Earnings release
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited t ake no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howso ever arising from or in reliance upon the whole or any part of the contents of this announcement. China Ruyi Holdings Limited 中 國 儒 意 控 股 有 限 公 司 (a company incorporated in Be rmuda with limited liability) (Stock Code: 136) INTERIM RESULTS FOR THE SIX MONTHS ENDED 30 JUNE 2026 INTERIM RESULTS The board (the ‘‘Board ’’) of directors (the ‘‘Directors ’’) of China Ruyi Holdings Limited (the ‘‘Company ’’) announces the unaudited interim results of the Company and its subsidiaries and controlled entities (the ‘‘Group ’’) for the six months ended 30 June 2026 together with comparative figures as follows: FINANCIAL HIGHLIGHTS Six months ended 30 June 2026 30 June 2025 RMB’000 RMB’000 Revenue 1,183,084 2,206,249 Net profit 830,594 1,227,634 Adjusted net profit (Note) 951,823 1,302,600 Basic earnings per share RMB0.0500 RMB0.0814 Diluted earnings per share RMB0.0498 RMB0.0812 Note: We define adjusted net profit as net profit net of (i) share-based compensation expenses; (ii) imputed interest expenses; and (iii) interests e xpenses on convertible bonds. – 1 –
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MANAGEMENT DISCUSSION AND ANALYSIS Financial Performance Summary The Group recorded a profit attributable to equi ty holders of the Company of approximately RMB837 million for the six months ended 30 June 2026, whic h decreased by approxima tely RMB398 million as compared to a profit attributable to equity holder s of the Company of approximately RMB1,235 million for the six months ended 30 June 2025. The basic an d diluted earnings per share were RMB5 cents and RMB4.98 cents for the six months ended 30 June 2026 respectively as compared to the basic and diluted earnings per share of RMB8.14 cents and RMB8. 12 cents respectively for the six months ended 30 June 2025. The Group ’s turnover decreased to approximately RMB1, 183 million during the six months ended 30 June 2026, as compared to the turnover of approxima tely RMB2,206 million during the six months ended 30 June 2025. Its revenue from content pr oduction, online stream ing and online gaming businesses, among others, was approximately RM B1,166 million for the six months ended 30 June 2026, and was approximately RMB17 million for other businesses. For the six months ended 30 June 2026, the adjust ed net profit of the Company was approximately RMB952 million, while the adjusted net profit for the six months ended 30 June 2025 was approximately RMB1,303 million. BUSINESS REVIEW AND OUTLOOK In the first half of 2026, the Group remained firmly anchored to its medium- and long-term development strategy, with a sharp focus on enhan cing quality and operational efficiency while consolidating the foundation for sustainable bus iness operations. For the six months ended 30 June 2026, the Group achieved revenue of RMB1.183 bi llion, representing a decrease of 46.37% as compared with the same period of the last year; n et profit reached RMB831 million, representing a decrease of 32.34% as compared wit h the same period of the last year. The performance adjustment during the Reporting Pe riod was primarily attributable to project cycles and strategic investments. On the one hand, revenue recognition in the Group ’s film, television and gaming businesses is subject to the production, rele ase and launch cycles of projects. Several key projects remained in the production , pre-release preparation or pre-l aunch stages during the Reporting Period, with related investments an d partial costs and expenses incu rred during the Reporting Period, whereas the corresponding revenu e and profit contribution are expe cted to materialise in the second half of the year. On the other hand, the Group conti nued to step up strategic investments in top-tier premium content, AI technology R&D, global top-tier IP reserves and industrial chain integration, which have yet to be fully translated into revenue contribution within the Reporting Period. As at the date of this report, ‘‘All Wishes Come True ’’(《八仙!》)a n d ‘‘Once Upon A Time in the Middle East ’’ (《歡迎來龍餐館》) have been released and achiev ed strong market performance, ‘‘Immortal Sect Sovereign ’’(《仙界大掌門》 ) has officially launched, and other key f ilm, television and gaming projects are progressing as planned. – 2 –
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I. Content production business 1. Film investment, production, and distribution business In the first half of 2026, the national box offi ce reached RMB17.35 bill ion, representing a year-on-year decrease of 40.6% , and cinema attendance reached 422 million, representing a year-on-year decrease of 34.2% , as the industry faced challenges arising from a temporary shortage of quality film supply and shifting audience viewing preferences. Against this market backdrop, the Group continued to deepen its c ommitment to premium content creation, steadily advancing a differentiated content portf olio and enhancing the op erational quality and risk resilience of its content production segment. During the Reporting Period, a number of f ilms co-produced by the Group delivered outstanding market performance, achieving bo th commercial success and critical acclaim. During the Spring Festival period, the national comedy film ‘‘Pegasus 3 ’’(《飛馳人生3》) grossed RMB4.42 billion, topping the seasona l box-office charts; the critically acclaimed realistic suspense thriller ‘‘Scare Out ’’(《驚蟄無聲》) continued to build momentum through word-of-mouth, ranking third in the season with a gross of RMB1.365 billion; and the leading family animated IP film ‘‘Boonie Bears: The Hidden Protector ’’ (《熊出沒‧年年有熊》) c o n t i n u e dt ol e a dt h ef a m i l y - v i e w i n gs e g m e n t . During the Labour Day hol iday period, the Group ’s co-produced crime thriller ‘‘Cold War 1994 ’’(《寒戰1994 》) received positive market feedback, s upported by its hard-hitting police- and-crime and power-struggle the me and a top-tier cast and creat ive team. During the summer holiday period, the Group-produced animated film ‘‘All Wishes Come True! ’’(《八仙!》) grossed RMB100 million at the box office du ring its preview screenings, with a Douban opening rating as high as 8.3 and widespread acclaim from the market. ‘‘Once Upon A Time i nt h eM i d d l eE a s t’’(《歡迎來龍餐館》) was released nationwide on 11 August and went on to top the daily box office during the summer holiday period for cons ecutive days. Within a short period after its release, its cumulative box office exceeded RMB1. 7 billion, while it also received strong ratings on the Maoyan and Taopi aopiao ticketing platforms, achieving both box office success and strong audience reception. Looking ahead, the Group will continue to ad here to a content investment structure of ‘‘head projects driving + multi-project diversification ’’, effectively diversifying risks while enhancing single-project returns. At present, the Group ’s cinema release pipeline includes ‘‘The Wild Tales ’’(《蠻荒禁地》), ‘‘Cold War 1995 ’’(《寒戰1995》), ‘‘Blossom of a Changed Mind ’’(《轉 念花開》), ‘‘THE WANDERING EARTH III (Part 1 & 2) ’’(《流浪地球3(上、下)》), ‘‘MAD KING ’’(《狠家伙》), and ‘‘GHOST AT NO. 29 ’’(《旺鋪開業指南》), among others. The Group has always remained committed to high-quality content as its core and is dedicated to creating film and television works that combine strong mark et appeal, artistic value and cultural depth, while actively promoting the oversea s dissemination of Chinese content. – 3 –
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2. Television Drama investment, prod uction and distribution business In the drama production segment, the Group cont inues to focus on top-tier premium content, deepens its cooperation with ma jor domestic streaming platforms, and actively expands overseas distribution channels . During the Reporting Period, several drama series produced and led by the Group were successfully launch ed and broadcast, achieving strong market performance. Among them, ‘‘Light to the Night ’’ (《黑夜告白》), a suspense crime drama starred by Pan Yueming and Wang Hedi, and ‘‘Dazzling ’’(《耀眼》), an urban romance drama starred by Guan Xiaotong and Li Yunrui, were s uccessively released on major streaming platforms, receiving favorable user r eviews and strong market traffic. In terms of project pipeline, the drama serie s produced and led by the Group cover a broad range of themes and genres, encompassing key g enres including suspense, realism, Chinese historical costume and martia l arts, and urban romance. Its projects in the realism genre include ‘‘Her Brilliant Journey ’’(《一路燦爛》), an urban realism drama starred by Yan Ni and Ren Suxi; ‘‘Prosecutor and Boy ’’ (《檢察官與少年》), starred by Zhang Xiaofei and Yu Jiacheng and focusing on legal education for young people; and ‘‘Jia You Qi Lang ’’(《家有七 郎》), a contemporary realism drama starred by Chen Baoguo, Jing Boran and Gao Yuanyuan. The Chinese historical costume and martial arts pipeline includes ‘‘A l lH a i lm yS u p r e m eS e c’’ (《萬古最強宗》), a Chinese historical costume drama starred by Peng Yuchang and Wan Peng; and ‘‘Now or Never ’’(《一點浩然氣》), a new-school martial arts drama. In the urban romance genre, the Group has also developed ‘‘Touch ’’(《非正式浪漫》), an urban light-hearted comedy starred by Cai Wenjing. The aforesaid upcoming projects have entere d into in-depth partnerships with a number of mainstream streaming platforms, and are sch eduled to be rolled out in phases over the coming periods. Such extensive and diversified portfol io of quality dramas is expected to underpin the Group ’s overall financial performance with long-te rm, stable revenue streams and sustainable growth drivers. II. Online streaming business: AI-empowered content production to build a differentiated streaming platform 1. Business model upgrade: synergistic devel opment of licensed acquisitions and in-house productions building a differenti ated content competitive edge Data from Ocean Engine indicated that the co mpound growth rate of AI short drama users reached approximately 12% in 2025. Leveraging the growth opportuniti es in the micro-short drama industry, Pumpkin Films has pursued a dua l-track strategy encompassing licensed content acquisitions and member-exclusiv e in-house productions. While continuing to introduce quality films and leading new rele ases, the Company is building a diverse short drama portfolio spanning fant asy, historical and animated g enres. Flagship AI-produced – 4 –
