Interim report
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CTOS DIGITAL BERHAD Registration No: 201401025733 (1101823-A) Level 17, Menara CelcomDigi, No. 6, Persiaran Barat, Seksyen 52, 46200, Petaling Jaya, Selangor, Malaysia. T +603-2722 8888 W www.ctosdigital.com CTOS DIGITAL BERHAD (Incorporated in Malaysia) CONDENSED CONSOLIDATED FINANCIAL INFORMATION FOR THE SECOND QUARTER ENDED 30 JUNE 2025
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CTOS DIGITAL BERHAD (Incorporated in Malaysia) Registration No. 201401025733 (1101823-A) 1 UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME The above condensed consolidated statement of comprehensive income should be read in conjunction with the audited financial statements for the financial year ended 31 December 2024 and the accompanying explanatory notes. Quarter ended % Cumulative Quarter ended % Note 30.6.2025 30.6.2024 +/(-) 30.6.2025 30.6.2024 +/(-) RM’000 RM’000 RM’000 RM’000 Revenue A8 79,001 76,642 3.1 155,073 148,222 4.6 Cost of sales (26,241) (20,409) (48,948) (39,572) Gross profit 52,760 56,233 (6.2) 106,125 108,650 (2.3 ) Other income/(expense) 216 (44) 303 56 Selling and marketing expenses (13,718) (10,077) (29,141) (20,458) Administrative expenses (22,726) (22,660) (46,479) (42,281) Finance income 83 49 146 115 Finance costs (2,579) (2,735) (5,162) (4,854) Share of profits of associates 8,911 6,389 11,683 8,190 Profit before tax B5 22,947 27,155 (15.5 ) 37,475 49,418 (24.2 ) Tax expense B6 (1,868) (1,779) (2,104) (3,384) Profit for the financial period 21,079 25,376 (16.9 ) 35,371 46,034 (23.2 ) Other comprehensive (loss)/income: Items that will be subsequently reclassified to profit or loss: Exchange differences on translation of foreign operations (2,989) (2,019) (3,042) (6,668) Share of other comprehensive income of associate accounted for using equity method 8 - 8 - Items that will not be subsequently reclassified to profit or loss: Exchange differences on translation of foreign operations - 1 12 (2) Share of other comprehensive loss of associate accounted for using equity method (8) - (150) - Other comprehensive loss for the financial period (2,989) (2,018) (3,172) (6,670) Total comprehensive income for the financial period 18,090 23,358 (22.6 ) 32,199 39,364 (18.2 ) Profit/(loss) for the financial period attributable to: - Owners of the Company 21,157 25,502 (17.0) 35,599 46,323 (23.2 ) - Non-controlling interests (78) (126) (38.1) (228) (289) (21.1) 21,079 25,376 (16.9) 35,371 46,034 (23.2 ) Total comprehensive income/ (loss) for the financial period attributable to: - Owners of the Company 18,168 23,483 (22.6) 32,415 39,655 (18.3 ) - Non-controlling interests (78) (125) (37.6) (216) (291) (25.8) 18,090 23,358 (22.6) 32,199 39,364 (18.2 ) Earnings per share for profit attributable to ordinary equity holders of the Company Basic/Diluted (sen) B12 0.9 1.1 1.5 2.0
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CTOS DIGITAL BERHAD (Incorporated in Malaysia) Registration No. 201401025733 (1101823-A) 2 UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION Note Unaudited As at 30.6.2025 Audited As at 31.12.2024 RM’000 RM’000 NON-CURRENT ASSETS Property, plant and equipment 9,117 10,051 Right-of-use assets 20,628 21,868 Intangible assets 157,169 157,787 Investments in associates 577,229 586,374 Receivables, deposits and prepayments 781 780 Deferred tax assets 2,466 1,709 TOTAL NON-CURRENT ASSETS 767,390 778,569 CURRENT ASSETS Receivables, deposits and prepayments 75,422 73,139 Amount due from related parties 41 1,369 Tax recoverable 420 867 Cash and bank balances 25,045 19,369 TOTAL CURRENT ASSETS 100,928 94,744 CURRENT LIABILITIES Payables and accruals 59,801 69,881 Contract liabilities 10,411 7,805 Lease liabilities 2,395 1,801 Amount due to related parties 800 1,764 Borrowings 84,069 60,155 Tax payable 1,187 2,301 TOTAL CURRENT LIABILITIES 158,663 143,707 NET CURRENT LIABILITIES (57,735) (48,963)
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CTOS DIGITAL BERHAD (Incorporated in Malaysia) Registration No. 201401025733 (1101823-A) 3 UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION (CONTINUED) Note Unaudited As at 30.6.2025 Audited As at 31.12.2024 RM’000 RM’000 NON-CURRENT LIABILITIES Lease liabilities 18,708 20,280 Provision for restoration costs 1,205 1,168 Borrowings 86,723 104,816 Provision for defined benefit plan 291 141 TOTAL NON-CURRENT LIABILITIES 106,927 126,405 NET ASSETS 602,728 603,201 EQUITY Share capital 584,047 584,047 Reverse acquisition reserve (193,528) (193,528) Equity contribution from shareholder 315 315 Share-based payment reserve 1,561 1,200 Other reserves (2,726) 308 Retained earnings 213,767 211,351 Equity attributable to Owners of the Company 603,436 603,693 Non-controlling interests (708) (492) TOTAL EQUITY 602,728 603,201 Net assets per share attributable to Owners of the Company (RM) 0.26 0.26 The above condensed consolidated statement of financial position should be read in conjunction with the audited financial statements for the financial year ended 31 December 2024 and the accompanying explanatory notes.
