Virtual Mind Holding Company Limited Overview
Virtual Mind Holding is a Hong Kong-listed micro-cap that is moving away from its roots as a women's-wear private-label manufacturer. It now describes itself as an "IP economy" platform: it licenses third-party intellectual property from games, sports and art, and commercialises it through merchandise, digital products and experiential projects. It also adds AI, Web3 and digital-asset tooling. Reported revenue is HK$149.7m (FY2025). About 76% comes from "trendy cultural, game, IP and other products", 22% from a shrinking apparel business, and 2% from a run-off Hong Kong money-lending book. Gross margin is very thin (3.2% in FY2025) and the group has posted net losses every year in the review period (FY2021–FY2025). Growth has been funded by repeated equity placings. Management's 2026 strategy centres on sports IP (LaLiga, Hunan Football League, Manchester United licensee), Saudi "industrial IP" and art IP, an SGE-qualified gold-products JV, and AI ventures (Gauss JV, MokenLogic, OZBeat AI). Nearly all of these are at memorandum or early-JV stage.
Company's own description (FY2025 Annual Results / 2026 Interim Report)
The filings describe the company as an investment holding company whose subsidiaries are "principally engaged in the design, manufacturing and trading of apparels, provision of money lending services and sale of trendy cultural, game, IP and other products." Management's discussion frames the business as three operations:
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the apparel operation;
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the money lending operation;
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the IP application and other products operation.
The corporate website (vmh.com.hk, accessed October 2026) uses a broader tagline: "VMH — Building the Next Generation IP Economy". It describes the group as connecting IP with artificial intelligence, robotics and computing infrastructure to digitise and globally commercialise culture, tourism and sports. Focus areas listed are the IP industry, AI, cultural tourism and entertainment, and digital-asset technology and applications.
The FY2025 outlook gives the strategic mantra as "IP as the core and technology as the driving force". The 2026 interim report refines it to "taking sports IP and industrial IP as the core, with AI empowerment, digitalised traffic operations and monetisation of technology scenarios as the core pathway, and the derivatives ecosystem as a moat."
Independent characterisation
Economically, Virtual Mind today is a low-margin merchandise trading and sourcing business wrapped in an IP-licensing and technology narrative, with a legacy apparel manufacturer and a run-off lending book attached. Four observations from the filings support this view.
Revenue model is overwhelmingly product sales: In FY2025, HK$146.8m of HK$149.7m revenue (98%) was "sales of goods recognised at a point in time". The remaining HK$2.9m was loan interest. No licensing, subscription or service revenue is separately disclosed, even though the group positions itself as an IP and technology company.
Gross margins do not resemble an IP owner's: The IP segment's gross margin was 2.2% in FY2025 (5.6% before inventory write-downs), against 18.6% in FY2023 when the segment was tiny. Management attributed the 2024 jump in IP revenue to "IP application digital product sales" at about 4% margin. That pattern is consistent with pass-through distribution of licensed digital or physical goods, not ownership of the IP.
Customer concentration is extreme: In FY2025, four customers (A, B, E, F) contributed HK$93.4m, about 62% of revenue (FY2025 results, note 4). In H1 2026, three customers contributed about 48%.
Strategic activity runs ahead of revenue: Between January 2025 and October 2026 the company announced more than 15 MoUs, framework agreements, letters of intent and JVs. Most are expressly "non-legally binding", and many of the counterparties are connected to the chairman (N-Bridge).
Revenue model mix
| Revenue type (FY2025) | HKD Mn | % of total | Source |
|---|---|---|---|
| Product sales — IP/trendy cultural/game goods | 114.2 | 76.3% | FY2025 Results, note 4 |
| Product sales — apparel | 32.6 | 21.8% | FY2025 Results, note 4 |
| Interest income — money lending | 2.9 | 1.9% | FY2025 Results, note 5 |
| Licensing / subscription / service revenue | 0.0 | 0.0% | — |
| Total | 149.7 | 100% | — |
Value-chain position, customers and end-markets
Apparel: The group designs and manufactures (largely outsourced since the 2022 Jiaxing factory disposal) and trades apparel for "multiple well-known brand owners or agents" (FY2025 MD&A). Historically this meant women's outerwear, dresses, activewear and pants. In 2023 management said the mix had shifted "from women's wear to sports-casual wear" (FY2023 outlook). Customers are B2B: brand owners and agents. Mainland China is the principal market.
Money lending: A licensed Hong Kong money lender (Delta Wealth Finance Limited, 融富財務有限公司) lends to individuals and small businesses at 8%–24% per annum. The book had 17 borrowers at 31 December 2025.
IP application and products: The group sells self-developed or third-party-licensed game and content products in Mainland China: digital products, blind boxes, action figures and figurines (FY2024 MD&A). Since 2025 this has extended to sports-IP co-branded apparel, collectibles and player cards (LaLiga via the XiZu JV) and gold IP products (Chengdu JV). Customers appear to be predominantly B2B distributors or platforms, given the concentration data.
End-markets: China trendy toys and IP merchandise; sports licensing; apparel OEM; Hong Kong consumer and SME credit; and, aspirationally, Saudi industrial-AI and robotics, AI-generated content (AIGC) and digital assets.
Strategy
Stated strategy (verbatim themes)
FY2025 Annual Results outlook: - Adhere to "IP as the core and technology as the driving force".
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Use sports IP ecosystem creation and digital assets integration as strategic deployment.
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Build "a diversified IP matrix covering sports, entertainment, health and industrial intelligence".
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Deepen AI and digital technologies in design, digital assets and supply chain.
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Expand into global markets "with the smart manufacturing project in Saudi Arabia as the starting point".
2026 Interim Report outlook: "taking sports IP and industrial IP as the core, with AI empowerment, digitalised traffic operations and monetisation of technology scenarios as the core pathway, and the derivatives ecosystem as a moat". Named IPs: LaLiga, Hunan Football League, domestic football leagues, Saudi art IP, Saudi industrial IP.