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projects such as ‘‘Strange, Ah ’’(《怪啊》)a n d ‘‘T h eP i r a t eQ u e e n’’(《海盜女王》) have already entered the production phase and are expected to be launched in the second half of the year, establishing a differentiated growth model dist inct from traditional long-form video platforms. 2. Collaboration between the VOX System and t he Multimodal Middle Platform to build a closed-loop production chain The Group has been continuously advancing its technological research and development as well as the construction of its computing infrastructure, culminating in the formation of a Multimodal AI middleware anchored by the VOX In telligent Creation System as the tool layer and underpinned by four core modules, n amely Linggou, Jingce, Changyu and Shuyan. The VOX system, constituting the tool layer o f the platform, incorporates a standardised large-model workflow and features capabilities encompassing facial expression transfer and motion transfer. These functionalities serve t o augment character rendering, frame-to-frame coherence and generative cons istency, whilst mitigating the need for repetitive manual adjustments and wastage of computational res ources. Internally, the system underpins the Group ’s self-produced projects; externally, it is acc essible to industry partners, establishing a foundational framework for co-p roduction arrangements, technica l service offerings and other forms of strategic collaboration. Leveraging a unified framework encompassing t ask orchestration, mate rial management and model invocation control, the Mul timodal AI middleware facilitat es critical operational stages spanning script creation, artistic design, content production, post -rendering, marketing effectiveness projection and smart distri bution. The AI middleware has demonstrably bolstered content production efficiency, cur tailed production outlays, expedited delivery timelines and uplifted marketi ng conversion performance. 3. AI-driven content enhancement and efficiency gains reinforce l ong-term competitive edge in streaming During the first half of 2026, Pumpkin Films adhered to the core strategy of ‘‘AI-empowered content production ’’, which effectively lowered conten t supply costs and diversified its revenue sources, thus laying the groundwork for the Group ’s sustainable and stable business growth in the long run. Going forward, Pumpkin Films will place greater emphasis on improving workflow reusabilit y, model coordination and the efficiency of computing resource deployment. In line with external collabor ation requirements, it will also explore commercialisation opportunities spanning co-production arra ngements, technical service provisions and platform c apability out-licensing. – 5 –
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III. Jingxiu Games: consolidating the foundation t hrough integrated R&D and publishing, driving growth with global IP eco system and AI technology In the first half of 2026, the Group continued to adv ance its strategic transformation from a pure game publisher to a dual-driven model of ‘‘R&D + Publishing, ’’with sustained investments in proprietary R&D, product pipeline d evelopment, and global IP partnerships. During the Reporting Period, the R&D, testing, and la unch preparation of key products progressed as planned, as detailed below: (i) Core product planning and R&D progress In the first half of 2026, the Gro up continued to optimize its product pipeline planning and advance the R&D of key self-devel oped and collaborative projects: Key Collaborative and Self-Developed Projects: The Group ’s co-developed title with EA, ‘‘FC Theater ’’ (《FC夢劇場》), completed multiple rounds of testing during the Reporting Period and is expected to be offi cially launched by the end of 2026; ‘‘Red Alert: Glory ’’(《紅 警:榮耀》), also co-developed with EA, complete d its first formal testing round and is expected to be officially launched in 2027; the classic IP title ‘‘Heroes of Might and Magic: W a ro ft h eL o r d s’’(《魔法門之英雄無敵》), co-developed with Ubisoft, completed phase-based testing. The Group ’s self-developed strategy game targe ting the global market, codenamed ‘‘Project Code LORD ’’(《代號LORD 》), completed two rounds of overseas testing during the Reporting Period and is expected to be launche d globally in early 202 7. The above-mentioned projects are progressively ente ring subsequent phases of R&D, tes ting, and launch preparation, and are expected to begin generating revenue co ntributions gradually f rom the second half of 2026 and 2027 onwards. Long-term Operation of Evergreen Titles: The Group ’s long-standing classic IP strategy mobile game ‘‘Red Alert Online ’’ (《紅警OL》), now in its eighth year of operation, demonstrated overall stable performance durin g the Reporting Period, consistently validating the Group ’s refined operational capabilities in the evergreen game segment. Pipeline Product License s and Launch Preparation: Currently, the Group ’s licensed title ‘‘Ragnarok Abyss ’’(《仙境傳說:初心》) has obtained its version number (license) and is in the final optimization stage; key pipeline products including ‘‘Sanguo: Wartide ’’(《三國:戰 策長河》) (provisional title) and ‘‘CookieRun: Tower of Adventures ’’ (《餅乾人聯盟》) (provisional title), co-developed with renowne d South Korean developer Devsisters, have both entered the version number submission review process, with related launch and operational preparations fully in place. In addition, the renowned IP mobile game ‘‘JoJo ’sB i z a r r e Adventure: Golden Praise ’’(《喬喬的奇妙冒險:黃金讚歌》) jointly published by the Group and Huai Hudong, a subsidiary of Ruyi Films, is s teadily progressing through all launch preparation work and is expected to be of ficially launched in the first half of 2027. – 6 –
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(ii) Investment layout and expansion into new fields Investment and agency product lines: Subsequent to the Reporting Period, ‘‘NBA GO ’’(《美 職籃:瞬息》) (tentative name), a game invested in and agented by the Group, commenced testing in the third quarter of 2026 with favourable market reception; ‘‘Project: San Chuan ’’ (《代號:三川》), a large-scale open-world project in vested in and agented by the Group, is expected to undergo its first pub lic showcase and initial testing in September 2026, and is planned for official launch in 2027; ‘‘Project Code XY ’’(《代號XY》), an investment project, is expected to commence testing in the second half of 2026 and achieve commercial launch in 2027; ‘‘Project Code TOWN ’’(《代號TOWN 》), a new game developed by Kabum (Beijing) in which the Group invested, is expected to be offi cially launched in overseas markets in the second half of 2026. Mini-game track layout: Subsequent to the Reporting Period , the Group officially launched the mini-game version of ‘‘Immortal Sect Sovereign ’’ (《仙界大掌門》) in August 2026, marking the Group ’s formal and comprehensive entry into the mini-game research, development, and publishing sector. (iii) IP reserves and frontie r technology (AI) empowerment Premium IP reserves and cooperation: The Group has reserved game and anime IPs including ‘‘CrossFire ’’(《穿越火線》)a n d ‘‘One Punch Man ’’(《一 拳超人》), and the relevant projects have all entered the development s tage. The Group has entered into an agency collaboration with Krafton (parent company of ‘‘PUBG ’’), a renowned South Korean developer, for a large-scale open-world SOC game. During the Reporting Period, the Group continued to deepen its strategic deployment o f premium IPs globally, and has entered into a strategic cooperation arrange ment with The Pokémon Company, advancing cooperation on the joint development and operation of at least one product, and preparing fo r localised content adaptation and exclusive agenc y publication in the domestic market for the relevant products. AI technology application: During the Reporting Period, th e Group officially launched the internal version of ‘‘C-LIVE 1.0 ’’, a self-developed artificial intelligence (AI) agent for game development, which has been comprehensivel y applied across the research and development (R&D) processes of the Group ’s self-developed and invested te ams. The agent provides strong technical support in core R&D areas including voi ce generation, video motion capture, three- dimensional (3D) scene generation, and renderi ng optimisation. As of the end of the Reporting Period, the ‘‘C-LIVE 1.0 ’’agent had been applied to the NBA/FC series and multiple other products under development or in operation. The G roup expects to launch the official version of ‘‘C-LIVE 2.0 ’’in 2027, and will gradually extend its application to more internal and external partner teams based o n actual application results. – 7 –
