231H 2025
US$ million
230.8
MANAGEMENT DISCUSSION AND ANALYSIS
INTERIM REPORT2025
Financial Performance
1H 20251H 2024ChangeUS$’000US$’
UnauditedUnauditedRevenue1,107,002938,51018.0%Cost of sales(995,394)(858,815)15.9%Gross profit111,60879,69540.0%Other income and gains59,91671,095(15.7)%Selling and distribution expenses(4,844)(4,770)1.6%Administrative expenses(190,183)(164,078)15.9%Other expenses(17,300)(13,813)25.2%Finance costs(41,551)(49,432)(15.9)%Share of profits of associates1,2432,805(55.7)%Loss before tax(81,111)(78,498)3.3%Income tax (expense)/credit(3,852)11,464(133.6)%Loss for the period(84,963)(67,034)26.7%Attributable to:
Owners of the parent11,70238,491(69.6)% Non-controlling interests(96,665)(105,525)(8.4)%RevenueRevenue was US$1,107.0 million, an increase of 18.0% compared to 1H 2024, primarily driven by increased wafershipments.Cost of salesCost of sales was US$995.4 million, an increase of 15.9% compared to 1H 2024, primarily due to increased wafershipments and increased depreciation costs.Gross protGross profit was US$111.6 million, an increase of 40.0% compared to 1H 2024, primarily driven by improved capacityutilization, partially offset by increased depreciation costs.Other income and gainsOther income and gains were US$59.9 million, a decrease of 15.7% compared to 1H 2024, primarily due to decreasedinterest income, partially offset by increased government subsidies.
MANAGEMENT DISCUSSION AND ANALYSIS
Administrative expensesAdministrative expenses were US$190.2 million, an increase of 15.9% compared to 1H 2024, primarily due toincreased engineering wafer costs.Other expensesOther expenses were US$17.3 million, an increase of 25.2% compared to 1H 2024, primarily due to increased foreignexchange losses.Finance costsFinance costs were US$41.6 million a decrease of 15.9% compared to 1H 2024, primarily due to decreased interestrate of bank borrowings.Share of prots of associatesShare of losses of associates were US$1.2 million, a decrease of 55.7% compared to 1H 2024, due to decreased profitrealized by the associates.Income tax (expense)/creditIncome tax expense was US$3.9 million, compared to income tax credit of US$11.5 million in 1H 2024, primarily due todecreased reversal of dividend withholding tax.Loss for the periodAs a result of the cumulative effect of the above factors, loss for the period was US$85.0 million, compared to US$67.0million in 1H 2024.
INTERIM REPORT2025
MANAGEMENT DISCUSSION AND ANALYSIS
Financial Status
30 June2025
31 December
2024ChangeUS$’000US$’
UnauditedAuditedNon-current assetsProperty, plant and equipment6,101,9715,859,1174.1%Investment properties218,468164,15333.1%Investment in associates144,421139,7993.3%Equity investments designated at fair value through other comprehensive income290,515289,3110.4%Other non-current assets136,752130,2255.0%Total non-current assets6,892,1276,582,6054.7%Current assetsInventories513,434467,0609.9%Trade and notes receivables264,329270,461(2.3)%Due from related parties14,36018,324(21.6)%Other current assets674,174585,90215.1%Pledged deposits31,75631,6240.4%Cash and cash equivalents3,846,9004,459,132(13.7)%Total current assets5,344,9535,832,503(8.4)%Current liabilitiesTrade payables263,352298,372(11.7)%Interest-bearing bank borrowings341,313280,70421.6%Due to related parties8,5609,125(6.2)%Government grants59,04057,5632.6%Other current liabilities738,533916,474(19.4)%Total current liabilities1,410,7981,562,238(9.7)%Net current assets3,934,1554,270,265(7.9)%Non-current liabilitiesInterest-bearing bank borrowings1,933,9711,917,2350.9%Lease liabilities15,03518,068(16.8)%Deferred tax liabilities3,63310,948(66.8)%Total non-current liabilities1,952,6391,946,2510.3%Net assets8,873,6438,906,619(0.4)%
MANAGEMENT DISCUSSION AND ANALYSIS
Explanation of items with uctuation over 10% from 31 December 2024 to 30 June 2025Investment propertiesInvestment properties increased from US$164.2 million to US$218.5 million, primarily due to increased investmentproperties.Due from related partiesDue from related parties decreased from US$18.3 million to US$14.4 million, primarily due to decreased tradereceivables from certain of our related customers.Other current assetsOther current assets increased from US$585.9 million to US$674.2 million, primarily due to increased value-added taxcredit.Cash and cash equivalentsCash and cash equivalents decreased from US$4,459.1 million to US$3,846.9 million, mainly due to reasons stated inthe cash flow analysis below.Trade payablesTrade payables decreased from US$298.4 million to US$263.4 million, mainly due to decreased payables to suppliers.Other current liabilitiesOther current liabilities decreased from US$916.5 million to US$738.5 million, mainly due to decreased payables forcapital expenditures.Interest-bearing bank borrowingsTotal interest-bearing bank borrowings increased by 3.5%, from US$2,197.9 million to US$2,275.3 million.Lease liabilitiesLease liabilities decreased from US$18.1 million to US$15.0 million, primarily due to payments of lease liabilities.Deferred tax liabilitiesDeferred tax liabilities decreased from US$10.9 million to US$3.6 million, primarily due to a reversal of dividendwithholding tax accrued for 2024.
INTERIM REPORT2025
MANAGEMENT DISCUSSION AND ANALYSIS
Cash Flow
1H 20251H 2024ChangeUS$’000US$’
UnauditedUnauditedNet cash flows generated from operating activities219,816137,55059.8%Net cash flows used in investing activities(879,847)(470,924)86.8%Net cash flows generated from financing activities33,9521,206,061(97.2)%Net (decrease)/increase in cash and cash equivalents(626,079)872,687(171.7)%Cash and cash equivalents at beginning of the period4,459,1325,585,181(20.2)%Effect of foreign exchange rate changes, net13,847(34,002)(140.7)%Cash and cash equivalents at end of the period3,846,9006,423,866(40.1)%Net cash ows generated from operating activitiesNet cash flows generated from operating activities increased from US$137.6 million to US$219.8 million, primarilydriven by increased receipts from customers.Net cash ows used in investing activitiesNet cash flows used in investing activities were US$879.8 million, primarily including US$918.6 million for capitalinvestments and US$2.8 million for investments in an associate, partially offset by US$36.0 million of interest incomeand US$5.6 million of government grants.Net cash ows generated from nancing activitiesNet cash flows generated from financing activities were US$34.0 million, including (i) US$999.1 million of proceedsfrom bank borrowings, and (ii) US$15.3 million from share option exercises, partially offset by (i) US$936.8 million ofrepayments of bank borrowings, (ii) US$41.9 million of interest payments, and (iii) US$1.7 million payment of principalportion of lease payments.Financial ResourcesThe Group adopts a prudent approach to cash and financial management to ensure proper risk control and low costof funds. The Group finances its operations primarily with internally generated cash flow and bank loans. As at 30June 2025, the Group had cash and bank balances of approximately US$3,846.9 million (of which approximatelyUS$3,061.8 million were denominated in RMB and approximately US$759.3 million in US dollars), representing adecrease of US$612.2 million as compared to US$4,459.1 million at the end of 2024.
LiquidityTo meet liquidity requirements in the short and long term, our policy is to monitor regularly the current and expectedliquidity requirements to ensure that we maintain sufficient reserves of cash and adequate committed lines of fundingfrom major financial institutions.
MANAGEMENT DISCUSSION AND ANALYSIS
Capital ManagementOur primary objectives of capital management are to safeguard our ability to continue as a going concern and tomaintain healthy capital ratios to support our business and maximize shareholders’value. We manage our capitalstructure and make adjustments in light of the changes in economic conditions. To do this, we may adjust the dividendpayment to shareholders, return capital to shareholders, or issue new shares. We are not subject to any externallyimposed capital requirements. No changes were made in the objectives, policies, or processes for managing capitalduring the six months ended 30 June 2025.
Bank LoansThe particulars of bank loans of the Group as at 30 June 2025 are set out as below:
30 June 202531 December 2024
US$’000US$’
CurrentCurrent portion of long term bank loans – secured327,998275,363Current portion of long term bank loans – unsecured13,3155,341
341,313280,704Non-currentSecured bank loans1,639,2881,696,011Unsecured bank loans294,683221,224
1,933,9711,917,2352,275,2842,197,939The Group is dedicated to improving financing practices. As at 30 June 2025, the Group had outstanding bankborrowings of US$2,275.3 million, compared to US$2,197.9 million as at the end of 2024. The bank borrowingsincluded secured interest-bearing borrowings of US$2,051.1 million and unsecured interest-bearing borrowings ofUS$224.2 million. Except for bank loans of US$666.7 million denominated in US$, all borrowings are dominated inRMB.