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CTOS DIGITAL BERHAD (Incorporated in Malaysia) Registration No. 201401025733 (1101823-A) 4 UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY Ordinary shares Other reserves Number of shares Share capital Equity contribution from share- holders Reverse acquisition reserve(1) Foreign currency translation reserve Fair value reserve Share based payment reserve Retained earnings Total attributable to Owners of the Company Non- controlling interests Total equity ‘000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 At 1 January 2025 2,310,000 584,047 315 (193,528) (6,000) 6,308 1,200 211,351 603,693 (492) 603,201 Profit/(loss) for the financial period - - - - - - - 35,599 35,599 (228) 35,371 Other comprehensive (loss)/income - - - - (3,042) 8 - (150) (3,184) 12 (3,172) Share-based payment expense - - - - - - 361 - 361 - 361 Transaction with owners: Dividends paid - - - - - - - (33,033) (33,033) - (33,033) At 30 June 2025 2,310,000 584,047 315 (193,528) (9,042) 6,316 1,561 213,767 603,436 (708) 602,728 At 1 January 2024 2,310,000 584,047 315 (193,528) 513 6,292 - 196,749 594,388 (99) 594,289 Profit/(loss) for the financial period - - - - - - - 46,323 46,323 (289) 46,034 Other comprehensive loss - - - - (6,668) - - - (6,668) (2) (6,670) Share-based payment expense - - - - - - 971 - 971 - 971 Transaction with owners: Dividends paid - - - - - - - (54,193) (54,193) - (54,193) At 30 June 2024 2,310,000 584,047 315 (193,528) (6,155) 6,292 971 188,879 580,821 (390) 580,431 Note: (1) The reverse acquisition reserve was created during the acquisition of CTOS Business Systems Sdn. Bhd. ("CBS"), CTOS Data Systems Sdn. Bhd. ("CDS") and Automated Mail Responder Sdn. Bhd. ("AMR") by the Company in 2014. CBS was identified as the accounting acquirer in accordance with MFRS 3 “Business Combination”. The difference between the issued equity of the Company and issued equity of CBS together with the deemed purchase consideration of subsidiaries other than CBS is recorded as reverse acquisition reserve. The above condensed consolidated statement of changes in equity should be read in conjunction with the audited financial statements for the financial year ended 31 December 2024 and the accompanying explanatory notes.