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Looking ahead, the Group will continue to firm ly execute its strategy of integrated global R&D and publishing, continuously deepen coope ration with top-tier global IP holders and renowned development teams, and consistent ly promote the application of AI technology in R&D processes. With the successive launch o f high-quality self-developed and agency products, the Group will further enrich its produc t portfolio and revenue streams, providing a pipeline of projects to support medium - to long-term business development. IV. Strategic investment business: focusing on core sector, deepening industrial synergy and value realization During the Reporting Period, the Group, based on its core business development plans, selectively invested in quality enterprises that can e stablish deep synergies with the Group ’se x i s t i n g operations, thereby enhancing the efficiency and quality of its cor e businesses and broadening its growth horizons. The Group ’s strategic investment in Ruyi Film Entert ainment Co., Ltd. (formerly Wanda Film, hereinafter referred to as ‘‘Ruyi Film ’’) entered a phase of deep integration and brand revitalization, achieving end-to-end integration across conten t creation, production and theatrical exhibition. Ruyi Film c ontinued to deepen its ‘‘Super Scene + Super IP ’’ strategy, closely integrating its in-house film and television p roduction and gaming resources with Ruyi Film ’s nationwide theater network. This significantly en hanced the efficiency of converting high-quality content into commercial value, while continuous ly amplifying IP influence and extending its lifecycle. To seize the strategic opp ortunities presented by ‘‘AI + Content ’’, the Group made a strategic investment in AIsphere Technol ogy, a global leader in AI video , constructing a bidirectional empowerment system of ‘‘technology + industry ’’. Both parties will promote the collaboration on multiple dimensions. At the strategic level, the core team of AISphere Technology will assist the Group ’s intelligent transformation. At the technical application level, the focus will be on deep application of AI in areas such as film and televis ion special effects, promotion and distribution, and game scene optimization, enhancing effic iency and content quality. At the innovation and expansion level, leveraging the Group ’s rich IP resources combined with AI technology for secondary creation, the two parties will jointl y develop multimodal agents, and explore next- generation interactive content formats. The Group also participated in external industria l funds to strategically invest in promising start- ups along the upstream and downstream of the i ndustry chain. Through the fund managers, the Group identified innovative targets in content cr eation, IP development and game-related sectors, thereby establishing connectivity across the i ndustry value chain. This model has effectively broadened the Group ’s industrial footprint, continuous ly reinforced its industrial synergy capabilities and long-term competi tive moat, while injecting exter nal vitality into the innovative development of its core businesses. – 8 –
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While ensuring that the funding requirements o f its core businesses were fully met, the Group actively revitalized its idle funds through tiered all ocation across different maturities. By investing in a diversified range of financial products, the Group balanced asset liquidity and security, thereby enhancing the utilization efficiency of idl e funds and overall invest ment returns. All such investments were subject to stringent risk cont rol mechanisms, further optimizing the Group ’s overall asset return profile. The Group ’s additions and disposals of financial assets at fair value through profit or loss during the six months en ded 30 June 2026 did not constitute notifiable transactions under Chapter 14 of the Listing Rules , nor connected transactions under Chapter 14A. ADJUSTED NET PROFIT To supplement our consolidated financial stateme nts which are presented in accordance with HKFRS Accounting Standards ( ‘‘HKFRS ’’), we also use adjusted net profit as additional financial measures, which are not required by, or presented in accor dance with HKFRS. We believe that these non-HKFRS measures, which have excluded certain items, facili tate comparisons of opera ting performance from period to period and company to company by eli minating potential impacts of items that our management does not consider to be indicative of our operating performance. We believe that these measures provide useful information to investo rs and others in understanding and evaluating our consolidated results of operations in the same manner as they help management. However, our presentation of the adjusted net profit may not be co mparable to similarly titled measures presented by other companies. The use of these non-HKFRS measur es has limitations as an analytical tool, and you should not consider them in isolatio n from, or as substitute for analysis of, our results of operations or financial condition as reported under HKFRS. The follo wing tables reconcile our adjusted net profit for the periods presented to the most directly comparab le financial measures calculated and presented in accordance with HKFRS: Six months ended 30 June 2026 30 June 2025 RMB’000 RMB’000 Reconciliation of net profit to adjusted net profit Net profit for the period 830,594 1,227,634 Add: Share-based compensation expenses 14,466 26,775 Interest expenses on convertible bonds 99,345 23,721 Imputed interest expenses 7,418 24,470 Adjusted net profit 951,823 1,302,600 – 9 –
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LIQUIDITY, CAPITAL RESOURCES, BORROWINGS AND GEARING RATIO The Group maintains a prudent treasury policy. The G roup primarily financed its operations through shareholder ’s equity, borrowings and cash generated fro m operations. During the six months ended 30 June 2026, the liquidity of the Group was closely monitored by the Board and the Group reviews its working capital and finance re quirements on a regular basis. Liquidity As at 30 June 2026, the Group maintained a balance of cash and cash equivalents and term deposits of approximately RMB5,438.0 milli on (as at 31 December 2025: approximately RMB7,243.8 million). The decrease in the balance of cash and cash equi valents and term deposits was mainly due to the Group ’s investment in a diversified range of financia l products with different tenors, with a view to optimising the efficiency of fund utilisation a nd enhancing the overall investment income. Borrowings and Gearing Ratio The Group maintained a sound financial position, an d its borrowing demand was not seasonal. As at 30 June 2026, the Group had borrowings of RMB463.5 mi llion (as at 31 December 2025: approximately RMB733.0 million), with borrowings at fixed interes t rates accounting for 62.8 %. Such borrowings will be due within 16 months. As at 30 June 2026, the Group ’s net equity amounted to approximately RMB24,104.1 million (as at 31 December 2025: approximately RMB23,868.9 million ) with total assets amounting to approximately RMB32,217.0 million (as at 31 December 2025: a pproximately RMB30,260.3 million). Net current assets were approximately R MB12,870.4 million (as at 31 December 2025: approximately RMB13,429.1 million) and the current ratio was 3.3 times (as at 31 December 2025: 4.3 times). Gearing ratio calculated on the basis of the Group ’s total debts (interest-bea ring borrowings, convertible bonds and lease liabilities) over shareholders ’ funds was 18.2% (as at 31 December 2025: 9.5%). Charge of Assets As at 30 June 2026, the Group did not have any cha rges on assets (as at 31 December 2025: nil). Commitment As at 30 June 2026, the Group had no capital commitment (as at 31 December 2025: nil). Contingent Liabilities The Company and the Group did not provide corporate guarantee to its subsidiaries or other parties and did not have other significant co ntingent liabilities as at 30 Jun e 2026 (as at 31 December 2025: nil). – 10 –
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CURRENCY RISK MANAGEMENT The Group had a significant amount of assets and lia bilities denominated in Renminbi (RMB) as at 30 June 2026. The content production, online streaming and gaming businesses are mainly carried out in RMB in Mainland China. Therefore, the Group is expos ed to the risk of significant fluctuation in RMB exchange rates. During the six months ended 30 June 2026, the Group closely monitored the fluctuation and does not expect any material fluctuation of exch ange rates in the near future, but will continue to monitor it. INTERIM DIVIDEND The Board does not recommend the payment of any i nterim dividend for the six months ended 30 June 2026 (six months ended 30 June 2025: nil). PURCHASE, SALE OR REDEMPTION OF THE COMPANY ’S LISTED SECURITIES During the six months ended 30 June 2026, the Compa ny bought back a total of 254,964,000 Shares on the Stock Exchange at an aggregate considera tion of HK$366,702,520. All such bought back Shares will be cancelled. Month Number of Shares bought back Price paid per Share Aggregate Consideration (HK$) Highest (HK$) Lowest (HK$) May 2026 223,744,000 1.52 1.33 323,680,200 June 2026 31,220,000 1.40 1.35 43,022,320 Total 254,964,000 366,702,520 Issue of HK$2,574 million zero coupon conve rtible bonds due 2027 under general mandate (the ‘‘2026 Bonds ’’) On 26 January 2026 (after trading hours), the Company and Deutsche Bank AG, Hong Kong Branch (the ‘‘Sole Lead Manager ’’) entered into a conditional subscription agreement (the ‘‘2026 Bonds Subscription Agreement ’’), under which, among other things, the Sole Lead Manager has agreed to subscribe and pay for, or to procure to subscrib e and pay for, the 2026 Bonds to be issued by the Company in an aggregate principal amount of HK$2,574 million, subject to the terms and conditions as set out in the 2026 Bonds Subscription Agreement. – 11 –
