Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of September 2024

 

Commission File Number: 001-42026

 

YY Group Holding Limited

 

60 Paya Lebar Road

#09-13/14/15/16/17

Paya Lebar Square

Singapore 409051

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

 

Form 20-F ☒ Form 40-F ☐

 

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:

 

Yes ☐ No ☒

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

 

 

 

 

 

 

EXHIBIT INDEX

 

Exhibit No.		Description
99.1		Interim Earnings Result for the six months ended 30 June 2024
99.2		Press Release – YY Group Holding Limited Announces First Half 2024 Unaudited Financial Results

 

1 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

	YY Group Holding Limited
Date: September 10, 2024	By:	/s/ Fu Xiaowei
	Name:	Fu Xiaowei
	Title:	Chief Executive Officer, Chairman and Director

 

 

 

2

 

 

Exhibit 99.1

 

YY Group Holding Limited

(Incorporation in British Virgin Islands)

 

Unaudited First Half 2024 Financial Results

 

Revenue

 

We generate revenue primarily from (i) cleaning services, and (ii) manpower outsourcing services. Cleaning services include professional cleaning and janitorial services provided to our customers. Manpower outsourcing services consist of sourcing of casual labor to meet our customers’ needs mainly via the YY App. Our total revenues increased by $5,600,445 or approximately 41.0%, from $13,659,047 for the six months ended June 30, 2023, to $19,259,492 for the six months ended June 30, 2024.

 

The following table sets forth our revenue by service categories for the periods indicated.

 

		For the six months ended June 30,
		2024								2023
		USD				% of revenue				USD				% of revenue
Cleaning			11,372,886				59.1	%			8,382,570				61.4	%
Manpower outsourcing			7,886,606				40.9	%			5,276,477				38.6	%
Total revenue			19,259,492				100.0	%			13,659,047				100.0	%

 

During the six months ended June 30, 2024 and 2023, cleaning services accounted for approximately 59.1% and 61.4% of the total revenue, respectively, while manpower outsourcing services accounted for approximately 40.9% and 38.6% of the total revenue, respectively. Total revenue increased by 41.0%, from $13,659,047 for the six months ended June 30, 2023, to $19,259,492 for the six months ended June 30, 2024, due to an approximately 35.7% increase in cleaning services from $8,382,570 for the six months ended June 30, 2023, to $11,372,886 for the six months ended June 30, 2024, and an approximately 49.5% increase in manpower outsourcing services from $5,276,477 for the six months ended June 30, 2023 to $7,886,606 for the six months ended June 30, 2024. Total revenue for the six months ended June 30, 2024 reflects a negative currency translation impact of $169,751. Revenue from cleaning services increased by approximately 35.7% due to higher demand by our customers in the hospitality and public sectors after the COVID-19 pandemic. Revenue from manpower outsourcing services increased significantly by approximately 49.5%, primarily due to the increase in demand of manpower service in both Singapore and Malaysia market. Revenue increased by $2,610,129 for the six months ended June 30, 2024 compared with that of six months ended June 30, 2023, due to an approximately 43.1% increase in the Singapore market and 56.9% increase in the Malaysia market.

 

Cost of revenue

 

The cost of revenue primarily consists of cleaning material cost, repair and maintenance cost, labor cost and logistics costs. Cleaning material, repair and maintenance of cleaning machinery, labor and logistics costs are directly associated with our provision of cleaning services, while labor cost is mainly associated with our provision of manpower outsourcing services. The total cost of revenue increased by $5,013,505, or approximately 42.2%, from $11,868,313 for the six months ended June 30, 2023, to $16,881,818 for the six months ended June 30, 2024.

 

 

 

The following table sets forth our cost of revenue by service categories for the periods indicated.

 

		For the six months ended June 30,
		2024								2023
		USD				% of revenue				USD				% of revenue
Cleaning			(10,282,219	)			(53.4	)%			(7,685,579	)			(56.3	)%
Manpower			(6,599,599	)			(34.3	)%			(4,182,734	)			(30.6	)%
Total cost of revenue			(16,881,818	)			(87.7	)%			(11,868,313	)			(86.9	)%

 

The approximately 42.2% overall increase in cost of revenue is primarily driven by an increase in manpower cost incurred in both cleaning services and manpower outsourcing services, primarily due to an increase in customers demand and orders fulfilled as a result of expansion of business. This was consistent with the increase of revenue during the year. On the other hand, the percentage increase in our total cost of revenue was higher than the percentage increase in total revenue, which was mainly due to the increase in hourly charging rate of casual labors during the six months.

