HUMANICA PUBLIC COMPANY LIMITED
INTERIM CONSOLIDATED AND SEPARATE FINANCIAL INFORMATION
(UNAUDITED)
30 SEPTEMBER 2025
AUDITOR'S REPORT ON THE REVIEW OF THE INTERIM FINANCIAL INFORMATION
To the Shareholders of Humanica Public Company Limited
I have reviewed the interim consolidated financial information of Humanica Public Company Limited and its subsidiaries, and the interim separate financial information of Humanica Public Company Limited. These comprise the consolidated and separate statements of financial position as at 30 September 2025, the consolidated and separate statements of comprehensive income for the three-month and nine-month periods then ended, the related consolidated and separate statements of changes in equity, and cash flows for the nine-month period then ended, and the condensed notes to the interim financial information. Management is responsible for the preparation and presentation of this interim consolidated and separate financial information in accordance with Thai Accounting Standard 34, "Interim Financial Reporting". My responsibility is to express a conclusion on this interim consolidated and separate financial information based on my review
Scope of review
I conducted my review in accordance with the Thai Standard on Review Engagements 2410, "Review of interim financial information performed by the independent auditor of the entity". A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and apply ing analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Thai Standards on Auditing and consequently does not enable me to obtain assurance that I would become aware of all significant matters that might be identified in an audit. Accordingly, I do not express an audit opinion.
Conclusion
Based on my review, nothing has come to my attention that causes me to believe that the accompanying interim consolidated and separate financial information is not prepared, in all material respects, in accordance with Thai Accounting Standard 34, "Interim Financial Reporting".
PricewaterhouseCoopers ABAS Ltd.
Rodjanart Banyatananusard
Certified Public Accountant (Thailand) No. 8435 Bangkok
14 November 2025
https://www.pwc.com/th
PricewaterhouseCoopers ABAS Ltd.
ldOors y, ii, *3-16, Bangkok City Tower,179/74-8o South Sathorn Road, Bangkok io mo
T: +66 (o) 844 IOOO F: *66 (o) zu86 soso
Consolidated
financial information
Separate financial information
Unaudited | Audited | Unaudited | Audited | ||||||||||
30 September | 31 Decem ber | 30 September | 31 December | ||||||||||
2025 | 2024 | 2025 | 2024 | ||||||||||
Notes | Baht'000 | Baht'000 | Baht'000 | Baht'000 | |||||||||
Assets | |||||||||||||
Current assets | |||||||||||||
Cash and cash equivalents | 7 | 398,976 | 678,494 | 24,762 | 157,630 | ||||||||
Trade and other current receivables, net | 8 | 284,734 | 226,756 | 162, 020 | 139,145 | ||||||||
Contract assets - current | 9 | 60,760 | 58, 204 | 35, 030 | 34, 004 | ||||||||
Inventories, net | 6,112 | 3,928 | |||||||||||
Financial assets measured at | |||||||||||||
fair value through profit or loss | 6 | 28,079 | 28,079 | ||||||||||
Financial assets measured at amortised cost | 6 | 34,118 | 40,692 | 10, 000 | |||||||||
Current portion of loan to a related party | 21.4 | 20,297 | 20,297 | ||||||||||
Other current assets | 5,523 | 4,535 | 1,027 | 2, 042 | |||||||||
Non-current assets classified as held-for-sale | 10.2 | 4,928 | |||||||||||
Total current assets | 815,448 | 1,040,688 | 343,136 | 370,900 | |||||||||
Non-current assets | |||||||||||||
Restricted bank deposits | 2,262 | 2,069 | |||||||||||
Financial assets measured at | |||||||||||||
fair value through profit or loss | 6 | 27,768 | 163,917 | 27,768 | 163,917 | ||||||||
Financial assets measured at fair value through | |||||||||||||
other comprehensive income | 6 | 220, 078 | 387,739 | 220,078 | 387,739 | ||||||||
Financial assets measured at amortised cost | 6 | 10, 000 | 10, 000 | ||||||||||
Investment in subsidiaries | 10.1 | 2,379,757 | 2,324,517 | ||||||||||
Investment in associates | 10.2 | 142,723 | 156,762 | 117,055 | 114,760 | ||||||||
Investment in a joint venture | 10.3 | 43, 639 | 47, 215 | 55,718 | 55,718 | ||||||||
Loan to a related party | 2 4 . 4 | 38, 063 | 17,744 | 38, 063 | 17,744 | ||||||||
Building improvement and equipment, net | 11 | ^7,173 | 46,254 | 18 034 | 21, 034 | ||||||||
Right-of-use assets, net | 12 | 115,148 | 103,894 | 56,882 | 71,658 | ||||||||
Goodwill | 2 067,182 | 1,902,330 | |||||||||||
Intangible assets, net | 13 | 282,109 | 276,752 | 122,433 | 115, 040 | ||||||||
Deferred tax assets, net | 35,908 | 39, 285 | 27,927 | 29,651 | |||||||||
Other non-current assets | 28, 011 | 20,794 | 15, 604 | 15, 656 | |||||||||
TotaI non•c urrent assets | 3, 050,064 | 3,174,755 | 3, 07 9,319 | 3,327,434 | |||||||||
Total assets | 3,865,512 | 4,215,443 | 3,422,455 | 3,698,334 | |||||||||
Director Director
Consolidated
financial information
Separate financial information
Notes | Unaudited 30 September 2025 Baht'000 | Audited 31 December 2024 Baht'0O0 | Unaudited 30 September 2025 Baht'000 | Audited 31 December 2024 Baht'000 | |||||
Liabilities and equity | |||||||||
Current liabilities | |||||||||
Trade and other current payables | 14 | 82,284 | 74,223 | 32,395 | 39,195 | ||||
Contract liabilities - current | 217,286 | 201,987 | 46,705 | 67,362 | |||||
Short-term loan from a related party | 21.5 | 42,000 | |||||||
Current portion of lease liabilities | 15 | 40,945 | 46,132 | 22,230 | 21,262 | ||||
Corporate income tax payable | 18,597 | 26,545 | 4,260 | 13,263 | |||||
Other current liabilities | 32,326 | 31,695 | 18,595 | 14,451 | |||||
Total current liabilities | 391,438 | 380,582 | 166,185 | 155,533 | |||||
Non•current liabilities | |||||||||
Lease liabilities | 15 | 95,718 | 82,292 | 52,875 | 69,668 | ||||
Deferred tax liabilities, net | 15,045 | 21,326 | |||||||
Employee benefits obligation | 50,799 | 44,532 | 21,060 | 18,854 | |||||
Other non-current liabilities | 693 | 922 | 1,304 | 1,097 | |||||
TotaI non-current liabilities | 162,255 | 149,072 | 75, 239 | 89,619 | |||||
TotaI liabilities | 553, 693 | 529,654 | 241,424 | 245,152 |
Statement of Financial Position
As at 30 September 2025
Notes
Consolidated financial information Unaudited Audited
30 September 31 December
2025 2024
Baht'000 Baht'000
Separate financial information
Unaudited Audited
30 September 31 December
2025 2024
Baht'000 Baht'000
Liabilities and equity (continued)
Equity
Share capital
at par value of Baht 0.50 each | 438,722 | 438,722 | 438,722 | 438,722 | ||||
Issued and paid-up share capital | ||||||||
867,443,576 ordinary shares | ||||||||
paid up at Baht 0.50 each | 433,722 | 433,722 | 433,722 | 433,722 | ||||
Premium on paid-up capital | 2,542, 304 | 2,542,304 | 2,542,304 | 2,542,304 | ||||
Other surpluses (deficits) | ||||||||
Surplus on share based payment | 5,145 | 5, 145 | 5,145 | 5,145 | ||||
Deficit arising from change in ownership interest in subsidiaries | (9,896) | (9,896) | ||||||
Warrants | 18 | 19,534 | 26,123 | 19,534 | 26,123 | |||
Retained earnings | ||||||||
Appropriated - legal reserve | 43,872 | 43,872 | 43,872 | 43,872 | ||||
Appropriated - treasury stocks reserve | 238,905 | 238,905 | ||||||
Unappropriated | 366,684 | 637,454 | 143,192 | 418,385 | ||||