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The 2026 Bonds may be converted into conversion sha res pursuant to the conditions at an initial conversion price of HK$2.6 per conversion share (s ubject to adjustments pursuant to the terms and conditions of the 2026 Bonds). Th e conversion shares to be allotte d and issued upon conversion of the 2026 Bonds shall rank pari passu in all respects with the Shares then in issue on the relevant conversion date, and will utilise, based on the init ial conversion price, approximately 989,999,010 Shares under the general mandate granted to the Directors at the annual general meeting of the Company held on 3 June 2025. The aggregate gross proceeds from the issue of t he 2026 Bonds were HK$2,574 million. The aggregate net proceeds from the issue of the 2026 Bonds, after de duction of fees, commissions and other related expenses, were estimated to be approximately HK$2, 548 million, representing a net issue price of approximately HK$2.574 per con version share based on the initial conversion price. The Company intends to apply the net proceeds from the 2026 Bonds in the following manner: (i) approximately HK$593 million (approximately 23.27%) for the repayment of the Group ’s indebtedness; (ii) approximately HK$366 million (ap proximately 14.36%) for partial c onsideration for purchase of 30% equity interest in Beijing Yonghang Technology Co., Ltd.; (iii) approximately HK$510 million (approximately 20.02%) for strategic invest ments and acquisitions to expand the Group ’s business; (iv) approximately HK$390 million (approximate ly 15.31%) for operational needs of the Group ’sg a m i n g business; and (v) approximately HK$689 million ( approximately 27.04%) for drama series for streaming platforms. The issue of the 2026 Bonds in an aggregate princip al amount of HK$2,574 mill ion was completed on 2 February 2026 and the 2026 Bonds have b een listed on the Vienna Stock Exchange. On 18 May 2026, the Company repurchased the 2026 Bonds in an aggregate principal amount of HK$50 million at their denomination. Immediately f ollowing such repurchase and cancellation of the 2026 Bonds, the outstanding principal amount of the 2026 Bonds is HK$2, 524 million, and the conversion price of the 2026 Bonds remains uncha nged at HK$2.6 per conversion share based on the prevailing conversion price. For further details of the issue of the 2026 Bonds, p lease refer to the announcements of the Company dated 27 January 2026, 2 February 2026 and 18 May 2026. Save as disclosed above, during the six months ended 30 June 2026, neither the Company nor its subsidiaries has purchased, sold or redeemed any of the Company ’s listed securities. SHARE-BASED PAYMENTS 2013 Share Option Scheme The Company ’s former share option scheme (the ‘‘2013 Share Option Scheme ’’) adopted pursuant to a resolution passed by the shareholders on 31 Octobe r 2013 was terminated by a resolution passed in the annual general meeting of the Company held on 28 June 2023 (the ‘‘2023 AGM ’’). The purpose of the 2013 Share Option Scheme was to provide in centives to eligible participants. – 12 –
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No further options shall be granted under the 2013 Sh are Option Scheme upon termination but in all other respects, the provisions of the 2013 Share O ption Scheme shall remain in force to the extent necessary to give effect to the exercise of any opti ons granted prior thereto or otherwise as may be required in accordance with the provisions of the 2013 Share Option Scheme and the options granted prior to the termination shall continue to be vali d and exercisable in accordance with 2013 Share Option Scheme. On 26 November 2021, the Company granted 181,917, 000 share options pursuant to the 2013 Share Option Scheme and no further share options were granted pursuant to the 2013 Share Option Scheme up to the termination of the 2013 Share Option Scheme. For the six months ended 30 June 2026, (1) 181,228,000 share options granted under the 2013 Share Option Sche me had not been exercised; and (2) no share option granted under the 2013 Share Opt ion Scheme had been lapsed or cancelled (as at 31 December 2025: nil). 2023 Share Option Scheme The Company adopted the current share option scheme (the ‘‘2023 Share Option Scheme ’’)p u r s u a n t to a resolution passed by the shareholders in the 2023 AGM. The purpose of the 2023 Share Option Scheme is to provide incentives to e ligible participants. As at the d ate of this announcement, no options have been granted under the 2023 Share Option Sch eme and no other share scheme has been adopted by the Company. NUMBER OF EMPLOYEES AND REMUNERATION POLICY As at 30 June 2026, the Group employed 693 employe es. The remuneration policy of the Group is to reward its employees with reference to their qualif ications, experience and w ork performance as well as to market benchmarks. Employee benefits include medical insurance coverage, mandatory provident fund and others. Total staff costs for the six m onths ended 30 June 2026, including directors ’ emoluments, amounted to approximately RMB178. 1 million (for the six months ended 30 June 2025: approximately RM B161.3 million). SIGNIFICANT EVENTS AFTER THE END OF THE REPORTING PERIOD The Group has no event after the end of the reporting period that needs to be brought to the attention of the shareholders of the Company. REVIEW OF INTERIM RESULTS The interim financial information of the Compa ny for the six months ended 30 June 2026 has been reviewed by the audit committee of the Company (the ‘‘Audit Committee ’’), which comprises the three independent non-executive Directors of the Company. – 13 –
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The unaudited condensed consolidated financial inf ormation of the Group for the six months ended 30 June 2026 has been reviewed by PricewaterhouseCo opers in accordance with Hong Kong Standard on Review Engagements 2410 ‘‘Review of Interim Financial Information Performed by the Independent Auditor of the Entity ’’issued by the Hong Kong Institute of Certified Public Accountants. MATERIAL ACQUISITION AND DISPOSAL During the six months ended 30 June 2026, there was n o other material acquisition or disposal by the Company or any of its subsidiaries. CORPORATE GOVERNANCE The Board considers that good corporate governance practices are crucial to the smooth and effective operation of the Group and the safeguarding of the inte rests of the shareholders and other stakeholders of the Company. The Company has put in place inter nal policies to ensure the compliance and has adopted and complied with the code provisions set out in the Corporate Governance Code (the ‘‘Code ’’) contained in Appendix C1 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the ‘‘Listing Rules ’’) during the six months ended 30 June 2026 except for the following deviations from the Code provision: . Code provision C.2.1 stipulated that the roles of chairman and chief executive officer should be separate and should not be performed by the sa me individual. During the six months ended 30 June 2026, the Company has no such title as chief exe cutive officer. The overall responsibility of supervising and ensuring that the Group functi ons in line with the order of the Board in terms of day-to-day operation and execution is vested in the Board itself. The Board believes that the current structure is conducive to strong and consiste nt leadership and oversight enabling the Group to operate efficiently; and . Code provision B.3.5 (which takes effect on 1 July 2025) stipulated that every listed issuer must appoint at least one director of a different gende r to the nomination committee. During the six months ended 30 June 2026, and as at the date of this announcement, the composition of the Nomination Committee of the Company comprise s only one gender. The Board is in the process of identifying suitable candidate(s) to fill and join the Nomination Committee as soon as practicable and the Company will make further announcement( s) as and when appropriate. Nevertheless, the Board already includes one female director, dem onstrating our commitment to gender diversity. COMPLIANCE WITH THE MODEL CODE The Company adopted the Model Code for Securities Tr ansactions by Director s of Listed Issuers (the ‘‘Model Code ’’) set out in Appendix C3 to the Listing Rules as the code of conduct regarding securities transactions by the D irectors. The Company, having made specific and cautious enquiries, confirmed that all Directors had complied with the Model Code for the six months ended 30 June 2026. – 14 –
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PUBLICATION OF INTERIM RESULTS ANNOUNCEMENT ON THE STOCK EXCHANGE WEBSITE This interim results announcement for the six m onths ended 30 June 2026 is also published on the Stock Exchange ’s website (https://www.hk exnews.hk) and the Company ’s website (https:// www.ryholdings.com). The interim report containing a ll information required by the Listing Rules will be dispatched to the Shareholders and will be ava ilable on websites of the Stock Exchange and the Company in due course. FORWARD LOOKING STATEMENTS There can be no assurance that any forward-looking s tatements regarding the business development of the Group set out in this Management Discussion an d Analysis or any of the matters set out therein are attainable, will actually occur or will be realised or are complete or accurate. Shareholders and/or potential investors of the Company are advised to exer cise caution when dealing in the securities of the Company and not to place undue reliance on the informa tion disclosed herein. Any holder of securities or potential investor of the Company who is in do ubt is advised to seek advice from professional advisors. APPRECIATION The Board would like to express its sincere gratit ude to our shareholders, investors, employees and business partners for their continuous support. – 15 –
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INTERIM CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME Six months ended 30 June 2026 30 June 2025 (Unaudited) (Unaudited) Notes RMB’000 RMB’000 Revenue 5 1,183,084 2,206,249 Cost of revenue 6 (892,155) (1,083,467) Gross profit 290,929 1,122,782 Selling and marketing costs 6 (46,523) (140,964) Administrative expenses 6 (124,804) (121,046) Net impairment losses on financial assets (38,266) (11,931) Other income 17,471 7,666 Other gains — net 9 774,375 479,927 Operating profit 873,182 1,336,434 Finance cost 7 (115,870) (57,207) Finance income 7 58,120 104,255 Finance (cost)/income — net 7 (57,750) 47,048 Share of profit of associates accounted for using the equity method 36,432 94,659 Profit before income tax 851,864 1,478,141 Income tax expenses 8 (21,270) (250,507) Profit for the period 830,594 1,227,634 – 16 –