INTERIM REPORT2025
MANAGEMENT DISCUSSION AND ANALYSIS
Charges on Group Assets
As at 30 June 2025 and 31 December 2024, certain of the Group’s bank loans were secured by pledges of theGroup’s assets with carrying values as follows:
30 June 202531 December 2024US$’000US$’
Property, plant and equipment2,303,4232,064,974Investment property53,203–Right-of-use assets38,00547,069Completed properties held for sale221,661–Properties under development–90,275
2,616,2922,202,318Exposure to Fluctuations in Exchange RatesWe have transactional currency exposures arising primarily from sales or purchases by our significant subsidiariesoperating in Mainland China in US$ rather than the subsidiary’s functional currency, which is RMB. During the sixmonths ended 30 June 2025, approximately 18% of our sales were denominated in currencies other than the functionalcurrency of the subsidiary making the sale, whilst 61% of costs of sales were denominated in the subsidiary’sfunctional currency.In addition, we have currency exposures from interest-bearing bank borrowings held by our subsidiary operating inMainland China. As at 30 June 2025, interest-bearing bank borrowings with a carrying amount of US$532.0 millionwere denominated in US$ instead of the subsidiary’s functional currency, which is RMB.As at 30 June 2025, if the US dollar had strengthened or weakened against the RMB by 5%, with all other variablesheld constant, our profit before tax for the period would have been approximately US$1.2 million lower or higher.For the six months ended 30 June 2025, the Group had not entered into any arrangement to hedge the aforementionedforeign currency risks. Nevertheless, the Company’s management will continue to monitor the foreign exchangeexposure position and will consider appropriate measures should the need arise.
MANAGEMENT DISCUSSION AND ANALYSIS
Contingent Liabilities
As at 30 June 2025, the Group did not have any contingent liabilities.RMB Share IssueOn 7 August 2023, the Company was listed on the STAR Market of the Shanghai Stock Exchange, pursuant to which atotal of 407,750,000 ordinary shares of the Company were issued.The total proceeds raised in the RMB Share Issue amounted to RMB21,203 million. After deducting the issuanceexpenses, including underwriting, sponsorship fees, as well as other issuance expenses, the net proceeds amountedto RMB20,920.7 million. Upon receipt of the proceeds, the entire amount has been deposited into a dedicated accountfor the proceeds, which was approved by the Board. The proceeds raised will be utilized in accordance with thepreviously disclosed intended use of the proceeds, as set out below:
Unit: RMB’
Previously disclosed intendeduse of proceeds
Amount ofcommittedinvestments
Accumulatedunutilized proceedsas at 30 June 2025
Expected timeframe
for usage ofunutilized proceeds
Hua Hong Manufacturing (Wuxi) Project12,500,000133,837By the end of 20258-Inch Factory Optimization and Upgrading Project
2,000,0001,713,418By the end of 2025Specialty Technological Innovation, Research and Development Project
2,500,0001,714,429By the end of 2026Replenishment of Working Capital1,000,0000N/AApart from the above, the surplus proceeds of RMB2,921 million, raised from the RMB Share Issue, will also be usedfor the Group’s business operations upon obtaining the necessary approvals, in accordance with relevant regulations.During the six months ended 30 June 2025, the proceeds from the RMB Share Issue were used and were proposedto be used, according to the intentions previously disclosed by the Company in the prospectus, and there was nomaterial change or delay in the use of proceeds.
INTERIM REPORT2025
MANAGEMENT DISCUSSION AND ANALYSIS
Business Review
In the first half of 2025, the global semiconductor market sustained its growth momentum observed since thebeginning of the year, driven by technological innovation and a recovery in demand in certain end markets. Accordingto statistics from third-party market research agencies, global semiconductor sales reached US$366,700 million in thefirst half of 2025, representing a year-on-year increase of approximately 16%. From an application perspective, thepenetration rate of new energy vehicles continued to rise, with automotive-grade microcontroller units (“MCUs”), imagesensors, power discrete devices, and power management chips entering a volume expansion cycle. In the consumerelectronics sector, as major electronic products such as mobile phones, PCs, and TVs remained in the final stages ofinventory destocking coupled with the influence of geopolitical factors, the market landscape for consumer electronicschips was quietly undergoing differentiation and reshaping.Despite the complex industry environment, leveraging its leading technology platforms, long-term customerrelationships, and business development focused on key end-market ecosystem construction, the Company operatedits 8-inch and 12-inch production lines at full capacity in the first half of the year. Notably, the Hua Hong ManufacturingProject (Fab 9), which commenced risk production at the end of 2024, achieved rapid capacity ramp-up in the firsthalf of 2025. Through continuous collaboration with customers and product introductions, Fab 9 reached volumeproduction and has already contributed to the Company’s sales to a certain extent. Both sales and shipments of theCompany for the first half of the year demonstrated year-on-year and quarter-on-quarter growth trends.In terms of process platform business development, benefiting from the trend of domestic supply chain localizationand sustained demand growth for AI servers and related applications, the Analog & Power Management platformdelivered the most outstanding performance, with double-digit year-on-year and quarter-on-quarter revenue growthin the first half of the year. The Embedded Non-Volatile Memory platform’s 55nm eFlash MCU products enteredvolume production, better serving customers with their high-speed and low-power standards to meet the demands ofapplications such as IoT, security, and automotive electronics. The Standalone Non-Volatile Memory platform’s 48nmNOR Flash products have also entered large-scale volume production. For power discrete devices, driven by demandgrowth in certain segments of the new energy and consumer electronics markets, the Deep-Trench Super-JunctionMOSFET platform achieved double-digit year-on-year and quarter-on-quarter revenue growth. Additionally, thedevelopment of the 12-inch platinum (Pt) diffusion process has been completed, significantly improving body diodeperformance and further enhancing the competitiveness of the Super-Junction platform, providing robust support forcustomer product upgrades. The insulated gate bipolar transistor (“IGBT”) platform has synergized R&D and massproduction, continuously introducing new processes such as Super IGBT technology, which offers performanceadvantages including higher frequency and current density, and has entered mass production promotion, deliveringstrong technical support for the competitiveness of industry customers’ products.In terms of ecological supply chain construction, in the first half of 2025 we continued to host multiple ecologicalsupply chain construction activities with end customers and design companies. We advanced further ecologicalcollaboration with end customers and Tier1 in the automotive, high-end home appliance, and new energy sectors.These efforts enhance market resilience and achieve value co-creation with ecological partners and the sustainabledevelopment of the entire industry.In terms of production capacity expansion, as of the end of June 2025, the Hua Hong Manufacturing project hascompleted move-in, installation, and qualification of the first batch of processes and measurement equipment requiredfor production capacity. With the smooth progress of process-product optimization and production capacity ramp-upin the first phase, the Company expects to initiate the second-phase capacity deployment ahead of schedule by theend of 2025. Concurrently, it will complete R&D technology alignment, product validation, and customer engagement,laying a solid foundation for future revenue growth.
MANAGEMENT DISCUSSION AND ANALYSIS
Entering the second half of 2025, the global semiconductor market is expected to continue facing uncertainties inend-market recovery and demand volatility. Amid intensifying industry competition, the Company will strive to leverageits“8-inch + 12-inch”specialty process advantages, enhance R&D capabilities, accelerate capacity expansion,broaden its business platform, strengthen supply chain management, and improve operational efficiency. In terms ofcustomer expansion, the Company remains committed to serving domestic customers while advancing its“China forChina”strategy for overseas customers. Additionally, the Company is actively executing strategic initiatives to solidifyand elevate its competitive position in the wafer foundry industry, creating value for the Company, shareholders, andall stakeholders.Significant InvestmentThe Company did not hold any significant investment (with a value of 5% or more of the Company’s total assets) as of30 June 2025.Future Plans for Material Investments and Capital AssetsThe Company is preparing for the possible acquisition of equity interests in Shanghai Huali MicroelectronicsCorporation () (the“Transaction”) as mentioned in the Company’s announcements dated 17August 2025, 18 August 2025 and 24 August 2025. The Transaction is subject to review by the board of directors andthe general meeting of the Company, and approval, review or consent to registration from the competent regulatoryauthorities. Therefore, there is uncertainty as to whether the Transaction can be ultimately implemented. All relevantinformation shall be based on the announcements to be released by the Company in the designated informationdisclosure media in due course.Save as disclosed in this interim report, the Group did not have other concrete plans for material investments or capitalassets as of 30 June 2025.