Less Treasury stocks | 16 | (238,905) | (238,905) | |||||
Other components of equity | (93,625) | 1,372 | (6,738) | ( 16,369) | ||||
Equity attributable to owners of the parent | 3,307,740 | 3,680,096 | 3,181, 031 | 3,453,182 | ||||
Non-controlling interests | 4, 079 | 5,693 | ||||||
Total equity | 3,311,819 | 3,685, 789 | 3,181, 031 | 3,453,182 | ||||
Total liabilities and equity | 3,865,512 | 4,215,443 | 3,422, 455 | 3,698,334 |
Authorised share cap ital 877,443,576 ordinary shares
Statement of Comprehensive Income (Unaudited)
For the three-month period ended 30 September 2025
Consolidated Separate financial information financial information
Notes | 2025 Baht'000 | 2024 Baht'000 | 2025 Baht'000 | 2024 Baht'000 | |
Revenues | |||||
Revenue from sales and rendering services | 369,696 | 346,909 | 155,948 | 146,411 | |
Dividend income | 58 | 1,977 | 77,252 | 26,976 | |
Other income | 9,237 | 8,285 | 14,864 | 1 2,570 | |
Total revenues | 378,991 | 357,171 | 248,064 | 185,957 | |
Expenses | |||||
Cost of sales and rendering services | 185,462 | 181,455 | 85,381 | 75,496 | |
Selling expenses and distribution costs | 15,356 | 15,472 | 5,800 | 5,856 | |
Administrative expenses | 76,549 | 77,834 | 30,050 | 42,946 | |
(Revers al og loss from impairment of financial assets | (689) | 1,123 | (689) | 1,123 | |
(Gain) loss from measurement of financial assets, net | 3,232 | (1,897) | 3,232 | (1,897) | |
Loss from disposal of investment in associates | 10.2 | 2,073 | |||
Share of loss from investment in associates | |||||
and joint ventures | 3, 013 | 953 | |||
Total expenses | 284,996 | 274,940 | 123,774 | 1 23,524 | |
Profit before finance costs and income tax expense | 93995 | 82,231 | 124,290 | 62,d33 | |
Finance costs | (2 033) | (2,479) | (1,878) | (1,466) | |
Profit before income tax expense | 91,962 | 79,752 | 122,412 | 60,967 | |
Income tax expense | 17 | (20, 15B) | (16,865) | (8,876) | (8,976) |
Profit for the period | 71,804 | 62,887 | 113,536 | 51,991 | |
Other comprehensive income (expense): | |||||
Items will be reclassified subsequently to profit or loss | |||||
- Exchange differences on translation fin ancial informatio n | (15,937) | (293,738) | |||
Items will not be reclassified to profit or loss - Gain from remeasurement of equity investments | |||||
at fair value through other comprehensive income, net of tax | 6,762 | 3,571 | 6,762 | 3,571 | |
Other comprehensive income (expense), net of tax | (9, 175) | (290, 167) | 6,762 | 3,571 | |
Total comprehensive income (expense) for the period | 62,629 | (227, 280) | 120,298 | 55,562 | |
Profit (loss) attributable to: | |||||
Owners of the parent | 71 ,924 | 62,898 | 113,536 | 51,991 | |
Non-controlling interests | (120) | (11) | |||
71,804 | 62,887 | 113,536 | 51,991 | ||
Total comprehensive income (expense) attributable to: | |||||
Owners of the parent | 62,749 | (227,269) | 120,298 | 55,562 | |
Non-controlling interests | (120) | (11) | |||
62,629 | (227,280) | 120,298 | 55,562 | ||
Earnings per s hare | |||||
Basic earnings per share (Baht per share) | 19 | 0.09 | 0.07 | 0.14 | 0.06 |
Diluted earning oer share (Baht per share) | 19 | 0.09 | 0.07 | 0.14 | 0.06 |
Consolidated Separate
financial information financial information | ||||||
2025 | 2024 | 2025 | 2024 | |||
Notes Baht'000 Baht'000 Baht'000 Baht'000 | ||||||
Revenues | ||||||
Revenue from sales and rendering services | 1,080,399 | 1,037,746 | 453, 572 | 427,898 | ||
Dividend income | 5,024 | 5,753 | 117,317 | 151, 567 | ||
Other income | 24,215 | 25,907 | 40,749 | 42,776 | ||
Total revenues | 1,109,638 | 1,069,406 | 611,638 | 622,241 | ||
Expenses | ||||||
Cost of sales and rendering services | 537,660 | 524,963 | 246,178 | 225,126 | ||
Selling expenses and distribution costs | 46,568 | 43,028 | 18,540 | 14,411 | ||
Administrative expenses | 216,370 | 216,480 | 79,805 | 91,536 | ||
(Reversal o§ loss from impairment of financial assets | (689) | 3,733 | (689) | 3,733 | ||
(Gain) loss from measurement of financial assets, nat | 1,009 | (2,696) | 1,009 | (2,696) | ||
Loss from disposal of investment in associates | 10.2 | 3, 231 | ||||
Share of loss from investment in associates | ||||||
and joint ventures | 10.2, 10.3 | 2,076 | 6,225 | |||
Total expenses | 806,225 | 791,733 | 344,843 | 332,110 | ||
Profit before finance costs and income tax expense | 303,413 | 277,673 | 266,795 | 290,1 31 | ||
Finance costs | (5,890) | (7,747) | (5,283) | (4, 603) | ||
Profit before income tax expense | 297,523 | 269,926 | 261,512 | 285,528 | ||
Income tax expense | 17 | (62,409) | (43,186) | (30,099) | (18,339) | |
Profit for the period | 235,114 | 226,740 | 231, 13 | 267, 1B9 | ||
Other comprehensive income (expense): | ||||||
Items will be reclassified subsequently to profit or loss | ||||||
- Exchange differences on translatio n financial information | (104,569) | (125,135) | ||||
Items will not be reclassified to profit or loss - Profit (loss) from remeasurement of equity investments | ||||||
at fair value through other comprehensive income, net of tax | (3, 252) | 2,104 | {2,993) | 2,045 | ||
Other comprehensive income (expense), net of tax | (107,821) | (123,031 ) | (2,993) | 2,0^5 | ||
Total comprehensive income for the period | 127,293 | 103,709 | 228,420 | 269,234 | ||
Profit (loss) attributable to: | ||||||
Owners of the parent | 236,036 | 225, 182 | 231,413 | 267,189 | ||
Non-controlling interests | (922j | 1,558 | ||||
235,114 | 226,740 | 231,413 | 267, 189 | |||
Total comprehensive income (expense) attributable to: | ||||||
Owners of the parent | 128,215 | 102,151 | 228,420 | 269,234 | ||
Non-controlling interests | (922) | 1,558 | ||||
127,293 | 103,709 | 228,420 | 269,234 | |||
Earnings per share | ||||||
Basic earnings per share (Baht per share) | 19 | 0.28 | 0.26 | 0.27 | 0.31 | |
Diluted earning per share (Baht per share) | 19 | 0.28 | 0.26 | 0.27 | 0.31 | |
The accompanying condensed notes to the interim financial information are an integ ral part of this interim financial information
Humanica Public Company Limited
Statement of Changes in Equity (Unaudited)
For the nine-month period ended 30 5eptember 2020
Separate financial information
Retained earning s
Other component of equity
Gain (loss) from | |||||||||||||
remeao urement | |||||||||||||
of equity investments | |||||||||||||
Issued and paid-up | Premium on | Treasury | Surplus on share based | Appropriated - | Appropriated - treasury | at fair value through other comprehensive | Total other component of | ||||||
share capital | paid-up capital | stocks | payment | Warrants | legal reserve | stock reserve | Unappropriated | income | equity | Total equity | |||
Notes | Baht'000 | Baht'00O | Bafit'000 | Baht'000 | Baht'000 | Baht'000 | Baht'000 | Bafit'000 | Baht'00O | Baht'000 | |||
Opening balance as at 1 January 2024 | 433,722 | 2,542,304 | 5,145 | 8,276 | 4 3,872 | 320,953 | (2 ,573) | (24 ,573) | 3,342, 699 | ||||
Chang es in equity for the period | |||||||||||||
Profit for the period | 267, 4 89 | 267 , 4 89 | |||||||||||
Olher comprehensive income for the period | 2, 045 | 2,045 | |||||||||||
Dividends | (225,50B) | ||||||||||||
Issuance of warrants | 6, 4 01 | ||||||||||||