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Six months ended 30 June 2026 30 June 2025 (Unaudited) (Unaudited) Notes RMB’000 RMB’000 Other comprehensive losses Items that may be reclassified to profit or loss: Changes at fair value through o ther comprehensive (loss)/ income (8) 11 Currency translation differences 379,454 (2,254) Items that may not be reclas sified to profit or loss: Currency translation differences (713,780) (22,368) Other comprehensive losses fo r the period, net of tax (334,334) (24,611) Total comprehensive income for the period 496,260 1,203,023 Profit for the period attributable to: — Equity holders of the Company 837,406 1,235,100 — Non-controlling interests (6,812) (7,466) 830,594 1,227,634 Total comprehensive income for the period attributable to: — Equity holders of the Company 503,072 1,210,489 — Non-controlling interests (6,812) (7,466) 496,260 1,203,023 Earnings per share for profit for the period attributable to the equity holders of the Company: (expressed in RMB cents per share) — Basic earnings per share 10 5.00 8.14 — Diluted earnings per share 10 4.98 8.12 – 17 –
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INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION 30 June 2026 31 December 2025 (Unaudited) (Audited) Notes RMB’000 RMB’000 Assets Non-current assets Property, plant and equipment 74,371 80,350 Right-of-use assets 54,307 56,467 Goodwill 4,443,665 4,443,665 Film and television programmes rights 1,086,857 1,353,174 Other intangible assets 759,838 743,097 Deferred tax assets 100,882 95,917 Prepayments and other non-financial assets 63,954 40,384 Deposits 7,080 5,457 Investments accounted for using the equity method 13 2,283,325 1,712,143 Financial assets at fair value t hrough other comprehensive income 486 513 Financial assets at fair va lue through profit or loss 12 4,917,105 4,277,999 13,791,870 12,809,166 Current assets Film and television programmes rights 2,314,761 2,251,005 Inventories 3,018 3,039 Prepayments and other non-financial assets 490,742 440,939 Trade receivables 11 2,738,616 2,517,984 Other receivables and deposits 1,146,269 1,398,223 Financial assets at fair va lue through profit or loss 12 6,293,673 3,596,181 Term deposits — 957,718 Cash and cash equivalents 5,438,025 6,286,066 18,425,104 17,451,155 Total assets 32,216,974 30,260,321 – 18 –
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30 June 2026 31 December 2025 (Unaudited) (Audited) Notes RMB’000 RMB’000 Equity Equity attributable to e quity holders of the Company Share capital 16 318,541 318,541 Share premium 16 22,673,729 22,673,729 Treasury shares 16 (319,752) — Other reserves (154,811) 127,663 Retained earnings 1,586,417 749,011 24,104,124 23,868,944 Non-controlling interests (30,033) (23,221) Total equity 24,074,091 23,845,723 Liabilities Non-current liabilities Borrowings 71,272 69,398 Lease liabilities 27,276 27,628 Deferred tax liabilities 431,486 436,668 Contingent consideration payable 267,000 17,000 Convertible bonds 15 1,791,118 1,841,893 2,588,152 2,392,587 Current liabilities Trade payables 14 427,935 530,859 Other payables and accruals 1,366,054 1,460,522 Contract liabilities 27,371 18,563 Current income tax liabilities 392,167 571,217 Borrowings 392,227 663,563 Lease liabilities 28,650 23,522 Contingent consideration payable 110,000 — Film and television progra mmes investment funds from investors 563,246 673,136 Convertible bonds 15 2,247,081 80,629 5,554,731 4,022,011 Total liabilities 8,142,883 6,414,598 Total equity and liabilities 32,216,974 30,260,321 – 19 –
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NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL INFORMATION 1 BASIS OF PREPARATION This interim financial information f or the six months ended 30 June 2026 ( ‘‘Interim Financial Information ’’) has been prepared in accordance with Hong Kong Accounting Standard ( ‘‘HKAS ’’)3 4 ‘‘Interim Financial Reporting ’’issued by the Hong Kong Institute of Certified Public Accountants ( ‘‘HKICPA ’’). 2 ACCOUNTING POLICIES The Interim Financial Information does not include all the notes of the type normally included in an annual financial report. Accordingly, the Interim Financial Information is to be read in conjunction with the annual consolidated financial statements of the Group for the year ended 31 December 2025, which have been prepared in accordance with HKFRS Accounting Standards, and any public announcements made by the Group during the interim reporting period. The accounting policies adopted are consistent with those of the previous financial year and corresponding interim reporting period, except for the adoption of amended standards as set out below. (a) Amendments adopted by the Group The following amendments to standards are mandatory for the Group ’s financial year beginning on 1 January 2026: HKFRS 9 and HKFRS 7 Classification and Measurement of Financial Instruments (amendments) HKFRS 1, HKFRS 7, HKFRS 9, HKFRS 10 and HKAS 7 Annual Improvements to HKFRS Accounting Standards — Volume11 HKFRS 9 and HKFRS 7 Contracts Referencing Nature-dependent Electricity (amendments) HKFRS 7, HKFRS 18, HKAS 1, HKAS 8, HKAS 36 and HKAS 37 Disclosures about Uncertainties in the Financial statements(amendments) The adoption of the above amendments did not have any significant impact on the Group ’s accounting policies and did not require retrospective adjustments. – 20 –
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(b) New and amended standards and interpretations that have been issued but a re not effective for the financial year beginning on 1 January 2026 and have not been early adopted by the Group Effective for annual periods beginning on or after HKFRS 18 Presentation and Disclo sure in Financial Statements (new standard) 1 January 2027 HKFRS 19 Subsidiaries with out Public Accountability: Disclosures (new standard and amendments) 1 January 2027 HKAS 21 Translation to a Hyperi nflationary Presentation Currency (amendments) 1 January 2027 HK Int 5 Hong Kong Interpretatio n5P r e s e n t a t i o no fF i n a n c i a l Statements — Classification by the Borrower of a Term Loan that Contains a Repayment on Demand Clause (amendments) 1 January 2027 HKFRS 10 and HKAS 28 Sale or Contribution of Assets between an Investor and its Associate or Joint Venture (amendments) To be determined The Group has already commenced an assessment of the impact of these new or revised standards, interpretations and amendments. According to the preliminary assessmen t made by the directors, no significant impact on the financial performance and position of the Group is expec ted when they become effec tive. Except that certain pervasive changes in the presentation and disclo sure may be restated upon the adoption of HKFRS 18. HKFRS 18 Presentation and Disclosure in Financial Statements (effective for annual periods beginning on or after 1 January 2027) HKFRS 18 will replace HKAS 1 Presentation of financial statements, introducing new requirements that will help to achieve comparability of the financial perform ance of similar entities and provide more relevant information and transparency to us ers. Even though HKFRS 18 will not imp act the recognition or measurement of items in the financial statements, its impacts on prese ntation and disclosure are expected to be pervasive, in particular those related to the statement of financial performance and providing management-defined performance measures within the financial statements. The Group does not expect there to be a significant change in the information because the requirement to disclose material information remains unchanged; however, the way in which the information is grouped might change as a result of the aggregation/disaggregation principles. – 21 –
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3 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENT The preparation of the interim financial information requires management to make judgements, estimates and assumptions that affect the application of accounting policie s and the reported amounts of assets and liabilities, income and expenses. Actual results may differ from these estimates. In preparing this interim financial information, the significant judgements made by management in applying the Group ’s accounting policies and the key sources of estimatio n uncertainty were the sam e as those that applied to the consolidated financial statements for the year ended 31 December 2025. 4 FAIR VALUE ESTIMATION (a) Fair value hierarchy The following table presents the Group ’s financial assets and liability meas ured and recognised at fair value as at 30 June 2026 and 31 December 2025 on a recurring basis: Level 1 Level 2 Level 3 Total RMB’000 RMB ’000 RMB ’000 RMB ’000 As at 30 June 2026 (Unaudited) Financial assets Financial assets at fair value through profit or loss ( ‘‘FVPL ’’) (Note 12) — Film rights investments —— 115,393 115,393 — Investments in listed equity securities 77,608 —— 77,608 — Investments in unlisted funds — 355,887 8,322,550 8,678,437 — Investments in unlisted companies — 2,009,625 303,766 2,313,391 — Investments in unlisted bonds — 25,949 — 25,949 77,608 2,391,461 8,741,709 11,210,778 Financial assets at FVOCI — Listed fund 486 —— 486 78,094 2,391,461 8,741,709 11,211,264 As at 30 June 2026 (Unaudited) Financial liability Contingent consideration payable —— 377,000 377,000 – 22 –
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Level 1 Level 2 Level 3 Total RMB’000 RMB ’000 RMB ’000 RMB ’000 As at 31 December 2025 (Audited) Financial assets Financial assets at FVPL (Note 12) — Film rights investments —— 64,648 64,648 — Investments in listed equity securities 206,362 —— 206,362 — Investments in unlisted funds — 397,978 4,606,026 5,004,004 — Investments in unlisted companies — 2,378,377 193,479 2,571,856 — Investments in unlisted bonds — 27,310 — 27,310 206,362 2,803,665 4,864,153 7,874,180 Financial assets at FVOCI — Listed fund 513 —— 513 206,875 2,803,665 4,864,153 7,874,693 As at 31 December 2025 (Audited) Financial liability Contingent consideration payable —— 17,000 17,000 The Group ’s policy is to recognise transfers into and transfers out of fair value hierarchy levels as at the end of the reporting period. The Group did not measure any fina ncial assets or financial liabilities at fair value on a non-recurring basis as at 30 June 2026 and 31 December 2025. Financial instruments that are measured in the condens ed consolidated statement of financial position at fair value are disclosed by level of the follo wing fair value measurement hierarchy: Level 1: The fair value of financial in struments traded in active markets (s uch as publicly traded derivatives, and equity securities) is based on quoted market prices at the end of the repor ting period. The quoted market price used for financial assets held by the group is the current bid price. These instruments are included in level 1. Level 2: The fair value of financial instruments that are not traded in an active market (for example, over-the- counter derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimat es. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity s ecurities and for instruments where climate risk gives rise to a significant unobservable adjustment. – 23 –