2025
51%
C3A
www.huahonggrace.com
1088
2025
A
2212
201203
21402830-121402801347688347
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%銷售收入毛利率
百萬美元美元母公司擁有人應佔溢利每股盈利
0.00
25.0%
30.0%
20.0%
15.0%
10.0%
5.0%
0.0%
1,2001,000
1,400
938.5
1,107.0
35.0%
29.9%
8.5%
10.1%
38.5
11.70.007
0.14
0.16
0.18
0.20
0.10
0.12
0.06
0.08
0.02
0.04
0.022
0.176
1,262.2
二零二四年上半年二零二三年上半年二零二五年上半年
百萬美元
230.8
二零二四年上半年二零二三年上半年二零二五年上半年
二零二四年上半年二零二三年上半年二零二五年上半年二零二四年上半年二零二三年上半年二零二五年上半年
2025
1,107,002938,51018.0%
(995,394)(858,815)15.9%111,60879,69540.0%
59,91671,095(15.7)%(4,844)(4,770)1.6%(190,183)(164,078)15.9%(17,300)(13,813)25.2%(41,551)(49,432)(15.9)%
1,2432,805(55.7)%(81,111)(78,498)3.3%(3,852)11,464(133.6)%(84,963)(67,034)26.7% 11,70238,491(69.6)% (96,665)(105,525)(8.4)%
11.07018.0%
9.95415.9%
1.11640.0%
5,99015.7%
1.90215.9%1,73025.2%4,16015.9%
12055.7%3901,150
8,5006,700
2025
6,101,9715,859,1174.1%218,468164,15333.1%144,421139,7993.3%290,515289,3110.4%136,752130,2255.0%6,892,1276,582,6054.7%513,434467,0609.9%264,329270,461(2.3)%14,36018,324(21.6)%674,174585,90215.1%31,75631,6240.4%3,846,9004,459,132(13.7)%5,344,9535,832,503(8.4)%
263,352298,372(11.7)%341,313280,70421.6%8,5609,125(6.2)%59,04057,5632.6%738,533916,474(19.4)%1,410,7981,562,238(9.7)%3,934,1554,270,265(7.9)%1,933,9711,917,2350.9%15,03518,068(16.8)%3,63310,948(66.8)%1,952,6391,946,2510.3%8,873,6438,906,619(0.4)%
10%
1.6422.185
1,8301,440
5.8596.742
44.59138.469
2.9842.634
9.1657.385
21.9793.5%22.753
1,8101,5001,090360
2025
219,816137,55059.8%(879,847)(470,924)86.8%33,9521,206,061(97.2)%(626,079)872,687(171.7)%4,459,1325,585,181(20.2)%13,847(34,002)(140.7)%3,846,9006,423,866(40.1)%
1.3762.198
8.7989.1862803,600560
3,400(i)9.991(ii)1,530(i)9.368(ii)4,190(iii)170
38.46930.618
7.59344.5916.122
327,998275,36313,3155,341341,313280,7041,639,2881,696,011294,683221,2241,933,9711,917,2352,275,2842,197,939
22.753
21.97920.5112.2426.667
2,303,4232,064,97453,203–38,00547,069221,661––90,2752,616,2922,202,318
2025
18%61%
5.320
5%
407,750,000
212.03
209.207
12,500,000133,83782,000,0001,713,418
2,500,0001,714,4291,000,0000
29.21
2025
20253,66716%MCUPCTV812(Fab 9)20242025Fab 9AI
55nm eFlash MCU48nm NOR FlashMOSFET12(Pt)IGBT
Super IGBT2025
Tier120256
20252025
8+12China for China
5%
2025INTERIM REPORT2025
REPORT ON REVIEW OF INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
2859
2410
To the board of directors of Hua Hong Semiconductor Limited(Incorporated in Hong Kong with limited liability)IntroductionWe have reviewed the interim financial information set out on pages28 to 59 which comprises the condensed consolidated statementof financial position of Hua Hong Semiconductor Limited (the“Company”) and its subsidiaries (the“Group”) as at 30 June 2025and the related condensed consolidated statements of profit orloss, comprehensive income, changes in equity and cash flows forthe six-month period then ended, and explanatory notes. The RulesGoverning the Listing of Securities on The Stock Exchange of HongKong Limited require the preparation of a report on interim financialinformation to be in compliance with the relevant provisionsthereof and Hong Kong Accounting Standard 34Interim FinancialReporting (“HKAS 34”) as issued by the Hong Kong Institute ofCertified Public Accountants (“HKICPA”). The directors of theCompany are responsible for the preparation and presentation ofthis interim financial information in accordance with HKAS 34. Ourresponsibility is to express a conclusion on this interim financialinformation based on our review. Our report is made solely to you,as a body, in accordance with our agreed terms of engagement,and for no other purpose. We do not assume responsibility towardsor accept liability to any other person for the contents of this report.
Scope of ReviewWe conducted our review in accordance with Hong Kong Standardon Review Engagements 2410Review of Interim FinancialInformation Performed by the Independent Auditor of the Entity
as issued by the HKICPA. A review of interim financial informationconsists of making inquiries, primarily of persons responsible forfinancial and accounting matters, and applying analytical and otherreview procedures. A review is substantially less in scope thanan audit conducted in accordance with Hong Kong Standards onAuditing and consequently does not enable us to obtain assurancethat we would become aware of all significant matters that mightbe identified in an audit. Accordingly, we do not express an auditopinion.
ConclusionBased on our review, nothing has come to our attention that causesus to believe that the interim financial information is not prepared, inall material respects, in accordance with HKAS 34.
Certified Public Accountants
Hong Kong28 August 2025
INTERIM CONDENSED CONSOLIDATED STATEMENT OFPROFIT OR LOSS
FOR THE SIX MONTHS ENDED 30 JUNE 2025
For the six months ended
30 June20252024(Unaudited)(Unaudited)
NotesUS$’000US$’
Revenue
1,107,002938,510Cost of sales(995,394)(858,815)
Gross profit111,60879,695Other income and gains
59,91671,095Selling and distribution expenses(4,844)(4,770)Administrative expenses(190,183)(164,078)Other expenses(17,300)(13,813)Finance costs(41,551)(49,432)Share of profits of associates1,2432,805
LOSS BEFORE TAX
(81,111)(78,498)
Income tax (expense)/credit
(3,852)11,464
LOSS FOR THE PERIOD(84,963)(67,034)
Attributable to:
Owners of the parent 11,70238,491 Non-controlling interests (96,665)(105,525)
(84,963)(67,034)
EARNINGS PER SHAREATTRIBUTABLE TO ORDINARY EQUITY HOLDERS OF THE PARENT:
Basic – For profit for the period US$0.007US$0.022
0.0070.022
Diluted – For profit for the period US$0.007US$0.022
0.0070.022
2025INTERIM REPORT2025
INTERIM CONDENSED CONSOLIDATEDSTATEMENT OF COMPREHENSIVE INCOME
FOR THE SIX MONTHS ENDED 30 JUNE 2025
For the six months ended 30
June20252024(Unaudited)(Unaudited)US$’000US$’
LOSS FOR THE PERIOD(84,963)(67,034)
OTHER COMPREHENSIVE INCOME/(LOSS)
Other comprehensive income/(loss) that may bereclassified to profit or loss in subsequent periods:
Exchange differences on translation of foreign operations35,116(49,338)
Net other comprehensive income/(loss) that maybe reclassified to profit or loss in subsequent periods35,116(49,338)
Other comprehensive loss that will not bereclassified to profit or loss in subsequent periods:
Equity investments designated at fair value through other comprehensive income:
Changes in fair value–(436)Income tax effect–65
Net other comprehensive loss that will not bereclassified to profit or loss in subsequent periods–(371)
OTHER COMPREHENSIVE INCOME/(LOSS) FOR THE PERIOD, NET OF TAX
35,116(49,709)
TOTAL COMPREHENSIVE LOSS FOR THE PERIOD(49,847)(116,743)
Attributable to:
Owners of the parent 36,0053,062 Non-controlling interests (85,852)(119,805)
(49,847)(116,743)
INTERIM CONDENSED CONSOLIDATED STATEMENT OFFINANCIAL POSITION
30 JUNE 2025
30 June2025
31 December
2024(Unaudited)(Audited)
NotesUS$’000US$’
NON-CURRENT ASSETS
Property, plant and equipment
6,101,9715,859,117Right-of-use assets66,00277,761Investment properties218,468164,153Intangible assets27,31331,456Investment in associates144,421139,799Equity investments designated at fair value through other comprehensive income
290,515289,311Long term prepayments42,67221,008Deferred tax assets765–
Total non-current assets6,892,1276,582,605
CURRENT ASSETS
Completed properties held for sale
221,661–Properties under development
–221,905Inventories513,434467,060Trade and notes receivables
264,329270,461Prepayments, other receivables and other assets452,513363,997Due from related parties
14,36018,324Pledged deposits31,75631,624Cash and cash equivalents3,846,9004,459,132
Total current assets5,344,9535,832,503
CURRENT LIABILITIES
Trade payables
263,352298,372Other payables and accruals716,648880,447Interest-bearing bank borrowings341,313280,704Lease liabilities5,8394,912Government grants59,04057,563Due to related parties
8,5609,125Income tax payable16,04631,115
Total current liabilities1,410,7981,562,238
NET CURRENT ASSETS3,934,1554,270,265
TOTAL ASSETS LESS CURRENT LIABILITIES10,826,28210,852,870
continued/
2025INTERIM REPORT2025
INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL
POSITION30 JUNE 2025
30 June2025
31 December
2024
(Unaudited)(Audited)
NotesUS$’000US$’
NON-CURRENT LIABILITIES
Interest-bearing bank borrowings1,933,9711,917,235Lease liabilities15,03518,068Deferred tax liabilities3,63310,948
Total non-current liabilities1,952,6391,946,251
Net assets8,873,6438,906,619
EQUITYEquity attributable to owners of the parentShare capital
4,960,8554,938,457Reserves1,339,0471,308,569
Total equity attributable to owners of the parent6,299,9026,247,026Non-controlling interests2,573,7412,659,593
Total equity8,873,6438,906,619
Junjun TangJun Ye
DirectorDirector
INTERIM CONDENSED CONSOLIDATED STATEMENT OFCHANGES IN EQUITY
FOR THE SIX MONTHS ENDED 30 JUNE 2025
Attributable to owners of the parent
Share capitalMerger reserve
Share optionreserveShare of othercomprehensive
income ofassociatesOther reserveand contributedsurplus
Fair valuereserve
Assetrevaluation
reserve
#
Statutoryreserve fund
Exchangeuctuationreserve
RetainedprotsTotal
Non-controllinginterests
Totalequity
#US$’000US$’000US$’000US$’000US$’000US$’000US$’000US$’000US$’000US$’000US$’000US$’000US$’
(note 12)
At 1 January 20254,938,457645,494*11,591*35,685*689*64,635*99,257*256,366*(145,901)*340,753*6,247,0262,659,5938,906,619Profit/(loss) for the period–––––––––11,70211,702(96,665)(84,963)Other comprehensive loss for the period:–––––––––––––Exchange differences ontranslation of foreignoperations––––––––24,303–24,30310,81335,116
Total comprehensiveincome/(loss) for the period
––––––––24,30311,70236,005(85,852)(49,847)Issue of shares for exercise of share options (note 13) 1322,398–(5,527)–––––––16,871–16,871Transfer from retainedprofits generated by a subsidiary
–––––––9,945–(9,945)–––
At 30 June 2025 (unaudited) 4,960,855645,494*6,064*35,685*689*64,635*99,257*266,311*(121,598)*342,510*6,299,9022,573,7418,873,643
At 1 January 20244,933,559645,49412,7941,35235,68558,43599,257233,042(60,233)341,6106,300,9951,713,5498,014,544Profit/(loss) for the period–––––––––38,49138,491(105,525)(67,034)Other comprehensive loss for the period:
Change in fair value of
equity investmentsdesignated at fairvalue through othercomprehensive income,net of tax
–––––(371)––––(371)–(371)
Exchange differences on
translation of foreignoperations
––––––––(35,058)–(35,058)(14,280)(49,338)
Total comprehensive (loss)/income for the period–––––(371)––(35,058)38,4913,062(119,805)(116,743)
Dividend declared
–––––––––(36,233)(36,233)–(36,233)Issue of shares for exercise of share options (note 13) 131,911–(474)–––––––1,437–1,437
Equity-settled share optionarrangements––8–––––––8311
Capital contribution from non-controlling interests–––––––––––1,181,8801,181,880Transfer from retainedprofits generated by a subsidiary
–––––––11,870–(11,870)–––
At 30 June 2024 (unaudited) 4,935,470645,49412,3281,35235,68558,06499,257244,912(95,291)331,9986,269,2692,775,6279,044,896* These reserve accounts comprise the consolidated reserves of
US$1,339,047,000 (31 December 2024: US$1,308,569,000) in theinterim condensed consolidated statement of financial position.