Transfer of loss on d spasal oF eq+lily instruments at fair value | |||||||||||||
through other comprehensive income to retained earnings | - | (3, 041) | 3,041 | 3, 041 | |||||||||
Closing balance as at 30 September TO2é | 43722 | Z,542,304 | - | 5, t45 | 24,377 | 43,872 | - | 359,593 | (16,487) | (16,487) | 4,392,526 | ||
Opening balance as at 1 January 2025 | 4 33,722 | 2,542,304 | 5, 445 | 26, 23 | 4 3,872 | 418,385 | (46,369) | (16,369) | 3,453,182 | ||||
Changes in equity for the period | |||||||||||||
Treasury stocks | (Z3B, 905) | 228,905 | (P 38,905) | (238,906) | |||||||||
Profit for the penod | 23 4 ,413 | P31,413 | |||||||||||
Ofher comprehensive expense for the period | (2,993) | (2,993) | |||||||||||
Dividends | (2S5, 07T) | {255,07T) | |||||||||||
Issuance of warrants | (6,589) | (6,589) | |||||||||||
Transfer of loss on disposal of equity instruments at fair value | |||||||||||||
lhrough other comprehensive income to retained earnings | (1 2,624) | J2,624 | 12 624 | ||||||||||
Closing balance as at 30 September 2025 | 433,722 | 2,542,30zi | (238,905) | 5,145 | 19,534 | 43,872 | 238,905 | 143, 192 | (6,738) | (6,738) | 3,181, 031 | ||
The accompany ng condensed nofes to fhe interim financia) information are an integral pan of this interim financial information.
Consolidated Separate financial information financial information
2025 | 2024 | 2025 | 2024 | ||||||
Notes | Baht'000 | 8aht'000 | Baht'000 | Baht'000 | |||||
Cash flows from operating activities Profit before income tax expense | 297,523 | 269,926 | 261,512 | 285,528 | |||||
Adjustments for: | |||||||||
Depreciation and amortisation | 100,475 | 101,896 | 41 ,097 | 39,8 4 8 | |||||
Allowance for expected credit tosses | 495 | 1,153 | 457 | 1,153 | |||||
Gain on disposal of equipment | (430) | (233) | (2) | (179) | |||||
Loss on write-off of equipment | 27 2 | ||||||||
Gain from lease modification and termination | (188) | (595) | |||||||
(Reversal o§ loss from net realisable value | |||||||||
of inventories | (1,837) | 69 | |||||||
(Reversal og loss from impairment of financial assets | (689) | 3,733 | (689) | 3733 | |||||
Gain on disposal of financial assets | (372) | (372) | |||||||
Loss from disposal of investment in associates | 10.2 | 3, 231 | |||||||
Share of loss from investment in associates | |||||||||
and joint ventures | 10.2, 1 0.3 | 2,076 | 6,225 | ||||||
Unrealised (gain) loss on foreign exchange rate | (4,729) | (182) | (4,575) | 9,052 | |||||
Unrealised (gain) loss from measurement | |||||||||
of financial assets | 1, 009 | (2,696) | 1,009 | (2,696) | |||||
Dividend income | (5,024) | (5,753) | (117,317) | (151,567) | |||||
Interest income | (18,332) | (15,423) | (9,377) | (5,387) | |||||
Employee benefit expenses | 5,825 | 11,683 | 2,021 | 2,256 | |||||
Finance costs | 5,890 | 7,747 | 5,283 | 4,603 | |||||
(Reversal o§ expenses from the issuance of warrants | 18 | (6,589) | 6,1 01 | (6,589) | 6,1 01 | ||||
Cash flows before changes in working capital | 378,978 | 383, 279 | 172,830 | 192, 043 | |||||
Changes in working cap ital | |||||||||
Trade and other current receiv ables | (30,634) | (6,262) | (23,948) | (20,730) | |||||
Contract assets | (1,619) | 6,491 | (1,026) | 5,161 | |||||
lnventories | (347) | 1,372 | |||||||
Other current assets | 829 | 414 | 806 | (1,001) | |||||
Other non-current assets | (6,022) | (775) | 52 | (659) | |||||
Trade and other current payables | (4,676) | 21,178 | (6,534) | (2,373) | |||||
Contract liabilities | (12,968) | 2,623 | (20,657) | (7,868) | |||||
Other current liabilities | (1,112) | (7,776) | 3,471 | 1,936 | |||||
Other non-current liabilities | (229) | (14) | 207 | 142 | |||||
Employee benefit expenses | (2,771) | (2,746 | |||||||
Cash generated from operating activities | 319,429 | 397,784 | 125, 201 | 166,651 | |||||
Income tax paid | (76,053) | (64,745) | (39,577) | (19,493) | |||||
Net cash generated from operating activities | 243,376 | 333,039 | 85,624 | 1 47,158 | |||||
Consolidated Separate financial information financial information
2025 | 2024 | 2025 | 2024 | ||||||
Notes | Baht'000 | Baht'00O | Baht'000 | Baht'000 | |||||
Cash flows from investing activities | |||||||||
Increase of restricted bank deposits | (292) | (49) | |||||||
Cash paid for purchase of financial assets | (34,562) | (136,832) | (16, 295) | (134,832) | |||||
Cash received from disposal of financial assets | 374,233 | 127,577 | 360,365 | 120,572 | |||||
Cash paid for purchase of building improvement | |||||||||
and equipment | (22,437) | (15,999) | (5,540) | (6,683) | |||||
Cash received from disposal of equipment | 638 | 500 | 31 | 432 | |||||
Cash paid for purchase of intangible assets | (45,796) | (34,252) | (24,960) | (18,453) | |||||
Cash paid for investments in subsidiaries and associates | 10 | (253,027) | (33,496) | (57,535) | (29,131 ) | ||||
Cash received from disposal of investment in associates | 10.2 | 9,691 | |||||||
Cash received from short-term loan to a related party | 21 | 2,000 | 2, 000 | ||||||
Cash paid for short-term loan to a related party | 21 | (2,000) | (2,000) | ||||||
Cash received from loan to a relaled party | 21 | 14,884 | 14,884 | ||||||
Cash paid for loan to a related party | 21 | (55,500) | (55,500) | ||||||
Cash paid for short-term loan to a third party | (138,000) | ||||||||
Dividends received | 5,047 | 5,684 | 117,340 | 151,49B | |||||
Interest received | 16,954 | 15,580 | 9,932 | 5,479 | |||||
Net cas h generated from (used in) investing activities | 9,833 | (209,287) | 342,722 | 88,882 | |||||
Cash flow from financing activities | |||||||||
Cash paid for lease liabilities | 15 | (34,366) | (32,404) | (15,825) | (14,503) | ||||
Cash received from short-term loan to a related party | 21 | 42,000 | |||||||
Cash paid for finance costs | (5,890) | (7,747) | (5, 283) | (4,603) | |||||
Cash Daid for treasury shares | 16 | (238,905) | (238,905) | ||||||
Dividends paid | 20 | (255,077) | (225,508) | (255,077) | (225,508) | ||||
Dividends paid for non-controlling interesls | (901 ) | (11,000) | - | ||||||
Net cash used in financing activities | (535, 139) | (276,659) | (473,090) | (24^,614) | |||||
Net decrease in cash and cash equivalents | (281,930) | (152,907) | (44,744) | (8,574) | |||||
Cash and cash equivalents at the beginning of the period | 678,494 | 613, 028 | 157,630 | 27,692 | |||||
Effect of exchange rate changes on | |||||||||
cash and cash equivalents | 2442 | (2,188) | 11,876 | (979) | |||||
Cash and cash equivalents at the end of the period | 398,976 | 457,933 | 124,762 | 118,139 | |||||
Supplemental cash flow information | |||||||||
Additional right-of-use assets under lease agreements | 32,697 | 18,113 | |||||||
Changes in payable for purchase of equipmenI | (2,169) | 53 | 57 | 114 | |||||
Changes in payable for purchase of intangible assets | 185 | 155 | 186 | 155 | |||||
Changes in dividend receivable from financial assets | (23) | 69 | (23) | 69 | |||||
Changes in dividend receivable from a subsidiary | 6,130 |
General information
Humanica Public Company Limited (the Company) is a public limited company which is incorporated in Thailand and listed on the Stock Exchange of Thailand. The address of its registered offlce is 2 Soi Rong Muang 5, Rong Muang Road, Rong Muang, Pathumwan, Bangkok.
