Z Fin Limited Issues Significant Profit Warning for FY2025

Key Points from the Announcement

• Profit Warning: Z Fin Limited expects to record a substantial loss for the year ended 31 December 2025, with an anticipated loss attributable to owners of the Company not exceeding HK\$1,150 million.
• Previous Year’s Results: The Company reported a profit of approximately HK\$3,968.7 million for the year ended 31 December 2024.
• Reasons for Turnaround:
  1. One-off Gains in FY2024: The 2024 profit was boosted by a one-off gain of HK\$4,252.3 million from a business combination completed in December 2024.
  2. Fair Value Loss in FY2025: In 2025, the Company will recognize a fair value loss of approximately HK\$974.4 million related to the conversion of convertible bonds.
• Nature of Accounting Events: Both the one-off gain and the fair value loss are non-cash items, resulting from compliance with accounting standards. They do not impact the underlying operational performance nor involve cash outflows.
• Results Not Finalized: The figures are based on the management’s preliminary review and are subject to further scrutiny by the audit committee and independent auditor. The final results may change.
• Annual Results Announcement: The Group expects to release its full annual results for FY2025 on 20 March 2026.

Potential Price-Sensitive Information for Shareholders

• Major Swing from Profit to Loss: The expected transition from a large profit to a significant loss could have a direct impact on investor sentiment and share price.
• Non-cash Transactions: The loss for FY2025 is mainly due to accounting adjustments rather than operational underperformance, which may mitigate some concerns regarding the core business health.
• Caution Advised: Shareholders and potential investors are explicitly advised by the Board to exercise caution when dealing in the shares, given the substantial change in reported profitability and the preliminary nature of the figures.
• Board Composition: The announcement also confirms the current composition of the Board, which may be relevant for governance and leadership considerations.

Additional Details

• Regulatory Compliance: The announcement was made in accordance with Rule 13.09(2) of the Hong Kong Listing Rules and Part XIVA of the Securities and Futures Ordinance, indicating the materiality of the information.
• Timing: The announcement was released on 4 March 2026, well ahead of the annual results release, providing investors with early guidance on the Company’s financial outlook.

Summary

Z Fin Limited’s profit warning for FY2025 represents a major reversal from the previous year’s strong profitability. The loss is primarily driven by accounting events (a one-off gain in FY2024 and a fair value loss in FY2025 related to convertible bonds), rather than cash outflows or worsening operational performance. Nevertheless, the change is significant and likely to influence share price movements. Investors are urged to closely monitor further developments and exercise caution in trading shares ahead of the final results announcement.

Disclaimer

The information above is based on the Company’s preliminary review and management accounts, subject to final audit and possible revision. This article does not constitute investment advice. Investors should conduct their own due diligence and consult professional advisors before making any investment decisions.

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