Corporate website (Oct 2026): "Building the Next Generation IP Economy", connecting IP with AI, robotics and computing infrastructure.
Strategic initiatives in the last 24 months
| Date | Initiative | Type | Binding? | Status (latest) |
|---|---|---|---|---|
| 1 Nov 2024 | N-Bridge investment framework: HK$6m for 10% | Investment | Non-binding → executed as preference shares 23 Dec 2024 | Holds 11,112 preference shares |
| 16 Jan 2025 | Tibet Water Resources "5100" Web3 custom products | Commercial partnership | Legally binding framework (5 yrs) | Revenue n.p.d. |
| 24 Jan 2025 | N-Bridge Web3 brand promotion and RWA issuance project (Wangfu Centre) | Partnership | Non-binding | n.p.d. |
| 7 Apr 2025 | N-Bridge AI+Web3 platform tech licence | Continuing connected transaction | Binding | HK$3m paid FY2025; nil H1 2026 |
| 7 Apr 2025 / 14 Jul 2025 | Acquisition of 10% of N-Bridge via consideration shares | Connected acquisition | Agreement | Lapsed 15 Jan 2026 (long-stop date expired) |
| 25 Jul 2025 | XiZu Chain JV (LaLiga Web3 sports IP) | JV | Binding | 20% held; injection to 51.22% in registration |
| 29 Aug 2025 | GEM HK$225m share subscription facility | Financing | Framework | First tranche (8m shares and 31m warrants) approved 13 Aug 2026; warrants issued 25 Aug 2026 |
| 26 Sep 2025 | Saudi MIM smart-manufacturing MoC; iFLYTEK framework | Partnership | Non-binding | Preliminary discussions |
| 8 Jan 2026 | COFCO sports-nutrition framework | Partnership | Non-binding (3 yrs) | "Progressing as planned" |
| 14 Jan 2026 | Harves Entertainment (Man Utd IP licensee) 10% investment | Investment | Non-binding MoU | Due diligence; HK$10m earmarked |
| 20 Jan 2026 | Saudi JV (90%, US$1m capital) | JV | Binding | Not yet established |
| 29 Jan 2026 | Chengdu Tianhe Xinrui gold JV (51%) | JV | Binding | Operating; SGE-qualified |
| 27 Mar 2026 | New corporate logo | Branding | — | Adopted |
| 23 Apr 2026 | Voluntary MoU | MoU | Non-binding | n.p.d. |
| 10 Jun 2026 | Shenzhen Xiaowan (GBA Hunanese football team) RMB3m for at least 34% | Investment | LOI | Formal agreement under negotiation |
| 17 Jul 2026 | World Cup final staff arrangement and sports-IP expansion (voluntary) | Corporate | — | Content n.p.d. |
| 3 Aug 2026 | Lasiaf Art Production Agency (Middle-East art IP) | Partnership | Non-binding except exclusivity | Negotiating |
| 28 Aug 2026 | Gauss Technology AI JV (51%) | JV | Binding agreement | Registration pending |
| 1 Sep 2026 | MokenLogic Harness macOS preview | Product launch | — | Preview |
| 9 Oct 2026 | OZBeat AI strategic LOI (AIGC, digital rights, AI employees) | Partnership | Non-binding | Signed |
ESG commitments, cost programmes and targets
No quantified cost-reduction programme, emissions target or medium-term financial guidance (revenue, margin or ROE targets) has been published. Management guidance is qualitative only.
Products & Services
Product-level revenue is not disclosed. The catalogue below is compiled product by product from filings and announcements. Pricing models are n.p.d. unless stated.
Apparel segment
| Offering | Description | Target customer | Launch / status | Pricing / notes |
|---|---|---|---|---|
| Private-label apparel (OEM/ODM) | Design and production of apparel under customers' labels; historically women's coats, jackets, dresses, activewear, pants and jeans | Brand owners and agents (mainly Mainland China) | Core since 2001; declining (FY2025 revenue HK$32.6m) | Contract pricing; FY2025 gross margin -2.1% (raw materials, "authorization commission", clearance of aged stock) |
| Own brands (legacy) | BLANC NOIR, SUGARFLY, RUNWAY NEW YORK | Fashion retail (US and HK showrooms historically) | Legacy; current status n.p.d. | n.p.d. |
| Sports-casual / trendy apparel | Shift "from women's wear to sports-casual wear" with use of trendy IP; sportswear and childrenswear targeted | Young consumers via B2B partners | Stated in FY2023 outlook | n.p.d. |
| Manchester United IP apparel | Apparel under Manchester United IP via a licensee relationship (Harves Entertainment MoU, 14 Jan 2026) | Sports fans (China) | Planned; HK$10m of Aug 2026 placing proceeds earmarked for Man Utd sports IP business | n.p.d.; investment subject to due diligence |
Money lending segment
| Offering | Description | Target customer | Status | Pricing |
|---|---|---|---|---|
| Property mortgage loans | Secured on Hong Kong property | HK individuals | Run-off ("focused on existing customers") | 8%–24% p.a.; terms 3–60 months |
| Corporate loans | Unsecured or secured | HK SMEs | 3 corporate borrowers (Dec 2025) | 8%–24% p.a. |
| Personal loans | Some secured on diamonds and jewellery; third-party guarantees | HK individuals | 14 individual borrowers (Dec 2025) | 8%–24% p.a. |
IP application and other products segment
| Offering | Description | Counterparty / IP owner | Year | Notes |
|---|---|---|---|---|
| Game-IP merchandise: Honor of Kings water cups | Non-exclusive licence to produce and sell peripheral water-cup merchandise in Mainland China | Tencent subsidiary | Nov 2023 | Followed the 8 May 2023 Tencent cooperation agreement |
| Trendy cultural products (Dreamtoys) | Blind boxes, action figures, figurines, models based on own or licensed IP | Dreamtoys group (acquired Jul 2022); earlier licence from Chengdu Dreamtoys Cultural Creativity for animated characters | 2022– | Goodwill written down from HK$42.5m (2022) to HK$2.7m (2025) |