*
1,339,047,000
1,308,569,000
2025INTERIM REPORT2025
INTERIM CONDENSED CONSOLIDATED
STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED 30 JUNE 2025
For the six months ended
30 June20252024(Unaudited)(Unaudited)US$’000US$’
CASH FLOWS FROM OPERATING ACTIVITIES
Loss before tax(81,111)(78,498)Adjustments for:
Finance costs41,55149,432 Share of profits of associates(1,243)(2,805) Interest income(30,913)(54,808)Loss on disposal of items of property, plant and equipment
1242 Depreciation of property, plant and equipment344,036258,527 Amortisation of intangible assets4,7948,272 Depreciation of right-of-use assets2,9533,170Impairment/(reversal of impairment) of trade receivables
1,132(438) Equity-settled share option expense–11
281,211182,905
Increase in inventories(46,374)(12,814)Decrease/(increase) in properties under development and completed properties held for sale
244(28,323)Decrease in trade and notes receivables
4,9874,740Increase in prepayments, other receivables and other assets
(3,184)(32,387)Decrease/(increase) in amounts due from related parties
3,964(4,815)Increase in pledged deposits(132)(198)(Decrease)/increase in trade payables(35,020)10,796Increase in other payables and accruals
41,67575,872Increase in government grants564,582Decrease in amounts due to related parties(565)(5,536)
Cash generated from operations246,862194,822Income tax paid(27,046)(57,272)
Net cash ows generated from operating activities219,816137,550
continued/
INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASHFLOWS
FOR THE SIX MONTHS ENDED 30 JUNE 2025
For the six months ended
30 June20252024(Unaudited)(Unaudited)US$’000US$’
CASH FLOWS FROM INVESTING ACTIVITIES
Interest received35,91745,990Purchases of items of property, plant and equipment, prepaid lease payment and intangible assets
(918,579)(499,404)Acquisition of interests in an associate(2,794)–Purchase of an equity investment designated at fair value through other comprehensive income–(17,618)Receipt of government grants for property, plant and equipment5,590–Proceeds from disposal of items of property, plant and equipment19108
Net cash ows used in investing activities(879,847)(470,924)
CASH FLOWS FROM FINANCING ACTIVITIES
New bank loans999,081202,447Proceeds from issue of shares for exercise of share options 15,295693Capital contribution from non-controlling interests–1,181,880Repayment of bank loans(936,833)(87,530)Increase in pledged deposits–(7,369)Interest paid(41,875)(51,955)Principal portion of lease payments(1,716)(3,229)Dividends paid–(28,876)
Net cash ows generated from nancing activities33,9521,206,061
NET (DECREASE)/INCREASE IN CASH AND CASH EQUIVALENTS(626,079)872,687Cash and cash equivalents at beginning of period4,459,1325,585,181Effect of foreign exchange rate changes, net13,847(34,002)
CASH AND CASH EQUIVALENTS AT END OF PERIOD3,846,9006,423,866
2025INTERIM REPORT2025
NOTES TO THE INTERIM CONDENSEDCONSOLIDATED FINANCIAL INFORMATION
30 June 2025
1. CORPORATE INFORMATION
Hua Hong Semiconductor Limited (the“Company”) is a limitedliability company incorporated in Hong Kong on 21 January2005. The registered office of the Company is located at Room2212, Bank of America Tower, 12 Harcourt Road, Central,Hong Kong. The principal place of business is located at No.288, Halei Road, Zhangjiang Hi-Tech Park, Shanghai.The principal activity of the Company is investment holding.During the period, the Company’s subsidiaries (collectivelyrefer to as the“Group”) were principally engaged in themanufacture and trading of semiconductor products.In the opinion of the directors, the parent of the Company isShanghai Huahong (Group) Co., Ltd. (“Huahong Group”),which is a state-owned company established in the People’sRepublic of China (“PRC”) and supervised by the ShanghaiState-owned Assets Supervision and AdministrationCommission (“Shanghai SASAC”). The ultimate parent of theCompany is Shanghai SASAC.
1.
2212
NOTES TO THE INTERIM CONDENSED CONSOLIDATEDFINANCIAL INFORMATION
30 June 2025
1. CORPORATE INFORMATION (CONTINUED)
Information about subsidiariesParticulars of the Company’s subsidiaries are as follows:
Name
Place of incorporation/registration and business
Issued ordinary/registered share capital (’000)
Percentage of equityattributable to the CompanyPrincipal activities
DirectIndirectGrace Semiconductor Manufacturing Corporation (“Grace Cayman”)
Cayman IslandsUS$0.001100%–Investment holdingGrace Semiconductor Manufacturing Corporation (Grace Cayman)
0.001100%–Shanghai Huahong Grace Semiconductor Manufacturing Corporation (“HHGrace”)*
PRC/Mainland ChinaRMB20,460,928100%–Manufacture and sale of
semiconductor products*20,460,928100%–Huahong Semiconductor (Wuxi) Co., Ltd. (“Hua Hong Wuxi”)**
PRC/Mainland ChinaUS$2,536,85222.2%28.8%Manufacture and sale of
semiconductor products**2,536,85222.2%28.8%Shanghai Huahong Real Estate (Wuxi) Co., Ltd. (“Huahong Real Estate Wuxi”)***
PRC/Mainland ChinaRMB30,00022.2%28.8%Real estate development***30,00022.2%28.8%Huahong Semiconductor Manufacturing (Wuxi) Co., Ltd. (“Hua Hong Manufacturing Wuxi”)**
PRC/Mainland ChinaUS$4,020,00021.9%29.1%Manufacture and sale of
semiconductor products**4,020,00021.9%29.1%Global Synergy Technology Limited (“GST”)PRC/Hong KongHK$10100%–Trading
10100%–HHGrace Semiconductor USA, Inc.USA–100%–Sales officeHHGrace Semiconductor USA, Inc.–100%–HHGrace Semiconductor Japan Co., Ltd.JapanJPY10,000100%–Sales officeHHGrace Semiconductor Japan Co., Ltd.10,000100%–* HHGrace is registered as a wholly-foreign-owned companyunder PRC law.** Hua Hong Wuxi and Hua Hong Manufacturing Wuxi are
registered as Sino-foreign joint companies under PRC law.*** Huahong Real Estate Wuxi is registered as a domestic companyunder PRC law.
1.