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CTOS DIGITAL BERHAD (Incorporated in Malaysia) Registration No. 201401025733 (1101823-A) 5 UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS Cumulative Quarter ended 30.6.2025 30.6.2024 RM’000 RM’000 CASH FLOWS FROM OPERATING ACTIVITIES Profit before tax 37,475 49,418 Adjustments for: Allowance for impairment of receivables - net 195 - Depreciation of property, plant and equipment 1,759 2,142 Depreciation of right-of-use assets 1,325 1,758 Amortisation of intangible assets 4,477 2,953 Interest income (146) (112) Fair value gain on other investments - (2) Write-off of intangible assets 45 - Accretion of provision for restoration costs 37 7 Defined benefit plan 163 6 Interest expense on bank borrowings 4,562 4,339 Lease interest 563 508 Share based payment expense 361 971 Share of profits of associates (11,683) (8,190) Unrealised gain on foreign exchange (49) (60) Operating cash flows before working capital changes 39,084 53,738 Changes in working capital: Receivables, deposits and prepayments (3,238) (10,430) Payables and accruals 4,730 (8,479) Contract liabilities 2,606 1,960 Related party balances 364 2,328 Cash flows generated from operations 43,546 39,117 Interest received 146 112 Tax paid (3,449) (2,227) Dividends received 19,594 10,853 Net cash flows generated from operating activities 59,837 47,855
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CTOS DIGITAL BERHAD (Incorporated in Malaysia) Registration No. 201401025733 (1101823-A) 6 UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED) Cumulative Quarter ended Note 30.6.2025 30.6.2024 RM’000 RM’000 CASH FLOWS FROM INVESTING ACTIVITIES Purchase of property, plant and equipment (938) (896) Purchase of intangible assets (10,346) (11,280) Distribution income from money market funds - 2 Investment in money market funds - net - 925 Net cash flows used in investing activities (11,284) (11,249) CASH FLOWS FROM FINANCING ACTIVITIES Dividends paid (42,273) (54,193) Drawdown of borrowings 37,000 55,000 Repayment of borrowings (31,406) (31,758) Restricted cash for term loan facility (27) (377) Payment of lease liabilities (1,625) (1,552) Transaction costs paid (9) (918) Interest paid (4,326) (3,975) Net cash flows used in financing activities (42,666) (37,773) NET INCREASE IN CASH AND CASH EQUIVALENTS 5,887 (1,167) EFFECT OF EXCHANGE RATE CHANGES (237) (303) CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE FINANCIAL PERIOD 17,318 15,682 CASH AND CASH EQUIVALENTS AT THE END OF THE FINANCIAL PERIOD 22,968 14,212 The above condensed consolidated statement of cash flows should be read in conjunction with the audited financial statements for the financial year ended 31 December 2024 and the accompanying explanatory notes.
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CTOS DIGITAL BERHAD (Incorporated in Malaysia) Registration No. 201401025733 (1101823-A) Explanatory Notes on the Quarterly Report – 30 June 2025 7 A. EXPLANATORY NOTES PURSUANT TO MFRS 134 A1. Basis of Preparation This condensed consolidated financial information of CTOS Digital Berhad (“the Company”) and its subsidiaries (“the Group”) is prepared in accordance with the requirements of paragraph 9.22 of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad and complies with the requirements of the Malaysian Financial Reporting Standard (“MFRS”) 134 – Interim Financial Reporting and International Accounting Standard 34 “Interim Financial Reporting”. The condensed consolidated financial information is unaudited and should be read in conjunction with the Group’s audited annual financial statements for the financial year ended 31 December 2024. The significant accounting policies and methods of computation adopted for the condensed consolidated financial information are consistent with those adopted for the audited consolidated financial statements for the financial year ended 31 December 2024 except for the adoption of the following amendment to published standard: Amendments to MFRS 121 – ‘Lack of Exchangeability’ (effective 1 January 2025) The adoption of the amendments did not have any impact on the Group. Amendments to MFRS that are applicable to the Group but not yet effective The Malaysian Accounting Standards Board had issued the following amendments to MFRS of which are effective for the financial year beginning on or after 1 January 2026. Amendments to MFRS 9 and MFRS 7 – ‘Amendments to the Classification and Measurement of Financial Instruments’ (effective 1 January 2026) Annual Improvements to MFRS Accounting Standards – Volume 11 (effective 1 January 2026) Amendments to MFRS 9 and MFRS 7 – ‘Contracts Referencing Nature-dependent Electricity’ (effective 1 January 2026) MFRS 18 – ‘Presentation and Disclosure in Financial Statements’ (effective 1 January 2027) MFRS 19 – ‘Subsidiaries without Public Accountability: Disclosures’ (effective 1 January 2027) The Group did not early adopt these amendments to MFRS and they are not expected to have a material impact to the Group. A2. Seasonal or Cyclical Factors The Group does see some impact from the festive season which generally occurs in the first half of the year with the second half typically being stronger as larger corporates looking to maximise their budget allocations will see increased demand for services such as insights and analytics in the latter part of the year. A3. Unusual Items Affecting Assets, Liabilities, Equity, Net Income or Cash Flows There were no significant unusual items affecting assets, liabilities, equity, net income or cash flows of the Group for the financial period ended 30 June 2025. A4. Material Changes in Estimates There were no changes in estimates which had a material effect in the financial period ended 30 June 2025. A5. Debts and Equity Securities There was no issuance, repurchase and repayment of debts and equity securities during the financial period ended 30 June 2025.