| IP application digital products | Digital product sales tied to licensed IP; main driver of the 2024 revenue jump | n.p.d. | 2024– | About 4% gross margin (FY2024 MD&A) |
| Leblon-Delienne collectibles | Sale and purchase agreement between Virtual Mind Art Company Limited and French figurine maker Leblon-Delienne | Leblon-Delienne | c.2022 | Details n.p.d. |
| LaLiga sports-IP products (XiZu JV) | Physical and digital products, themed experiences, smart terminals, membership community and benefits; co-branded apparel, figures, player cards; Web3 "on-chain" identities and AI/VR-enabled cards | XiZu Chain Technology (N-Bridge subsidiary) | JV formed Sep 2025 | Group stake 20% → 51.22% on RMB640k injection |
| Gold IP products (Chengdu JV) | Dual closed loop: (i) physical gold recycling → compliant circulation → SGE delivery; (ii) SGE standard gold purchase → commissioned processing → gold IP product sales | Beijing Xiuman Technology (49% partner) | Jan 2026; SGE qualification by Mar 2026 | Revenue contribution n.p.d. |
| Sports nutrition / sports water | R&D, production and sale of sports food; joint lab with COFCO Nutrition & Health Research Institute | COFCO Food Technology Development (Beijing) | 8 Jan 2026 (3-year framework) | Non-binding |
| "5100" Tibetan water custom products | Web3 sale of customised water cards and co-branded products | Tibet Water Resources Ltd (1115.HK) | 16 Jan 2025 (5-year framework) | Described as legally binding framework |
| Greater Bay Area Hunanese Football Team (HNFL) | Sports-IP community, Hunan cultural IP, media matrix | Shenzhen Xiaowan Sports Culture | LOI 10 Jun 2026; RMB3m for at least 34% | Due diligence done; formal agreement pending |
| Middle-East art IP | Global artwork IP collaboration, exclusive clause | Lasiaf Art Production Agency (Saudi) | MoU 3 Aug 2026 | Non-binding except exclusivity |
| Saudi "industrial IP" (SMSC / RAAS frameworks) | Training and publicity programmes, Chinese robotics firms' entry into Saudi Arabia, AI + robotics training ground and pilot centre with iFLYTEK | Saudi MIM; iFLYTEK; Mr. Sami Al Shammary (10% JV partner) | MoC Sep 2025; JV agreement 20 Jan 2026 (US$1m capital, 90% group) | JV not yet established at Aug 2026 |
Technology / digital platforms (largely pre-revenue)
| Platform | Description | Status |
|---|---|---|
| "AI+Web3 new consumption platform" | Licensed from N-Bridge (FlexDeal transaction infrastructure; cross-chain, smart contracts, APIs) | Licence 7 Apr 2025–31 Dec 2027; HK$3m fee paid in FY2025 |
| MokenLogic Harness | "Continual learning" AI agent; macOS preview launched 1 Sep 2026 | Preview |
| Gauss Technology JV (HK) | AI software services / continual-learning business; group 51% | Agreement 28 Aug 2026 |
| Dolphinode (NodeVault, WhimLand, WhimPartner) | Incubated digital-technology and digital-asset services brand | Website lists it as a key project; financials n.p.d. |
| OZBeat AI collaboration | ISRC-AAM-CID AI-music identification framework, OZStaff AI digital-employee system, creator commercialisation | LOI 9 Oct 2026, non-binding |
Financial Narrative
Income statement: notes and sources
Sources: FY2022–FY2025 from company results announcements (FY2023, FY2024, FY2025). FY2021 revenue, gross profit, pre-tax and net loss and EBITDA from TipRanks (aggregator); FY2021 D&A from TipRanks. FY2022 restated LPS is derived (reported -3.57 × 4). Cost of sales FY2021 is derived. FY2021 net loss attributable equals total net loss per TipRanks; the HKEX FY2022 announcement shows FY2021 total comprehensive loss of HK$45.91m.
Margins and growth (derived)
FY2021 growth is based on FY2020 revenue of HK$114.47m (TipRanks). Revenue CAGR FY2021–FY2025: about 1.7% (derived). FY2023–FY2025: about 50.2% (derived).
Commentary. The five-year record shows three distinct phases.
2021–2023: collapse of the legacy model: Apparel fell from HK$129m to HK$56m during COVID and the China slowdown, and money-lending interest halved. The FY2022 loss was cushioned by the one-off HK$74.8m Jiaxing land gain. Without it, the FY2022 pre-tax loss would have been about HK$133m.
2024–2025: revenue reflation via the IP segment: Revenue more than doubled in FY2024, but cost of sales grew 119%. Gross margin compressed from 16.9% to 7.0% and then to 3.2%. Growth came from low-margin goods throughput, not from IP value capture.
2025: cost escalation: Administrative expenses nearly doubled to HK$97.9m. Drivers were HK$22.8m of share-based compensation (FY2024: HK$0.8m) and "upfront expansion costs of new business initiatives". Staff costs rose to HK$64.7m from HK$27.8m on a broadly flat headcount (79 vs 75).
H1 2026 inflection. Revenue rose 168% to HK$62.0m and gross profit 170% to HK$7.9m (12.7% margin). The attributable loss narrowed 59% to HK$17.5m. Drivers were lower share-based compensation (HK$4.0m vs HK$10.8m), a HK$6.1m fair-value gain on securities, a HK$2.8m FX gain and a HK$0.8m ECL reversal. Excluding the securities and FX gains, the underlying H1 2026 pre-tax loss is about HK$26.7m (derived).
Balance sheet
Sources: company results announcements FY2022–FY2025. FY2021 figures from the FY2022 annual results (cash, net current assets, net assets) and StockAnalysis (total assets, total debt). FY2021 goodwill is derived from the goodwill note (cost 99.109 less impairment 64.477).