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5 SEGMENT INFORMATION (a) Description of segments and principal activities The chief operating decision-makers (the ‘‘CODM ’’) of the Group has been identified as the executive directors of the Company who is responsible for reviewing the Group ’s internal reporting in order to assess performance and allocate resources. Management has determined the operating segments based on these reports. The directors of the Company assess the performance of the operating segments based on a measure of segment results. Certain corporate expenses, other gains -net and finance costs-net are not included in the results for each operating segment. The Group ’s three reportable segments now comprised (1) Cont ent production business; (2) Online streaming and online gaming businesses; and (3) Other businesses. (b) Segment profit/(loss) The segment results and other segment items included in the interim condensed consolidated statement of profit or loss and other comprehensive income for the six months ended 30 June 2026 are as follows: Content Production business Online streaming and online gaming businesses Other businesses Consolidated RMB’000 RMB ’000 RMB ’000 RMB ’000 (Unaudited) (Unaudited) (Unaudited) (Unaudited) Revenue Timing of revenue recognition — At a point 327,540 4,159 16,552 348,251 — Over time — 834,833 — 834,833 327,540 838,992 16,552 1,183,084 Segment profit/(loss) 715,403 209,450 (577) 924,276 Unallocated corporate expenses (35,151) Unallocated other gains-net 33,961 Unallocated finance cost-net (71,222) Profit before income tax 851,864 Depreciation of property, plant and equipment 7,912 7,035 97 15,044 Depreciation of right-of-use assets 8,226 7,300 1,811 17,337 Amortisation of other intangible assets 3 19,110 — 19,113 Amortisation of film and television programmes rights 310,632 278,753 — 589,385 Share of loss/(profit) of associates accounted for using the equity method 7,445 (43,877) — (36,432) – 24 –
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The segment results and other segment items included in the interim condensed consolidated statement of profit or loss and other comprehensive income for the six months ended 30 June 2025 are as follows: Content Production business Online streaming and online gaming businesses Other businesses Inter segment transactions Consolidated RMB’000 RMB ’000 RMB ’000 RMB ’000 RMB ’000 (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited) Revenue Timing of revenue recognition — At a point 569,898 348,585 20,290 — 938,773 — Over time — 1,359,476 — (92,000) 1,267,476 569,898 1,708,061 20,290 (92,000) 2,206,249 Segment profit 647,299 823,417 2,002 — 1,472,718 Unallocated corporate expenses (40,074) Unallocated other gains-net 57,950 Unallocated finance cost-net (12,453) Profit before income tax 1,478,141 Depreciation of property, plant and equipment 7,451 3,569 106 — 11,126 Depreciation of right-of-use assets 6,362 5,968 3,697 — 16,027 Amortisation of other intangible assets 3 3,235 —— 3,238 Amortisation of film and television programmes rights 344,061 382,165 —— 726,226 Share of loss/(profit) of associates accounted for using the equity method 381 (95,040) —— (94,659) – 25 –
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(c) Segment assets and liabilities Segment assets and liabilities as a t 30 June 2026 are as follows: Content production business Online streaming and online gaming businesses Other businesses Consolidated RMB’000 RMB ’000 RMB ’000 RMB ’000 (Unaudited) (Unaudited) (Unaudited) (Unaudited) Assets Segment assets 9,284,207 5,501,454 20,460 14,806,121 Unallocated property, plant and equipment 766 Unallocated right-of-use assets 1,801 Unallocated prepayments, other receivables and deposits 658,115 Financial assets at FVPL 11,210,778 Financial assets at FVOCI 486 Deferred tax assets 100,882 Cash and cash equivalents 5,438,025 Consolidated total assets 32,216,974 Liabilities Segment liabilities (1,651,522) (1,430,925) (14,061) (3,096,508) Unallocated other payables (10,192) Unallocated lease liabilities (2,024) Unallocated borrowings (172,307) Convertible bonds (4,038,199) Current income tax liabilities (392,167) Deferred tax liabilities (431,486) Consolidated total liabilities (8,142,883) – 26 –
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Segment assets and liabilities as at 31 December 2025 are as follows: Content production business Online streaming and online gaming businesses Other businesses Consolidated RMB’000 RMB ’000 RMB ’000 RMB ’000 (Audited) (Audited) (Audited) (Audited) Assets Segment assets 9,246,685 5,109,113 20,762 14,376,560 Unallocated property, plant and equipment 1,491 Unallocated right-of-use assets 2,997 Unallocated prepayments, other receivables and deposits 664,879 Financial assets at FVPL 7,874,180 Financial assets at FVOCI 513 Deferred tax assets 95,917 Term deposits 957,718 Cash and cash equivalents 6,286,066 Consolidated total assets 30,260,321 Liabilities Segment liabilities (1,877,161) (1 ,132,489) (15,353) (3,025,003) Unallocated trade and other payables (13,310) Unallocated lease liabilities (3,335) Unallocated borrowings (442,543) Unallocated convertible bonds (1,922,522) Current income tax liabilities (571,217) Deferred tax liabilities (436,668) Consolidated total liabilities (6,414,598) – 27 –
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For the purpose of monitoring segment performances and allocating resources between segments: . all assets are allocated to reportable and operating segments, other than certain property, plant and equipment, prepayments, other receivables and deposits, right-of-use assets, financial assets at FVPL, financial assets at FVOCI, deferred tax assets, term deposits, and cash and cash equivalents; and . all liabilities are allocated to reportable and operating s egments, other than certain trade and other payables, lease liabilities, borrowings, convertible bonds, curre nt income tax liabilities and deferred tax liabilities. (d) Disaggregation of revenue from contracts with customers Revenue of the Group is analysed as follows: Six months ended 30 June 2026 30 June 2025 RMB’000 RMB’000 (Unaudited) (Unaudited) Content production 327,540 569,898 Online streaming services 80,193 405,630 Online gaming services 758,799 1,210,431 Sales of goods 16,552 20,290 1,183,084 2,206,249 (e) Geographical information The Group ’s operations are located in the Chinese Mainland and Hong Kong for the six months ended 30 June 2026 and 2025. Information about the Group ’s revenue from external customers is presented based on the location at which the goods or services are delivered or provided. The Group ’s total revenue from sales of goods and provision of services by geographical location is detailed below: Six months ended 30 June 2026 30 June 2025 RMB’000 RMB’000 (Unaudited) (Unaudited) Chinese Mainland 1,166,533 2,187,180 Europe 10,436 8,542 Hong Kong 4,686 5,054 Others 1,429 5,473 1,183,084 2,206,249 – 28 –
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The Group ’s non-current assets excluding financial instrume nts and deferred tax assets by geographical location of the assets are detailed below: 30 June 31 December 2026 2025 RMB’000 RMB’000 (Unaudited) (Audited) Chinese Mainland 8,761,753 8,420,086 Hong Kong 3,569 5,560 Others 8,075 9,091 8,773,397 8,434,737 6 EXPENSES BY NATURE Major expenses included in cost of revenue, selling and mark eting costs and administrative expenses are analysed as follows: Six months ended 30 June 2026 30 June 2025 RMB’000 RMB’000 (Unaudited) (Unaudited) Employees benefit expenses (including directors ’ emoluments) 167,231 134,506 Share-based compensation expenses 14,466 26,775 Costs of gaming development, content revenue-sharing, distribution and promotion and payment handling fees 145,410 251,662 Cost of inventories sold 7,694 10,312 Cost of film and television programmes right 589,385 726,226 Depreciation — Property, plant and equipment 15,044 11,126 — Right-of-use assets 17,337 16,027 Amortisation — Other intangible assets 19,113 3,238 Bandwidth and server custody fees 14,814 14,077 Short-term rental expenses 1,937 650 Advertising and promotion costs 37,296 135,185 Others 33,755 15,693 1,063,482 1,345,477 – 29 –
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7 FINANCE (COST)/INCOME — NET Six months ended 30 June 2026 30 June 2025 RMB’000 RMB’000 (Unaudited) (Unaudited) Finance cost: — Interests expenses on borrowings (7,693) (6,460) — Interests expenses on film and tel evision programmes investment funds from investors (648) (1,239) — Interests expenses on convertible bonds (99,345) (23,721) — Interests expenses on lease liabilities (766) (1,317) — Imputed interest expenses (7,418) (24,470) (115,870) (57,207) Finance income: — Interest income on saving deposits 37,384 68,340 — Interest income on receivable s from investments in film and television programmes rights and loans to third parties 20,736 35,915 58,120 104,255 Finance (cost)/income — net (57,750) 47,048 8 INCOME TAX EXPENSES Six months ended 30 June 2026 30 June 2025 RMB’000 RMB’000 (Unaudited) (Unaudited) Current income tax — Chinese Mainland corporate income tax 31,417 220,078 Deferred income tax (10,147) 30,429 Income tax expenses 21,270 250,507 – 30 –