For reporting purpose, the Company and its subsidiaries are referred to as the Group.
The principal business of the Group is to provide human resource outsourcing and payroll services, sales and providing implementation services of human resource systems, sales of and providing implementation services of computer software for enterprise resource planning, sales of advance access control devices, and provide life and non-life insurance brokerage.
The interim consolidated and separate tnancial information are presented in Thai Baht with thousand Baht, unless otherwise stated.
The interim consolidated and separate financial information were authorised for issuance by the Board of Directors on 14 November 2025.
Basis of preparation
The interim consolidated and separated financial information has been prepared in accordance with Thai Accounting Standard 34, Interim Financial Reporting and other financial reporting requirements issued under the securities and Exchange Act.
The interim financial information should be read in conjunction with the annual financial statements for the year ended 31 December 2024.
An English version of these interim consolidated and separated financial information has been prepared from the interim financial information that is in the Thai language. In the event of a conflict or a difference in interpretation between the two languages, the Thai language interim financial information shall prevail.
Accounting policies
The accounting policies used in the preparation of the interim financial information are consistent with those used in the annual financial statements for the year ended 31 December 2024, except for the adoption of the amended financial reporting standards.
Commencing 1 January 2025, the Group has adopted these amended financial reporting standards that are effective for accounting period beginning after 1 January 2025 and relevant to the Group. The adoption of those standards does not have significant impact to the Group.
Estimates
In preparation of the interim financial information, management must make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.
In preparation of the interim financial information, judgements made by management in applying the Group's accounting policies and the key sources of estimation for the uncertainty were the same as those that applied to the consolidated and separate financial statements for the year ended 31 December 2024.
Segment and revenue information
Incomes and profits information by business segments for the three-month and nine-month periods ended 30 September 2025 and 2024 are as follows;
Consolidated financial information
For the three-month periods ended 30 September Human resource
management Accounting and
system services financing services Total
2025
2024
2025
2024
2025
2024
Million
Million
Million
Million
Million
Million
Baht
Baht
Baht
Baht
Baht
Baht
Revenue from sales and rendering service income
from external customers
- Thailand
183.64
173.17
37.14
35.47
220.78
208.64
- Indonesia
99.92
108.21
99.92
108.21
- Other countries in the South East Asia
49.00
30.06
-
49.00
30.06
Total revenues
332.56
311.44
37.14
35.47
369.70
346.91
Segment profit
Unallocated income (expenses):
96. 94
73.58
4.65
8.45
101.59
82.03
Other income
9.24
8.29
Dividend income
0.06
1.98
Amortisation of intangible assets from
acquisition of investment in subsidiaries
(9.28)
(9.89)
Share of loss from investments in associates
and joint ventures
(3.01)
(0.95)
Loss from disposal of investment n associates
(2.07)
Reversal of (loss from) impairment of
financial asset
Gain (loss) from measurement of financial assets, net
Finance costs
Profit before income tax expense Income tax expense
Profit for the period
0.69 (1.12)
(3.23) 1.90
(2.03) (2.48)
91.96 79.76
(20.16) (16.87)
71.80 62.89
Consolidated financial information
For the nine-month periods ended 30 September Human resource
management Accounting and
system services financing services Total
2025 2024 2025 2024 2025 2024
Million Million Million Million Million Million Baht Baht Baht Baht Baht Baht
Revenue from sales and rendering service income from external customers
- Thailand
526.84
526.80
109.34
97.81
636.18
624.61
- Indonesia
303.65
313.54
-
303.65
313.54
- Other countries in the South East Asia
140.57
99.60
-
140.57
99.60
Total revenues
971.06
939.94
109.34
97.81
1, 080.40
1,037.75
Segment profit
288.77
267.62
19.46
15. 98
308.23
283.60
Unallocated income (expenses):
Other income
24.22
25.91
Dividend income
5.02
5.75
Amortisation of intangible assets from
acquisition of investment in subsidiaries
(2843)
(30.32)
Share of loss from investments in associates
and joint ventures
Loss from disposal of investment in associates Reversal of (loss from) impairment of
financial asset
Gain (loss) from measurement of
(208)
(3.23)
0.69
(6.23)
(3.73)
financial assets, net Finance costs
Profit before income tax expense Income tax expense
Profit for the period
(1.01) 2.70
(5.89) (7.75)
297.52 269.93
(62.41) (43.19)
235.11 226.74
Consolidated financial information
Human resource
management
system services
Accounting and
financing services
Total
2025
2024
2025
2024
2025
2024
Million
Million
Million
Million
Million
Million
Baht
Baht
Baht
Baht
Baht
Baht
Timing of revenue recognition
At a point in time
- Revenue from sales of software
11.70
17.86
6.85
7.24
18.55
25.10
- Revenue from sales of goods
11.27
9.54
11.27
9.54
- Monthly service income
84.67
89.99
4.78
4.46
89.45
94.45
- One-time service income
27.76
19.33
0.09
0.13
27.85
19.46
Overtime
- Service income from software
implementation
42.52
39.70
7.12
8.91
49.64
48.61
- Monthly service income
154.64
135.02
18.30
14.73
172.94
149.75
Total revenues
332.56
311.44
37.14
35.47
369.70
346. 91
Consolidated financial information
For the nine-month periods ended 30 September
Human resource
management
Accounting and
system services
financing services
Total
2025 2024
2025 2024
2025
2024
Million Million
Million Million
Million
Million
Baht Baht
Baht Baht
Baht
Baht
Timing of revenue recognition
- Revenue from sales of software
33.17
52.37
18.05
23.19
51.22
75.56
- Revenue from sales of goods
29.05
29.69
29.05
29.69
- Monthly service income
269.74
275.48
14.60
14.19
284.34
289.67
- One-time service income
71.08
66.47
0.15
0.22
71.23
66.69
Overtime
- Service income from software implementation
108.16
121.23
22.97
17.33
131.13
138.56
- Monthly service income
459.86
394. 70
53.57
42.88
513.43
437.58
Total revenues
971.06
939.94
109.34
97.81
1,080.40
1,037.75
For the three-month periods ended 30 September
At a point in time
Separate financial information
For the three-month periods ended 30 September
Human resource management
system services
Accounting and financing services
Total
2025 2024
2025 2024
2025
2024
Million Million
Million Million
Million
Million
Baht Baht
Baht Baht
Baht
Baht
Timing of revenue recognition
At a point in time
- Revenue from sales of software
0.02
6.85 7.24
6.85
7.26
- Monthly service income
29.30 34.8J
0.03
29.33
34.81
- One-time service income
7.82 4.67
0.09 0.13
7.91
4.80
Overtime
- Service income from software
implementation
15.93
17.32
7.12
8.91
23.05
26.23
- Monthly service income
70.50
58.57
1 B.31
14.74
88.81
73.31
Total revenues
123.55
115.39
32.40
31.02
155. 95
146.41
Separate financial information
For the nine-month periods ended 30 September
Human resource
management
Accounting and
system services
financing services
Total
2025 2024
2025 2024
2025
2024
Million Million
Million Million
Million
Million
Baht Baht
Baht Baht
Baht
Baht
Tim ing of revenue recognition
At a point in time
- Revenue from sales of software
0.02
18.05 23.19
18.05
23.21
- Monthly service income
91.17 100.75
0.21 -
91.38
100.75
- One-time service income
25.00 23.34
0.15 0.13
25.15
23.47
Overtime
- Service income from software
implementation
30.07
49.92
22.97
17.33
53.04
67.25
- Monthly service income
212.38
170.34
53.57
42.88
265.95
213.22
Total revenues
358.62
344.37
94.95
83.53
453.57
427. 90
Fair value
The following table presents financial assets and liabilities that are measured at fair value in each level of fair value, including financial assets and liabilities that are measured at lair value in each classification but excluding those with its carrying amount measured by amortised cost method approximates fair values.