Mid-2026 position (2026 Interim Report).
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Total assets HK$207.3m; cash HK$14.1m.
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Borrowings plus leases HK$19.1m (HK$9.2m due within one year).
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Equity attributable HK$155.7m; gearing 12.4%; current ratio 3.99.
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The HK$50.55m net proceeds from the 28 August 2026 placing post-date this balance sheet. They were unutilised at the interim report date.
Balance-sheet quality flags.
The loan book is fully overdue: All HK$47.33m of net loans and interest receivables were classified as "Overdue" at 31 December 2025 (FY2025 Results, MD&A ageing table). Gross receivables were HK$85.2m against an allowance of HK$37.8m. The five largest borrowers account for 58.5%.
Trade receivables are ageing: Receivables over 180 days rose from HK$14.1m (Dec 2025) to HK$26.5m (Jun 2026), out of HK$45.5m net.
Goodwill has been almost entirely written off: Cumulative goodwill impairment reached HK$138.2m against a cost base of HK$140.9m.
Accumulated losses are large: They stood at HK$538.4m at 30 June 2026, against a share premium of HK$619.8m.
Cash flow
Capex from company segment notes. Buyback and equity raises from company filings. The FY2024 equity figure includes HK$5.28m from the treasury-share transfer.
Commentary. Operations have consumed cash in every reported period: an average outflow of about HK$61m a year across FY2021–FY2024. The shortfall has been funded by asset disposal (Jiaxing land, 2022) and serial equity issuance. About HK$195m gross was raised from December 2023 to August 2026. The H1 2026 operating outflow of HK$11.5m is the smallest half-year burn in the series, which is encouraging but not yet a trend.
Ratios (derived from filed figures)
Notes.
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FY2021 ROA and asset turnover use year-end assets.
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Net debt/EBITDA is not meaningful because EBITDA is negative.
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The FY2024 gearing figure is stated as 20.0% in the FY2024 results and 20.5% in the FY2025 results comparative; the discrepancy is noted.
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The FY2024 inventory-days figure is 40 in the FY2024 report and 26 in the FY2025 comparative.
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The FY2022 current ratio is restated (originally reported as 4.42).
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View Subscription PlansFinancial Detail
Segment Overview
| Segment | Contents | Key subsidiaries / vehicles (where disclosed) |
|---|---|---|
Design, manufacturing and trading of apparels | B2B apparel for brand owners and agents; historically women's outerwear, now sports-casual; Manchester United licensed apparel referenced in 2026 use-of-proceeds | Runway Global Limited (時尚環球有限公司) |
Provision of money lending services | Corporate, personal and mortgage loans in Hong Kong at 8–24% p.a. | Delta Wealth Finance Limited (融富財務有限公司) |
Sale of trendy cultural, game, IP and other products | Licensed game IP merchandise (e.g., Honor of Kings), digital products, blind boxes, figures, sports IP products (LaLiga), gold IP products | Dreamtoys group (acquired July 2022); Virtual Mind New Consumption Technology Co.; Beijing 1520 Technology Co.; Chengdu Tianhe Xinrui Precious Metals (51%); Virtual Mind Art Company Limited |
Segment revenue (HKD Mn)
| Segment revenue (HKD Mn) | FY2021 | FY2022 | FY2023 | FY2024 | FY2025 |
|---|---|---|---|---|---|
Apparel | 129.25 | 74.34 | 56.49 | 47.91 | 32.65 |
Money lending | 10.56 | 13.63 | 8.20 | 5.57 | 2.90 |
Trendy cultural / game / IP products | 0 | 1.65 | 1.64 | 76.12 | 114.19 |
Total revenue | 139.82 | 89.62 | 66.33 | 129.60 | 149.73 |
Segment % of revenue
| Segment % of revenue | FY2021 | FY2022 | FY2023 | FY2024 | FY2025 |
|---|---|---|---|---|---|
Apparel % | 92.4 | 82.9 | 85.2 | 37.0 | 21.8 |
Money lending % | 7.6 | 15.2 | 12.4 | 4.3 | 1.9 |
IP products % | 0.0 | 1.8 | 2.5 | 58.7 | 76.3 |
Segment YoY revenue growth (%)
| Segment YoY revenue growth (%) | FY2022 | FY2023 | FY2024 | FY2025 |
|---|---|---|---|---|
Apparel | -42.5 | -24.0 | -15.2 | -31.9 |
Money lending | 29.1 | -39.9 | -32.1 | -48.0 |
IP products | — | -0.6 | 4,538.0 | 50.0 |
Group | -35.9 | -26.0 | 95.4 | 15.5 |
Segment gross profit (HKD Mn)
| Segment gross profit (HKD Mn) | FY2022 | FY2023 | FY2024 | FY2025 |
|---|---|---|---|---|