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9O T H E R G A I N S — NET Six months ended 30 June 2026 30 June 2025 RMB’000 RMB’000 (Unaudited) (Unaudited) Dividend income from financial assets at FVPL (Note 12) 48,435 — Fair value change in financial assets at FVPL (Note 12) 634,372 487,502 Gain on repurchase of convertible bonds (Note 15(b)) 1,187 — Others 90,381 (7,575) Other gains — net 774,375 479,927 10 EARNINGS PER SHARE (a) Basic Basic earnings per share is calculated by dividing the pr ofit attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the period. Six months ended 30 June 30 June 2026 2025 (Unaudited) (Unaudited) Profit attributable to equ ity holders of the Company (RMB ’000) 837,406 1,235,100 Weighted average number of ordinary shares in issue (thousands) 16,749,968 15,165,599 Basic earnings per share (RMB cents per share) 5.00 8.14 (b) Diluted 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 Company has four categories of dilutive potential ordinary share being: (1) Share options For the six months ended 30 June 2026 and 2025, the aforementioned share options were excluded from the computation of diluted earnings per share as they were anti-dilutive. (2) 490,506,329 placing shares that were not yet issued and the Company ’s share price as at 30 June 2025 exceeds the placing price (Note 16a) For the six months ended 30 June 2026, the placing shares has no impact to the diluted earnings per share as they were already fully issued in the second half of FY2025. – 31 –
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For the six months ended 30 June 2025, the placing shares were excluded from the computation of diluted earnings per share as they were anti-dilutive. (3) 2030 Convertible Bonds For the six months ended 30 June 2026, the 2030 Convertible Bonds were excluded from the computation of diluted earning per share as they are anti-dilutive. For the six months ended 30 June 2025, the 2030 C onvertible Bonds were dilutive and the resulting number of shares issued is included in the weighted average number of ordinary shares as the denominator for calculating diluted earnings per share. The 2030 Convertible Bonds are assumed to have been converted into ordinary shares. Interest savings on convertible bonds are adjusted to the extent of the amount charged to the profits attributable to owners of the Company, if applicable. (4) 2027 Convertible Bonds. For the six months ended 30 June 2026, the repurchased (Note 15(b)) and remaining outstanding portions of 2027 Convertible Bonds were dilutive, and the re sulting number of shares issued is included in the weighted average number of ordinary shares as the denominator for calculating diluted earnings per share. Both repurchased and remaining portions of 2027 Convertible Bonds are assumed to have been converted into ordinary shares. Interest savings and gain of repurchase on convertible bonds are adjusted to the extent of the amount charged to the profits attributable to owners of the Company. For the six months ended 30 June 2025, the 2027 Convertible Bonds had no impact to the diluted earnings per share as they were only issued in February 2026. Six months ended 30 June 30 June 2026 2025 (Unaudited) (Unaudited) Weighted average number of ordinary shares in issue (thousands) 16,749,968 15,165,599 Adjustment for: — Convertible bonds 809,620 331,873 Weighted average number of ordinary shares for diluted earnings per share (thousands) 17,559,588 15,497,472 Profit attributable to equity holders of the Company (RMB ’000) 837,406 1,235,100 Add: Interest savings on convertible bonds 38,535 23,721 Gain on repurchase of convertible bonds (Note 9) (1,187) — Profit attributable to equity holders of the Company used in calculating diluted earnings per share (RMB ’000) 874,754 1,258,821 Diluted earnings per share (RMB cents per share) for the period 4.98 8.12 – 32 –
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11 TRADE RECEIVABLES 30 June 31 December 2026 2025 RMB’000 RMB’000 (Unaudited) (Audited) Trade receivables from related parties 1,007,388 822,507 Trade receivables from third parties 2,093,219 2,023,088 3,100,607 2,845,595 Less: allowance for impairment of trade receivables (361,991) (327,611) 2,738,616 2,517,984 (a) Trade receivables mainly arose from the provision of content production, online g aming and online streaming services. The following is an ageing analysis of trade receivables net of allowance for impairment, based on the recognition date at the end of the reporting period. 30 June 31 December 2026 2025 RMB’000 RMB’000 (Unaudited) (Audited) Within 90 days 753,391 675,911 91 days to 180 days 150,045 242,070 181 days to 365 days 350,546 705,411 Over 1 year 1,484,634 894,592 2,738,616 2,517,984 – 33 –
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12 FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS 30 June 31 December 2026 2025 RMB’000 RMB’000 (Unaudited) (Audited) Non-current assets Investments in unlisted funds 2,603,714 1,706,143 Investments in unlisted companies 2,313,391 2,571,856 4,917,105 4,277,999 Current assets Film rights investments 115,393 64,648 Investments in listed equity securities 77,608 206,362 Investments in unlisted bonds 25,949 27,310 Investment in unlisted funds 6,074,723 3,297,861 6,293,673 3,596,181 Total 11,210,778 7,874,180 Movement in the Group ’s financial assets of fair value through profit or loss were as follows: Six months ended 30 June 2026 30 June 2025 RMB’000 RMB’000 (Unaudited) (Unaudited) At the beginning of the period 7,874,180 3,988,730 Additions (a) 14,687,146 1,973,323 Disposals (b) (11,741,498) (69,813) Dividend income realised (Note 9) 48,435 — Dividend received (35,692) — Fair value changes (Note 9) 634,372 487,502 Currency translation differences (256,165) (9,364) At the end of the period 11,210,778 6,370,378 (a) For the six months ended 30 June 2026, additions in financial assets of fair value through profit or loss are primarily comprised: (i) approximately RMB11,575,857 ,000 addition in investments in listed equity securities; (ii) approximately RMB3,057,163, 000 addition in investments in unlisted companies and unlisted funds. (b) For the six months ended 30 June 2026, disposals in financial assets of fair value through profit or loss are primarily comprised approximately RMB11,715,846,000 di sposal in investments in listed equity securities. – 34 –
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13 INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD Six months ended 30 June 2026 30 June 2025 RMB’000 RMB’000 (Unaudited) (Unaudited) At the beginning of the period 1,712,143 33,799 Additions (a) 633,750 825,000 Dividend received (99,000) — Share of profit of associates accounted for using the equity method 36,432 94,659 At the end of the period 2,283,325 953,458 (a) Total additions of approximately RMB633,750,000 during the six months ended 30 June 2026 were comprised of: RMB’000 — Chengdu Xiaozhi Youchuang Technology Co., Ltd. ( ‘‘Xiaozhi ’’) (Note i) 600,000 — Kabum (Beijing) Technology Co., Ltd. ( ‘‘Kabum ’’) (Note ii) 33,750 Total 633,750 (i) In January 2026, the Group completed its acquisition of 45% equity interest of Chengdu Xiaozhi Youchuang Technology Co., Ltd. ( ‘‘Xiaozhi ’’), which mainly engaged in the development of mobile games, for total considerations of approximately RMB600,000,000 comprising: (1) Transfer of principal and interest elements o f loan to third parties amounting to approximately RMB92,006,000; (2) Cash consideration of approximately RMB97,940,000, which has been fully paid during the six months ended 30 June 2026; and (3) Contingent considerations of approximately RMB410,000,000 arising from a contractual provision under which the Group has the right to withhold p ayment if any financial plan submitted by Xiaozhi materially deviates from the business plan, with such right, approximately RMB160,000,000 exercisable within twelve months from 30 June 2026 and approximately RMB250,000,000 exercisable more than twelve months from 30 June 2026, respectively. During the six months ended 30 June 2026, the Group had paid approximately RMB50,000,000 out of the aforementioned contingent considerations, with remaining balances of approximately RMB360,000,000 payable as of 30 June 2026. (ii) In April 2026, the Group completed its acquisi tion of 7.43% equity intere st of Kabum, which mainly engaged in the development of mobile games, for total cash consideration of approximately RMB33,750,000 which were fully settled during the si x months ended 30 June 2026. The Group holds less than 20% of the ownership interest of the entity, howev er the Group has significant influence in the entity as the Group has the right to appoint director to the board of the entity. – 35 –
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During the six months ended 30 June 2026, the total investing cash outflow totaling approximately RMB181,690,000 in respect of the acquisitions of Xiaozhi and Kabum amounted to approximately RMB147,940,000 and RMB33,750,000, respectively, as detailed above. 14 TRADE PAYABLES 30 June 31 December 2026 2025 RMB’000 RMB’000 (Unaudited) (Audited) Trade payables to: — Third parties 377,758 453,502 — Related parties 50,177 77,357 427,935 530,859 The ageing analysis of trade payables of the Group based on invoice date are as follows: 30 June 31 December 2026 2025 RMB’000 RMB’000 (Unaudited) (Audited) Within 60 days 91,360 159,085 61 days to 150 days 24,719 54,038 Over 151 days 311,856 317,736 427,935 530,859 The carrying amounts of trade payables approximated their fair values as at 30 June 2026 and 31 December 2025. 15 CONVERTIBLE BONDS 30 June 31 December 2026 2025 RMB’000 RMB’000 (Unaudited) (Audited) Non-current: — 2030 Convertible Bonds (a) 1,791,118 1,841,893 Current: — 2030 Convertible Bonds (a) 77,512 80,629 — 2027 Convertible Bonds (b) 2,169,569 — 2,247,081 80,629 Total convertible bonds 4,038,199 1,922,522 – 36 –