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CTOS DIGITAL BERHAD (Incorporated in Malaysia) Registration No. 201401025733 (1101823-A) Explanatory Notes on the Quarterly Report – 30 June 2025 8 A6. Dividends Paid Single-tier tax-exempt dividend per share Amount of dividends, single-tier tax-exempt sen RM’000 30.6.2025 Dividends paid in respect of the financial year ended 31 December 2024: - third interim dividend, paid on 17 January 2025 0.840 19,404 - fourth interim dividend, paid on 30 April 2025 0.990 22,869 1.830 42,273 A7. Segment Reporting The Group is primarily engaged in credit reporting, digital software related services including software development, outsourcing and provision of training services and provision of alternative data credit scoring. Management has determined the operating segments to be based on the management reports reviewed by the chief operating decision makers (“CODM”) that are used to make strategic decisions, for which discrete financial information is available. For management purposes, the Group has organised the operating segments into two reportable segments based on their geographical locations and separation of management teams. The reportable segments are summarised as follows: (i) Malaysia which comprises the provision of credit reporting services (sale of reports, monitoring and trade referencing services and other services), sale of digital solutions and provision of related installation and maintenance services as well as provision of comprehensive commercial credit reports and bulk commercial data sales to 3 distinct types of customer group, namely Key Accounts, Commercial and Direct-to-Consumer; and (ii) International which comprises the business of provision of alternative data credit scores to customers. The performance of the operating segments is measured based on segment profit calculated as profit for the relevant financial year plus tax expense, finance costs, depreciation and amortisation and foreign exchange losses less interest income, foreign exchange gains and share of profits of associates. The share of results of associates represents the following: (i) business of a credit reporting, credit bureau and information services, a provider of credit enterprise software in Malaysia and a provider of independent credit rating services, sustainability rating services, environment, social and government analytics, data analytics, economic research and consultancy services, bond pricing and information services as well as credit opinions on ventures listed on the Investment Account Platform; and (ii) business of a service provider, developer of local and global financial information system and as an online and offline business information service provider as well as consulting service and database management in Thailand; The CODM also reviews the revenue of the Malaysia and International segments by type of customers as disclosed in Note A8. All assets are managed based on their geographical locations. Capital expenditure comprises additions to property, plant and equipment and intangible assets.
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CTOS DIGITAL BERHAD (Incorporated in Malaysia) Registration No. 201401025733 (1101823-A) Explanatory Notes on the Quarterly Report – 30 June 2025 9 A7. Segment Reporting (continued) * Included in non-cash items are (reversal of)/allowance for impairment of receivables – net, share-based payment expense and unrealised (gains)/losses on foreign exchange Geographical segments Non-current assets Non-current assets are determined according to the country of the operating segment. Non-current assets exclude financial instruments and deferred tax assets. As at 30.6.2025 31.12.2024 RM’000 RM’000 Malaysia 581,601 592,638 Thailand 151,314 151,874 Indonesia 2,008 2,011 The Philippines 29,220 29,557 764,143 776,080 Cumulative Quarter ended 30.6.2025 30.6.2024 RM’000 RM’000 Malaysia International Total Malaysia International Total Revenue 134,887 20,186 155,073 129,792 18,430 148,222 Gross profit 96,134 9,991 106,125 99,523 9,127 108,650 Segment profit 36,750 1,492 38,242 51,264 1,516 52,780 Depreciation and amortisation (7,195) (366) (7,561) (6,303) (550) (6,853) Finance costs (5,162) - (5,162) (4,854) - (4,854) Finance income 110 36 146 111 4 115 Share of profits of associates 6,907 4,776 11,683 3,444 4,746 8,190 Realised and unrealised gains/(losses) on foreign exchange - net 127 - 127 47 (7) 40 Profit before taxation 31,537 5,938 37,475 43,709 5,709 49,418 Tax expense (1,402) (702) (2,104) (2,671) (713) (3,384) Profit for the financial period 30,135 5,236 35,371 41,038 4,996 46,034 Segment assets 668,069 200,249 868,318 638,896 204,185 843,081 Other disclosures Non-cash items* (other than depreciation and amortisation) 507 - 507 911 - 911 Capital expenditure arising from property, plant and equipment and intangible assets additions 11,344 24 11,368 39,107 - 39,107
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CTOS DIGITAL BERHAD (Incorporated in Malaysia) Registration No. 201401025733 (1101823-A) Explanatory Notes on the Quarterly Report – 30 June 2025 10 A7. Segment Reporting (continued) Geographical segments (continued) Borrowings and lease liabilities As at 30.6.2025 31.12.2024 RM’000 RM’000 Malaysia 191,895 187,052 Information about a major customer There is no single customer that contributed 10% or more of the Group’s revenue throughout the reported financial period. A8. Revenue The disaggregation of revenue by types of services are as follows: Cumulative Quarter ended Note 30.6.2025 30.6.2024 RM’000 RM’000 Provision of services (a) - digital reports 86,847 75,395 - subscriptions and monitoring services 47,535 46,879 - comprehensive portfolio review and analytics 10,703 17,222 - digital solutions 9,988 8,726 155,073 148,222 a) Revenue from contracts with customers: Cumulative Quarter ended 30.6.2025 30.6.2024 RM’000 RM’000 Timing of revenue recognition: - at a point in time 103,860 98,096 - over time 51,213 50,126 Revenue from contracts with customers 155,073 148,222 The Group serves three distinct types of customers, namely Key Accounts, Commercial and Direct-to- Consumer. Key Accounts customers comprise the Group’s highest revenue-generating customers as well as other selected customers, such as those with complex requirements or well-recognised brands. Commercial customers comprise (i) the Group’s Malaysian segment commercial customers other than Key Accounts customers and (ii) all of CTOS Basis Sdn. Bhd.’s, a wholly owned subsidiary of the Company, customers which are all commercial customers. Direct-to-Consumer comprise the Group’s retail consumers.