Apparel | -0.161 | 2.729 | 0.195 | -0.699 |
Money lending | 13.631 | 8.199 | 5.570 | 2.899 |
IP products | 0.590 | 0.305 | 3.262 | 2.556 |
Group gross profit | 14.060 | 11.233 | 9.027 | 4.756 |
Revenue by Segment
| Segment result (HKD Mn) | FY2022 | FY2023 | FY2024 | FY2025 |
|---|---|---|---|---|
Apparel | 44.711 | -15.897 | -25.027 | -13.567 |
Money lending | -58.719 | -20.045 | -4.596 | 4.870 |
IP products | -1.631 | -17.433 | -13.522 | -32.491 |
Total segment result | -15.639 | -53.375 | -43.145 | -41.188 |
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View Subscription PlansSegment result margin (%) (derived)
| Segment result margin (%) (derived) | FY2022 | FY2023 | FY2024 | FY2025 |
|---|---|---|---|---|
Apparel | 60.1 | -28.1 | -52.2 | -41.6 |
Money lending | -430.8 | -244.5 | -82.5 | 168.0 |
IP products | -98.8 | -1,062.3 | -17.8 | -28.5 |
Revenue by Segment (Half-Yearly)
| Segment (HKD Mn) | H1 2025 revenue | H1 2026 revenue | YoY % | H1 2025 result | H1 2026 result |
|---|---|---|---|---|---|
Apparel | 18.087 | 14.710 | -18.7 | -4.817 | -2.842 |
Money lending | 2.705 | 2.545 | -5.9 | -5.849 | 6.245 |
IP products | 2.330 | 44.767 | 1,821.3 | -4.211 | -3.335 |
Total | 23.122 | 62.022 | 168.2 | -14.877 | 0.068 |
Segment Revenue
| Item | 31 Dec 2024 | 31 Dec 2025 | 30 Jun 2026 |
|---|---|---|---|
Apparel segment assets | 62.823 | 57.200 | 64.379 |
Money lending segment assets | 63.162 | 56.855 | 47.528 |
IP products segment assets | 55.836 | 56.807 | 57.416 |
Corporate assets | 13.250 | 34.059 | 37.935 |
Total assets | 195.071 | 204.921 | 207.258 |
Total liabilities | 65.050 | 37.752 | 53.515 |
Income Statement and Per-Share Data
| Metric (HKD Mn) | FY2021 | FY2022 | FY2023 | FY2024 | FY2025 |
|---|---|---|---|---|---|
Revenue | 139.82 | 89.62 | 66.33 | 129.60 | 149.73 |
Cost of sales | 101.12 | 75.56 | 55.10 | 120.57 | 144.98 |
Gross profit | 38.70 | 14.06 | 11.23 | 9.03 | 4.76 |
Other gains / (losses), net | — | 66.22 | -0.45 | -7.78 | -2.40 |
Goodwill impairment | — | 34.63 | 13.00 | 9.12 | 16.76 |
Administrative expenses | — | 76.29 | 67.26 | 51.39 | 97.87 |
Finance costs | — | 3.99 | 6.32 | 6.63 | 2.17 |
EBIT proxy (loss before tax + finance costs) | — | -54.41 | -88.32 | -69.81 | -109.20 |
Depreciation & amortisation | 6.89 | 5.05 | 3.52 | 3.53 | 4.53 |
EBITDA proxy (derived) | -38.77 | -49.37 | -84.80 | -66.28 | -104.67 |
Loss before tax | -46.02 | -58.40 | -94.64 | -76.45 | -111.37 |
Net loss for the year | -46.27 | -65.88 | -94.02 | -78.16 | -111.99 |
Net loss attributable to owners | -46.27 | -65.90 | -93.75 | -76.63 | -110.03 |
Basic LPS as reported (HK cents) | — | -3.57 | -4.78 | -13.12 | -13.42 |
Basic LPS restated for 4:1 consolidation (HK cents) | — | -14.28 | -18.55 | -13.12 | -13.42 |
Dividend per share (HKD) | 0 | 0 | 0 | 0 | 0 |
Margin Analysis (%)
| Metric (%) | FY2021 | FY2022 | FY2023 | FY2024 | FY2025 |
|---|---|---|---|---|---|
Gross margin | 27.7 | 15.7 | 16.9 | 7.0 | 3.2 |
EBIT margin (proxy) | — | -60.7 | -133.2 | -53.9 | -72.9 |
EBITDA margin (proxy) | -27.7 | -55.1 | -127.8 | -51.1 | -69.9 |
Net margin (attributable) | -33.1 | -73.5 | -141.3 | -59.1 | -73.5 |
Revenue growth YoY | 22.1 | -35.9 | -26.0 | 95.4 | 15.5 |
Income Statement
| Metric (HKD Mn) | H1 2023 | H1 2024 | H1 2025 | H1 2026 |
|---|---|---|---|---|
Revenue | 31.93 | 29.93 | 23.12 | 62.02 |
Gross profit | 6.20 | 5.52 | 2.93 | 7.91 |
Administrative expenses | — | — | 38.74 | 33.47 |
Loss before tax | -21.32 | -28.40 | -42.98 | -17.85 |
Loss attributable to owners | -21.25 | -28.16 | -42.66 | -17.55 |
Balance Sheet
| Metric (HKD Mn) | FY2021 | FY2022 | FY2023 | FY2024 | FY2025 |
|---|---|---|---|---|---|
Total assets | 234.83 | 288.37 | 214.19 | 195.07 | 204.92 |
Cash & cash equivalents | 15.35 | 52.01 | 31.24 | 6.22 | 29.87 |
Short-term borrowings + leases (restated) | — | 16.68 | 19.53 | 18.44 | 5.35 |
Long-term borrowings + leases (restated) | — | 14.78 | 13.38 | 8.16 | 10.32 |
Total debt (borrowings + leases) | 7.95 | 31.46 | 32.91 | 26.60 | 15.66 |
Net debt / (net cash) | -7.40 | -20.55 | 1.67 | 20.38 | -14.20 |
Total equity | 196.26 | 209.30 | 148.71 | 130.02 | 167.17 |
Equity attributable to owners | 196.26 | 208.43 | 148.11 | 130.96 | 168.85 |
Goodwill | 34.63 | 42.54 | 28.81 | 19.21 | 2.70 |
Intangible assets | 0.80 | 0.80 | 0.80 | 0.70 | 0.70 |
Loans & interest receivables (net) | — | 98.16 | 44.56 | 42.23 | 47.33 |
Trade receivables (net) | — | 39.07 | 31.66 | 36.80 | 35.44 |
Inventories | — | 6.56 | 8.44 | 13.10 | 7.19 |
Working capital (net current assets, restated) | 145.67 | 173.76 | 110.83 | 101.76 | 134.94 |