Consolidated financial information
P-air value
Level of fair value
Fair value through profit
or loss
Baht'000
through other
comprehensive Amortised
income cost Fair value Baht'000 Baht'000 Baht'000
As at 30 September 2025
Current assets
Investment in held-to-maturity debt instruments
2
34,118
33,737
Non-current assets
Investment in marketable debt instruments
2
27,768
27,768
Investment in marketable equity instruments
41,667
41,667
Investment in non-marketable equity instruments
178,411
178,411
Total assets
27,768
220,078
34,118
281,583
Separate financial information
Fair value
As at TO September 2025
Non-current assets
Level of fair value
Fair value through profit
or loss Baht'000
through other
comprehensive Amortised
income cost Fair value Baht'000 Baht'000 Baht'000
Investment in marketable debt instruments
2
27,768
- Z7,768
Investment in marketable equity instruments
1
41,667
41,667
Investment in non-marketable equity instruments
3
178,411
178,411
Total assets
2g,768
220,078
-
247,846
As at 31 December 2024
Current assets
Investment in non-marketable debt instruments Investment in held-to-maturity debt instruments Investment in marketable debt instruments
Non-current assets
Investment in marketable debt instruments
Level of fair value
3
2
2
Fair value through profit
or loss
Baht'000
1,691
26,388
Investment in marketable debt instruments
2
31,491
78,780
110,271
Investment in marketable equity instruments
128,448
128,448
Investment in non-marketable equity
instruments
3
180,511
1B0,51
Investment in held-to-maturity debt instruments
2
40,000
10,202
Total assets
191,996
387,739
50,682
630,685
132,426
Consolidated financial information
Fair value through other
comprehensive Amortised income cost
Baht'000 Baht'000
40,692
Fair value Baht'000
1,691
40,748
26,388
132,426
Separate financial information
Fair value Fair value through other
through profit comprehensive Amortised
Level of fair value
or loss income cost
Baht'000 Baht'000 Baht'000
Fair value Baht'000
As at 31 December 2024
Current assets
Investment in non-marketable debt instruments
3
1,691
1,691
Investment in held-to-maturity debt instruments
2
10, 000
10,057
Investment in marketable debt instruments
2
26,388
26,388
Non-current assets
Investment in marketable deDt instruments
1
132,426
132,^26
Investment in marketable debt instruments
2
31,491
78,780
110,271
Investment in marketable equity instruments
1 28, 448
128,448
Investment in non-marketable equity
instruments
Investment in held-to-maturity debt instruments
2
180,511 - 180,511
- 10,000 10,202
Total assets
191,996 387,739 20,000 599,994
The valuation techniques used to measure fair value have not changed from those techniques as at 31 December 2024.
As at 30 September 2025 and 31 December 2024, financial assets and liabilities measured by the amortised cost method which are approximated to the fair value.
Cash and cash equivalents
Consolidated Separate financial information financial information
As at
30 September
31 December
30 September
31 December
2025
Baht'000
2024
Baht'000
2025
Baht'000
2024
Baht'000
Cash on hand
3,813
1,029
465
465
Deposits at financial institutions
601,437
910,047
226,678
252,635
Less Deposits in the Company and its
subsidiaries' names for customer accounts
(206, 274)
(232,582)
(102,381)
(95,470)
Total
398,976
678,494
124,762
157,630
Restricted bank deposits
As at 30 September 2025, the Group has restricted bank deposits amounting to Baht 2.26 million (31 December 2024: Baht 2.07 million) which used as securities to secure letters of guarantee issued by bank (Note 22).
For the nine-month period ended 30 September 2025
Trade and other current receivables, net
Consolidated financial information
Separate financial information
As at
30 September
31 December
30 September
31 December
2025
Baht'000
2024
Baht'000
2025
Baht'000
2024
Baht'000
Trade receivables
233,263
208,706
138,719
129,631
Less Allowance for expected credit loss
(10,067)
(7,388)
(4,235)
(3,778)
Trade receiv ables, net
223,196
201,318
134,484
1 25,853
Trade receivables - related parties
19,470
10,566
7,972
2,705
Other current receivables
2,716
736
666
554
Other current receivables - related parties
293
336
2,311
2,574
Advance payments for services
15,257
1,674
6,939
1,595
Advance payments to customers
2,444
2,402
Advance payments to employees
3,866
1,410
3,445
1,091
Prepaid expenses
13,902
6,102
4,575
2,590
Interest receivables
3,590
2,212
1,628
2,183
Total
284,734
226,756
162,020
139,145
Trade receivables can be analysed based on their aging as follows:
Consolidated financial information
Separate financial information
As at
Trade receivables - related parties
30 September 31 December
2025 2024
Baht'000 Baht'000
30 September 31 December
2025 2024
Baht'000 Baht'000
Not yet due Within 3 months
3 - 6 months
6 - 12 months
Over 12 months
Total trade receivables - related parties Trade receivables
Not yet due
Within 3 months
3 - 6 months
6 - 12 months
Over 12 months
Less Allowance for expected credit loss Total trade receivables, net
Total trade receivables, net
2,316
5,425
6,194
4,853
682
19,470
106, 254
52,446
15,972
48,570
10,021
(10,067)
223,196
242,666
8,136
1,710
720
10,566
98,383
88,427
3,325
8,320
10,251
(7,388)
201,318
211,884
5,025
2,211
736
7,972
50,828
25,361
11,632
45,409
5,489
(4,235)
134,484
142,456
2,512
193
2,705
56,058
63,005
2,438
1,307
6,823
(3,778)
125,853
128,558
Contract assets
As at 30 September 2025 and 31 December 2024, contract assets can be analysed by their aging from the transaction date as follows:
Consolidated
financial information
Separate financial information
As at
30 September
31 December
30 September
31 December
2025
Baht'000
2024
Baht'000
2025
Baht'000
2024
Baht'000
Contract assets - related parties
433
354
4,363
1,837
Contract assets
60,627
57,850
30,667
32,167
Total contract assets
60,760
58,204
35,030
34,004
Contract assets can be analy sed by their aging from the transaction date as follows:
As at
30 September
31 December
30 September
31 December
2025
Baht'000
2024
Baht'000
2025
Baht'000
2024
Baht'000
Contract assets - related parties Within 3 months
354
1,176
1,280
3 - 6 months
133
1,872
57
6 - 12 months
1,315
500
Total contract assets - related parties
133
354
4,363
1,837
Contract assets
Within 3 months
37,134
37,936
20,539
23,942
3 - 6 months
9,588
6,924
5,777
2,867
6 - 12 months
8,769
4,858
3,146
2,101
Over 12 months
5,136
8,132
1,205
3,257
Total contract asseto
60,627
57,850
30,667
32,167
The contract assets are typically transferred to trade
receivables within 1
year (2024 within 1
year).