 

Gross profit

 

For the six months ended June 30, 2024 and 2023, our gross profit was $2,377,674 and $1,790,734 respectively, and our gross profit margins were approximately 12.3% and 13.1%, respectively. Our gross profit increased by $586,940, or approximately 32.8% primarily due to the increase in gross profit from both cleaning and manpower services. Our gross profit margin deteriorated by approximately 0.7% primarily due to an increase in cost of the cleaning staffs and hourly charging rate for the casual labor, where as our service charges to our customers did not increase to the same extent as the cost increase over the same period, as we balanced the decision to pass on the cost increase to our customers and the opportunity to secure contracts with our customers that were seeing strong recovery in their business due to easing of COVID-19 restrictions.

 

Other income

 

Other income primarily consisted of government grants. Other income increased by $969,886, or approximately 399.0%, from $243,050 for the six months ended June 30, 2023, to $1,212,936 for the six months ended June 30, 2024. The increase was mainly due to an increase in government grant received under progressive wage credit scheme which provides transitional wage support for employers, which was received in May 2024 and no such government grant for the six months ended June 30, 2023. It helps them adjust to upcoming mandatory wage increases for lower-wage workers and voluntarily raise wages for this group. The scheme aims to uplift low-wage workers and support businesses in their efforts to raise wages beyond the mandatory annual increments outlined by the Ministry of Manpower.

 

Selling and marketing expenses

 

Selling and marketing expenses primarily include expenses related to advertising, marketing and branding activities. Selling and marketing expenses increased by $43,148, or approximately 47.5%, from $90,829 for the six months ended June 30, 2023, to $133,977 for the six months ended June 30, 2024. The increase was primarily due to the increase in cost of advertising on social media after our initial public offering, completed on April 24, 2024.

 

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General and administrative expenses

 

General and administrative expenses consisted primarily of salary and welfare expenses, rental expenses, depreciation, professional service fees, office expenses, transportation and other administrative expenses. General and administrative expenses increased by $721,783, or approximately 38.4%, from $1,879,980 for the six months ended June 30, 2023, to $2,601,763 for the six months ended June 30, 2024, mainly due to an increase in staff expenses resulted from increased number of employees and administrative expenses to support expanded business in different regions.

 

Other expenses

 

Other expenses primarily consisted of late charges and fines, loss on disposal of property and equipment. Other expenses increased by $15,653, from $10,376 for the six months ended June 30, 2023, to $26,029 for the six months ended June 30, 2024.

 

Finance costs

 

Finance costs primarily consisted of accrued interest from guaranteed bank loans, convertible loan and hire purchase, interest expenses from lease liabilities and interest expenses on account receivables factoring. Finance costs increased by $29,105, or approximately 18.0% from $162,037 for the six months ended June 30, 2023, to $191,142 for the six months ended June 30, 2024. The increase was primarily due to the Company signed a new office lease agreement for the following 5 years, whose rental was much higher than the previous office, leading to an increase of interest expense from lease liability.

 

Profit for the first half of 2024

 

As a result of the foregoing, we had a profit of $601,986  for the six months ended June 30, 2024, an increase of $738,505, or approximately 541.0%, from a loss of $136,519 for the six months ended June 30, 2023.

 

Balance Sheets and Cash Flows

 

As of June 30, 2024, the Company had $1,078,169 in cash. Net cash used in operating activities for the six months ended June 30, 2024 was $2,649,324 compared with net cash provided by operating activities of $303,146 for the six months ended June 30, 2023. The movement of $2,952,470 in operating activities was primarily attributable to several key factors. First, there was an increase in operating expenses, driven by higher salaries and wages resulting from annual raises and the hiring of additional staff. The Company also expanded its marketing expenditures to maintain the market share. Following the IPO, the Company has reduced its use of AR factoring which is typically used to hedge the cash flow associated with account receivable. The reduction has resulted in an increase in accounts receivable. Concurrently, the Company engaged more subcontractors to support its business expansion, resulting in shorter payment terms. Additionally, the company made prepayments for IT enhancement costs and consultation fees which contributed to the overall increase in operating outflows during this period.

 

ABOUT US

 

At YY Group Holding, we are driven by a vision to shape futures and revolutionize industries. Our journey began with a mission to bridge the gap between talent and opportunity. Over the years, we have transformed into a premier talent acquisition and technology solutions conglomerate, operating across Singapore, Malaysia, and Thailand. Today, we stand as pioneers, serving job seekers, employers, and businesses with cutting-edge solutions that redefine how we connect and thrive.