******
2025INTERIM REPORT2025
NOTES TO THE INTERIM CONDENSEDCONSOLIDATED FINANCIAL INFORMATION
30 June 2025
2.1 BASIS OF PREPARATION
The interim condensed consolidated financial information forthe six months ended 30 June 2025 has been prepared inaccordance with HKAS 34Interim Financial Reporting. Theinterim condensed consolidated financial information doesnot include all the information and disclosures required in theannual financial statements, and should be read in conjunctionwith the Group’s annual consolidated financial statements forthe year ended 31 December 2024.The financial information relating to the year ended 31December 2024 that is included in the interim condensedconsolidated statement of financial position as comparativeinformation does not constitute the Company’s statutory annualconsolidated financial statements for that year but is derivedfrom those financial statements. Further information relating tothose statutory financial statements required to be disclosedin accordance with section 436 of the Hong Kong CompaniesOrdinance is as follows:
2.1
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALINFORMATION
30 June 2025
2.1 BASIS OF PREPARATION (CONTINUED)
The Company has delivered the financial statements for theyear ended 31 December 2024 to the Registrar of Companiesas required by section 662(3) of, and Part 3 of Schedule 6 to,the Hong Kong Companies Ordinance. The Company’s auditorhas reported on the financial statements for the year ended 31December 2024. The auditor’s report was unqualified; did notinclude a reference to any matters to which the auditor drewattention by way of emphasis without qualifying its report; anddid not contain a statement under sections 406(2), 407(2) or407(3) of the Hong Kong Companies Ordinance.
2.2 CHANGES IN ACCOUNTING POLICIES AND
DISCLOSURES
The accounting policies adopted in the preparation ofthe interim condensed consolidated financial informationare consistent with those applied in the preparation of theGroup’s annual consolidated financial statements for the yearended 31 December 2024, except for the adoption of thefollowing amended Hong Kong Financial Reporting StandardsAccounting Standard for the first time for the current period’sfinancial information.Amendments to HKAS 21Lack of ExchangeabilityThe adoption of above revised standards has no significantfinancial effect to the Group’s interim condensed consolidatedfinancial information.
2.1
662(3)
406(2)407(2)407(3)
2.2
2025INTERIM REPORT2025
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL
INFORMATION30 June 2025
3. OPERATING SEGMENT INFORMATION
For management purposes, the Group is organised into onesingle business unit that includes primarily the manufactureand sale of semiconductor products. Management reviews theconsolidated results when making decisions about allocatingresources and assessing the performance of the Group.Accordingly, no segment analysis is presented.The principal assets employed by the Group are located inthe PRC. Therefore, no segment information based on thegeographical location of assets is presented for the period.Revenues regarding geographical segments based on thelocation of customers for the period are presented as follows:
3.
For the six months ended
30 June20252024US$’000US$’
(Unaudited)(Unaudited)
China (including Hong Kong)912,132751,214North America109,43493,070Asia (excluding China)55,47155,314Europe29,96538,912
Total1,107,002938,510
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALINFORMATION
30 June 2025
The disaggregation of the Group’s revenue based on thegeographical region for the six months ended 30 June 2025 isincluded in note 3.
4. REVENUE AND OTHER INCOME AND GAINS
An analysis of revenue and other income and gains is asfollows:
4.
For the six months ended
30 June20252024US$’000US$’
(Unaudited)(Unaudited)
Revenue from contracts with customersSale of goods1,107,002938,510
Type of goodsSales of semiconductor products and total revenue from contracts with customers 1,107,002938,510
Timing of revenue recognitionGoods transferred at a point in time and total revenue from contracts with customers 1,107,002938,510
Other income and gainsRental income from investment propertyoperating leases:
Fixed lease payments6,9737,118Interest income30,91354,808Government subsidies21,0968,577Others934592
59,91671,095
2025INTERIM REPORT2025
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL
INFORMATION30 June 2025
5.
For the six months ended
30 June20252024US$’000US$’
(Unaudited)(Unaudited)
Cost of inventories sold995,394858,815Write-down/(reversal of write-down) of inventories to net realisable value 5,098(8,237)Impairment/(reversal of impairment) of trade receivables 1,132(438)Exchange differences, net(17,263)13,770
5. LOSS BEFORE TAX
The Group’s loss before tax is arrived at after charging/(crediting):
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALINFORMATION
30 June 2025
6. INCOME TAX
Profits arising in Hong Kong were subject to profits tax at therate of 16.5% during the period (six months ended 30 June2024: 16.5%). No provision for Hong Kong profits tax has beenmade as the Company and a subsidiary incorporated in HongKong had no assessable income during the period (six monthsended 30 June 2024: Nil).The Company’s subsidiary incorporated in the Cayman Islandsis not subject to corporate income tax (“CIT”) as it does nothave a place of business (other than a registered office) orcarry on any business in the Cayman Islands.All of the Group’s subsidiaries registered in the PRC and haveoperations in Mainland China are subject to PRC enterpriseincome tax on the taxable income as reported in their PRCstatutory accounts adjusted in accordance with relevant PRCincome tax laws based on a statutory rate of 25%.Pursuant to the relevant laws and regulations in the PRC andwith approval from the tax authorities in charge, the Group’ssubsidiaries, HHGrace and Hua Hong Wuxi, are qualified as“High and New Technology Enterprises”and are thereforeentitled to a preferential tax rate of 15% from 2023 to 2025.Pursuant to the relevant laws and regulations in the PRCand with the approval from the tax authorities in charge,the Group’s subsidiaries, Hua Hong Wuxi and Hua HongManufacturing Wuxi, are entitled to an exemption from CIT forfive years, commencing from the first year that Hua Hong Wuxiand Hua Hong Manufacturing Wuxi generate taxable profits,and a deduction of 50% on the CIT rate for the following fiveyears. Hua Hong Wuxi and Hua Hong Manufacturing Wuxiwere in accumulated tax loss positions as at 30 June 2025 andthe tax holiday has not yet begun.The Company’s subsidiary incorporated and operating inJapan was subject to corporation tax at a rate of 33.58% (sixmonths ended 30 June 2024: 33.58%).The Company’s subsidiary incorporated and operating in theUnited States was subject to federal corporation income taxat a rate of 21% during the period (six months ended 30 June2024: 21%), as well as a California state tax at 8.84% (sixmonths ended 30 June 2024: 8.84%).
6.
16.5%
16.5%
25%
15%
50%
33.58%
33.58%
21%21%
8.84%
8.84%
2025INTERIM REPORT2025
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL
INFORMATION30 June 2025
6. INCOME TAX (CONTINUED)
The major components of income tax expense/(credit) of theGroup are as follows:
6.
For the six months ended
30 June20252024US$’000US$’
(Unaudited)(Unaudited)
Current income tax expense – PRC11,91115,035Current income tax expense – elsewhere212Deferred tax(8,080)(26,501)
Total income tax expense/(credit)3,852(11,464)
Pillar Two income taxesThe Group is within the scope of the Pillar Two model rules.The Group has applied the temporary exception to recognisingand disclosing information about deferred tax assets andliabilities arising from Pillar Two income taxes, and will accountfor the Pillar Two income taxes as current tax when incurred.Pillar Two legislation has been enacted or substantivelyenacted in certain jurisdictions in which some subsidiaries ofGroup operate.The Group has performed an assessment of its potentialexposure to Pillar Two income taxes based on the sixmonths ended 30 June 2025 financial information for theconstituent entities in the Group. As such, it may not beentirely representative of future circumstances. Based on theassessment, the Group should benefit from the TransitionalCbCR Safe Harbour relief for the jurisdictions where Pillar Twolegislation has been enacted and the Group operates.The Group continues to follow Pillar Two legislativedevelopments, as more countries enact the Pillar Two modelrules, to evaluate the potential future impact on its financialstatements.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALINFORMATION
30 June 2025
7. DIVIDENDS7.
For the six months ended
30 June20252024US$’000US$’
Final declared and paid–28,876Final declared and unpaid (included in pledged deposits) –7,357
Total–36,233
8.
1,724,087,447
1,716,776,029
8. EARNINGS PER SHARE ATTRIBUTABLE
TO ORDINARY EQUITY HOLDERS OF THEPARENT
The calculation of the basic earnings per share amounts isbased on the profit for the period attributable to ordinaryequity holders of the parent and the weighted average numberof ordinary shares of 1,724,087,447 outstanding during theperiod (six months ended 30 June 2024: 1,716,776,029).The calculation of the diluted earnings per share amountis based on the profit for the period attributable to ordinaryequity holders of the parent. The weighted average numberof ordinary shares used in the calculation is the number ofordinary shares outstanding during the period, as used inthe basic earnings per share calculation, and the weightedaverage number of ordinary shares assumed to have beenissued at no consideration on the deemed exercise orconversion of all dilutive potential ordinary shares into ordinaryshares.
2025INTERIM REPORT2025
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL
INFORMATION30 June 2025
8. EARNINGS PER SHARE ATTRIBUTABLE
TO ORDINARY EQUITY HOLDERS OF THEPARENT (CONTINUED)
The calculations of basic and diluted earnings per share arebased on:
8.