Consolidated financial information
Separate financial information
Over 12 months
Investsents in subs idiaries, associates, and a joint venture
Consolidated financial information
Separate financial information
As at
30 September
31 Decem ber
30 September
31 December
2025
Baht'000
2024
Baht'000
2025
Baht'000
2024
Baht'000
Investment in subsidiaries
2,379,757
2,324,517
Investment in associates
142,723
156,762
117,055
114,760
Investment in a joint venture
43,639
47,215
55,718
55,718
10.1 Investment in subsidiaries
Movements of investment in subsidiaries for nine-month period ended 30 September 2025 are as follows:
Separate
Financial information
Baht'000
Opening net book value Addition in investment
Closing net book value
2,324,517
55,240
2,379,757
Investment in Lawson Software (Thailand) Company Limited
On 1 September 2025, the Company entered into share purchase agreement in Lawson Software (Thailand) Co., Ltd. which provides consultation, implementation, and development for enterprise resource planning software. The Company hold shareholding's interests at 100% of authorised share capital for 99,999 shares at Baht 552.40 per share, totaling Baht 55.24 million. The Company paid such amount on 26 September 2025 and the share were transferred on 30 September 2025.
The details of the recognised assets and liabilities acquired as of the business acquisition date are as follows.
Baht'000
Cas h and cash equivalents
22,141
Trade receivables and other current receiv ables, net
11,734
Contract assets - current
671
Other current assets
1,719
Equipment, net
186
Intangible assets, net
81
Other non-current assets
287
Trade and other current payables
(6,105)
Contract liabilities
(16,360)
Other current liabilities
(677)
Employee benefits obligations
(3,381)
Total identifiable net assets
10,296
Goodwill
44,944
Purchase consideration - Cash
55,240
The Company has been under the process of determining fair value of the net assets of Lawson Software (Thailand) Company Limited acquired from the business acquisition. The above estimated fair value needs to be further adjusted to the fair value of the net assets acquired which must be completed within 12 months from the acquisition date. This timeline aligns with the measurement period for business combinations as outlined in TFRS 3 Business Combinations.
The detail of investments in direct subsidiaries are as follows:
Separate financial information
Portion of ordinary shares
he|d by the Company Cost method
Direct s ubsl diaries Professional Outsourcing
Established in Business
30 September 31 December
2025 2024
% %
30 September 31 December
2025 2024
BaLit'000 Baht'000
Solutions Limited Humanica FAS Limited
Humanica Asia Pte. Ltd. Tiger Sofl (1998) Co., Lid.
Thailand Payroll outsourcing Thailand Accounting and financial
OutSOUIC!*9
Singapore Payroll outsourcing and
human resource system consultant
Thailand Systematising personnel
and payroll and selling access control equipment
0 0
00
00
100
00
100
00
1 00
72,899
58, 999
19, 967
125 ,000
72,899
58,999
19,967
125 ,000
Benix Limited Thailand Insurance broker PT IndoDev Niaga Infernet Indonesia and Human resources
and DataOn Inlernational Hongkong solutions and enterprise
68 68
22,384
22, 384
Co., Lfd resource planning
HRM Consulting Co., Ltd. Thailand Human resources
consulting and
00 00
1,975,567 1,975,567
Humanica Consulting Service Co., Ltd.
training Thailand Human resources
Consulting in
Thailand
55
400
100
43, 981
5,720
43,98 1
5,720
Lawson Software (Thailand) Thailand Enterprise resource Co., Ltd '"* planning
Tolal investments in
submdares
00 55 ,240
2,379,757 2 324 617
(*) On 28 October 2025, Lawson Software (Thailand) Co., Ltd. has changed its name to Humanica ERP Co., Ltd.
The detail of investments in indirect subsidiaries are as follows:
Consolidated
financial information
Portion of ordinary shares
held by the Grou p
30 September
2025
31 December
2024
Company
Established in
Business
%
%
Indirect subsidiaries held by
Humanica Asia Pte. Ltd.
Humanica SDN. BHD.
Malaysia
Payroll outsourcing
and Human Resource
system consultant
100
100
Humanica VN Company
Vietnam
Payroll outsourcing
Limited
and Human Resource
system consultant
100
100
Cadena International Pte. Ltd.***
Singapore
Human resources
solutions
100
Indirect Subsidiary held by
Humanica FAS Limited
Humanica EEC Limited
Thailand
Accounting and
financial outsourcing
70
70
(*) On 23 July 2025, Humanica Asia Pte. Ltd., a subsidiary of the Company, entered into a share purchase agreement in order to invest in ordinary shares of Cadena International Pte. Ltd. which is a company incorporated in Singapore. Its principal business is to invest in companies that provide human resources solutions in Singapore, Vietnam, and Malaysia. The Group invested in 100% of the registered capital, amounting to USD 7.00 million or equiv alent to Baht 227.05 million.
The details of the recognised assets and liabilities acquired as of the business acquisition date are as follows.
Baht'000
Cash and cash equivalents
9,421
Trade receivables and other current receivables, net
14,599
Contract assets - current
266
Other current assets
98
Equipment, net
149
Right-of-use assets, net
13,409
Intangible assets, net
15,026
Other non-current assets
1,598
Trade and other current payables
(9,151)
Contract liabilities
(11,907)
Lease liabilities
(13,406)
Income tax payable
(1,687)
Other current liabilities
(393)
Fair value of identifiable net assets
18,022
Less Non-controlling interests
(209)
Total fair value of identifiable net assets acquired
17,813
Goodwill
209,241
Purchase consideration - Cash
227, 054
The Group has been under the process of determining fair value of the net assets of Cadena International Pte. Ltd. acquired from the business acquisition. The above estimated fair value needs to be further adjusted to the fair value of the net assets acquired which m ust be completed within 1 2 months from the acquisition date. This timeline aligns with the measurement period for business combinations as outlined in TFRS 3 Business Combinations.
Condensed notes to the interim financial information (Unaudited)
For the nine-month period ended 30 September 2025
-
Investment in associates
Movements of investment in associates for nine-month period ended 30 September 2025 are as follows:
Consolidated Separate
financial information financial information
Investment under equity method
Investment under cost method
Baht'000 Baht'000
Opening net book value
156,762
114,760
Addition in investment *a*
2,295
2,295
Disposal of investments *°* !**
(12,922)
Classified as non-current assets held-for-sale !°*
(4,928)
Share of gain
1,500
Share of other comprehensive income
- Exchange difference on translation of the financial information
Closing net book value
Human Chess Capital Company Limited
16
142,723 117,055
Human Chess Capital Company Limited called for additional paid-up share capital according to the existing shareholding interests for 250,000 shares at Baht 1.02 per share totalling of Baht 0.25 million and issued additional 500,000 ordinary shares at a par value of Baht 10.00. For the new shares, the Company paid-up based on the existing shareholding interest for 250,000 shares at Baht 8.16 per share totalling of Baht 2.04 million. The Company paid such amount during the period.