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(a) 2030 Convertible Bonds On 22 April 2025, the Company issued convertible bonds (the ‘‘2030 Convertible Bonds ’’)w i t ha na g g r e g a t e principal amount of HKD2,341,000,000 (approximately RMB2, 200,000,000). The Co nvertible Bonds bear an interest of 3.95% per annum payable semi-annually and will mature on 22 April 2030. Upon the occurrence of certa in events specified in the agreement, the bondholders will have the right to require the Company to redeem all or some of such holder ’s bonds on 28 April 2028 at their principal amount, together with unpaid default interest thereon (if any). B o n d h o l d e r sm a yc o n v e r tt h e i rb o n d si n t oo r d i n a r ys h a r e sa ta n yt i m eo no ra f t e r2J u n e2 0 2 5u pt o1 0t r a d i n g days prior to 22 April 2030. The conversion shares will be issued upon full conversion of the 2030 Convertible Bonds based on the contracted conversion price of HKD2.704 per share. The 2030 Convertible Bonds were recognised as a compound instrument comprising liability component and equity component as follows: . The initial value of the liability com ponent was calculated using a mark et interest rate for an equivalent non-convertible bond of the Group. Embedded financial derivatives were comprised of the fair value of the holders of the Convertible Bonds to require the Company to redeem the Convertible Bonds and the fair value of the Company ’s option to redeem the Conver tible Bonds. These embedded redemption options are closely related to the host debt as the redemption amount is principal amount together with accrued but unpaid interest, and therefore they do not need to be accounted for separately. The initial value of the liability component and the fa ir value of the embedded redemption options were recognised as a single liability component, and a re subsequently carried at amortised cost using the effective interest method; and . Equity component, being the conversion option of the Convertible Bonds, was in itially recognised at the residual amount after deduc ting the value of the aforesaid liability component from the initial net proceeds. Interest expense is calculated by applying the effe ctive interest rate of 6.56% per annum to the liability component. The equity component will remain in ‘‘convertible bonds reserve ’’until the embedded conversion option is exercised or the 2030 Conver tible Bonds reach their maturities. – 37 –
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The movement of the liability component and the equit y component of the 2030 Convertible Bonds for the six months ended 30 June 2026 and 2025 are set out below: Liability component Equity component Total RMB’000 RMB ’000 RMB ’000 As at 1 January 2025 ——— Issuance 1,931,083 195,915 2,126,998 Interest charged 23,721 — 23,721 Exchange differences (35,131) — (35,131) As at 30 June 2025 1,919,673 195,915 2,115,588 As at 1 January 2026 1,922,522 195,915 2,118,437 Interest charged 60,810 — 60,810 Interest paid (40,650) — (40,650) Exchange differences (74,052) — (74,052) As at 30 June 2026 1,868,630 195,915 2,064,545 As at 30 June 2026 and 30 June 2025, no conversion shares had been issued under the 2030 Convertible Bonds. If 2030 Convertible Bonds were fully converted as of 30 June 2026, 865,754,437 ordinary shares would have been issued. (b) 2027 Convertible Bonds On 2 February 2026, the Company issued convertible bonds (the ‘‘2027 Convertible Bonds ’’) with an aggregate principal amount of HKD2,574,000,000 (approximately RMB2,297,000,000). The 2027 Convertible Bonds bear zero coupon interest and will mature on 31 January 2027. The Company will redeem each bond at 101.51% of its aggregate principal amount upon maturity. Bondholders may convert their bonds into ordinary shares at any time on or after 2 February 2026 up to 10 trading days prior to 31 January 2027. The conversion shares will be issued upon full conversion of the 2027 Convertible Bonds based on the contracted conversion price of HKD2.60 per share. The 2027 Convertible Bonds were recognised as a compound instrument comprising liability component and equity component as follows: . The initial value of the liability com ponent was calculated using a mark et interest rate for an equivalent non-convertible bond of the Group. Embedded financial derivatives were comprised of the fair value of the holders of the Convertible Bonds to require the Company to redeem the Convertible Bonds and the fair value of the Company ’s option to redeem the Conver tible Bonds. These embedded redemption options are closely related to the host debt as the redemption amo unt is approximately principal amount together with accrued but unpaid interest, and therefore they do not need to be accounted for separately. The initial value of the liability component and the fa ir value of the embedded redemption options were recognised as a single liability component, and a re subsequently carried at amortised cost using the effective interest method; and – 38 –
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. Equity component, being the conversion option of the Convertible Bonds, was in itially recognised at the residual amount after deduc ting the value of the aforesaid liability component from the initial net proceeds. As at the date of issue, the fair value of the liability co mponent and the equity component of the Convertible bonds were set out as below: RMB’000 Principal amount 2,297,295 Less: transaction costs (25,671) Net proceeds 2,271,624 Liability component 2,234,035 Equity component 37,589 2,271,624 Interest expense is calculated by applying the effe ctive interest rate of 4.32% per annum to the liability component. The equity component will remain in ‘‘convertible bonds reserve ’’until the embedded conversion option is exercised or the Convertible Bonds reach their maturities. In May 2026, the Company repurchased approximately 1.9 4% of the initial principal amount of 2027 Convertible Bonds with the principal amounting to HKD50,000,000 at a price of HKD48,000,000 (approximately RMB43,087,000). The repurchase price was allocated between the liability component and the equity component on the same basis that was used in the original allocatio n process. Difference between the consideration payable allocated to liability component and the liability component ’s carrying amount amounting to approximately RMB1,187,000 was recognized in profit and loss. Difference between the consideration payable allocated to equity component and the equity component ’s carry amount amounting to approximately RMB519,000 was recognised in capital reserve. The movement of the liability component and the equit y component of the 2027 Convertible Bonds for the six months ended 30 June 2026 is set out below: Liability component Equity component Total RMB’000 RMB ’000 RMB ’000 As at 1 January 2026 ——— Issuance 2,234,035 37,589 2,271,624 Repurchase (42,892) (714) (43,606) Interest charged 38,535 — 38,535 Exchange differences (60,109) — (60,109) As at 30 June 2026 2,169,569 36,875 2,206,444 As at 30 June 2026, no conversion shares had been issued under the convertible bonds. If bonds were fully converted as of 30 June 2026, 970,769,231 ordinary shares would have been issued. – 39 –
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16 SHARE CAPITAL, SHARE PREMIUM AND TREASURY SHARES Ordinary shares, issued and fully paid: Number of ordinary shares Share capital Share premium Treasury shares RMB’000 RMB ’000 RMB ’000 As at 1 January 2025 (Audited) 14,338,926,852 273,444 17,069,660 — Issuance of ordinary shares (a) — Share placing 1,144,514,767 21,110 2,479,772 — — Acquisition of Beijing Yonghang 36,666,667 682 81,783 — 1,181,181,434 21,792 2,561,555 — As at 30 June 2025 (Unaudited) 15,520,108,286 295,236 19,631,215 — As at 31 December 2025 and 1 January 2026 (Audited) 16,800,614,615 318,541 22,673,729 — Repurchase of shares (b) ——— (319,752) As at 30 June 2026 (Unaudited) 16,800,614,615 318,541 22,673,729 (319,752) (a) In January 2025, the Company entered into subscription agreements with the expiry date of 28 July 2025, pursuant to which a maximum of 1,635,021,096 placing shares could be issued at the subscription prices of HK$2.37 per share, and a total of 1,144,514,767 placing shares were issued during the six months ended 30 June 2025 with gross proceeds of approximately HK$2,712,500,000 (equivalent to approximately RMB2,501,583,000). After netting off these gross pro ceeds with share issuance co sts, the respective share capital amount was approximately RMB 21,110,000 and share premium arisen from the issuance was approximately RMB2,479,772,000. The share issuance costs mainly included lawyers ’ fees and other related costs, which were incremental costs directly attributab le to the issuance of the new shares. These share issuance costs were treated as a deduction against the share premium arising from the issuance. In April 2025, the Company issued 36,666,667 shares at the subscription prices of HK$2.432 per share as part of the consideration for the acquisition of B eijing Yonghang Technology Co.,Ltd. ( ‘‘Beijing Yonghang ’’). The respective share capital amount was approximately RMB682,000 and share premium arisen from the issuance was approximately RMB81,783,000. The share issuance costs mainly included lawyers ’ fees and other related costs, which were incremental costs directly attributab le to the issuance of the new shares and therefore treated as a deduction against the share premium arising from the issuance. – 40 –
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(b) During the six months ended 30 June 2026, the Company repurchased an aggregate number of 254,964,000 of its own shares from the market, none of which had not been cancelled as at 30 June 2026. The shares were repurchased at prices ranging from HKD1.33 to HKD1 .52 per share, with an average price of HKD1.44 per share. The total amount paid to repurchase these ordinary shares was HKD366,703,000 (equivalent to approximately RMB319,752,000). The directors do not recommend the payment of interim dividend for the six months ended 30 June 2026 (2025: Nil). By order of the Board China Ruyi Holdings Limited Ke Liming Chairman Hong Kong, 28 August 2026 As at the date of this announcement, the Executive Directors of the Company are Mr. Ke Liming, Mr. Zhang Qiang and Mr. Gong Qiao; the Non-Executive Director of the Comp any is Mr. Yang Ming; and the I ndependent Non-Executive Directors of the Company are Mr. Chau Shing Yim, David, Mr. Nie Zhixin, Mr. Chen Haiquan and Professor Shi Zhuomin. – 41 –