Cash Flow
| Metric (HKD Mn) | FY2021 | FY2022 | FY2023 | FY2024 | FY2025 |
|---|---|---|---|---|---|
Operating cash flow | -58.80 | -81.00 | -27.70 | -77.70 | — |
Capex (incl. right-of-use additions) | — | 3.83 | 4.43 | 3.49 | 7.97 |
Free cash flow (OCF − capex, derived) | — | -84.83 | -32.13 | -81.19 | — |
Investing cash flow | -0.73 | 74.00 | -0.93 | -1.24 | — |
Financing cash flow | -0.93 | 46.70 | 10.20 | 53.80 | — |
Dividends paid | 0 | 0 | 0 | 0 | 0 |
Share buybacks | 0 | 0 | 0 | 0 | 4.49 |
Gross equity raised (placings / subscriptions) | — | — | 11.09 | 51.83 | 131.55 |
Interim cash flow (HKD Mn)
| Interim cash flow (HKD Mn) | H1 2025 | H1 2026 |
|---|---|---|
Operating cash flow | -26.08 | -11.53 |
Investing cash flow | -6.46 | -2.21 |
Financing cash flow | 32.27 | -2.28 |
Closing cash | 5.79 | 14.06 |
Returns & Leverage Ratios (%) and Financial Ratios (x)
| Ratio | FY2021 | FY2022 | FY2023 | FY2024 | FY2025 |
|---|---|---|---|---|---|
ROE % (attrib. loss / avg attrib. equity) | -21.3 | -32.6 | -52.6 | -54.9 | -73.4 |
ROA % (net loss / avg total assets) | -19.7 | -25.2 | -37.4 | -38.2 | -56.0 |
ROIC % (EBIT proxy × (1 − 0%) / avg (equity + debt)) | — | -24.4 | -42.4 | -42.5 | -64.3 |
Current ratio (x) | 4.87 | 3.70 | 3.13 | 2.79 | 5.92 |
Debt / equity % (company gearing) | 4.1 | 15.0 | 22.1 | 20.5 | 9.4 |
Interest coverage (EBIT / finance costs, x) | — | -13.6 | -14.0 | -10.5 | -50.4 |
Asset turnover (x, revenue / avg assets) | 0.60 | 0.34 | 0.26 | 0.63 | 0.75 |
Inventory days (company-reported) | — | 32 | 56 | 26 | 18 |
Receivable days (company-reported) | — | 159 | 174 | 104 | 90 |
Payable days (company-reported) | — | 85 | 51 | 20 | 16 |
Cash conversion cycle (days, derived) | — | 106 | 179 | 110 | 92 |
Revenue by Region
| Region (HKD Mn) | FY2021 | FY2022 | FY2023 | FY2024 | FY2025 |
|---|---|---|---|---|---|
Mainland China (PRC) | — | 59.94 | 58.13 | 124.03 | 146.84 |
Hong Kong | 40.11 | 27.65 | 8.20 | 5.57 | 2.90 |
United States | — | 2.03 | 0 | 0 | 0 |
Total | 139.82 | 89.62 | 66.33 | 129.60 | 149.73 |
Region growth (% YoY, derived)
| Region growth (% YoY, derived) | FY2023 | FY2024 | FY2025 |
|---|---|---|---|
Mainland China | -3.0 | 113.4 | 18.4 |
Hong Kong | -70.3 | -32.1 | -48.0 |
Revenue by Region (Half-Yearly)
| Region (HKD Mn, interim) | H1 2025 | H1 2026 |
|---|---|---|
Mainland China | 20.42 | 59.48 |
Hong Kong | 2.71 | 2.55 |
Share Price & Returns
| Reference point | Price (HKD) | Source |
|---|---|---|
IPO, 3 Dec 2013 (pre-consolidation HK$0.35) | 1.40 (adjusted) | ET Net; adjusted ×4 |
8 Dec 2021 option grant (pre-consolidation HK$0.155) | 0.62 (adjusted) | Interim Report 2026 |
17 Jan 2023 option grant (pre-consolidation HK$0.23) | 0.92 (adjusted) | Interim Report 2026 |
16 Jan 2025 award grant date | 0.69 | Interim Report 2026 |
25 Jul 2025 award grant date | 1.58 | Interim Report 2026 |
12 Sep 2025 buyback range | 1.54–1.56 | FY2025 Results |
12 Nov 2025 award grant date | 1.18 | Interim Report 2026 |
20 Jan 2026 close | 0.93 | FY2025 Results |
17 Jul 2026 close | 0.495 | Interim Report 2026 |
3 Sep 2026 | 0.725 | Company website quote |
8 Oct 2026 | 0.64 | MarketScreener |
Price performance (approx., derived) | 1-year | 3-year |
Share price change % | -55 | -30 |
Valuation Multiples
| Multiple | Virtual Mind | Comment |
|---|---|---|
Market cap | About HK$673m (1.052bn shares) | Aggregators: HK$664m–745m |
P/E (trailing) | n.m. (loss-making) | Trailing-twelve-month (TTM) loss about HK$85m (Simply Wall St) |
EV/EBITDA | n.m. (negative EBITDA) | — |
EV/Sales (TTM) | About 3.4x | EV about HK$640m after August 2026 placing cash (derived); TTM revenue HK$188.6m |
P/B | About 3.3x on pro-forma equity of about HK$206m (June 2026 equity plus HK$50.6m placing); 4.3x on June 2026 book | Tiger Brokers: 4.72x |
Peer context | Thin-margin distributor trading at an IP-company sales multiple | — |
Bucket Details
| Bucket (HKD Mn) | Amount |
|---|---|
Within 1 year (bank borrowings HK$5.76m + leases HK$3.43m) | 9.19 |
After 1 year (other borrowings HK$7.88m + leases HK$2.04m) | 9.92 |
Total | 19.10 |
Analyst Conclusions
Management guidance
Guidance is qualitative only. Management expects moderate recovery in Mainland China and Hong Kong. It will deepen leading sports-IP layouts (LaLiga, Hunan Football League, domestic leagues), Saudi art and industrial IP, AI empowerment and digital traffic operations, and position "the derivatives ecosystem as a moat" (2026 Interim Report). No revenue, margin or breakeven targets have been published.