For the six months ended
30 June20252024US$’000US$’
(Unaudited)(Unaudited)
EarningsProfit attributable to ordinary equity holders ofthe parent, used in the basic earnings per share calculation
11,70238,491
Number of shares
For the six months ended
30 June20252024
SharesWeighted average number of ordinary sharesoutstanding during the period used in the basic earnings per share calculation
1,724,087,4471,716,776,029Effect of dilution-weighted average number ofordinary shares:
Share options 5,439,8562,674,676
Total1,729,527,3031,719,450,705
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALINFORMATION
30 June 2025
9. PROPERTY, PLANT AND EQUIPMENT
During the six months ended 30 June 2025, the major changesin property, plant and equipment include:
? The Group acquired items of property, plant andequipment with a cost of US$611,216,000 (six monthsended 30 June 2024: US$511,788,000).? Depreciation for items of property, plant and equipmentwas US$344,036,000 during the period (six months ended30 June 2024: US$258,527,000).? Assets with a net book value of US$18,000 were disposedof by the Group during the six months ended 30 June2025 (six months ended 30 June 2024: US$56,000).
10. COMPLETED PROPERTIES HELD
FOR SALE AND PROPERTIES UNDERDEVELOPMENTDuring the six months ended 30 June 2025, properties with acost of US$221,661,000 was transferred from properties underdevelopment to completed properties held for sale due to thecompletion and being granted a sales permission (six monthsended 30 June 2024: Nil).
11. TRADE AND NOTES RECEIVABLES
9.
?
611,216,000511,788,000?
344,036,000258,527,000?
18,000
56,00010.
221,661,000
11.
30 June
2025
31 December
2024US$’000US$’
(Unaudited)(Audited)
Trade receivables212,572225,682Notes receivable55,65847,535
268,230273,217
Impairment of trade receivables(3,901)(2,756)
Total264,329270,461
2025INTERIM REPORT2025
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL
INFORMATION
30 June 2025
11.
30 June2025
31 December
2024
US$’000US$’
(Unaudited)(Audited)
Not past due yet252,740248,527Less than 3 months past due38,38219,5713 to 6 months past due363,2072,363
Total264,329270,461
12.
30 June2025
31 December
2024
US$’000US$’
(Unaudited)(Audited)
Within 1 month1135,476151,190Over 1 but within 3 months1333,64370,474Over 3 but within 6 months3663,08916,758Over 6 but within 12 months61217,81522,776Over 12 months1213,32937,174
Total263,352298,372
3060
11. TRADE AND NOTES RECEIVABLES
(CONTINUED)An ageing analysis of the trade and note receivables, basedon the due date and net of provisions, is as follows:
12. TRADE PAYABLES
An ageing analysis of the trade payables of the Group as atthe end of the reporting period, based on the invoice date, isas follows:
The trade payables are unsecured, non-interest-bearing andare normally settled on terms of 30 to 60 days.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALINFORMATION
30 June 2025
14. COMMITMENTS
The Group had the following contractual commitments at theend of the reporting period:
13. SHARE CAPITAL13.
Number ofshares inissue
Amount ofshare capital
US$’
1 January 20251,718,468,8154,938,457Issue of shares for exercise of share options8,610,78322,398
30 June 2025 (unaudited)
1,727,079,5984,960,855
1 January 20241,716,588,6944,933,559Issue of shares for exercise of share options739,4511,91130 June 2024 (unaudited)
1,717,328,1454,935,470
14.
30 June2025
31 December
2024US$’000US$’
(Unaudited)(Audited)
Contracted, but not provided for:
Property, plant and equipment 376,8261,187,570
2025INTERIM REPORT2025
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL
INFORMATION30 June 2025
15. RELATED PARTY TRANSACTIONS
(a) Name and relationship
15.(a)
Name of related partyRelationship with the Group
Huahong Group and its subsidiaries– Hua Hong International Inc. (“Huahong International”)20.13% Shareholder of the
Company and subsidiary of Huahong Group
20.13%
– Shanghai Huahong Zealcore Electronics Co., Ltd. (“Huahong Zealcore”)
Subsidiary of Huahong Group– ZealCore Electronics Shanghai Co., Ltd. (“Zealcore Shanghai”)Subsidiary of Huahong Group– Shanghai Hongri International Electronics Co., Ltd. (“Hongri”)Subsidiary of Huahong Group– Shanghai Hua Hong Jitong Smart System Co., Ltd. (“Jitong”)Subsidiary of Huahong Group– Shanghai Huali Microelectronics Co., Ltd. (“Shanghai Huali”)Subsidiary of Huahong Group
Shanghai Huahong Technology Development Co., Ltd. (“Huahong Technology Development”)
Associate of the Group and
subsidiary of Huahong Group– Shanghai Huahong Real Estate Co., Ltd. (“Huahong Real Estate”)Subsidiary of Huahong
Technology Development– Shanghai Huajin Property Management Co., Ltd. (“Huajin”)Subsidiary of Huahong
Technology Development
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALINFORMATION
30 June 2025
15. RELATED PARTY TRANSACTIONS
(CONTINUED)
(b) Related party transactionsIn addition to the transactions disclosed elsewhere inthis financial information, the Group had the followingtransactions with related parties during the period:
15.(b)
For the six months ended
30 June20252024US$’000US$’
(Unaudited)(Unaudited)
Sales of goods to related parties (note (i)) (i) Huahong Zealcore 7719,110 Hongri 89395
Purchases of goods from related parties (note (ii)) (ii) Hongri 22,92416,699 Huahong Zealcore 162364 Zealcore Shanghai 11– Jitong –8
Rental income from a related party (note (iii)) (iii) Shanghai Huali 6,9797,016
Service fee charged by a related party (note (iv)) (iv) Huajin 287288
Interest expense charged by a relatedparty under lease arrangement as a lessee (note (v))
(v) Huahong Real Estate 404445
Expense paid on behalf of a related party (note (vi)) (vi) Shanghai Huali 13,17013,585
2025INTERIM REPORT2025
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL
INFORMATION30 June 2025
15. RELATED PARTY TRANSACTIONS
(CONTINUED)(b) Related party transactions (Continued)In addition to the transactions disclosed elsewhere inthis financial information, the Group had the followingtransactions with related parties during the period:
(Continued)
Note (i) The sales of goods to related parties were made
according to the prices and terms agreed betweenthe related parties.(ii) The purchases of goods and intangible assets fromrelated parties were made according to the pricesand terms offered by the related parties.(iii) The rental income received from a related party wasbased on the prices and terms agreed between therelated parties.(iv) The service fees and interest expense charged by
related parties were based on the prices and termsagreed between the related parties.(v) The Group entered into leases in respect of certaindormitory properties from Huahong Real Estate.The amount of rent payable by the Group under theleases is US$2,520,000 per year. As at 30 June 2025,the balances of those right-of-use assets and leaseliabilities were US$15,164,000 (31 December 2024:
US$16,035,000) and US$18,013,000 (31 December2024: US$18,848,000), respectively.
(vi) The expense paid on behalf of the related party isinterest-free and repayable on demand.
15.(b)
(i)(ii)(iii)(iv)(v)
2,520,00015,164,00016,035,00018,013,00018,848,000(vi)
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALINFORMATION
30 June 2025
15. RELATED PARTY TRANSACTIONS
(CONTINUED)(c) Outstanding balances with related partiesThe Group had the following significant balances with itsmajor related parties during the reporting period. Thesebalances are unsecured, interest-free and have no fixedterms of repayment.
15.(c)
30 June2025
31 December
2024US$’000US$’
(Unaudited)(Audited)
Amounts due from related parties Shanghai Huali 12,55610,074 Huahong Zealcore 1,8048,250
Total14,36018,324
Amounts due to related parties Hongri 5,9636,455 Shanghai Huali 2,3482,445 Huahong Zealcore 147196 Huajin 10011 Jitong 218
Total8,5609,125
(d)
For the six months ended
30 June20252024US$’000US$’
(Unaudited)(Unaudited)
Short term employee benefits2,1642,282Pension scheme contributions96101Equity-settled share option expense–11
Total compensation paid to key management personnel 2,2602,394
(d) Compensation of key management personnel of the
Group
2025INTERIM REPORT2025
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL
INFORMATION30 June 2025
16. FAIR VALUE AND FAIR VALUE HIERARCHY
OF FINANCIAL INSTRUMENTSThe carrying amounts and fair values of the Group’s financialinstruments, other than those with carrying amounts thatreasonably approximate to fair values, are as follows:
16.