 

3

 

 

YY GROUP HOLDING LIMITED AND ITS SUBSIDIARIES

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

AS OF JUNE 30, 2024 AND DECEMBER 31, 2023

 

		As of
		June 30, 2024 (Unaudited)				December 31, 2023
		USD				USD
Assets
Current assets:
Cash			1,078,169				467,235
Trade receivables			7,659,452				7,037,942
Prepayment and other current assets			2,884,052				2,667,166
Amount due from related parties			52,995				31,298
Total Current Assets			11,674,668				10,203,641
Non-current assets:
Right-of-use assets			920,383				78,434
Property and equipment, net			353,548				368,621
Prepayment, non-current			54,060				18,656
Deferred tax assets			6,597				738
Total Non-current assets			1,334,588				466,449
Total Assets			13,009,256				10,670,090
Currents Liabilities:
Trade and other payables			2,932,139				2,996,636
Amount due to a related party			86,006				67,521
Lease liabilities, current			194,302				69,135
Loans and borrowings, current			2,441,714				2,856,491
Total Current Liabilities			5,654,161				5,989,783
Non-current Liabilities:
Loans and borrowings, non-current			276,826				523,607
Lease liabilities, non-current			745,347				15,187
Warranty liability			29,756				-
Total Non-Current Liabilities			1,051,929				538,794
Total Liabilities			6,706,090				6,528,577
Equity
Share Capital*			5,280,406				3,564,150
Reserves			(136,673	)			20,667
Retained earnings			1,147,039				545,797
Equity attributable to owners of the Company			6,290,772				4,130,614
Non-controlling interests			12,394				10,899
Total equity			6,303,166				4,141,513
Total liabilities and equity			13,009,256				10,670,090

 

*

The shares and per share information are presented on a retroactive basis to reflect the reorganization.

 

4

 

 

YY GROUP HOLDING LIMITED AND ITS SUBSIDIARIES

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE SIX MONTHS ENDED JUNE 30, 2024 AND 2023

 

		For the six months ended June 30,
		2024				2023
		USD				USD
Revenue			19,259,492				13,659,047
Cost of revenue			(16,881,818	)			(11,868,313	)
Gross profit			2,377,674				1,790,734
Other income			1,212,936				243,050
Selling and marketing expenses			(133,977	)			(90,829	)
General and administrative			(2,601,763	)			(1,879,980	)
Other expenses			(26,029	)			(10,376	)
Change in fair value of warrant liability			55,125				-
Operating profit			883,966				52,599
Finance cost			(191,142	)			(162,037	)
Profit/(loss) before tax			692,824				(109,438	)
Income tax expenses			(90,838	)			(27,081	)
Profit/(loss) for the period			601,986				(136,519	)
Other comprehensive loss
Foreign currency translation differences- foreign operations			(79,383	)			(36,819	)
Total comprehensive income/(loss) for the period			522,603				(173,338	)
Profit/(loss) attributable to:
Equity owners of the Company			601,242				(141,322	)
Non-controlling interests			744				4,803
Profit/(loss) for the period			601,986				(136,519	)
Total comprehensive income/(loss) attributable to:
Equity owners of the Company			521,108				(178,356	)
Non-controlling interests			1,495				5,018
Total comprehensive income/(loss) for the period			522,603				(173,338	)
Basic earnings/(loss) per share*			0.016				(0.004	)
Diluted earnings/(loss) per share*			0.016				(0.004	)
Weighted average number of shares
Basic			38,506,507				38,300,000
Diluted			38,506,507				38,300,000

 

*

The shares and per share information are presented on a retroactive basis to reflect the reorganization.

 

5

 

Exhibit 99.2

 

 

YY Group Holding Limited Announces Unaudited First Half 2024 Financial Results

 

SINGAPORE, September 10, 2024 — YY Group Holding Limited (NASDAQ: YYGH) (“YY Group”, “YYGH”, or the “Company”), a data and technology-driven provider of staffing solutions for the hotel and hospitality industry as well as commercial cleaning and janitorial services, today announced its financial and operating results for the six months ended June 30, 2024, along with recent business developments.

 

“We are thrilled with the strong growth and operational achievements in the first half of 2024,” said Fu Xiaowei, CEO of YY Group Holding Limited. “Our successful IPO and the expansion into Australia and Vietnam underscore our commitment to broadening our international footprint. We look forward to delivering sustained value to our shareholders as we continue to grow.”
 

Financial Highlights for the First Half of 2024

 

●

Total Revenues: Increased by 41.0% to $19,259,492 for the six months ended June 30, 2024, compared to $13,659,047 during the same period in 2023.

 

●

Gross Profit: Increased by 32.8% to $2,377,674, up from $1,790,734 for the six months ended June 30, 2023.

 

●

YY App Metrics: Downloads and active users grew by 33.8% and 43.2%, respectively, with total downloads reaching 464,595 and active users reaching 152,650 as of June 30, 2024.