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CTOS DIGITAL BERHAD (Incorporated in Malaysia) Registration No. 201401025733 (1101823-A) Explanatory Notes on the Quarterly Report – 30 June 2025 11 A8. Revenue (continued) The disaggregation of revenue by types of customers are as follows: Cumulative Quarter ended 30.6.2025 30.6.2024 RM’000 RM’000 Customer group - Key Accounts 77,410 74,907 - Commercial 59,395 60,927 - Direct-to-Consumer 18,268 12,388 Total 155,073 148,222 A9 Valuations of Property, Plant and Equipment There were no revaluations of property, plant and equipment during the financial period ended 30 June 2025. As at 30 June 2025, all property, plant and equipment were stated at cost less accumulated depreciation. A10. Changes in the Composition of the Group There were no changes in the composition of the Group during the financial period ended 30 June 2025. A11. Material Events Subsequent to the Financial Period There were no material events subsequent to the end of the financial period up to the date of this report. A12. Contingent Liabilities or Contingent Assets In the normal course of business, there are contingent liabilities arising from legal recourse sought on the Group’s credit reporting operations. The Directors have been advised by external counsel and have assessed that these litigation cases as possible obligations where outflow of resources are not probable. a) In May 2023, CDS was served with a Writ Summons by a Plaintiff claiming negligence in CDS’ credit report which contained the Plaintiff’s bankruptcy proceeding that was discharged by the Court. CDS maintained that it has the right to publish the bankruptcy proceeding and had duly updated the status of the discharge of bankruptcy in the credit report as required under the CRA Act. The Plaintiff has among others sought for Special Damages and General Damages amounting to RM500,000 from CDS. At the subsequent Case Management held on 23 April 2025, the Court has fixed the Trial for 8 September 2025 and informed the Plaintiff that he may appoint his solicitors in the interim. b) In July 2023, CDS was served with a Writ Summons by a Plaintiff for defamation with regard to Trade Credit Reference that was listed by the Second Defendant (a third party). CDS denies any publication of defamatory information in CDS Report. The Plaintiff has among others sought for an apology via social media and damages for libel amounting to RM8,000,000 against each Defendant. The Trial began on 17 January 2025 and 12 February 2025. Oral Submissions were held on 15 April 2025 and the Court fixed Decision on 30 May 2025. On 30 May 2025, the Judge has delivered her judgment in favour of CTOS, and dismissed the Plaintiff’s claim with cost of RM50,000.00 payable to CDS. The Plaintiff did not file any appeal within the appeal period.