Consensus growth expectations
No broker consensus exists. Aggregator model estimates (Simply Wall St) imply revenue of about HK$238m and a small profit in the future.
Bull case
-
Run-rate inflection. H1 2026 revenue of HK$62.0m, if sustained in H2, implies about HK$124m+ of half-year-weighted run-rate growth. Gross margin of 12.7% at that scale, with admin normalised to about HK$60–65m a year (H1 2026 annualised HK$67m), would narrow losses materially.
-
Funded runway. HK$50.6m of fresh, unutilised placing proceeds, plus the GEM facility and low gearing (12.4%), give 12–18 months of runway at the H1 2026 operating burn of about HK$23m a year.
-
Upside optionality. Gold (SGE-qualified), sports-IP control stakes (51.22% XiZu), and AI JVs offer several "shots on goal". Insider buying (chairman to 2.15%, October 2026) signals alignment.
Bear case
-
Revenue quality. Gross margins of 2–5% in IP trading, extreme customer concentration and rising aged receivables suggest volume-driven revenue with poor cash conversion. Operating cash flow has been negative every year.
-
Serial dilution. Shares have roughly 2.5x'd since 2021, and the equity line plus warrants create a structural overhang. Placings repriced from HK$0.85 to HK$0.52 in July 2026.
-
Governance and execution. Heavy reliance on chairman-linked N-Bridge, a loan sale to a director, a lapsed connected acquisition, a restatement, repeated annual-report supplements, and an initiative pipeline dominated by non-binding MoUs.
Key catalysts and monitorables (next 12 months)
| Catalyst / monitorable | Expected timing | What to watch |
|---|---|---|
| FY2026 annual results | March 2027 | H2 revenue sustainability; gross margin above 10%; receivable ageing; any new goodwill |
| XiZu JV consolidation (51.22%) | H2 2026 | LaLiga product revenue and margins |
| Chengdu gold JV contribution | Ongoing | Revenue disclosure; working-capital intensity |
| Saudi JV establishment / first contract | 2026–27 | MISA licence; binding contracts with MIM / iFLYTEK |
| Harves (Man Utd) and Shenzhen Xiaowan definitive agreements | H2 2026 | Valuation, exclusivity, licence term |
| Use of HK$50.6m placing proceeds | Through 2027 | Discipline versus stated allocation |
| GEM facility drawdowns | Ongoing | Pricing, tranche size, dilution |
| Board and management stability | Ongoing | Replacement for Li Yang; CFO arrangements |
| N-Bridge licence (expires 31 Dec 2027) | 2,027 | Renewal terms; any connected-transaction escalation |
| Loan book recovery | Ongoing | Further ECL reversals or write-offs on the fully overdue book |
Analyst verdict
Virtual Mind Holding is best understood as a transition-stage micro-cap whose stated identity, an AI- and Web3-enabled "next-generation IP economy", is well ahead of what its financial statements show.
The filings describe a company whose revenue rose from HK$66m to HK$150m between FY2023 and FY2025. Over the same period gross margin collapsed from 16.9% to 3.2%, administrative costs doubled and losses widened to HK$110m. Cumulative losses have been financed almost entirely by shareholders through repeated discounted placings. Goodwill from both of the company's acquisitions has been written down to near zero. The legacy money-lending book is entirely overdue.
The first half of 2026 offers the first credible evidence of operating improvement. Revenue grew 168%, gross margin recovered to 12.7%, the attributable loss narrowed 59%, and the operating cash outflow fell to HK$11.5m. Leadership has been professionalised with a separate CEO and a strengthened finance and compliance bench, and the chairman is buying shares on market. These are genuine positives. However, part of the H1 improvement came from non-operating gains (securities fair-value and FX gains totalling about HK$8.8m) and lower share-based compensation, not from structural margin expansion.
The investment debate therefore turns on conversion. Can a sprawling pipeline of sports, gold, Saudi, art and AI initiatives, most of them non-binding or recently formed JVs, become recurring, higher-margin, cash-generative revenue before the next funding round? At roughly 3.4x trailing sales and above 3x pro-forma book, the market is already capitalising part of that optionality, while dilution capacity (the GEM line plus warrants) caps per-share upside.
Verdict: Speculative / High-risk — "Show-me" stance. Upgrade triggers would be two consecutive halves of gross margin above 10% with positive operating cash flow, binding revenue-generating contracts in Saudi Arabia or sports IP, and a visible reduction in connected-party dependence. Absent these, the base case is continued losses funded by further dilution.