Carrying amountsFair values30 June2025
31 December
2024
30 June2025
31 December
2024
US$’000US$’000US$’000US$’
(Unaudited)(Audited)(Unaudited)(Audited)
Financial assetsEquity investments designated at fairvalue through other comprehensive income
290,515289,311290,515289,311
Financial liabilities
Interest-bearing bank borrowings1,933,9711,917,2351,866,4451,910,907
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALINFORMATION
30 June 2025
16. FAIR VALUE AND FAIR VALUE
HIERARCHY OF FINANCIAL INSTRUMENTS(CONTINUED)The Group’s finance department headed by the financemanager is responsible for determining the policies andprocedures for the fair value measurement of financialinstruments. The finance department reports directly to thechief financial officer. At each reporting date, the financedepartment analyses the movements in the values of financialinstruments and determines the major inputs applied in thevaluation. The valuation is reviewed and approved by the chieffinancial officer.The fair values of the financial assets and liabilities areincluded at the amount at which the instrument could beexchanged in a current transaction between willing parties,other than in a forced or liquidation sale. The followingmethods and assumptions were used to estimate the fairvalues of those financial assets and liabilities measured at fairvalue:
The fair values of unlisted equity investments designated atfair value through other comprehensive income have beenestimated using a market-based valuation technique basedon assumptions that are not supported by observable marketprices or rates. If there is a recent deal regarding the unlistedinvestments, the fair values are estimated based on thedealing price. If there is no such deal to be referenced, thedirectors will determine comparable public companies (peers)based on industry, size, leverage and strategy, and calculatesan appropriate price multiple, such as price to book value (“P/B”) multiple and price to sales value (“P/S”) multiple, for eachcomparable company identified. The multiple is calculatedby dividing the enterprise value of the comparable companyby net assets. The trading multiple is then discounted forconsiderations such as illiquidity based on company-specificfacts and circumstances. The discounted multiple is applied tothe corresponding net assets of the unlisted equity investmentsto measure the fair value. The directors believe that theestimated fair values resulting from the valuation technique,which are recorded in the consolidated statement of financialposition, and the related changes in fair values, which arerecorded in other comprehensive income, are reasonable,and that they were the most appropriate values at the endof the reporting period. Management assessed the fair valuechanges during the six months ended 30 June 2025, whichwere considered to be insignificant.
16.
2025INTERIM REPORT2025
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL
INFORMATION30 June 2025
16. FAIR VALUE AND FAIR VALUE
HIERARCHY OF FINANCIAL INSTRUMENTS(CONTINUED)
Fair value hierarchyThe following tables illustrate the fair value measurementhierarchy of the Group’s financial instruments:
Financial assets measured at fair valueAs at 30 June 2025
16.
Fair value measurement using
Quoted prices
in activemarkets
Signicantobservable
inputs
Signicantunobservable
inputs(Level 1)(Level 2)(Level 3)Total
US$’000US$’000US$’000US$’
(Unaudited)(Unaudited)(Unaudited)(Unaudited)
Equity investments designatedat fair value through other comprehensive income
–17,462273,053290,515
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALINFORMATION
30 June 2025
During the period, there were no transfers of fair valuemeasurements between Level 1 and Level 2 and no transfersinto or out of Level 3 for both financial assets and financialliabilities (six months ended 30 June 2024: Nil).
16. FAIR VALUE AND FAIR VALUE
HIERARCHY OF FINANCIAL INSTRUMENTS(CONTINUED)Fair value hierarchy (Continued)Financial assets measured at fair value (Continued)
As at 31 December 2024
16.
Fair value measurement usingQuoted prices
in activemarkets
Significantobservable
inputs
Significantunobservableinputs(Level 1)(Level 2)(Level 3)Total
US$’000US$’000US$’000US$’
(Audited)(Audited)(Audited)(Audited)Equity investments designatedat fair value through other comprehensive income
–17,390271,921289,311
2025INTERIM REPORT2025
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL
INFORMATION30 June 2025
16. FAIR VALUE AND FAIR VALUE
HIERARCHY OF FINANCIAL INSTRUMENTS(CONTINUED)Fair value hierarchy (Continued)The recurring fair value measurement for the Group’sequity investments designated at fair value through othercomprehensive income and financial assets at fair valuethrough profit or loss, was made using significant unobservableinputs (Level 3) as at 30 June 2025. Below is a summary of thevaluation techniques used and the key inputs to the valuation:
16.
Valuationtechnique
Signicantunobservable inputRange
Sensitivity of fair value to
the input
Unlisted equity investmentValuation
multiples
Average P/B multiple of peers
30 June 2025: 0.7x-2.8x31 December 2024:
0.7x-3.0x
5% (31 December 2024: 5%)
increase/decrease would
result in increase/decrease
in fair value by 5%
(31 December 2024: 5%)
0.7x-2.8x
0.7x-3.0x
5%
5%
5%
5%–Discount for illiquidity2025: 20%
2024: 20%
5% (31 December 2024: 5%)
increase/decrease would
result in decrease/increase
in fair value by 5%
(31 December 2024: 5%)–20%
20%
5%
5%
5%
5%
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIALINFORMATION
30 June 2025
The movements in fair value measurements within Level 3during the period are as follows:
16. FAIR VALUE AND FAIR VALUE
HIERARCHY OF FINANCIAL INSTRUMENTS(CONTINUED)
Fair value hierarchy (Continued)
16.
Valuationtechnique
Signicantunobservable inputRange
Sensitivity of fair value tothe input
Unlisted equity investmentValuation
multiples
Average P/S multiple of peers
30 June 2025: 4.2x-7.8x31 December 2024:
3.9x-7.4x
5% (31 December 2024: 5%)increase/decrease wouldresult in increase/decreasein fair value by 5% (31 December 2024: 5%)
4.2x-7.8x
3.9x-7.4x
5% 5% 5%
5%–Discount for illiquidity2025: 30%
2024: 30%
5% (31 December 2024: 5%)
increase/decrease would
result in decrease/increase
in fair value by 5%
(31 December 2024: 5%)–30%
30%
5%
5%
5%
5%
20252024US$’000US$’
(Unaudited)(Unaudited)
Equity investments at fair valuethrough other comprehensive income – unlisted:
At 1 January271,9212,949Exchange realignment1,132(18)
At 30 June273,0532,931
2025INTERIM REPORT2025
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL
INFORMATION30 June 2025
17. SHARE OPTION SCHEME
The Company operates a share option scheme (the“Scheme”)for the purpose of providing incentives and rewards to eligibleparticipants who contribute to the success of the Group’soperations.The following share options were outstanding during theperiod:
17.
Number of options
20252024
At 1 January19,337,30221,421,849Exercised during the period(8,610,783)(739,451)Forfeited during the period(4,250)(204,426)
At 30 June10,722,26920,477,972
18.
19.
18. EVENT AFTER THE REPORTING PERIOD
To the date of approval of the interim condensed consolidatedfinancial information, there is no material subsequent eventundertaken by the Group.
19. APPROVAL OF THE INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATIONThe interim condensed consolidated financial information wasapproved and authorised for issue by the board of directors on28 August 2025.
OTHER DISCLOSURES
30 JUNE 2025
10,722,269
0.62%
SHARE OPTION SCHEMEThe Company adopted a share option scheme on1 September 2015, which became effective on 4September 2015. The share option scheme shall bevalid and effective for a period of 7 years commencingon the date of adoption. It has therefore expiredon 1 September 2022. No further options could begranted, and none has been granted, under the ShareOption Scheme from that date. As of 30 June 2025,the Company had options for 10,722,269 sharesoutstanding under the share option scheme, whichrepresented approximately 0.62% of the Company’sissued shares as of that date. The table below setsout details of outstanding options granted to Directorsand other grantees under the share option schemeand transactions during the six months ended 30 June2025:
2025INTERIM REPORT2025
OTHER DISCLOSURES30 JUNE 2025
Number of share optionsName or category of participants
DirectorsMr. Junjun TangFormer directorsOther employeesIn aggregate
Granted on 4 September 2015
–988,000–29,262,000––30,250,000Granted on 24 December 2018
––680,000–33,820,000–34,500,000Granted on 29 March 2019
500,000–––––500,000Granted on 23 December 2019
–––––2,482,0002,482,000Cancelled/lapsed during the year 2015
–––-130,000––-130,000Cancelled/lapsed during the year 2016
–––-1,458,000––-1,458,000Cancelled/lapsed during the year 2017
–––-1,353,399––-1,353,399Cancelled/lapsed during the year 2018
–––-754,595––-754,595Cancelled/lapsed during the year 2019
––-600,000-58,000-1,035,000-36,000-1,729,000Cancelled/lapsed during the year 2020
–-119,000-80,000–-993,904-84,000-1,276,904Cancelled/lapsed during the year 2021
-62,500–––-5,751,868-592,993-6,407,361Cancelled/lapsed during the year 2022
––––-543,728-73,983-617,711Cancelled/lapsed during the year 2023
––––-8,168-6,900-15,068Cancelled/lapsed during the year 2024
––––-87,758-116,668-204,426Exercised during the period
––––8,069,948540,8358,610,783Cancelled during the period
–––––––Lapsed during the period
––––-4,250–-4,250Outstanding as at 1 January 2025
437,500–––17,640,2971,259,50519,337,302Outstanding as at 30 June 2025
437,500–––9,566,099718,67010,722,269Vesting period of share optionsNote 1Note 2Note 3Note 2Note 3Note 4
123234Exercise period of share optionsNote 5Note 6Note 7Note 6Note 7Note 8
567678Exercise price of share optionsHK$18.400HK$6.912HK$15.056HK$6.912HK$15.056HK$17.952
18.4006.91215.0566.91215.05617.952Weighted average closing price of theshares immediately before the dateson which the share options were exercisedHK$32.66HK$31.67 32.6631.67
SHARE OPTION SCHEME (CONTINUED)
OTHER DISCLOSURES
30 JUNE 2025
SHARE OPTION SCHEME (CONTINUED)Notes:
1 Subject to conditions as set out in the grant notice, onefourth of the options shall vest on each of 23 December2021, 12 August 2022, 11 August 2023 and 9 August20242 Subject to conditions as set out in the grant notices, one
third of the options shall vest on each of 4 September2017, 4 September 2018 and 4 September 20193 Subject to conditions as set out in the grant notices, foremployees at or above the level of the vice president,one fourth of the options shall vest on each of 24December 2020, 24 December 2021, 24 December 2022and 24 December 2023; for the other employees, onethird of the options shall vest on each of 24 December2020, 24 December 2021 and 24 December 20224 Subject to conditions as set out in the grant notices, foremployees at or above the level of the vice president,one fourth of the options shall vest on each of 23December 2021, 23 December 2022, 23 December 2023and 23 December 2024; for the other employees, onethird of the options shall vest on each of 23 December2021, 23 December 2022 and 23 December 20235 The exercise period of share options is from 29 March2021 to 28 March 20266 The exercise period of share options is from 4 September2017 to 3 September 20227 The exercise period of share options is from 24December 2020 to 23 December 20258 The exercise period of share options is from 23December 2021 to 22 December 2026Please refer to note 16 of the Notes to the InterimCondensed Consolidated Financial Information forfurther details.