 

●

User Engagement: The number of daily, weekly, and monthly active users rose significantly by 177.2%, 158.5%, and 158.5%, respectively, with daily active users reaching 4,316, weekly active users reaching 9,271, and monthly active users reaching 25,066.

 

YY Group’s impressive financial performance reflects its sustained growth across its platform and the success of its global expansion efforts.

 

Business Developments

 

	●	Completion of Initial Public Offering (IPO)
		On April 22, 2024, YY Group Holding Limited (“the Company”) completed its initial public offering by issuing 1,125,000 Class A Ordinary Shares at a public offering price of $4.00 per share, for aggregate gross proceeds of approximately $4.5 million before deducting underwriting discounts, commissions, and other offering expenses.

 

On April 24, 2024, the Company also issued a warrant to the underwriter, US Tiger Securities Inc., granting the right to purchase 56,250 of the Company’s Class A Ordinary Shares. This warrant will expire on April 22, 2027.

 

	●	Expansion into Australia
		On June 14, 2023, YY Circle (AU) Pty Ltd (“YY Circle (AU)”) was incorporated in New South Wales, Australia as a proprietary company limited by shares.

 

 

 

On January 12, 2024, Mr. Samuel Nicolas Astbury, the former director of YY Circle (AU) transferred 100% shares to Mr. Andrew Dvash.

On March 1, 2024, Mr. Andrew Dvash, who is a director of YY Circle (AU) transferred 95% of shares to the Group CEO Mr. Fu Xiaowei. 

On May 1, 2024 Mr. Fu Xiaowei transferred all the shares to the Company. YY Circle (AU) became a majority owned subsidiary, with a remaining 5% of the company owned by Andrew Dvash.

 

●

Expansion into Vietnam

 

On February 6, 2024, YY Circle (Vietnam) Company Limited (“YY Circle (VN)”) was incorporated in Vietnam as a limited liability company with multiple members by shares. YY Circle (VN) commenced business on February 6, 2024 and is principally engaged in the provision of manpower outsourcing service to our customers via the YY App. YY Circle (VN) is a majority owned by our subsidiary YY Circle (SG), with a remaining 5% of the company owned by Tran Hai Lan, who is a director of YY Circle (VN).

 

Balance Sheets and Cash Flows

 

As of June 30, 2024, the Company had $1,078,169 cash. Net cash used in operating activities for the six months ended June 30, 2024 was $2,649,324 compared with net cash provided by operating activities of $303,146 for the six months ended June 30, 2023. The movement of $2,952,470 in operating activities was primarily attributable to several key factors. First, there was an increase in operating expenses, driven by higher salaries and wages resulting from annual raises and the hiring of additional staff. The Company also expanded its marketing expenditures to maintain the market share. Following the IPO, the Company has reduced its use of AR factoring which is typically used to hedge the cash flow associated with account receivable. The reduction has resulted in an increase in accounts receivable. Concurrently, the Company engaged more subcontractors to support its business expansion, resulting in shorter payment terms. Additionally, the company made prepayments for IT enhancement costs and consultation fees which contributed to the overall increase in operating outflows during this period.

 

About Us

 

At YY Group Holding, we are driven by a vision to shape futures and revolutionize industries. Our journey began with a mission to bridge the gap between talent and opportunity. Over the years, we have transformed into a premier talent acquisition and technology solutions conglomerate, operating across Singapore, Malaysia, and Thailand. Today, we stand as pioneers, serving job seekers, employers, and businesses with cutting-edge solutions that redefine how we connect and thrive.

 

2

 

 

Cautionary Note Regarding Forward-Looking Statements:

 

This press release contains forward-looking statements that are subject to various risks and uncertainties. Such statements include statements regarding the Company’s ability to grow its business and other statements that are not historical facts, including statements which may be accompanied by the words “intends,” “may,” “will,” “plans,” “expects,” “anticipates,” “projects,” “predicts,” “estimates,” “aims,” “believes,” “hopes,” “potential” or similar words. Actual results could differ materially from those described in these forward-looking statements due to certain factors, including without limitation, the Company’s ability to achieve profitable operations, customer acceptance of new products, the effects of the spread of Coronavirus (COVID-19) and future measures taken by authorities in the countries wherein the Company has supply chain partners, the demand for the Company’s products and the Company’s customers’ economic condition, the impact of competitive products and pricing, successfully managing and, general economic conditions and other risk factors detailed in the Company’s filings with the United States Securities and Exchange Commission (SEC). The forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake any responsibility to update the forward-looking statements in this release, except in according to applicable law.

 

Investor Relations Contact

 

Phua Zhi Yong
Chief Financial Officer

YY Group Holding

[e-mail]

 

 

 

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