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CTOS DIGITAL BERHAD (Incorporated in Malaysia) Registration No. 201401025733 (1101823-A) Explanatory Notes on the Quarterly Report – 30 June 2025 12 A12. Contingent Liabilities or Contingent Assets (continued) c) In April 2025, CDS was served with a Writ Summons and a statement of claims by a group of two Plaintiffs. The Plaintiffs have alleged that CDS had via various actions (i) negligently published inaccurate and outdated reports containing wrong trade information, inaccurate corporate filings information, and information which damaged its reputation; and (ii) failed to fulfil fiduciary duties in ensuring information was accurate, correct and up to date and relevant. The Plaintiffs are seeking RM2,000,000 in damages, interest at 5% per annum from the date of judgment until full settlement, legal costs on a solicitor-client basis amounting to RM54,000.00 (inclusive of 8% SST) and other reliefs. Plaintiffs are alleging that CDS had; (i) Defamed the plaintiffs; (ii) Negligent in preparing our credit reports and (iii) Breached its statutory duty. CDS filed our Defence on 3 June 2025 and the Plaintiffs filed their reply to our Defence on 26 June 2025. At the case management held on 22 July 2025, the court ordered all interlocutory applications to be filed by 25 August 2025. The court will hold another case management on same date . The Management had sought legal advice from external counsel on these litigation cases whereby the Board and Management have been advised that the Group has a fair chance at successfully defending the cases. As at 30 June 2025, no provisions are required in the condensed consolidated financial information. There were no other material changes in the contingent liabilities or contingent assets since the last financial year ended 31 December 2024. A13. Capital Commitments Significant capital expenditure contracted for at the end of reporting date but not recognised as liabilities are as follows: As at 30.6.2025 31.12.2024 RM’000 RM’000 Contracted - property, plant and equipment - 558 - intangible assets 2,542 2,544 2,542 3,102
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CTOS DIGITAL BERHAD (Incorporated in Malaysia) Registration No. 201401025733 (1101823-A) Explanatory Notes on the Quarterly Report – 30 June 2025 13 A14. Significant Related Party Transactions The related party transactions described below were carried out on agreed commercial terms and transacted on an arm’s-length basis with the related parties. Transactions for the period ended 30.6.2025 Balances as at 30.6.2025 RM’000 RM’000 Group Purchase of services - Software services from Juris Technologies Sdn Bhd (“JurisTech”) 254 628 - Credit reports from CIBI Information, Inc. (“CIBI”) 515 240 Sale of services - Advisory, support and software services to CIBI Information, Inc. (“CIBI”) 254 30 - Advisory, support and software services to CIBI Tech Ventures, Inc. (“CTVI”) 1,180 604 The Group has entered into the above related party transactions with parties whose relationships are set out below: (i) JurisTech, being an associate to the Group is principally engaged in predictive artificial intelligence module, debt collection software, loan origination management, credit scoring solution, plus conveyancing and loan documentation systems. JurisTech has been providing technology and support services to CDS pursuant to a collaboration agreement to carry out business requirements study, customising, implementing, testing, and rolling out the product and services. (ii) CIBI, being an entity connected to certain directors of the Company, is a credit bureau incorporated in the Philippines. CIBI provides credit reports to Basis, while CDS provides advisory, support and software services to CIBI relating to implementation, deployment and project management services. (iii) CTVI, being an entity connected to certain directors of the Company, is engaged in the business of provisioning credit reporting data services incorporated in the Philippines. CDS provides advisory, support and software services to CTVI relating to implementation, deployment and project management services. A15. Fair Value Measurements Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation technique as follows: Level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2 – inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and Level 3 – inputs for the asset or liability that are not based on observable market data (i.e. unobservable inputs). a) Financial instruments carried at amortised cost The carrying amounts of financial assets and liabilities of the Group approximated their fair values as at 30 June 2025. b) Financial instruments carried at fair value There is no financial asset and liability measured at fair value as at 30 June 2025.