2025INTERIM REPORT2025
OTHER DISCLOSURES30 JUNE 2025
Note:
(1) Including (i) long position in 437,500 underlying shares
of the Company under share options granted pursuantto the Share Option Scheme and (ii) 11,000 A sharesof the Company as disclosed in the announcementregarding the plan for additional acquisition of A Sharesof the Company by certain senior management dated 5January 2024. Please refer to page 61 for particulars ofoutstanding options as of 1 January 2025 and 30 June2025 respectively.
XV
Name of DirectorCapacity
Number of underlyingshares held in long
position
(1)
Approximatepercentage of
interests(1)
Mr. Junjun TangBeneficial owner
448,5000.03%
(1) (i)437,500
(ii)A11,000A
DIRECTORS’ AND CHIEF EXECUTIVE’SINTERESTS IN SHARES ANDUNDERLYING SHARES OF THECOMPANY
As of 30 June 2025, except as disclosed below, noneof the Directors nor the Chief Executive of the Companyhad any interests and short positions in the shares,underlying shares or debentures of the Company or anyassociated corporation (within the meaning of Part XVof SFO), as recorded in the register kept under section352 of the SFO, or as otherwise notified to the Companyand the Hong Kong Stock Exchange pursuant to theModel Code.
OTHER DISCLOSURES
30 JUNE 2025
5%
Substantial shareholders
Capacity and nature ofownership
Number ofshares held
Approximatepercentageof aggregateownership inissued sharecapital *
*
Shanghai Hua Hong International, Inc. (Hua Hong International)
(2)
Legal and beneficial owner347,605,650
(1)
20.13%
(2)Shanghai Huahong (Group) Co., Ltd. (Huahong Group)
(2)
Interest in a controlled corporation
347,605,650
(1)
20.13%
(2)
Legal and beneficial owner1,198,517
(3)
0.07%
Sino-Alliance International, Ltd. (Sino-Alliance International)
Legal and beneficial owner160,545,541
(1)(4)
9.30%
Sino-Alliance International, Ltd. (Sino-Alliance International)
Interest in a controlled corporation
28,415,606
(1)
1.65%
Shanghai Alliance Investment Ltd. (SAIL)
Interest in a controlled corporation
188,961,147
(1)(5)
10.95%
SUBSTANTIAL SHAREHOLDERS’
AND OTHER PERSONS’OWNERSHIPIN THE SHARES AND UNDERLYINGSHARES OF THE COMPANY
As of 30 June 2025, persons other than a Director orChief Executive of the Company, having ownershipof 5% or more or short positions in the shares andunderlying shares of the Group, were as follows:
2025INTERIM REPORT2025
OTHER DISCLOSURES
30 JUNE 2025
SUBSTANTIAL SHAREHOLDERS’
AND OTHER PERSONS’OWNERSHIPIN THE SHARES AND UNDERLYINGSHARES OF THE COMPANY(CONTINUED)Notes:
(1) Long positions in the shares of the Company.
(2) Hua Hong International is a wholly-owned subsidiary of
Huahong Group.
(3) Huahong Group directly held a total of 1,198,517 A
shares.
(4) Including 3,084 shares held in escrow by Sino-Alliance
International pursuant to an escrow arrangement.
(5) SAIL indirectly held interests in the Company through
two wholly-owned subsidiaries, including Sino-AllianceInternational.* The percentages are calculated based on the totalnumber of issued shares of the Company as of 30 June2025, i.e., 1,727,079,598 shares.Except as disclosed above, so far as is known to any ofthe Directors and Chief Executive of the Company, as of30 June 2025, no other person or corporation other thana Director or Chief Executive of the Company had anyinterests or short positions in any shares or underlyingshares of the Company which was recorded in theregister required to be kept by the Company pursuantto section 336 of the SFO.PURCHASE, SALE OR REDEMPTIONOF SECURITIESNeither the Company nor any of its subsidiariespurchased, sold or redeemed any of the Company’slisted securities during the six months ended 30 June2025.
(1)(2)
(3) 1,198,517A
(4) Sino-Alliance International
3,084
(5) Sino-Alliance
International*
1,727,079,598
OTHER DISCLOSURES
30 JUNE 2025
-8.32%-14.94%
7,4006,700
GEARING RATIOThe Group monitors capital using a gearing ratio,which is net debt divided by total equity plus net debt.The Group includes, within net debt, trade payables,other payables and accruals, interest-bearing bankborrowings, lease liabilities and amounts due to relatedparties, less cash and cash equivalents. The Group’sgearing ratio as at 30 June 2025 was -8.32% (31December 2024: -14.94%).
EMPLOYEES AND REMUNERATIONPOLICIES
As at 30 June 2025, the Company had approximately7,400 employees in the PRC and overseas (30June 2024: approximately 6,700). The Company’sremuneration policy is reviewed periodically anddetermined by reference to the analysis on marketcompetitiveness, company performance, and individualqualifications and performance. Staff benefits includemedical schemes, mandatory social insurance andprovident fund etc.
COMPLIANCE WITH THE DEED OFNON-COMPETITION AND DEED OFRIGHT OF FIRST REFUSAL
Huahong Group, SAIL and INESA, being controllingshareholders of the Company at the time, enteredinto a deed of non-competition (the“Deed ofNon-competition”) dated 23 September 2014, detailsof which have been set out in the paragraph headed“Non-competition Undertaking”in the section headed“Relationship with Controlling Shareholders”of theCompany’s prospectus dated 3 October 2014 (the“Prospectus”). In addition, Huahong Group andSAIL entered into a deed of right of first refusal (the“Deed of Right of First Refusal”) dated 10 June 2014,details of which have been set out in the paragraphheaded“Right of First Refusal”in the section headed“Relationship with Controlling Shareholders”of theProspectus.
2025INTERIM REPORT2025
OTHER DISCLOSURES30 JUNE 2025
C1
COMPLIANCE WITH THE DEED OF NON-COMPETITION AND DEED OF RIGHT OFFIRST REFUSAL (CONTINUED)As of 30 June 2025, the Company has reviewed thewritten declaration from each of Huahong Group, SAILand INESA on their compliance with their commitmentsunder the Deed of Non-competition and the Deedof Right of First Refusal (as the case may be). TheIndependent Non-Executive Directors have reviewedthe status of compliance and confirmed that all thecommitments under the Deed of Non-competition andthe Deed of Right of First Refusal (as the case may be)have been complied with by the relevant parties.CORPORATE GOVERNANCEThe Company is committed to maintaining a highstandard of corporate governance with a view tosafeguarding the interests of its shareholders andenhancing corporate value and accountability.The Board is of the view that the Company hascomplied with the code provisions set out in theCorporate Governance Code as contained in AppendixC1 of the Listing Rules during the six-month periodended 30 June 2025.CODE OF CONDUCT FOR SECURITIESTRANSACTIONS BY DIRECTORSThe Company has adopted a code of conductregarding the Directors’securities transactions on termsno less exacting than the required standard set out inthe Model Code. Having made specific enquiries of allDirectors, the Company has received their confirmationthat they have complied with the required standard asset forth in the Model Code during the six-month periodended 30 June 2025.
SUFFICIENCY OF PUBLIC FLOATBased on the information that is publicly available to theCompany and within the knowledge of the directors asat the date of this report, the Company has maintainedthe prescribed amount of public float as required underthe Listing Rules.
OTHER DISCLOSURES
30 JUNE 2025
D2( www.hkexnews.hk )( www.huahonggrace.com )
AUDIT COMMITTEEThe Audit Committee, comprising one Non-executiveDirector and two Independent Non-executive Directorsof the Company, has reviewed and approved theunaudited results of the Group for the six months ended30 June 2025 and has discussed with management theaccounting principles and practices adopted by theGroup, internal controls and financial reporting matters.
PUBLICATION OF INTERIM REPORTON THE WEBSITES OF THE HONGKONG STOCK EXCHANGE AND THECOMPANY
The interim report for the six months ended 30 June2025 containing information required by Appendix D2of the Listing Rules will be dispatched to shareholdersand published on the websites of the Hong KongStock Exchange (www.hkexnews.hk) and the Company(www.huahonggrace.com) in due course.
By Order of the BoardHua Hong Semiconductor LimitedMr. Junjun Tang
Chairman and Executive Director