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View Subscription PlansExecutive Leadership
Board of Directors
| Name | Role | Tenure | Background (as disclosed) | Interest in shares (30 Jun 2026) |
|---|---|---|---|---|
Mei Weiyi (梅唯一) | Chairman & Executive Director; Chairman of Nomination and Corporate Governance Committees; Remuneration Committee member; authorised representative from 1 Oct 2026 | ED and Chairman since 2 Aug 2024 | Holds about 36.83% of N-Bridge Capital Group (connected person). | 5.25m shares plus 17.5m unvested award shares (2.39%). Bought 816,000 more on 9 Oct 2026 → 23.566m shares (about 2.15%). |
Tin Yat Yu Carol (田一妤) | Executive Director; sole director of Delta Wealth Finance | ED since at least 2023 | Purchaser of HK$20.5m-principal legacy loans from the group (connected transaction completed 30 Jan 2026) | 1.0m unvested award shares (0.11%) |
Wong Wai Kai Richard (王瑋楷) | Executive Director | ED since at least 2023 | Son of Wong Kin Ting, owner of King Castle Enterprises (12.87% holder at Jun 2026) | 15.0m interests (1.58%) |
Kot Mui (葛梅) | Non-Executive Director; Nomination Committee | Appointed 12 Nov 2025 | n.p.d. | n.p.d. |
Tang Shu Pui Simon (鄧澍焙) | INED; Chairman of Remuneration Committee | Long-serving | n.p.d. | 1.25m shares plus 0.55m options (0.19%) |
Hon Ming Sang (韓銘生) | INED; Chairman of Audit Committee | Long-serving | n.p.d. | 0.55m options (0.06%) |
Cheung Pak To BBS (張伯陶) | INED | Appointed 2025 (replacing Ms. Lo Wing Sze BBS JP) | Holder of the Bronze Bauhinia Star | n.p.d. |
Executive Leadership Team
| Name | Title | Appointed | Age | Background | Education |
|---|---|---|---|---|---|
Zheng Kaixin (鄭鍇炘) | Chief Executive Officer | 24 Dec 2025 (NED 29 Aug–24 Dec 2025) | 44 | 17 years in payments and digital finance; joined Ant Group in 2015 (Alipay roles including GM of three provincial branches and director of payment clearing; led customer-reserve centralised custody; built multi-purpose prepaid card line; worked on stablecoins, CBDC and RWA); earlier roles at China UnionPay and Swiss Re | Peking University (dual bachelor's in preventive medicine and economics); MSc Finance, Bocconi University |
Yi Zuoxing (易祚興) | Chief Investment Officer (IR, investor communication, capital operations) | 24 Dec 2025 | 39 | GM of Investment & Development and equity fund at Shandong Hi-Speed Holdings (Aug 2019–Dec 2025); Soochow Fund (2018–19); Baoying Fund fund manager (2014–18) | MEng (computer applications and AI), Zhejiang University |
Zeng Jing (曾静) | Co-CFO; Chief Compliance & Risk Officer; Assistant to Chairman | Joined 8 Apr 2025; Co-CFO from 24 Dec 2025 | 41 | 15+ years in finance, tax and capital markets across five listed companies (A-share, NEEQ, HK) | Zhongnan Univ. of Economics and Law (dual bachelor's); MBA, Shanghai Jiao Tong; CIA; PRC legal qualification |
| — | Chief Financial Officer | n.p.d. | n.p.d. | n.p.d. | n.p.d. |
Chan Yuen Ying Stella (陳婉縈) | Company Secretary; authorised representative | Since 30 Apr 2024 announcement | n.p.d. | n.p.d. | n.p.d. |
Directors' Remuneration
| Item (HKD Mn) | FY2023 | FY2024 | FY2025 | H1 2025 | H1 2026 |
|---|---|---|---|---|---|
Total staff costs incl. directors | 42.82 | 27.80 | 64.66 | 23.97 | 19.62 |
Share-based compensation | 17.11 | 0.83 | 22.77 | 10.75 | 3.99 |
Directors' emoluments (key management) | — | — | — | 15.20 | 5.56 |
Major Shareholders
| Holder | Shares | % (basis) | Date | Source |
|---|---|---|---|---|
King Castle Enterprises Ltd (100% Wong Kin Ting) | 122,500,000 | 12.87% (951.8m); about 11.6% post-Aug 2026 placing (derived) | 30 Jun 2026 | 2026 Interim Report |
Aceso Life Science Group Ltd (0474.HK) | 70,998,500 | 10.59% (earlier base) | 16 Jan 2025 (ET Net) | Not listed as a ≥5% holder at 30 Jun 2026, implying dilution or sale below 5% |
Value Convergence Holdings Ltd (0821.HK) | 35,102,729 | about 4% | 31 Dec 2025 | Value Convergence FY2025 results (HKEX, 30 Mar 2026) |
Mei Weiyi (Chairman) | 23,566,000 | about 2.15% | 12 Oct 2026 | Company announcement |
Wong Wai Kai Richard (ED) | 15,000,000 (interests) | 1.58% | 30 Jun 2026 | Interim Report |
Other directors combined | about 7.4m (interests) | about 0.8% | 30 Jun 2026 | Interim Report |
Free float (per Tiger Brokers) | about 1.05bn | — | Oct 2026 | Aggregator |
Competitive Landscape
Competitors by Segment
| Segment | Competitor | Ticker | Positioning vs. Virtual Mind |
|---|---|---|---|
IP / trendy toys and collectibles | Pop Mart International | 9992.HK | Owns IP (Labubu, Molly), vertically integrated retail; dominant |
IP / trendy toys | Bloks Group | 0325.HK | Licensed-IP building toys at scale |
IP / trendy toys | Miniso Group (TOP TOY) | 9896.HK / MNSO | Retail channel plus own trendy-toy brand |
IP / licensed merchandise | Alibaba Pictures (Ali Fish IP merchandising) | 1060.HK | Platform-scale IP licensing and merchandise |
IP / collectible cards | Kayou | (private; HK listing applied) | Leader in licensed trading cards; directly relevant to sports player cards |
Sports IP licensing and apparel | Li Ning, Anta Sports | 2331.HK / 2020.HK | Brand owners with official football and Olympic licences |
Gold IP products | Laopu Gold; Chow Tai Fook | 6181.HK / 1929.HK | Premium gold IP and design jewellery; massive scale |
Apparel OEM | Shenzhou International | 2313.HK | Global sportswear OEM leader |
Apparel OEM | Crystal International | 2232.HK | Large-scale garment manufacturer |
Apparel OEM | Lever Style | 1346.HK | Asset-light apparel solutions, closest in model |
HK money lending | Numerous licensed lenders (e.g., Prime Credit; listed small-cap lenders) | — | Virtual Mind's book is sub-scale and in run-off |
Peer Comparison FY2025
| Company | Revenue | Revenue growth | Gross margin | R&D intensity |
|---|---|---|---|---|
Virtual Mind (FY2025) | HK$149.7m | +15.5% | 3.2% | 0% |
| — | RMB13.04bn | about +107% | about 66% | n.p.d. here |
| — | RMB2.24bn | about +156% | about 53% | n.p.d. here |
| — | RMB28.66bn | about +15% | about 28% | n.p.d. here |