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CTOS DIGITAL BERHAD (Incorporated in Malaysia) Registration No. 201401025733 (1101823-A) Explanatory Notes on the Quarterly Report – 30 June 2025 14 PART B: EXPLANATORY NOTES PURSUANT TO PARAGRAPH 9.22 OF THE MAIN MARKET LISTING REQUIREMENTS B1. Review of Group Performance Reconciliation of PATAMI to Normalised PATAMI: Note 1 – Normalised PATAMI is calculated as profit for the financial period attributable to owners of the Company plus share-based payment expense and right sizing exercise for cost and resource optimisation. For the six months period ended 30 June 2025, the Group recorded higher revenue of RM155.1 million compared to RM148.2 million in the corresponding period while PAT was lower at RM35.4 million compared to RM46.0 million in the corresponding period. Segment profit from the Malaysia operations fell by 28.3% to RM36.8 million compared to RM51.3 million in the corresponding period, primarily due to increased operational expenses despite higher sales. The International operations, which comprises the alternative data credit score businesses in Indonesia and the Philippines, recorded revenue of RM20.2 million and segment profit of RM1.5 million. Revenue rose by 9.5% mainly attributed to continued growth in client consumption. Group PBT declined by 24.2% to RM37.5 million compared to RM49.4 million in the corresponding period mainly driven by higher depreciation and amortisation but offset by higher share of profits of associates. As a result, profit after tax dropped by 23.2% to RM35.4 million compared to RM46.0 million in the corresponding period. Normalised PATAMI reduced by 22.2% to RM36.8 million in the current quarter compared to RM47.3 million in the corresponding period. Cumulative Quarter ended % 30.6.2025 30.6.2024 +/(-) RM’000 RM’000 Revenue Malaysia 134,887 129,792 3.9 International 20,186 18,430 9.5 155,073 148,222 4.6 Segment profit Malaysia 36,750 51,264 (28.3) International 1,492 1,516 (1.6) 38,242 52,780 (27.5) Profit before tax (“PBT”) 37,475 49,418 (24.2) Profit for the financial period (“PAT”) 35,371 46,034 (23.2) Profit attributable to Owners of the Company (“PATAMI”) 35,599 46,323 (23.2) PATAMI 35,599 46,323 (23.2) Add: Share-based payment expense 361 971 Right sizing exercise for cost and resource optimisation 832 - Normalised PATAMI – Note 1 36,792 47,294 (22.2)
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CTOS DIGITAL BERHAD (Incorporated in Malaysia) Registration No. 201401025733 (1101823-A) Explanatory Notes on the Quarterly Report – 30 June 2025 15 B2. Comparison with Immediate Preceding Quarter The Group reported revenue of RM79.0 million for the current quarter, reflecting a 3.9% increase from RM76.1 million in the preceding quarter. Segment profit increased to RM19.6 million compared to RM18.6 million in the preceding quarter, mainly due to the higher revenue. Segment profit for Malaysia operations rose by 6.1% to RM18.9 million from RM17.8 million in the preceding quarter, primarily due to the higher revenue and lower operational expenditure incurred during the current quarter. Revenue from International operations declined slightly by 4.6% to RM9.9 million, down from RM10.3 million in the preceding quarter, attributed to moderation in sales growth. Correspondingly, segment profit for international operations declined by 11.1% to RM0.7 million compared to RM0.8 million in the preceding quarter due to the lower revenue. Group PBT surged by 58.0% to RM22.9 million from RM14.5 million in the preceding quarter mainly driven by higher segment profit and higher share of profit of associates. B3. Prospects of the Group In light of macroeconomic uncertainties in both domestic and global markets, the Group is cautiously optimistic of its growth in 2025 through its products and services, and enhanced operational efficiencies across all business segments. In the Key Accounts segment, continuing efforts are underway to drive higher adoption of the Group’s advanced digital and analytical solutions, which are anticipated to positively impact revenue. The Commercial segment maintains its focus on increasing customer acquisitions and retention, and further enhancing usage of our credit solutions for better business decision-making. The Direct-to-Consumer segment continues to engage approximately 16 million credit-active consumers in Malaysia through partnerships, financial literacy initiatives and targeted marketing campaigns. The international business segment is expected to continue contributing positively to the Group’s financial performance. The Group is further enhancing its offerings by incorporating local market insights, aiming to become a market leader in ASEAN for alternative credit-centric solutions. To support the Group’s growth aspirations, the Group continues to assess for synergistic opportunities across Malaysia and ASEAN. The Group’s active engagement with associate companies is aimed at enhancing their performance in the current year. The Group remains committed on our capability to deliver sustainable growth in forthcoming periods. B4. Variance of Actual Profit from Profit Forecast or Profit Guarantee Not applicable as there was no financial forecast issued for the current financial period. Quarter ended % 30.6.2025 31.3.2025 +/(-) RM’000 RM’000 Revenue Malaysia 69,143 65,744 5.2 International 9,858 10,328 (4.6) 79,001 76,072 3.9 Segment profit Malaysia 18,918 17,832 6.1 International 702 790 (11.1) 19,620 18,622 5.4 PBT 22,947 14,528 58.0