- Sy nergy Outsourcing Sdn. Bhd.
On 17 April 2025, the Group totally disposed the ordinary shares in Synergy Outsourcing Sdn. Bhd. for 225,000 shares, amounting to Malaysia Ringgit 225,000 or equivalent to Baht 1.69 million. The Group received such amount on 30 April 2025 and recognised the loss from disposal of investment in an associate amounting to Baht 1.16 million in the statement of comprehensive income.
-
Idol Planner Consulting Company Limited
On 30 July 2025, Humanica FAS Limited, a subsidiary of the Company, entered into a share sale agreement for disposal of ordinary shares in Idol Planner Consulting Company Limited, an indirect associate, for 45,000 shares amounting to Baht 12.93 million. During the period, the Group received such amount of the ordinary shares for 27,900 shares amounting to Baht 8.00 million. The Group expects the remaining 17,100 shares to be settled in November 2025 and classified investment in associate as non-current assets classified as held-for-sale amounting to Baht 4.93 million during the period. The Group recognised the loss from disposal of investment in an associate amounting to Baht 2.07 million in the statement of comprehensive income.
Condensed notes to the interim linancia I information (Unaudited)
For the nine-month period ended 30 September 2025
The detail of investments in associates are as follows;
Consolidated financ ial information
Investment at Investment at
% of ownership interest cost method equity method 30 September 31 December 30 September 3t December 30 September 31 December
2025 2024 2025 2024 2025 2024
Business
Direct associates established in Thailand
Conicle Company Online learning platform
% % Baht'000 Bafit'000 Baht'000 Baht'000
Limited
for organisation service
17
20
40, 396
•0,3B6
42,288
42,311
Human Chess
Intermediate between
Capital Company
Limited
borrowers and lenders
through an online pla|form
50
50
14,539
12, 244
8,817
7,I22
H Lab Company
Develop and distribute
Limited
applications to support all
of services and
managements
3O
33
62, 120
62,120
53,809
48, 865
Indirect associates established in Thailand
Idol Planner Provide consulting business
Consulting services for ramily business
Company Limited companies
Indirect associates established in Malaysia
and PhiIipD)nes
30 4 4, 364
14,909
Synergy Outsourcing Sdn. Bhd.
Provide implementation of human resource and payroll software and provide payroll outsourcing services
45 1,825
2,495
Sunflsh DataOn Operate the dlstribu tion,
Philippines Inc. sale of applications for
human resource
inform ation systems and provides management system services.
49 49 34, 038
34, 038
37,B 09
40, 460
During the period, Conicle Company Limited increased its share capital from Baht 3.26 million to Baht 3.90 million by issuing 6,362 ordinary shares at a par value of Baht 100, totalling Baht 0.64 million. However, the Company did not invest in the new shares of Conicle Company Limited according to its existing shareholding interest. As a result, the shareholding interest portion of Conicle Company Limited decrease from 20% to 17% of total share capital. However, the management assessed that Conicle Co., Ltd. still remained under significant influence of the Company and classified this investment as investment in an associate.
Investment in a joint venture
Movement of investment in a joint venture for nine-month period ended 30 September 2025 are as follows:
Consolidated Separate
financial information financial information Investment under Investment under
equity method cost method
Baht'000 Baht'000
Opening net book value
47,215
55,718
Share of loss
Closing net book value
(3,576)
43,639 55,718
For the nine-month period ended 30 September 2025
The detail of investment in a joint venture are as follows:
Company Business
Pharmcare Group Online platform for Company Limited'! health consulting
and e-platform service
Consolidated financial information
Inv estment at Investment at
% of ownership interest cost method equity method 30 September 31 December 30 September 31 December 30 September 31 December
2025 2024 2025 202a 2025 2024
% % Baht'0 0 0 Baht'0 00 Baht'000 Baht'0 00
51 55,7 8 55,718 43,639 47,215
*"* Shareholder agreements assigned the structure of the business operation and the strategic, operating and financing decisions which required unanimous consent from all parties. As a result, the Group classified these investments as investment in a joint venture.
-
Investment in associates
Building improvement and equipment, net
Movements of building improvement and equipment for the nine-month period ended 30 September 2025 are as follows:
Consolidated
financial information
Separate
financial information
Baht'000
Baht'000
Opening net book value
46,254
21,034
Business acquisitions
335
Additions during the period
20,268
5,597
Disposals/write-offs during the period
(480)
(29)
Depreciation
(18,401)
(8,568)
Exchange difference on translation of financial information (803)
Closing net book value
Right-of-use assets, net
47,173
18,034
Movements of right-of-use assets for the nine-month period ended 30 September 2025 are as follows:
Consolidated
Separate
Opening net book value Business acquisitions Additions during the period Lease terminations
Lease modification
Depreciation
financial information
Baht'000
103,894
13,409
32,697
(3,645)
1,229
(32,157)
financial information
Baht'000
71,658
(14,776)
Exchange difference on translation of financial information (279)
Closing net book value
115,148
56,882
For the nine-month period ended 30 September 2025
Intangible assets, net
Movements of intangible assets for the nine-month period ended 30 September 2025 are as follows:
Consolidated financial information
Computer software
Customer Computer under
Trademark
relationship
software
development
Total
Baht'000
Baht'000
Baht'000
Baht'000
Baht'000
Opening net book value
17,356
73,320
141,709
44,367
276,752
Business acquisitions
10,963
4,144
15,107
Additions during the period
95
45,886
45,981
Transfer in (out)
25,332
(25,332)
Amortisation
(1,021)
(23,154)
(25,742)
(49,917)
Exchange difference on translation
of financial information
(2,949)
(2,064)
(801)
(5,814)
Closing net book value
16,335
47,217
150,293
68,264
282,109
Separate financial information
Computer software
Software under
license development Total
Baht'000 Baht'000 Baht'000
Opening net book value
89,708
25,332
115,040
Additions during the period
25,146
25,146
Transfer in (out)
25,332
(25,332)
Amortisation
Closing net book value
(17,753) (17,753)
97,287 25,146 122,433
Trade and other current payables
Consolidated financial information
Separate financial information
30 September
31 December
30 September
31 December
As at
2025
2024
2025
2024
Baht'000
Baht'000
Baht'000
Baht'000
Trade payables
8,772
7,093
2,523
2,677
Trade payables - related parties
32
3,091
3,269
Other current payables
7,421
11,606
6,166
7,882
Other current payables - related parties
Accrued expenses
369
64,684
54,174
19,318
25,119
Accrued expenses - related parties
1,038
268
1,297
248
Dividend payable
Total
1,050
82,284 74.223 32,395 39,195
For the nine-month period ended 30 September 2025 _
Lease liabilities
Movements of lease liabilities for the nine-month period ended 30 September 2025 are as follows:
Consolidated Separate financial information financial information Baht'000 Baht'000
Opening net book value
Interest paid for lease liabilities
5,890
3,676
Lease termination
(3,821)
Exchange differences on translation financial information
(894)
Cash flows:
Repayment for lease liabilities
(40,256)
(19,501)
Closing net book value
136,663
75,105
Lease liabilities - current portion
40,945
22,230
Lease liabilities - non-current portion
95,718
52,875
Total
136,663
75,105
Non cash items: Business acquisition Addition during the period Lease modification
128,424
13,406
32,697
1,217
90,930
Treasury stocks
At the Board of Directors' meeting on 27 February 2025, the Board of Directors approved a share repurchase programme (Treasury shares) for financial management purposes, not exceeding 25 million shares for Baht 250 million, which is 2.88% of the total issued and paid-up shares. The repurchase period is from 5 March 2025 to 4 September 2025.