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CTOS DIGITAL BERHAD (Incorporated in Malaysia) Registration No. 201401025733 (1101823-A) Explanatory Notes on the Quarterly Report – 30 June 2025 16 B5. Profit Before Tax The following items have been (credited)/charged in arriving at the profit before tax: Quarter ended Cumulative Quarter ended 30.6.2025 30.6.2024 30.6.2025 30.6.2024 RM’000 RM’000 RM’000 RM’000 Allowance for impairment of receivables - net 195 - 195 - Depreciation of property, plant and equipment 844 1,262 1,759 2,142 Depreciation of right-of-use assets 664 975 1,325 1,758 Amortisation of intangible assets 1,645 1,454 4,477 2,953 Realised (gain)/loss on foreign exchange (151) 15 (78) 20 Unrealised loss/(gain) on foreign exchange 86 28 (49) (60) Finance income: - interest income (83) (48) (146) (112) - fair value gain on other investments - - - (2) Other than as presented in the condensed consolidated statements of comprehensive income and as disclosed above, there were no material gains/losses on disposal of quoted and unquoted investments or properties and other exceptional items for the financial period ended 30 June 2025. B6. Tax Expense Quarter ended Cumulative Quarter ended 30.6.2025 30.6.2024 30.6.2025 30.6.2024 RM’000 RM’000 RM’000 RM’000 Current tax - current year 1,133 1,668 2,861 3,640 Deferred tax - origination and reversal of temporary differences 735 111 (757) (256) 1,868 1,779 2,104 3,384 The Group’s effective tax rate for the current quarter and financial period ended 30 June 2025, excluding share of profits of associates were 13.3% and 8.2% respectively, lower than the statutory tax rate of 24% mainly due to the tax incentives enjoyed by its subsidiary, CDS. CDS is entitled to pioneer status incentives under the Promotion of Investments Act (“PIA”) 1986 for MSC Malaysia Qualifying Activities. As a result, certain CDS’s profits are exempted from tax for a period of 10 years, beginning on 9 November 2016. However, based on the provisions of the PIA 1986, the incentive’s effective period is only for the first 5 years. CDS can enjoy an extension of a second 5-year incentive period by applying to the Malaysian Investment Development Authority (“MIDA”). The tax relief period under CDS’s MSC Pioneer Certificate was from 9 November 2016 to 8 November 2021. However, pursuant to the Grandfathering and Transitional Guidelines issued by Malaysia Digital Economy Corporation (“MDEC”) which became effective on 1 January 2019, such tax relief period will only last until 30 June 2021. CDS has on 26 May 2022 received the approval letter from MIDA via MDEC on Transition to the MSC Malaysia Status Services Incentive under Income Tax (Exemption) (No. 10) Order 2018 [P.U. (A) 389/2018], Income Tax Act 1967, which grants tax incentives for the period from 1 July 2021 until 8 November 2021 (the “Transitional Period”).
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CTOS DIGITAL BERHAD (Incorporated in Malaysia) Registration No. 201401025733 (1101823-A) Explanatory Notes on the Quarterly Report – 30 June 2025 17 B6. Tax Expense (continued) On 26 October 2023, CDS has received the approval from the Ministry of Finance (“MOF”) via MDEC on the extension of the second 5-year income tax exemption for the period from 9 November 2021 to 8 November 2026. Tax expenses for the taxation authorities in Indonesia and the Philippines are calculated at the rates prevailing in those jurisdictions. B7. Status of Corporate Proposals There is no other corporate proposal announced but not completed as at the date of this report. B8. Borrowings Currency As at 30.6.2025 31.12.2024 RM’000 RM’000 Secured Current Term loans RM 35,069 33,655 Revolving credit RM 49,000 26,500 Non-current Term loans RM 86,723 104,816 Total borrowings 170,792 164,971 B9. Material Litigation There is no material litigation as at the date of this report. B10. Financial Liabilities There was no other gain or loss arising from fair value changes of the Group's financial liabilities for the current quarter and financial period under review. B11. Dividends The Board of Directors has declared a second interim single tier dividend of 0.65 sen per ordinary share in respect of the financial year ending 31 December 2025, which is not taxable in the hands of the shareholders pursuant to paragraph 12B of Schedule 6 of the Income Tax Act 1967, to be paid on 24 October 2025. The entitlement date for the dividend payment is 26 September 2025. A depositor shall qualify for entitlement to the dividend only in respect of: (i) shares transferred into the depositor’s securities account before 4.30 pm on 26 September 2025 in respect of transfers; and (ii) shares bought on Bursa Malaysia Securities Berhad on a cum entitlement basis according to the Rules of Bursa Malaysia Securities Berhad.
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CTOS DIGITAL BERHAD (Incorporated in Malaysia) Registration No. 201401025733 (1101823-A) Explanatory Notes on the Quarterly Report – 30 June 2025 18 B12. Earnings per Share Basic and diluted earnings per share (“EPS”) of the Group is calculated by dividing the profit attributable to the owners of the Company by the weighted average numbers of ordinary shares in issue during the financial period. Quarter ended Cumulative Quarter ended 30.6.2025 30.6.2024 30.6.2025 30.6.2024 Profit attributable to the owners of the Company (RM’000) 21,157 25,502 35,599 46,323 Weighted average number of ordinary shares in issue (‘000) 2,310,000 2,310,000 2,310,000 2,310,000 Basic/Diluted EPS (sen) 0.9 1.1 1.5 2.0 Diluted EPS of the Group for the current quarter and financial period ended 30 June 2025 are equivalent to the basic EPS as the share options had an anti-dilutive effect on the basic EPS and the Group has no other dilutive potential ordinary shares in issue at the end of the preceding year reporting period.