During the period, the Company repurchased 31,250,000 shares for Baht 238.91 million from the Stock Exchange of Thailand. The repurchased shares payments were presented as a deduction from equity. All the repurchased shares have not been registered for capital reduction and are still held as treasury share awaiting resale for next time. The Company shall be able to resell the repurchased shares after 3 months from the completion of shares repurchase but not exceeding 3 years. In case that the Company does not resell the repurchased shares within the share resell period, the Company must reduce the paid-up capital by written-off remaining repurchased shares.
Purchasing month
Average
Treasury stock price Treasury stock
(Baht per Share) quantity
Total Baht'000
March
8.05
1,563,800
12,583
April
7.77
6,729,500
52,289
May
7.99
6,423,400
51,311
June
8.02
6,097,300
48,920
July
7.15
3,725,300
26,627
August
6.99
5,329,400
37,255
September
7.18
1,381,300 9,920
Total
31,250, 000 238,905
Income tax expense
Consolidated Separate
financial information financial information
For the three-month periods ended 30 September
2025
Baht'000
2024
Baht000
2025
Baht000
2024
Baht'000
Current income tax
(22,715)
(17,672)
(9,699)
(9,109)
Deferred income tax
2,557
807
823
133
Total income tax expenses
(20,158)
(16,865)
(8,876)
(8,976)
Consolidated Separate
financial information financial information
For the ninewonth periods ended 20 September
2025
Baht'000
2024
Baht'000
2025
Baht'000
2024
Baht'000
Current income tax
(67,521)
(48,223)
(30,783)
(20,310)
Deferred income tax
5, 112
5,037
684
1,971
Total income tax expenses
(62,409)
(43,186)
(30,099)
(18,339)
Interim income tax expenses are accrued by the management estimates using the same tax rate that applies to the expected total profit for the year. The weighted average applicable tax rate for the Group and the Company were 21% and 12%, respectively (2024: 16% and 6%, respectively). The weighted average applicable tax rate for the Group and the Company changed due to an increase in profit from operation that has no privileges from the Board of Investment, resulting to a higher weighted average tax rate. In addition, the Company's promotional privileges from Board of Investment expired in July 2024, resulting in a significantly higher weighted average applicable tax rate.
In December 2021, the Organisation for Economic Co-operation and Development (OECD) released the Pillar Two model rules to reform international corporate taxation that aim to ensure that large multinationals pay a minimum effective corporate tax rate of 15% in each jurisdiction in which they operate.
In 2024, Pillar Two legislation was enacted in Thailand, the jurisdictions in which the Company is incorporated, and came into effect on 1 January 2025. However, The Group has assessed the implication of the Pillar Two rules. The management assessed that the application of the Pillar Two legislation is expected to be immaterial to the consolidated financial statements since the Company Ultimate Parent Entity (UPE) does not qualify as a large multinational enterprise (MNEs).
-
Warrants
On 8 April 2022, the Company offered warrants to purchase the Company's ordinary shares to executives and employees of the Company which was approved from Shareholders' meeting. Details of warrants are as follows:
Project Name
Term (Years)
Grant date
Warrants to purchase the ordinary shares to executives and employees of Humanica Public Company Limited No.1 (HUMAN-W1) (the ' Warrants")
5 years from the date of issuance and offering
Upon 24 months from the Warrant's issuance date Not exceeding 20%
Upon 36 months from the Warrant's issuance date The Warrants can be additionally
exercised for not exceeding 20%
Upon 48 months from the Warrant's issuance date The Warrants can be additionally
exercised for not exceeding 30%
Upon 60 months from the Warrant s issuance date Any amount of allotted warrants until
the maturity date
Expired date 5 years from the date of issuance and offering
Number of Issued Not exceeding 10,000,000 Units warrants (Unit)
Exercise ratio
per 1 warrant
1 unit of warrants has the right to purchase 1 ordinary share, except there is an adjustment of right under the right adjustment condition
Exercise price Baht 10.90, except there is an adjustment of right under the right adjustment condition. (Baht per share)
During the nine-month period ended 30 September 2025, the Company recognised warrants to purchase ordinary shares as equity and related expenses as part of administrative expenses amounting to Baht 2.08 million. Moreover, the Company adjusted the assumption relating to the employee turnover rate which impacted to the fair value of warrants resulting in the reversal of administrative expenses amounting to Baht 8.67 million. The executives and employees of the Company have not exercised warrants during the period.
Earnings per share
Diluted earnings per share is calculated by dividing the net profit for the period attributable to shareholders of the Company by the weighted average number of ordinary shares issued and paid-up during the period.
For the three-month periods ended 30 September
Consolidated financial information
2025
2024
Separate financial information
2025
2024
Basic earnings per share
Net profit attributable to owners of the parent (Baht'000)
Weighted average number of ordinary share
71,924
62,898
113,536
51,991
in issue (shares'000)
840, 775
867,444
840,775
867,444
Basic earnings per share (Baht per share)
0.09
0.07
0.14
0.06
Diluted earnings per share
Net profit attributable to owners of the parent
(Baht'000)
71,924
62,898
113,536
51,991
Weighted average number of ordinary share
in issue (shares'000)
840,775
867,444
840,775
867,444
Adjustment: conversion of warrants (shares'000)
Weighted average number of ordinary shares
for diluted earnings per share (shares'000)
840,775
867,444
840,775
867,444
Diluted earnings per share (Baht per share)
0.09
007
0.14
0.06
For the nine-month periods ended 30 September
Consolidated
financial information
2025
2024
Separate financial information
2025
2024
Basic earnings per share
Net profit attributable to owners of the parent (Baht'000)
236,036
225,182
231,413
267,189
Weighted average number of ordinary share
in issue (shares'000)
854, 643
867,444
854,643
867,444
Basic earnings per share (Baht per share)
028
0.26
0.27
0.31
Diluted earnings per share
Net profit attributable to owners of the parent (Baht'000)
236,036
225,182
231,413
267,189
Weighted average number of ordinary share
in issue (shares'000)
854,643
867,444
854,643
867,444
Adjustment: conversion of warrants (shares'000)
187
187
Weighted average number of ordinary shares for diluted earnings per share (shares'000)
854,643
867,631
854,643
867,631
Diluted earnings per share (Baht per share)
0.28
0.26
0.27
0.31
Dividends
At the Annual General Meeting of Shareholders for the year 2025 on 29 April 2025, the shareholders passed a resolution for the payment of dividends from net profit of operating results for the year 2024 at Baht 0.30 per share. Such dividends include interim dividends at Baht 0.12 per share, amounting to Baht 104.80 million, which the Company already paid to its shareholders. Therefore, the remaining dividends that must be paid were at Baht 0.18 per share, amounting to Baht
154.43 million. The Company paid such dividends to shareholders on 27 May 2025.
At the Board of Directors' meeting of the Company on 14 August 2025, the board of directors passed a resolution to declare interim dividends from the net profit for the six-month period ended 30 June 2025 to the shareholders at Baht 0.12 per share, amounting to Baht 100.65 million. The Company paid such dividends to the shareholders on 12 September 2025.
Related party transactions
The following are material transactions that were carried out with related parties in an ordinary course of business and in accordance with specific terms and conditions of the contracts:
21.1 Transactions with related person and related parties
Consolidated
Separate
For the three-month periods ended
financial information financial information
30 September
2025
2024 2025
2024
Baht'000 Baht'000 Baht'000 Baht'000
Subsidiaries Service income Management fee Dividend income Rental income Other income Service expenses Interest expense
Associates Service income
Other income - interest income
Rental income Other income Other expenses
Joint ventures Service income Rental income Other income
Related parties Service income Rental income Other expenses
4,829
995
636
27
103
145
125
41
1,523
120
2,871
-
1,915
639
49
155
156
106
2,130
137
3,360
7,044
6,g77
77,193
816
205
722
229
995
636
27
125
41
3,830
7,525
24,999
926
1,458
34
382
639
49
156
1 06